Electing Share definition

Electing Share means each share of Company Common Stock issued and outstanding immediately prior to the Effective Time (excluding any Cancelled Shares) with respect to which an Election has been effectively made and not properly revoked or lost.
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Electing Share has the meaning set forth in Section 7(a).
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Electing Share shall have the meaning set forth in Section 13(e) hereof.
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Examples of Electing Share in a sentence

  • As a result of the Mergers, among other things, each outstanding share of common stock of PlayStudios (“PlayStudios Common Stock”) and each share of preferred stock of PlayStudios (“PlayStudios Preferred Stock”) issued and outstanding as of the effective time of the First Merger (the “Effective Time”) will be cancelled in exchange for the right to receive Cash Electing Share (as defined in the Merger Agreement) or New PlayStudios Class A Common Stock (as defined in the Merger Agreement).

  • If any such holder shall have failed to perfect or shall have effectively withdrawn or lost such right, such holder's Shares shall be treated at the Company's sole discretion as either (i) a Share (other than an Electing Share) that had been converted as of the Effective Time of the Merger into the right to receive Merger Consideration in accordance with Section 2.01(a) or (ii) an Electing Share.

  • Each (i) Non-Electing Share and (ii) Company Share deemed issued with respect to an In-the-Money Company Option as described in Section 2.07(d)(i) shall be deemed to have made a Cash Election and shall be treated as a Cash Electing Share for purposes of this Section 2.03(d).

  • If, after the Effective Time of the Merger, such holder fails to perfect or loses any such right to appraisal, each such share of such holder shall be treated as a share (other than an Electing Share) that had been converted as of the Effective Time of the Merger into the right to receive Merger Consideration in accordance with this Section 2.01.

  • Each Electing Share shall be converted into the right to receive an amount in cash equal to the Per Share Cash Price, subject to Section 2.1(a)(ii)(3) and Section 2.1(a)(ii)(4).

  • Except with respect to the distributive interest of Partners determined in accordance with the provisions of this Agreement, the accounts of the Partnership, as ascertained and determined at the end of each fiscal year, shall be conclusive upon each Limited Partner, unless it shall make objection to the same in writing, delivered to the Partnership within 20 days after receipt by the Limited Partner of a statement of its account as sent to each Limited Partner at the end of each fiscal year.

  • Xxxxxxx Title: A General Partner Number of Shares of Pre-Closing Name Common Stock Electing Share ---- ------------ -------------- WARBURG, PINCXX XXXITAL 5,378,004 400,000 COMPANY, L.P. 466 Xxxxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 XARBURG, PINCXX & XO.

  • For any former holder of Class V Common Stock that elected to receive a combination of share consideration and cash consideration (a “Mixed Consideration Election”), each of the shares designated in the Mixed Consideration Election was treated as a Cash Electing Share and each of the holder’s remaining shares of Class V Common Stock was treated as a Share Electing Share.

  • Each (i) Non-Electing Share and (ii) Company Share to be deemed issued with respect to an In-the-Money Company Option as described in Section 2.07(d)(i) shall be deemed to have made a Cash Election and shall be treated as a Cash Electing Share for purposes of this Section 2.03(b).

  • Any share of Class V Common Stock with respect to which neither a Share Election nor a Cash Election has been properly made and any share of Class V Common Stock with respect to which a Share Election or a Cash Election has been revoked or lost pursuant to Section 2.04 and not subsequently made shall be deemed to be a Share Electing Share.


More Definitions of Electing Share

Electing Share has the meaning given to such term in Section 2.01 of the Merger Agreement.
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Electing Share means each Pro Rata Electing Share and each Excess Electing Share.
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Related to Electing Share

  • Non-Electing Share has the meaning specified in Section 12.11.

  • Participating Share or “Share” means the Participating Shares of no par value in the

  • Voting Share means (i) a Common Share of the Company and (ii) any other share of capital stock of the Company entitled to vote generally in the election of directors or entitled to vote together with the Common Shares in respect of any merger, consolidation, sale of all or substantially all of the Company's assets, liquidation, dissolution or winding up. References in this Agreement to a percentage or portion of the outstanding Voting Shares shall be deemed a reference to the percentage or portion of the total votes entitled to be cast by the holders of the outstanding Voting Shares.

  • Special Voting Share means, in relation to the Corporation, the Carnival Special Voting Share and, in relation to P&O Princess, the P&O Princess Special Voting Share.

  • Ordinary Share means a Class A Ordinary Share or a Class B Ordinary Share;

  • Share means a share of the Common Stock, as adjusted in accordance with Section 13 of the Plan.

  • Dissenting Share has the meaning set forth in Section 2.6 below.

  • Unit Share has the meaning ascribed thereto in the first paragraph of this Agreement;

  • Participating Shares means shares that entitle their holders to participate without limitation in distributions.

  • Preferred Share means a share of stock of the General Partner of any class or series now or hereafter authorized or reclassified that has dividend rights, or rights upon liquidation, winding up and dissolution, that are superior or prior to the REIT Shares.

  • equity share means any share of any class of shares of a company carrying voting rights under all circumstances and any share of any class of shares carrying voting rights by reason of the occurrence of any contingency that has occurred and is continuing; (“action participante”)

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

  • Company Share means one share of common stock of the Company, $0.01 par value per share.

  • Per Share Amount has the meaning set forth in the Recitals.

  • OP Unit means a Partnership Unit which is designated as an OP Unit of the Partnership.

  • REIT Share means a share of common stock of the General Partner, $0.01 par value per share, but shall not include any class or series of the General Partner’s common stock classified after the date of this Agreement.

  • Option Share has the meaning ascribed to it in section "4.7" hereinbelow;

  • car-share means the practice where a number of people share the use of one or more cars that are owned by a profit or non-profit car-sharing organization and where such organization may require that use of cars to be reserved in advance, charge fees based on time and/or kilometres driven, and set membership requirements of the car-sharing organization, including the payment of a membership fee that may or may not be refundable;

  • Voting Share Reduction means an acquisition or redemption by the Corporation of Voting Shares which, by reducing the number of Voting Shares outstanding, increases the proportionate number of Voting Shares Beneficially Owned by any Person to 20% or more of the Voting Shares then outstanding; and

  • Deferred Share means a Share which by its terms of issue is a deferred share as defined in the Statutes and includes a permanent interest bearing share and a Core Capital Deferred Share;

  • Public Share means a Class A Share issued as part of the units (as described in the Articles) issued in the IPO.

  • Capital Share means a share of any class or series of stock of the General Partner now or hereafter authorized other than a REIT Share.

  • Class C Ordinary Share shall have the meaning ascribed to it in Section 2.4(a).

  • Per Share Stock Consideration has the meaning set forth in Section 3.01(a)(i).

  • Preference Share means a preference share of a par value of US$0.0001 in the share capital of the Company.

  • Per Share Cash Consideration has the meaning set forth in Section 3.01(a)(ii).