Per Share Adjustment Escrow Amount definition

Per Share Adjustment Escrow Amount means the quotient determined by dividing (i) the aggregate amount released from the Adjustment Escrow Account for distribution to the Escrow Participants, by (ii) the Escrow Participant Total Stock; provided, however, for any share of Company Preferred Stock, the foregoing amount will be multiplied by the number of shares of Company Common Stock into which such share of Company Preferred Stock is convertible.
Per Share Adjustment Escrow Amount means the amount equal to the quotient obtained by dividing (A) the Adjustment Escrow Amount, by (B) the Outstanding Company Share Amount.
Per Share Adjustment Escrow Amount means the quotient of (i) the Adjustment Escrow Amount divided by (ii) the Adjusted Fully-DilutedShares.

More Definitions of Per Share Adjustment Escrow Amount

Per Share Adjustment Escrow Amount means an amount equal to the Adjustment Escrow Amount divided by the Fully Diluted Common Number (excluding Dissenting Shares).
Per Share Adjustment Escrow Amount means an amount of cash (rounded down to the nearest whole cent) equal to (a) the Adjustment Escrow Amount divided by (b) the Fully Diluted Share Number.
Per Share Adjustment Escrow Amount means (a) with respect to shares of Company Capital Stock held by an Unaccredited Stockholder or issuable upon the exercise of a Vested Company Option or settlement of a Vested Company RSU, an amount of cash equal to (i) the Adjustment Escrow Value divided by (ii) the Company Indemnitor Share Number and (b) with respect to each share of Company Capital Stock held by an Accredited Stockholder or issuable upon the exercise of a Company Warrant, a number of shares of Parent Class A Common Stock equal to (i) the Per Share Adjustment Escrow Amount as calculated pursuant to the foregoing clause (a) divided by (ii) the Parent Stock Price.
Per Share Adjustment Escrow Amount means an amount equal to the product of (a) ten percent (10%) and (b) the quotient obtained by dividing (x) the difference between the Final Aggregate Merger Consideration and the Estimated Aggregate Merger Consideration by (y) the number of shares of Company Capital Stock outstanding immediately prior to the Effective Time held by the Voting Stockholders; and
Per Share Adjustment Escrow Amount shall have the meaning specified in Section 2.2(i)(ii) of this Agreement. Back to Contents
Per Share Adjustment Escrow Amount means, with respect to the Adjustment Escrow Funds, an amount equal to the amount of the Adjustment Escrow Funds, divided by the amount of Total Outstanding Shares.

Related to Per Share Adjustment Escrow Amount

  • Purchase Price Adjustment Escrow Amount means $500,000.

  • Adjustment Escrow Amount means $1,000,000.

  • Adjustment Escrow Fund means the Adjustment Escrow Amount deposited with the Escrow Agent, as such amount may be increased or decreased as provided in this Agreement and the Escrow Agreement, including any remaining interest or other amounts earned thereon.

  • Adjustment Escrow Funds means, at any time, the portion of the Adjustment Escrow Amount then remaining in the Adjustment Escrow Account.

  • Final Adjustment Amount shall have the meaning set forth in Section 2.5(e).

  • Escrow Amount has the meaning set forth in Section 2.1(c).

  • Purchase Price Adjustment shall have the meaning specified in Section 3.02.

  • Adjustment Escrow Account has the meaning set forth in Section 2.4(a)(i).

  • 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.

  • Earn-Out Consideration is defined in Section 2.5(c).

  • Post-Closing Adjustment Amount has the meaning set forth in Section 2.04(c).

  • Cash Amount means an amount of cash per Partnership Unit equal to the value of one share of Common Stock as determined under the applicable Exchange Rights Agreement on the Valuation Date of the Common Stock Amount.

  • Net Adjustment Amount means an amount, which may be positive or negative, equal to the Closing Net Working Capital as finally determined pursuant to this Section 2.9 minus the Preliminary Net Working Capital as set forth on the Preliminary Closing Statement;

  • Cash Purchase Price has the meaning set forth in Section 2.1(b).

  • Closing Purchase Price shall have the meaning ascribed to such term in Section 2.1(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • True-Up Amount means the difference between the ABO calculated by using the member’s actual creditable service and the actual final average compensation as of the member’s effective date in the FRS Investment Plan and the ABO initially transferred.

  • Share Purchase Price shall have the meaning ascribed to such term in Section 2.1(b).

  • Earn-Out Amount has the meaning set forth in Section 2.07(a).

  • Indemnity Escrow Amount means $5,000,000.

  • Share Dilution Amount means the increase in the number of diluted shares outstanding (determined in accordance with GAAP applied on a consistent basis, and as measured from the date of the Issuer’s most recent consolidated financial statements prior to the Signing Date) resulting from the grant, vesting or exercise of equity-based compensation to employees and equitably adjusted for any stock split, stock dividend, reverse stock split, reclassification or similar transaction.

  • Adjustment Amount For any Distribution Date, the difference between (A) the sum of the Class A Principal Balance and the Class B Principal Balance as of the related Determination Date and (B) the sum of (i) the sum of the Class A Principal Balance and the Class B Principal Balance as of the Determination Date succeeding such Distribution Date and (ii) the aggregate amount that would have been distributed to all Classes as principal in accordance with Section 4.01(a) for such Distribution Date without regard to the provisos in the definitions of Class B-1 Optimal Principal Amount, Class B-2 Optimal Principal Amount, Class B-3 Optimal Principal Amount, Class B-4 Optimal Principal Amount, Class B-5 Optimal Principal Amount and Class B-6 Optimal Principal Amount.

  • 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.

  • Estimated Adjustment Amount has the meaning set forth in Section 2.8(a).

  • Closing Adjustment Amount shall have the meaning set forth in Section 3.2(c).

  • Earn-Out Shares has the meaning provided in Section 2.2(b).

  • Maximum Share Amount shall have the meaning set forth in Section 2.01(c).