Exchange Right Consideration definition

Exchange Right Consideration has the meaning ascribed thereto in Section 2.4.
Exchange Right Consideration means, in respect of each Exchangeable Share: (a) (i) if the date of the applicable exchange pursuant to the Exchange Right occurs prior to the Conversion Date, one MVS or, if a Holder elects in the written notice of exercise delivered to the U.S. Company pursuant to Section 2.1(2), one SVS, or (ii) if the date of the applicable exchange pursuant to the Exchange Right occurs on or after the Conversion Date, one SVS, in each case, as adjusted for Stock Splits; and (b) an amount equal to the Outstanding Dividend Amount calculated as of the date of the applicable exchange pursuant to the Exchange Right.
Exchange Right Consideration has the meaning given to such term in the Exchange and Support Agreement.

Examples of Exchange Right Consideration in a sentence

  • Upon the request of a Holder and the surrender by the Holder of Exchangeable Share certificates deemed to represent U.S. Company Shares, duly endorsed in blank and accompanied by such instruments of transfer as U.S. Company or the Permitted Subsidiary may reasonably require, U.S. Company or the Permitted Subsidiary shall deliver or cause to be delivered to the Holder certificates representing the U.S. Company Shares representing the Exchange Right Consideration in respect of such Exchangeable Shares.

  • On the fifth Business Day prior to the Opko Liquidation Event Effective Date, all of the then outstanding Exchangeable Shares held by the Holders shall be automatically exchanged with Opko or such Permitted Subsidiary as may be designated by Opko, for the Exchange Right Consideration.

  • Upon the request of a Holder and the surrender by the Holder of Exchangeable Share certificates deemed to represent BEI Shares duly endorsed in blank and accompanied by such instruments of transfer as BEI may reasonably require, BEI shall deliver or cause to be delivered to the Holder certificates representing the BEI Shares representing the Exchange Right Consideration in respect of such Exchangeable Shares.

  • The Parent shall provide the Corporation with sufficient funds as is necessary to enable the Corporation to pay or otherwise satisfy its obligations under the Exchangeable Share Provisions in respect of the applicable dividends, Liquidation Consideration, Retraction Consideration, Redemption Consideration or Exchange Right Consideration, in each case for the benefit of holders from time to time of the Exchangeable Shares.


More Definitions of Exchange Right Consideration

Exchange Right Consideration means, in respect of each Exchangeable Share:
Exchange Right Consideration has the meaning given to that term in Section 2.4 hereof.

Related to Exchange Right Consideration

  • Exchange Right has the meaning set forth in Section 2.1 hereof.

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

  • Common Stock Consideration has the meaning set forth in Section 1.6(b).

  • Exchangeable Share Consideration has the meaning provided in the Exchangeable Share Provisions.

  • Exchange Rights shall have the meaning set forth in Paragraph 2 hereof.

  • Stock Consideration has the meaning set forth in Section 2.01(c).

  • Option Consideration has the meaning set forth in Section 3.3(a).

  • Warrant Consideration has the meaning specified in Section 4(i)(i) hereof.

  • Purchase Consideration means the aggregate net cash proceeds received by the Company or Specialty Foods Corporation ("SFC") (after deducting all fees and expenses incurred by the Company, SFC and/or their respective affiliates in connection with the Sale). By way of example, if the Purchase Consideration equaled $100,000,000, your Sale Bonus would be $100,000.00. The Sale Bonus shall be paid to you within three (3) months of the completion of the Sale.

  • Conversion Consideration shall have the meaning specified in Section 14.12(a).

  • Per Share Consideration means (i) if the consideration paid to holders of the Common Stock consists exclusively of cash, the amount of such cash per share of Common Stock, and (ii) in all other cases, the volume weighted average price of the Common Stock as reported during the ten (10) trading day period ending on the trading day prior to the effective date of the applicable event. If any reclassification or reorganization also results in a change in shares of Common Stock covered by subsection 4.1.1, then such adjustment shall be made pursuant to subsection 4.1.1 or Sections 4.2, 4.3 and this Section 4.4. The provisions of this Section 4.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers. In no event will the Warrant Price be reduced to less than the par value per share issuable upon exercise of the Warrant.

  • Merger Consideration has the meaning set forth in Section 2.1(a).

  • Exchange Consideration shall have the meaning set forth in Section 11(b)(i).

  • Common Warrants means, collectively, the Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which Common Warrants shall be exercisable immediately upon issuance and have a term of exercise equal to five (5) years from the initial exercise date, in substantially the form of Exhibit A attached hereto.

  • Per Share Merger Consideration has the meaning set forth in Section 3.1(a).

  • Aggregate Stock Consideration has the meaning set forth in Section 3.01(b)(iii).

  • Share Consideration has the meaning given to it in Section 2.2;

  • B Shares means a participating share of no par value in the capital of the Fund, denominated in Euro(s);

  • Common Warrant Shares means the shares of Common Stock issuable upon exercise of the Common Warrants.

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

  • A Shares means shares issued by companies incorporated in the PRC and listed on the SSE or the SZSE, traded in RMB and available for investment by domestic investors through Stock Connect.

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

  • Cash Merger Consideration has the meaning set forth in Section 2.9(a).

  • Series C Shares means the shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series C, of the Company.

  • Class B Warrants means, collectively, the Common Stock purchase warrants in the form of Exhibit C attached hereto delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which warrants shall be exercisable immediately and have a term of exercise equal to one year.

  • Series A Shares means Series A currency hedged mutual fund shares and/or Series A non-currency hedged mutual fund shares of a fund, as applicable.