Fully Diluted Company Shares means the total number of issued and outstanding shares of Company Common Stock, (a) after giving effect to the Company Preferred Stock or otherwise treating shares of Company Preferred Stock on an as-converted to Company Common Stock basis, and (b) treating all outstanding in-the-money Specified Company Warrants as fully vested and as if the Specified Company Warrants had been exercised for cash as of the Effective Time, but for the avoidance of doubt excluding any Company Securities described in Section 1.11(b).
Company Shares means the common shares in the capital of the Company;
Company Share means one share of common stock of the Company, $0.01 par value per share.
Company Shareholder means a holder of Company Shares.
Company Share Plans means, collectively, (i) the 2018 Share Incentive Plan of the Company, which replaced the Company’s 2010 Share Incentive Plan in its entirety, and (ii) the Post-IPO Share Incentive Plan of the Company.
Company Shareholders means holders of Company Shares.
Equity Shares shall have the meaning attributed to such term in the recitals of this Agreement;
Fully Diluted Shares means, at any time of determination, the number of shares of common stock of the applicable entity outstanding at such time, plus the number of shares of issuable upon exercise or conversion or otherwise pursuant to any in-the-money common stock equivalents of such entity outstanding at such time.
Company Owned IP means all Intellectual Property rights owned or purported to be owned by the Company or any of the Company Subsidiaries.
Controlling shareholding means not less than 51% of the voting rights or paid up share capital in the Company/Consortium.
Merger Shares has the meaning set forth in Section 2.2(c).
Subsidiary Shares shall have the meaning specified in Section 6.3 [Subsidiaries].
Voting Share Capital means the total voting equity share capital of the Target Company on a fully diluted basis as of the tenth (10th) working day from the closure of the Tendering Period (as defined below) of the Open Offer; and
Owned Company IP means the Intellectual Property that is owned by Company or any of its Subsidiaries.
Merger Sub Common Stock means the common stock, par value $0.01 per share, of Merger Sub.
Ordinary Shareholder means a holder of ordinary shares;
Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.
Company Shareholder Meeting means a duly convened meeting of the Company’s shareholders called to obtain the Company Shareholder Approval, or any valid adjournment or postponement thereof made in accordance with this Agreement.
Company Shareholders Meeting shall have the meaning set forth in Section 5.2(b).
Equity Share Capital means the total issued and paid-up equity share capital of the Company, calculated on a Fully Diluted Basis.
Voting Shares means the Common Shares and any other shares in the capital of the Corporation entitled to vote generally in the election of all directors.
Company-Owned IP Rights means Company IP Rights that are owned by the Company or any of its Subsidiaries.
Company SEC Reports shall have the meaning set forth in Section 3.8(a).
Company SEC Documents has the meaning set forth in Section 3.04(a).
Newco Shares means the common shares in the capital of Newco;
Company Capital Stock means the Company Common Stock and the Company Preferred Stock.