Dilutive Shares means Common Shares, Options and Convertible Securities issued or deemed issued after the Effective Date other than:
(A) Common Shares issued pursuant to Article IV, Section 2(d) of the Restated Certificate;
(B) (1) Common Shares outstanding on the Effective Date, (2) Convertible Securities or Options outstanding on the Effective Date (and the Common Shares issued upon conversion, exchange or exercise of such Convertible Securities or Options), and (3) Common Shares (and/or Convertible Securities and Options, and the Common Shares issuable upon conversion, exchange or exercise of such Convertible Securities or Options) issued pursuant to agreements in effect or other commitments or offers outstanding on the Effective Date that (y) relate to the acquisition of spectrum rights or related assets by the Company and/or the Subsidiaries, or (z) are otherwise set forth in Schedule 3.5(c) of the Schedule of Exceptions;
(C) Common Shares (and/or Convertible Securities and/or Options, and the Common Shares issuable upon conversion, exchange or exercise of such Convertible Securities or Options) issued to employees, consultants, directors, vendors, lessors or others with whom the Company conducts business, provided that such shares, options, warrants or other rights are issued pursuant to a stock option plan or restricted stock plan approved by the Board of the Company and solely for compensation purposes;
(D) Common Shares actually issued upon exercise of any Options outstanding as of the Effective Date or conversion or exchange of any Convertible Securities existing as of the Effective Date, or Options or Convertible Securities issued after the Effective Date in accordance with this clause (iv); and/or
(E) Common Shares (and/or Convertible Securities and Options, and the Shares issuable upon conversion, exchange or exercise of such Convertible Securities or Options) issued in connection with any stock split, stock dividend, reverse stock split, recapitalization, reorganization or other distribution of Shares (each, a "RECAPITALIZATION EVENT") that does not affect the relative economic interests or rights of holders of Common Shares.
Dilutive Shares means on any date, all shares of the Company which have been issued, or transferred out of treasury, on the exercise of options granted, or in satisfaction of any other awards made, under any Share Incentive Scheme (including the Plan) during the shorter of:
Dilutive Shares means on any date, all shares of the Company which:
Examples of Dilutive Shares in a sentence
For the purposes of this Section 6.1, whenever Dilutive Shares are issued for a consideration other than cash, either in whole or in part, the fair market value of the Dilutive Shares issued shall be as established in good faith by resolution of the Company’s board of directors.
For the purposes of this Section 5.5, whenever Dilutive Shares are issued for a consideration other than cash, either in whole or in part, the fair market value of the Dilutive Shares issued shall be as established in good faith by resolution of the Company's Board.
Dilutive Shares: Diluted EPS shall be based on the number of shares, if any, that would be issuable if the end of the reporting period were the end of the contingency period.
Subject to adjustment as provided in Section 5.7 and to all other limits set forth in this Plan, the Company may not grant an Award if that grant would result in the total number of Dilutive Shares exceeding 10% of the issued share capital of the Company.
Potential Dilutive Shares from Exercise of Common Stock Options Three months ended June 30, 2002 400,355Three months ended June 30, 2001 1,664,178 The calculation of diluted weighted average shares outstanding for the three months ended June 30, 2002 and 2001 also excludes warrants to purchase up to 400,000 shares of common stock issued in connection with the purchase of intellectual property.
More Definitions of Dilutive Shares
Dilutive Shares means Common Stock, Options and Convertible Securities issued or deemed issued after the Effective Date other than:
(A) Shares of Class A Common Stock issued upon conversion of the Class B Common Stock in accordance with its terms;
(B) Shares of Class A Common Stock issued to Intel Capital Corporation and any shares of Series A Preferred Stock issued in exchange for such Class A Common Stock in accordance with the terms and conditions of the Intel Investor Rights Agreement and shares of Class A Common Stock issued upon conversion of such shares of Series A Preferred Stock;
(C) Up to 8,749,583 Options granted pursuant to the Company’s 2007 Equity and Incentive Plan, and Common Shares issued upon exercise of any such Options or any other Options outstanding as of the Effective Date;
(D) Common Shares, Options or Convertible Securities issued upon exercise, conversion or exchange of any Convertible Securities existing as of the Effective Date; and/or
(E) Common Shares (and/or Convertible Securities and Options, and the Shares issuable upon conversion, exchange or exercise of such Convertible Securities or Options) issued in connection with any stock split, stock dividend, reverse stock split, recapitalization, reorganization or other distribution of Shares (each, a “Recapitalization Event”) that does not affect the relative economic interests or rights of holders of Common Shares. For the avoidance of doubt, any registered public offering of the Company’s Common Stock at a public offering price (before underwriting discount) of less than the Trigger Price in effect at such time shall be deemed a Dilutive Issuance.
Dilutive Shares means Common Stock, Options and Convertible Securities issued or deemed issued after the Effective Date other than:
(A) Shares of Class A Common Stock issued upon conversion of the Class B Common Stock in accordance with its terms;
(B) Shares of Series A Preferred Stock issued in exchange for Class A Common Stock in accordance with the terms and conditions of this Agreement and the Investor Rights Agreement and shares of Class A Common Stock issued upon conversion of shares of Series A Preferred Stock;
(C) Up to 8,749,583 Options granted pursuant to the Company’s 2007 Equity and Incentive Plan, and Common Shares issued upon exercise of any such Options or any other Options outstanding as of the Effective Date;
(D) Common Shares, Options or Convertible Securities issued upon exercise, conversion or exchange of any Convertible Securities existing as of the Effective Date; and/or
(E) Common Shares (and/or Convertible Securities and Options, and the Shares issuable upon conversion, exchange or exercise of such Convertible Securities or Options) issued in connection with any stock split, stock dividend, reverse stock split, recapitalization, reorganization or other distribution of Shares (each, a “Recapitalization Event”) that does not affect the relative economic interests or rights of holders of Common Shares. For the avoidance of doubt, any registered public offering of the Company’s Common Stock at a public offering price (before underwriting discount) of less than the Trigger Price in effect at such time shall be deemed a Dilutive Issuance.
Dilutive Shares has the meaning set forth in Section 1.16(a)(i) hereof
Dilutive Shares means shares of Common Stock or Common Equivalent Shares issued and sold at a price per share less than the Trigger Price after the Closing and prior to the first anniversary of the Closing other than:
(A) shares of Common Stock issued upon conversion of any warrant or option in accordance with its terms, which warrant or option was outstanding as of the Closing, and including warrants to be issued to the placement agents in connection with the sale of the Securities;
(B) shares of Common Stock and options to purchase Common Stock granted pursuant to the Company’s 2006 Equity and Incentive Plan, and shares of Common Stock issued upon exercise of any such options;
(C) shares of Common Stock or Convertible Securities issued upon exercise, conversion or exchange of any Convertible Securities existing as of the Closing;
(D) shares of Common Stock (and/or Convertible Securities and the shares of Common Stock issuable upon conversion, exchange or exercise of such Convertible Securities) issued in connection with any stock split, stock dividend, reverse stock split, recapitalization, reorganization or other distribution of shares of Common Stock (each, a “Recapitalization Event”) that does not affect the relative economic interests or rights of holders of Common Stock; and/or
(E) Common Stock or Convertible Securities issued as part of any offering registered under the Securities Act (“Public Offering”). For purposes of this Clause (iv), Common Equivalent Shares are deemed to be issued and sold when Convertible Securities are issued and sold, and the price per share at which such Common Equivalent Shares are deemed to be issued and sold shall equal the initial conversion, exercise, subscription, purchase or exchange price per share, as the case may be, of the Common Stock underlying such Convertible Securities, rights (as set forth in the instrument relating thereto without regard to any provisions contained therein designed to protect against dilution).
Dilutive Shares. 6.1(b)(iv) “DOJ” 10.15(b) “Effective Date” Preamble “Financial Statements” 4.7 “FTC” 10.15 “HSR Act” 4.6 “Investor” Preamble “Investor Rights Agreement” 7.6 “Options” 6.1(b)(v)
Dilutive Shares means, on any date, all shares of the Company which: (a) have been issued, or transferred out of treasury, on the exercise of performance rights or options granted, or in satisfaction of any other awards made, under any share incentive scheme (including the Share Performance Rights Plan) in the 10 years ending on (and including) that date; and (b) remain capable of issue, or transfer out of treasury, under any subsisting performance rights or options granted by the Company.
Dilutive Shares means Common Shares, Options and Convertible Securities issued or deemed issued under Section 9(e) of this Agreement after the date of this Agreement other than: (1) Common Shares issued pursuant to Article IV, Section 2(d) of the Company's Certificate of Incorporation; (2) (A) Common Shares outstanding on the date of this Agreement, (B) Convertible Securities or Options outstanding on the date of this Agreement (and the Common Shares issued upon conversion, exchange or exercise of such Convertible Securities or Options), and (C) Common Shares (and/or Convertible Securities and Options, and the Common Shares issuable upon conversion, exchange or exercise of such Convertible Securities or Options) issued pursuant to agreements in effect or other commitments or offers outstanding on the date of this Agreement that (1) relate to the acquisition of spectrum rights or related assets by the Company and/or affiliates of the Company, or (2) are otherwise set forth in the Schedules attached to this Agreement; (3) Common Shares (and/or Convertible Securities and/or Options, and the Common Shares issuable upon conversion, exchange or exercise of such Convertible Securities or Options) issued to employees, consultants, directors, vendors, lessors or others with whom the Company conducts business, provided that such shares, options, warrants or other rights are issued pursuant to a stock option plan or restricted stock plan approved by the Company's Board of Directors and solely for compensation purposes; (4) Shares actually issued upon exercise of any currently outstanding Options or conversion or exchange of any currently existing Convertible Securities or Options or Convertible Securities issued after the date of this Agreement in accordance with this clause (iv); and/or (5) Shares (and/or Convertible Securities and Options, and the Shares issuable upon conversion, exchange or exercise of such Convertible Securities or Options) issued in connection with any stock split, stock dividend, reverse stock split, recapitalization, reorganization or other distribution of Shares (each, a "Recapitalization Event") that does not affect the relative economic interests or rights of holders of Shares. 10