Offer Share Consideration definition

Offer Share Consideration has the meaning given to the term Share Consideration in the Implementation Agreement.
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Examples of Offer Share Consideration in a sentence

  • Subject only to the Offer becoming or being declared wholly unconditional, CPI hereby irrevocably undertakes to make a bona fide gift to the Company (the “CPI Gift”) of an amount in Euros equal to its Relevant Proportion of the Offer Consideration (less the Initial Offer Share Consideration).

  • The Offeror may satisfy its minimum free float requirement in the event that a sufficient number of Stockholders and Bondholders validly tender their Offer Stock Units and Convertible Bonds (as the case may be) in acceptance of the Offer and the Convertible Bonds Offer and elect to receive the Share Consideration or the Bonds Offer Share Consideration (as the case may be).

  • Any such stock transfer taxes (whether imposed on the registered holder(s) or any other person(s)) will be deducted from the Offer Share Consideration, unless satisfactory evidence of the payment of such taxes or exemption therefrom is submitted.

  • The Convertible Bonds Offer Price was determined on the basis of the “see-though price” in accordance with Rule 19 of the Code and, in respect of the Bonds Offer Cash Consideration, by reference to the Cash Consideration and, in respect of the Bonds Offer Share Consideration, by reference to the Ratio.

  • The Company may satisfy the minimum free float requirement in the event that a sufficient number of WBL Stockholders and WBL Bondholders validly tender their WBL Offer Stock Units and WBL Convertible Bonds (as the case may be) in acceptance of the Offer and the Convertible Bonds Offer and elect to receive the Share Consideration or the Bonds Offer Share Consideration (as the case may be).

  • The shareholder base of the Offeror will be further broadened if any of the Stockholders elect to receive the Share Consideration in the Offer and any of the Bondholders elect to receive the Bonds Offer Share Consideration in the Convertible Bonds Offer and the Offer becomes or is declared unconditional as to acceptances; 8.1.5 Accounting Treatment.

  • If you have elected to receive the Bonds Offer Share Consideration, CDP will credit your Securities Account with the appropriate number of new Offeror Shares.

  • The shareholder base of the Offeror will be further broadened if any of the Stockholders elect to receive the Share Consideration under the Offer and any of the Bondholders elect to receive the Bonds Offer Share Consideration under the Convertible Bonds Offer and the Offer becomes or is declared unconditional as to acceptances.

  • The Acquisitions Consideration will be satisfied by the allotment and issue of the Consideration Shares and the Share Consideration and the Bonds Offer Share Consideration will be satisfied by the allotment and issue of the New Shares.

Related to Offer Share Consideration

  • 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.

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

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

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

  • Consideration Shares has the meaning ascribed thereto in Section 2.2.

  • Scheme Consideration means, in respect of:

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

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

  • 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).

  • Sale Consideration means the value of the H-1 Bid and accepted and approved by BSNL for the Said Land Parcel in its Acceptance Letter.

  • Parent Share Price means the average of the volume weighted averages of the trading prices of Parent Common Shares on NYSE (as reported by Bloomberg L.P. or, if not reported therein, in another authoritative source mutually selected by Parent and the Company in good faith) on each of the 20 consecutive trading days ending on (and including) the trading day that is two trading days prior to the Closing Date.

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

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

  • Per Share Cash Amount for purposes of this Section 2(b) means an amount equal to the sum of (I) the average of the closing price of the Common Stock for the 20 trading days immediately preceding the date of the Change in Control and (II) any cash dividend payable on a share of Common Stock during the 20 trading-day period described in the foregoing.

  • 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.

  • Closing Stock Consideration means a number of shares of Parent Common Stock equal to (a) the Stock Consideration, minus (b) any shares of Parent Common Stock used to fund the SC Escrow Amount.

  • Subco Shares means the common shares in the capital of Subco;

  • 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”.

  • 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.

  • Base Consideration has the meaning set forth in Section 1.2.

  • Earn-Out Consideration has the meaning set forth in Section 2.08(a)(i).

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

  • Earnout Shares has the meaning set forth in Section 3.6(a).

  • Final 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 Final Valuation Date, subject to adjustments that may be made pursuant to “DESCRIPTION OF THE NOTES – Adjustments and Exceptional Circumstances”.

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