Per Share Earnout Amount definition

Per Share Earnout Amount means the quotient of (x) the Earnout Payment, if any, divided by (y) Total Fully Diluted Outstanding Shares.
Sample 1
Per Share Earnout Amount means an amount equal to the quotient of (i) the Earnout Amount divided by the Fully Diluted Earnout Share Number.
Sample 1
Per Share Earnout Amount means an amount equal to (1) the sum of the Earnout Amount, divided by (2) the aggregate number of shares of Company Common Stock that are issued and outstanding immediately prior to the Effective Time of the First Merger (assuming the exercise of all Company Options and the exercise of all warrants and other convertible securities to acquire Company Common Stock). Qualifying Bookings are Acquiror’s or any of its Subsidiaries’ (including the Company’s) bookings of Orchestrator deals (including the license, maintenance and service portions of such bookings) with existence and amount of bookings to be determined per Opsware’s standard booking policy set forth on Exhibit A, in each case less the Applicable Commissions.
Sample 1

Examples of Per Share Earnout Amount in a sentence

  • The amount and timing of the payment of the cash amount will be based on the amount and timing of the determination of the Applicable Per Share Closing Amount, the Applicable Per Share Earnout Amount and the Applicable Per Share Working Capital Amount; provided, that such amounts shall be payable as and when amounts are payable to holders of Company Common Stock generally pursuant to Section 3.01 and Section 3.05.

  • In respect of the Per Share Earnout Amount, each Company Holder who has remained an employee of the Surviving Corporation, Parent or an Affiliate of Parent, as applicable, as of the Earnout Determination Date shall have no further requirement of continued service to earn the Per Share Earnout Amount in respect of any shares of Company Common Stock that were subject to such Company Holder’s unvested Company Options.

  • The Per Share Earnout Amount will be paid in cash as provided below.

  • In respect of the Per Share Earnout Amount, each Company Holder who has remained an employee of the Surviving Corporation, Parent or an Affiliate of Parent, as applicable, as of the Earnout Determination Date shall have no further requirement of continued service to earn the Per Share Earnout Amount in respect of each share of such Company Holder’s Company Restricted Stock outstanding immediately prior to the Effective Time.

  • Restricted Stock; (B) the Per Share Earnout Amount, if any, payable pursuant to Section 2.3(b) hereof; and (C) the Per Share Escrow Release, if any.

  • Ordinary Shares equal to (i) the number of shares of Company Common Stock subject to such Company Option, multiplied by (ii) the Exchange Ratio, then rounded down to the nearest whole number and (B) be entitled to receive the Per Share Earnout Amount, if any, payable pursuant to Section 2.3(b) hereof.


More Definitions of Per Share Earnout Amount

Per Share Earnout Amount means the Earnout Amount divided by the Outstanding Shares, rounded to four decimal places.
Sample 1

Related to Per Share Earnout Amount

  • Earnout Amount has the meaning provided in Section 2.9(b).

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

  • 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.

  • 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.

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

  • Earn-Out Consideration has the meaning set forth in Section 2.08(a)(i).

  • Per Share Value means the average value of the consideration to be received in respect of each outstanding Common Share pursuant to the Qualifying Transaction as determined by mutual agreement of the Independent Directors (as defined in Section 2(b)(ii) below) and the holders of not less than 50% in interest of all outstanding warrants to purchase Common Shares containing this provision, or, if they shall fail to agree, by an Investment Bank.

  • Per Share Amount has the meaning set forth in Section 3.01(c).

  • Relative Total Shareholder Return means for the Incentive Period the Total Shareholder Return of the Company compared to the Total Shareholder Return of the Peer Group, as more particularly set forth on attached Exhibit C.

  • Payout Amount means the vested portion of the Final Amount expressed as an amount of cash equal to the Fair Market Value of the shares of Stock underlying the RSUs and related Dividend Equivalents.

  • 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.

  • Earnout Payment has the meaning set forth in Section 2.3(b).

  • Earnout Consideration has the meaning specified in Section 2.05(a).

  • Earnout Shares has the meaning set forth in Section 3.6(a).

  • Earnout Period has the meaning specified in Section 2.03(a).

  • 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.

  • Net Share Amount has the meaning set forth in Section 3.03(c).

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

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

  • Fully Adjusted Regular Purchase Share Limit means, with respect to any reorganization, recapitalization, non-cash dividend, stock split or other similar transaction from and after the date of this Agreement, the Regular Purchase Share Limit (as defined in Section 2(a) hereof) in effect on the applicable date of determination, after giving effect to the full proportionate adjustment thereto made pursuant to Section 2(a) hereof for or in respect of such reorganization, recapitalization, non-cash dividend, stock split or other similar transaction.

  • Total Shareholder Return means the total return (change in share price plus reinvestment of any dividends) of a Share.

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

  • Cash Amount means an amount of cash equal to the product of (i) the Value of a REIT Share and (ii) the REIT Shares Amount determined as of the applicable Valuation Date.

  • Closing Payment Amount has the meaning specified in Section 1.5.

  • Net Share Settlement Amount For any Settlement Date, an amount equal to the product of (i) the number of Warrants exercised or deemed exercised on the relevant Exercise Date, (ii) the Strike Price Differential for the relevant Valuation Date and (iii) the Warrant Entitlement.

  • Share Valuefinal means the Preference Share Value on the Valuation Date; and "Share Valueinitial" means the Preference Share Value on the Initial Valuation Date.