Per Share Additional Merger Consideration definition

Per Share Additional Merger Consideration means the amount equal to the quotient obtained by dividing (i) the Additional Merger Consideration by (ii) the Fully Diluted Shares.
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Per Share Additional Merger Consideration means the amount equal to the quotient obtained by dividing (i) the Additional Merger Consideration by (ii) the Fully Diluted Number.
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Per Share Additional Merger Consideration means, with respect to each share of Company Common Stock, (i) an amount equal to the quotient of (a) the sum of (1) the Excess Amount, if any, and (2) the portion of the Securityholder Representative Expense Amount, if any, released pursuant to Section 10.15(a) , divided by (b) the Outstanding Stock immediately prior to the Effective Time and (ii) the Per Share Remaining Escrow Amount.
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Examples of Per Share Additional Merger Consideration in a sentence

  • The Representative will then notify the Paying Agent of such calculations and the amount to be distributed to each Stockholder and to the Surviving Corporation (on behalf of each Optionholder) based upon the Per Share Additional Merger Consideration.

  • In contrast, rule 28 of the NERR only requires retailers to provide historical billing data for 'small' customers.70 We are interested in 69 See proposed 7.16(e) and (f) of the NER.70 A small customer is defined in section 5 of the NERL as a residential customer or a business customer who consumes energy at its business premises below the upper consumption threshold.

  • For the avoidance of doubt, each Investor’s right to receive the Per Share Additional Merger Consideration in respect of each Contributed EH Share if and when payable in accordance with the terms and conditions of the Transaction Agreement shall be retained by such Investor and shall not be affected by the Second Contribution (it being understood and agreed that any such Per Share Additional Merger Consideration shall be paid directly to each Investor in accordance with the Transaction Agreement).

  • The Representative will then notify the Paying Agent of such calculations and the amount to be distributed to each Stockholder and to the Surviving Corporation on behalf of each Optionholder (including the Rollover Holders) based upon the Per Share Additional Merger Consideration.

  • The undersigned understands and agrees that, within five (5) Business Days after the Paying Agent receives any Additional Merger Consideration (as defined in the Merger Agreement) on behalf of the Stockholders and the Optionholders, the Representative shall calculate the applicable Per Share Additional Merger Consideration (as defined in the Merger Agreement).


More Definitions of Per Share Additional Merger Consideration

Per Share Additional Merger Consideration means the quotient obtained by dividing (i) the Additional Merger Consideration by (ii) the aggregate number of shares of Common Stock and Common Stock Equivalents outstanding as of immediately prior to the Effective Time.
Sample 1
Per Share Additional Merger Consideration means, with respect to each share of Company Common Stock, an amount equal to the quotient of (x) the sum of (i) the Excess Amount, if any, (ii) the Remaining Amount, if any, and (iii) the portion of the Securityholder Representative Expense Amount, if any, released pursuant to Section 10.15(a), divided by (y) the Fully-Diluted Outstanding Stock immediately prior to the Effective Time.
Sample 1
Per Share Additional Merger Consideration means (a) if the Aggregate Additional Merger Consideration Amount is negative, zero, and (b) if the Aggregate Additional Merger Consideration Amount is positive, an amount equal to the quotient obtained by dividing (i) the Aggregate Additional Merger Consideration Amount by (ii) the Fully Diluted Share Count.
Sample 1
Per Share Additional Merger Consideration means the amount equal to (i) the Additional Merger Consideration divided by (ii) the sum of the aggregate number of shares of Company Common Stock outstanding immediately prior to the Effective Time other than Excluded Company Common Stock and Dissenting Shares, plus the aggregate number of Company RSU Awards with respect to which Closing Date RSU Consideration is required to be paid pursuant hereto.
Sample 1
Per Share Additional Merger Consideration means, with respect to each share of Company Common Stock, an amount equal to the
Sample 1
Per Share Additional Merger Consideration has the meaning given to it in Section 1.07(a).
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Related to Per Share Additional Merger Consideration

  • Final Merger Consideration has the meaning set forth in Section 2.10(b)(ii)(D).

  • Initial Merger Consideration has the meaning set forth in Section 2.2(a).

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

  • Total Merger Consideration has the meaning set forth in Section 2.2(a).

  • Base Merger Consideration means $1,200,000,000.

  • Closing Merger Consideration has the meaning set forth in Section 3.2(a)(ii).

  • Cash Merger Consideration has the meaning set forth in Section 2.9(a).

  • Merger Consideration has the meaning set forth in Section 2.1(a).

  • Estimated Merger Consideration shall have the meaning set forth in Section 2.10(a).

  • Aggregate Merger Consideration has the meaning set forth in Section 2.1(a).

  • 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).

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

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

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

  • 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.

  • Net Consideration Per Share means the amount equal to the total amount of consideration, if any, received by the Company for the issuance of such warrants, options, subscriptions, or other purchase rights or convertible or exchangeable securities, plus the minimum amount of consideration, if any, payable to the Company upon exercise or conversion thereof, divided by the aggregate number of shares of Common Stock that would be issued if all such warrants, options, subscriptions, or other purchase rights or convertible or exchangeable securities were exercised, exchanged or converted.

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

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

  • Closing Consideration shall have the meaning set forth in Section 2.1(b).

  • Merger Sub Common Stock means the common stock, par value $0.01 per share, of Merger Sub.

  • Company Shares means the common shares 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.

  • Buyer Preferred Stock means the preferred stock, par value $0.001 per share, of Buyer.

  • 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.

  • Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.