Initial Consideration Shares definition

Initial Consideration Shares means the Common Stock of the Purchaser to be issued by the Purchaser at Completion pursuant to Clause 3.1(b) and ranking pari passu with the existing Common Stock of the Purchaser at the date of issue;

Initial Consideration Shares means such number of validly- issued, fully-paid and nonassessable shares of Common Stock that have not been registered under the Securities Act issued to the Borrower at the Closing as are equal to (a) $1,000,000 divided by (b) the per-share Common Stock closing price as quoted on the NASDAQ Small Cap market system on the last trading day immediately preceding the date of the Closing.

Initial Consideration Shares has the meaning set forth in Section 3.01(a);

Examples of Initial Consideration Shares in a sentence

• The Seller has agreed to not dispose of the Consideration Shares during the lock-up periods of: 24 months after the date of the Initial Closing (in the case of the Initial Consideration Shares); 12 months after the date of the SOP Closing (in the case of the SOP Consideration Shares); and 12 months after the respective date of the first Tranche 1 Earn-Out Closing and the first Tranche 2 Earn-Out Closing (in the case of the Earn-Out Shares), subject to certain exceptions.

• The Initial Consideration Shares are locked-in until the spudding of the first conventional oil well in respect of Amira’s interest in the Wasit province.

• Such prohibited hedging or other transactions would include without limitation any short sale or any purchase, sale or grant of any right (including without limitation any put or call option) with respect to any of the Initial Consideration Shares or with respect to any security that includes, relates to, or derives any significant part of its value from the Initial Consideration Shares.

• The issue of the Initial Consideration Shares on Completion, and the Holdback Shares on 30 September 2020, gives rise to certain considerations under the Code.

• On 11 June 2019, the Company announced the conditional acquisition of Meritgroup for a total consideration of up to £22.4 million on a debt free basis, payable in a mixture of cash (in the amount of up to £19.3 million) and the balance of £3.1 million by the issue to the three core sellers of Meritgroup (the “Vendors”) of new Ordinary Shares in the Company in three equal instalments over a two-year period, with the Initial Consideration Shares to be issued as the first tranche on Completion.

More Definitions of Initial Consideration Shares

Initial Consideration Shares has the meaning set forth in Section 6.1.

Initial Consideration Shares has the meaning ascribed by Clause 4.2;

Initial Consideration Shares means the Common Stock of Marquee Inc. to be issued by Marquee Inc. at Completion pursuant to Clause 3.2(a) and ranking pari passu with the existing Common Stock of Marquee Inc. at the date of issue;

Initial Consideration Shares means 2,500,000 shares of common stock in the share capital of the Purchaser and which the Purchaser shall procure to transfer to the Seller in accordance with clause 4.1;

Initial Consideration Shares means the shares of Common Stock issued to the Unitholders as “Preferred Unitholder Initial Stock Payment” pursuant to the Merger Agreement or as “Blocker Net Merger Consideration” pursuant to Section 1.1(a) of the Blocker Purchase Agreements.

Initial Consideration Shares means the aggregate number of shares of Parent Common Stock included in the Initial Consideration.

Initial Consideration Shares means the number of shares of common stock in CKX calculated in accordance with clause 3.2;