Per Share Common Stock Merger Consideration definition

Per Share Common Stock Merger Consideration means a number of shares of Parent Common Stock equal to (i) the Stock Consideration divided by (ii) the number of issued and outstanding shares of Company Common Stock as of the Pricing Date, on a fully diluted basis (calculated after giving effect to the vesting of all Company Restricted Shares as a result of the Transactions).
Per Share Common Stock Merger Consideration means $10.50 per Common Share in cash, without interest.
Per Share Common Stock Merger Consideration means, with respect to each share of Common Stock, the sum of (i) the Per Share Cash Amount and (ii) the Per Share Stock Amount.

Examples of Per Share Common Stock Merger Consideration in a sentence

  • For the avoidance of doubt, any Vested Company Option which has an exercise price per Common Share that is greater than or equal to the Per Share Common Stock Merger Consideration shall be cancelled at the Effective Time for no consideration, payment or right to consideration or payment.

  • Payment of the Per Share Common Stock Merger Consideration with respect to Book-Entry Shares shall only be made to the Person in whose name such Book-Entry Shares are registered in the stock transfer books or ledger of the Company.

  • Subject to Section 4.2(g), the Eligible Common Shares shall be automatically converted into the right to receive the Per Share Common Stock Merger Consideration and shall cease to be outstanding, shall automatically be cancelled and shall cease to exist, and each holder of Eligible Common Shares represented by a Certificate or Book-Entry Share shall cease to have any rights with respect thereto, except the right to receive the Per Share Common Stock Merger Consideration, payable pursuant to Section 4.2.

  • Parent shall advise the Company, promptly after receipt of notice thereof, of the time of effectiveness of the Form S-4, the issuance of any stop order relating thereto or the suspension of the qualification of the shares of Parent Common Stock included in the Per Share Common Stock Merger Consideration for offering or sale in any jurisdiction, and Parent shall use its reasonable best efforts to have any such stop order or suspension lifted, reversed or otherwise terminated.

  • If, after the Effective Time, shares of Common Stock are presented to the Exchange Agent, they shall be surrendered and canceled against delivery of the Per Share Common Stock Merger Consideration as provided in this Article II.


More Definitions of Per Share Common Stock Merger Consideration

Per Share Common Stock Merger Consideration means an amount, which amount shall be set forth in the Merger Consideration Table, in cash equal to the quotient of (a) the Aggregate Participating Amount, divided by (b) the Fully Diluted Outstanding Stock immediately prior to the Effective Time.
Per Share Common Stock Merger Consideration means, with respect to each share of Common Stock, the per share cash amount determined by dividing (A) the sum of: (i) the Fully-Diluted Stockholder Proceeds and (ii) the Option Proceeds, by (B) the Fully-Diluted Outstanding Stock immediately prior to the Effective Time.
Per Share Common Stock Merger Consideration means, with respect to each share of Company Common Stock, (i) the Per Share Closing Cash Amount, (ii) the Per Share EMS Parent Share Amount and (iii) the Per Share Additional Merger Consideration (if any).
Per Share Common Stock Merger Consideration means, with respect to each share of Company Common Stock, each of (a) the Per Share Cash Amount and (b) the Per Share Stock Amount.
Per Share Common Stock Merger Consideration means, with respect to each share of Island Common Stock issued and outstanding immediately prior to the Effective Time, (i) a portion of a Merger Note with a principal amount equal to the Per Share Common Stock Merger Consideration Amount multiplied by the Debt Ratio and (ii) a number of Subordinate Voting Shares with a value (based on the VWAP) equal to the Per Share Common Stock Merger Consideration Amount multiplied by the Equity Ratio.
Per Share Common Stock Merger Consideration means an amount equal to $359.17.
Per Share Common Stock Merger Consideration means, with respect to each share of Company Common Stock, an aggregate amount