Founder Per Share Amalgamation Closing Stock Consideration means a number of shares of Parent Common Stock equal to the quotient of (i) the Founder Per Share Amalgamation Closing Stock Consideration Value divided by (ii) the Value Per Share.
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).
Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).
Stock Consideration has the meaning set forth in Section 2.01(c).
Per Share Merger Consideration has the meaning set forth in Section 3.1(a).
Aggregate Stock Consideration means a number of shares of Acquiror Common Stock equal to the quotient obtained by dividing (i) (x) the Base Purchase Price less (y) the Aggregate Cash Consideration, by (ii) $10.00.
Initial Merger Consideration has the meaning set forth in Section 2.2(a).
Make-Whole Acquisition Stock Price means the consideration paid per share of Common Stock in a Make-Whole Acquisition. If such consideration consists only of cash, the Make-Whole Acquisition Stock Price shall equal the amount of cash paid per share of Common Stock. If such consideration consists of any property other than cash, the Make-Whole Acquisition Stock Price shall be the average of the Closing Price per share of Common Stock on each of the 10 consecutive Trading Days up to, but not including, the Make-Whole Acquisition Effective Date.
Closing Merger Consideration has the meaning set forth in Section 2.02
Parent Warrants means the outstanding warrants to purchase Parent Common Stock.
Total Merger Consideration has the meaning set forth in Section 2.2(a).
Closing Warrants shall have the meaning ascribed to such term in Section 2.1(a)(ii).
Closing Stock Price means the Stock Price as of the last day of any Performance Measurement Period.
Per Share Cash Consideration has the meaning set forth in Section 3.01(a)(ii).
Purchaser Stock Price means, with respect to any Common Stock Fundamental Change, the average of the daily Closing Price for one share of the common stock received by holders of the Common Stock in such Common Stock Fundamental Change during the 10 Trading Days immediately prior to the date fixed for the determination of the holders of the Common Stock entitled to receive such common stock or, if there is no such date, prior to the date upon which the holders of the Common Stock shall have the right to receive such common stock.
Initial Share Price for a Share means the Closing Price on the Exchange (or where such Exchange does not announce or publish a Closing Price, the last traded price, or, if necessary, the mid-market price) for that Share on the Initial Valuation Date, subject to adjustments that may be made pursuant to “DESCRIPTION OF THE NOTES – Adjustments and Exceptional Circumstances”.
Acquisition Shares means the shares of an Acquiring Fund to be issued to the corresponding Target Fund in a reorganization under this Agreement.
Per Share Purchase Price equals $1.00, subject to adjustment for reverse and forward stock splits, stock dividends, stock combinations and other similar transactions of the Common Stock that occur after the date of this Agreement.
Shares Acquisition Date means the first date of public announcement (which, for purposes of this definition, shall include, without limitation, a report filed pursuant to Section 13(d) of the Exchange Act) by the Company or an Acquiring Person that an Acquiring Person has become such; provided that, if such Person is determined not to have become an Acquiring Person pursuant to Section 1(a) hereof, then no Shares Acquisition Date shall be deemed to have occurred by virtue of such event.
Final Merger Consideration has the meaning set forth in Section 2.10(b)(ii)(D).
Amalco Common Shares means the common shares in the capital of Amalco;
Option Closing Purchase Price shall have the meaning ascribed to such term in Section 2.2(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.
Aggregate Merger Consideration has the meaning set forth in Section 2.1(a).
Consideration Shares shall have the meaning set forth in Section 2.7(c).
Lock-Up Shares has the meaning set forth in Section 4.1.
Cash Merger Consideration has the meaning set forth in Section 2.2(a).