Ordinary Share Consideration definition

Ordinary Share Consideration means the amount equal to the Total Gross Consideration less the Preference Share Consideration;
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Ordinary Share Consideration has the meaning set forth in Section 2.5(c).
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Ordinary Share Consideration means the relevant Pro Rata Share to which the holder of one share of Ordinary Stock is entitled.
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Examples of Ordinary Share Consideration in a sentence

  • The ultimate consideration for accepting ABN AMRO Ordinary Shareholders will be such number of New Barclays Ordinary Shares and such amount of cash as may be determined in accordance with the Ordinary Share Consideration Ratio and any successful elections made under the Mix and Match Facility.

  • If ABN AMRO Ordinary Shareholders make no such election they will receive the default position of the Ordinary Share Consideration Ratio, namely EUR 13.15 in cash and 2.13 New Barclays Ordinary Shares in respect of each ABN AMRO Ordinary Share tendered.

  • All of the issued Parent Ordinary Shares are, and all Parent Ordinary Shares to be issued as the Ordinary Share Consideration and the ADS Consideration pursuant to Section 2.5(c) will be, upon issuance, duly authorized, validly issued and fully paid and voting, and no class of shares is entitled to preemptive rights, except as provided in Section 89 of the Companies Act of 1985 of the United Kingdom (the "Companies Act").

  • The number of New Barclays Ordinary Shares issued and the amount of cash paid in exchange for the transfer of the Barclays (Netherlands) Shares will be determined by applying the Ordinary Share Consideration Ratio and any successful elections made under the Mix and Match Facility to the number of ABN AMRO Ordinary Shares transferred by the ABN AMRO Ordinary Shareholder to Barclays (Netherlands).

  • Title to the Shares shall pass, and the Preferred Share Consideration and the Ordinary Share Consideration shall be paid, at Closing.

  • The ultimate consideration for accepting ABN AMRO Ordinary Shareholders will, in both cases, be such number of New Barclays Ordinary Shares and such amount of cash as may be determined in accordance with the Ordinary Share Consideration Ratio and any successful elections made under the Mix and Match Facility.

  • In the event that an ABN AMRO Ordinary Shareholder purports to elect for both additional cash and additional New Barclays Ordinary Shares under the Mix and Match Facility in respect of the same ABN AMRO Ordinary Shares, both purported elections shall be deemed to be void, and such shareholder shall be deemed to have accepted the Offer on the basic terms of the Ordinary Share Consideration Ratio in respect of all the ABN AMRO Ordinary Shares they are tendering.

  • Holdco or Netfin, as the case may be, shall pay, or cause to be paid, with respect to the acquisition of the Target Company Ordinary Shares acquired pursuant to Section 3.1, aggregate consideration consisting of (a) the Cash Consideration, (b) the Holdco Ordinary Share Consideration and (c) the Earnout Share Consideration, if any, which Earnout Share Consideration will be determined and, if applicable, payable after the Closing pursuant to Section 3.5.

  • The Per Ordinary Share Consideration used for purposes of the calculations of the Per Unvested Option Consideration hereunder shall be deemed to assume that 70% of the Earn Out Amount has been paid.

  • Company Ordinary Shares Warrants with a per share exercise price greater than or equal to the Per Ordinary Share Consideration (“Out-of-the-Money Warrants”) shall be cancelled without consideration.


More Definitions of Ordinary Share Consideration

Ordinary Share Consideration shall have the meaning set forth in Section 3.2(c). "Ordinary Share Election" shall have the meaning set forth in Section 3.3(a).
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Ordinary Share Consideration. Section 2.01(c)(i) "Ordinary Share Election" -- Section 2.02 "Ordinary Share Election Form" -- Section 2.02 "Original Agreement" -- Preamble "Partnership" -- Preamble "Partnership Agreement" -- Section 4.01(a) "Partnership Loan Note" -- Section 2.01(e) "person" -- Section 9.13(g) "Plan" -- Section 3.12(b)(ii) "Policies" -- Section 4.14(b) "Power Act" -- Section 3.05(b) "Proxy Statement" -- Section 3.09(a) "qualified stock options" -- Section 6.10(a) "RCF" -- Section 9.13(h) "Registration Statement" -- Section 4.09 "Release" -- Section 3.15(g)(iv) "Representatives" -- Section 9.13(i) "Review Material" -- Section 6.01 "Sales Price" -- Section 2.03(e) "Scheme of Arrangement" -- Preamble "Scheme Consents" -- Section 9.13(k) "Scheme Date" -- Section 2.01(c) "Scheme Document" -- Section 9.13(l) "ScottishPower" -- Preamble "ScottishPower ADRs" -- Preamble "ScottishPower ADSs" -- Preamble "ScottishPower Budget" -- Section 5.02(e) "ScottishPower Disclosure Documents" -- Section 3.09(b) "ScottishPower Disclosure Letter" -- Section 4.01(a) "ScottishPower Employee Benefit Plans" -- Section 4.13 "ScottishPower Financial Statements" -- Section 4.05 "ScottishPower Joint Venture" -- Section 3.01(b)(iii) "ScottishPower Ordinary Shares" -- Preamble "ScottishPower Permits" -- Section 4.10 "ScottishPower SEC Reports" -- Section 4.05 "ScottishPower Share Schemes" -- Section 4.02(a) "ScottishPower Shareholders' Approval" -- Section 6.03(a) "ScottishPower Shareholders' Meeting" -- Section 6.03(a) "ScottishPower Special Share" -- Section 4.02(a) "SEC" -- Section 3.04(b) "Secretary of State" -- Section 1.03 "Securities Act" -- Section 3.04(b) "Share Transfer" -- Preamble
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Ordinary Share Consideration shall equal US$0.2147, without interest. The “Series A-1 Consideration” shall equal US$0.3011, without interest. The “Series B Consideration” shall equal US$0.6625, without interest. The “Series B-1 Consideration” shall equal US$0.6625, without interest. Payment of the above considerations shall be funded from the Merger Consideration received by the Shareholder. The Merger Consideration shall be distributed by Best Elite first to (x) satisfy the rights of the holders of the Best Elite Ordinary Shares (other than the Entrusted Best Elite Ordinary Shares), Series A-1 Preferred, Series B Preferred and Series B-1 Preferred to receive their respective considerations to be funded from the Merger Consideration under this Agreement and then to (y) any debt of Best Elite incurred prior to the Closing Date, which in no event shall be assumed by UMC or the Surviving Corporation. The portion of the Merger Consideration described in clause (x) above may be composed of a combination of cash, UMC Ordinary Shares and UMC ADSs, if any.
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Related to Ordinary 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;

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

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

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

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

  • Scheme Consideration means, in respect of:

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

  • Ordinary Shares shall have the meaning given in the Recitals hereto.

  • Base Consideration is defined in Section 2.2.

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

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

  • 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 $400,000,000, your Sale Bonus would be $400,000.00. The Sale Bonus shall be paid to you within three (3) months of the completion of the Sale.

  • 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.

  • A Ordinary Shares means the A ordinary shares of £0.01 each in the capital of the Company;

  • 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. If settlement of the Performance Share Units may not be made within the period specified in this Section 2(b) due to the limitation in Section 14(t)(iii)(A) of the Plan, such settlement shall be made in accordance with Section 5 of the Agreement.

  • Consideration Shares shall have the meaning set forth in Section 2.7(c).

  • New Ordinary Shares means the new Ordinary Shares arising on Conversion of the C Shares;

  • Ordinary Share Capital means any issued and outstanding shares of the Company with voting or other rights of management and control and any outstanding securities of the Company that are convertible into such shares at the option of the holder;

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

  • Additional Shares of Common Stock means all shares of Common Stock issued (or, pursuant to Subsection 4.4.3 below, deemed to be issued) by the Corporation after the Series B Original Issue Date, other than (1) the following shares of Common Stock and (2) shares of Common Stock deemed issued pursuant to the following Options and Convertible Securities (clauses (1) and (2), collectively, “Exempted Securities”):

  • Common Share Price means the volume weighted average per share trading price of the Common Shares on the TSX for the 10 consecutive Trading Day period ending on the Trading Day immediately before the occurrence of a Trigger Event, or if the Common Shares are not then listed on the TSX, the principal stock exchange on which the Common Shares are then listed or quoted (being the stock exchange with the greatest volume of trading in the Common Shares during the previous six months), or if such shares are not listed or quoted on any stock exchange, or if no such trading prices are available, the Floor Price.

  • Net Consideration means “net consideration” as defined in Regulation Section 1.848-2(f));

  • 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”)