Earn-Out Shares definition

Earn-Out Shares has the meaning provided in Section 2.2(b).

Earn-Out Shares has the meaning set forth in ‎Section 2.6(a).

Earn-Out Shares shall have the meaning given in the Recitals hereto.

Examples of Earn-Out Shares in a sentence

• These Earn-Out Shares are accounted for as a liability and require fair value measurement on a recurring basis.

• Former holders of shares of Legacy Science 37 common stock were allocated Earn-Out Shares in connection with the completion of the Merger.

• The Earn-Out Shares will not be subject to any hold period under applicable securities laws.

• The Earn-Out Shares are subject to all terms and conditions of the Earn-Out Agreement, including the vesting and forfeiture terms thereof, which Executive acknowledges receipt of, and agrees to become bound by and a party thereto.

• Any Earn-Out Shares that are forfeited pursuant to the preceding sentence shall be reallocated to the other Company Earn-Out Holders who remain entitled to receive Earn-Out Shares in accordance with their respective Earn-Out Pro Rata Shares.

More Definitions of Earn-Out Shares

Earn-Out Shares has the meaning set forth in Section 2.3.

Earn-Out Shares shall have the meaning given in the Merger Agreement.

Earn-Out Shares is defined in Section 3.4(a).

Earn-Out Shares means 35,000,000 Ordinary Shares issued at the Closing to the VAGL Shareholders and Loan Note Holders, which are held subject to restrictions and are subject to forfeiture until Vertical satisfies certain milestones.

Earn-Out Shares means additional shares of Class A or Class B Stock, as applicable, that may be issued as additional consideration in the Business Combination to the stockholders of Legacy Luminar as of the Closing, in an aggregate amount of up to 7.5% of the sum of (x) the total outstanding capital stock of the Company and (y) the total shares subject to outstanding Rollover Options and Assumed Warrants, in each case, as of the Closing.

Earn-Out Shares has the meaning ascribed to it in Section 2.8(d)(i).

Earn-Out Shares has the meaning specified in Section 4.01(a).