Diluted Common Shares definition

Diluted Common Shares means, as of any date, the total number of shares of Common Stock then outstanding, calculated assuming the full exercise of the Converted Investor Warrant.
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Diluted Common Shares means that number equal to the sum of (A) the number of shares of Company Common Stock issued and outstanding immediately prior to the Effective Time (regardless of whether such shares are unvested, subject to any right of repurchase, risk of forfeiture or other condition in favor of the Company at such time); plus (B) the number of shares of Company Common Stock issuable upon exercise of the Company Options (as such term is defined in Section 1.6(e)) outstanding at the Effective Time (regardless of whether such Company Options are vested); plus (C) the number of shares of Company Common Stock issuable in connection with any other options, warrants, calls, rights, exchangeable or convertible securities, commitments or agreements of any character, written or oral, to which the Company is a party or by which it is bound obligating the Company to issue, deliver, sell or cause to be issued, delivered or sold any Company Capital Stock immediately prior to the Effective Time.
Sample 1
Diluted Common Shares means that number equal to the sum of (A) the number of shares of Company Common Stock issued and outstanding immediately prior to the Effective Time (regardless of whether such shares are unvested, subject to any right of repurchase, risk of forfeiture or other condition in favor of the Company at such time); plus (B) the number of shares of Company Common Stock issuable upon exercise of any options to purchase Company Common Stock ("COMPANY OPTIONS") outstanding at the Effective Time (regardless of whether such Company Options are vested); plus (C) the number of shares of Company Common Stock issuable in connection with any other options, warrants, calls, rights, exchangeable or convertible securities (including Series B Preferred), commitments or agreements of any character, written or oral, to which the Company is a party or by which it is bound obligating the Company to issue, deliver, sell or cause to be issued, delivered or sold any Company Capital Stock immediately prior to the Effective Time.
Sample 1

Examples of Diluted Common Shares in a sentence

  • Notwithstanding the foregoing, the FP Stockholder Representative shall not take any action or exercise any power to the extent that the holders of the majority of the Fully Diluted Common Shares held by FP and its Permitted Transferees shall have voted to prevent the Stockholder Representative from taking such action or exercising such power.

  • The entity appointed as the FP Stockholder Representative may be replaced at any time and from time to time by the vote of a majority of the Fully Diluted Common Shares held by FP and its Permitted Transferees.

  • Such statement shall include a statement of the then current total amount of Fully Diluted Common Shares and the total amount of Fully Diluted Common Shares issued after the Closing Date.

  • The adjusted number of Warrant Shares shall be a number equal to the number of Warrant Shares issuable upon exercise of this Warrant immediately prior to such record date multiplied by a fraction (i) the numerator of which is the number of Fully Diluted Common Shares outstanding immediately after such event, and (ii) the denominator of which is the number of Fully Diluted Common Shares outstanding immediately prior to such event.

  • Upon consummation of the Third Closing (assuming repayment of the Sanmina Notes entirely in Series B Preferred Stock), Purchasers shall collectively own Series B Preferred Stock convertible into 54.94% of the Fully Diluted Common Shares of the Company.

  • The adjusted number of Warrant Shares shall be a number equal to the number of Warrant Shares issuable upon exercise of this Contingent Warrant immediately prior to such event multiplied by a fraction (i) the numerator of which is the number of Fully Diluted Common Shares immediately after such event, and (ii) the denominator of which is the number of Fully Diluted Common Shares outstanding immediately prior to such event.

  • The "Cash Amount Per Share" shall be the quotient obtained by dividing (A) the Aggregate Cash Amount by (B) the Diluted Common Shares.

  • The "Per Share Amount" shall be equal to ---------------- the quotient (rounded to the sixth decimal place) of (A) $360,000,000 minus the Total Preference Amount divided by (B) the sum of the Diluted Common Shares plus the Total Preferred Shares.

  • The "Per Share Amount" shall be equal to ---------------- the quotient (rounded to the sixth decimal place) of (A) the Aggregate Consideration minus the Total Preference Amount divided by (B) the sum of the Diluted Common Shares plus the Total Preferred Shares.

  • Upon or after a qualified IPO, any (i) Holder who would not otherwise be allowed to sell all of their Common Shares immediately without volume limitations or other restrictions under the Securities Act of 1933 or (ii) other Company Stockholders holding at least 5% of the voting power of the Fully Diluted Common Shares shall, in each case, be entitled to customary registration rights with respect to the Common Shares held by them, including customary demand, shelf and piggyback registration rights.


More Definitions of Diluted Common Shares

Diluted Common Shares means that number equal to the sum of (A) the number of shares of Company Common Stock (including Series A Stock as deemed converted) issued and outstanding immediately prior to the Effective Time (regardless of whether such shares are unvested, subject to any right of repurchase, risk of forfeiture or other condition in favor of the Company at such time); plus (B) the number of shares of Company Common Stock issuable upon exercise of the outstanding options to purchase Company Common Stock ("Company Options") issued and outstanding immediately prior to the Effective Time (regardless of whether such Company Options are vested); plus (C) the number of shares of Company Common Stock issuable in connection with any other warrants, calls, rights, exchangeable or convertible securities (excluding the Series A Stock which shall be accounted for as provided in Sections 1.6(a) and 1.6(b)(ii)(A), but including the Series B Stock), commitments or agreements of any character, written or oral, to which the Company is a party or by which it is bound obligating the Company to issue, deliver, sell or cause to be issued, delivered or sold any Company Capital Stock immediately prior to the Effective Time.
Sample 1
Diluted Common Shares means the sum obtained by adding (a) the number of shares of Company Common Stock issued and outstanding at the Effective Time, and (b) the number of shares of Company Common Stock issuable upon the exercise of Company Warrants issued and outstanding at the Effective Time, if any.
Sample 1
Diluted Common Shares means that number equal to the sum of (A) the number of shares of Cloudscape Common Stock issued and outstanding immediately prior to the Effective Time (regardless of whether such shares are unvested, subject to any right of repurchase, risk of forfeiture or other condition in favor of Cloudscape at such time); plus (B) the number of shares of Cloudscape Common Stock issuable upon exercise of Cloudscape Options (as such term is defined in Section 4.1(f) hereof) outstanding at the Effective Time (regardless of whether such Cloudscape Options are vested); plus (C) the number of shares of Cloudscape Common Stock issuable in connection with any other options, warrants, calls, rights, exchangeable or convertible securities, commitments or agreements of any character, written or oral, to which Cloudscape is a party or by which it is bound obligating Cloudscape to issue, deliver, sell or cause to be issued, delivered or sold any Cloudscape Capital Stock immediately prior to the Effective Time.
Sample 1
Diluted Common Shares means that number equal to the sum of (A) the number of shares of Company Common Stock issued and outstanding immediately prior to the Effective Time (regardless of whether such shares are unvested, subject to any right of repurchase, risk of forfeiture or other condition in favor of the Company at such time); plus (B) the number of shares of Company Common Stock issuable upon exercise of the Company U.K. Options (as such term is defined in Section 1.6(f)) outstanding at the Effective Time (regardless of whether such Company U.K. Options are vested); plus (C) the number of shares of Company Common Stock issuable in connection with any other options, warrants (including the MJS Warrant, as defined below), calls, rights, exchangeable or convertible securities, commitments or agreements of any character, written or oral, to which the Company is a party or by which it is bound obligating the Company to issue, deliver, sell or cause to be issued, delivered or sold any Company Capital Stock immediately prior to the Effective Time.
Sample 1

Related to Diluted Common Shares

  • Fully-Diluted Common Stock means, at any time, the then outstanding Common Stock of the Company plus (without duplication) all shares of Common Stock issuable, whether at such time or upon the passage of time or the occurrence of future events, upon the exercise, conversion or exchange of all then outstanding Common Stock Equivalents.

  • Fully Diluted Company Shares means the total number of issued and outstanding shares of Company Common Stock, (a) after giving effect to the Company Preferred Stock or otherwise treating shares of Company Preferred Stock on an as-converted to Company Common Stock basis, and (b) treating all outstanding in-the-money Specified Company Warrants as fully vested and as if the Specified Company Warrants had been exercised for cash as of the Effective Time, but for the avoidance of doubt excluding any Company Securities described in Section 1.11(b).

  • Common Shares means the common shares in the capital of the Corporation;

  • Fully Diluted Shares means, at any time of determination, the number of shares of common stock of the applicable entity outstanding at such time, plus the number of shares of issuable upon exercise or conversion or otherwise pursuant to any in-the-money common stock equivalents of such entity outstanding at such time.

  • Restricted Common Stock means shares of Common Stock which are, or which upon their issuance on the exercise of this Warrant would be, evidenced by a certificate bearing the restrictive legend set forth in Section 9.1(a).

  • Voting Common Stock means the voting common stock, par value $0.01 per share, of the Company.

  • Amalco Common Shares means the common shares in the capital of Amalco;

  • Ordinary Shares means the ordinary shares, par value $0.0001 per share, of the Company.

  • Existing Common Stock means shares of common stock of Delphi that are authorized, issued, and outstanding prior to the Effective Date.

  • Old Common Stock means the Company's common stock, par value $.01 per share, outstanding as of the date of the Company's filing of the petition commencing the Chapter 11 Case.

  • Registered Common Shares means Common Shares which are, as of the date of consummation of a Business Combination, and have continuously been for the 12 months immediately preceding such date, registered under Section 12 of the Exchange Act.

  • Common Stock means the common stock of the Company, par value $0.001 per share, and any other class of securities into which such securities may hereafter be reclassified or changed.

  • Newco Common Stock means the common stock, par value $.01 per share, of Newco.

  • Equity Shares shall have the meaning attributed to such term in the recitals of this Agreement;

  • New Common Shares means the common stock or common equity of Reorganized XOG to be issued on the Effective Date.

  • Parent Common Shares means the common shares of beneficial interest, $0.01 par value per share, of Parent.

  • SpinCo Common Stock means the common stock, par value $0.01 per share, of SpinCo.

  • New Common Stock means shares of Common Stock and/or securities convertible into, and/or other rights exercisable for, Common Stock, which are offered or sold in a New Transaction.

  • Merger Sub Common Stock means the common stock, par value $0.01 per share, of Merger Sub.

  • Founders’ Common Stock means all of the shares of Common Stock of the Company acquired by an Insider prior to the IPO for a price of approximately $0.005875 per share;

  • Parent Common Stock means the common stock, par value $0.01 per share, of Parent.

  • Registered Common Stock shall have the meaning set forth in Section 13(b) hereof.

  • Series A Common Stock means the Series A Common Stock, par value $0.01 per share, of the Company.

  • Pubco Common Stock means all classes and series of common stock of Pubco, including the Class A Common Stock and Class B Common Stock.

  • Common Share means one share of the common stock of the Company.

  • Fully Diluted Share Number means the aggregate sum of: (i) the number of shares of Company Common Stock issued and outstanding immediately prior to the Effective Time; (ii) the number of shares of Company Common Stock issuable upon the voluntary conversion of all of the shares of Company Preferred Stock issued and outstanding immediately prior to the Effective Time into Company Common Stock and (iii) the number of shares of Company Common Stock issuable upon exercise of all Stock Options.