Per Share Closing Consideration means the amount determined by dividing (A) the Estimated Merger Consideration, minus the sum of (x) Adjustment Escrow Amount and (y) the Seller Representative Expense Fund Amount, by (B) the number of Fully Diluted Shares.
Per Share Closing Consideration means the quotient of (i) the Closing Merger Consideration divided by (ii) the sum of (A) the number of Shares issued and outstanding immediately prior to the Effective Time (on an as-converted to Common Stock basis) plus (B) the number of shares underlying Vested Options plus (C) the number of shares underlying outstanding Warrants.
Per Share Closing Consideration means the quotient obtained by dividing (i) the Closing Consideration by (ii) the Fully Diluted Share Number.
Examples of Per Share Closing Consideration in a sentence
In the event the Dissenting Per Share Payment is less than the Per Share Closing Consideration, the excess of the Dissenting Per Share Payments shall be distributed to the Sellers other than the Dissenting Stockholders in proportion to each such Seller’s Pro Rata Portion.
More Definitions of Per Share Closing Consideration
Per Share Closing Consideration means the Per Share Closing Cash Consideration and Per Share Closing Stock Consideration, as applicable.
Per Share Closing Consideration means (a) a number of shares of Parent Stock equal to the Per Share Closing Stock Consideration and (b) an amount in cash equal to the Per Share Closing Cash Consideration.
Per Share Closing Consideration means an amount equal to (a) the Aggregate Closing Amount, less the Stockholders’ Representative Expense Amount divided by (b) the number of Fully Diluted Shares.
Per Share Closing Consideration has the meaning specified in Section 3.02(a).
Per Share Closing Consideration means an amount in cash equal to: (a) the sum of (i) the Aggregate Closing Merger Consideration; plus (ii) the aggregate exercise prices of all Vested Options that are outstanding and exercisable immediately prior to the Effective Time; divided by (b) the Full Dilution Number.
Per Share Closing Consideration means the Per Share Merger Consideration less the Per Share Holdback Consideration.
Per Share Closing Consideration means the amount per share that equals the portion of the Closing Date Cash Payment as set forth on the Allocation Schedule under the heading “Per Share Closing Consideration,” which, for the avoidance of doubt, shall include the aggregate exercise price for all of the Company Stock Options (other than the West Options) and the Warrants.