Per Share Series C Merger Consideration definition

Per Share Series C Merger Consideration means the number obtained by adding (a) the Per Share Series C Liquidation Preference, plus, (b) the Per Share Residual Consideration, which such number shall not exceed $0.2433 in the aggregate.
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Per Share Series C Merger Consideration has the meaning set forth in Section 1.6(b)(iii).
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Per Share Series C Merger Consideration means, with respect to each share of Company Series C Stock outstanding as of immediately prior to the Effective Time, the Series C Liquidation Preference.
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Examples of Per Share Series C Merger Consideration in a sentence

  • At the Effective Time, each share of Series C Preferred issued and outstanding immediately prior to the Effective Time (other than Dissenting Shares and shares owned by the Company) shall be automatically converted into the right to receive, subject to and in accordance with Section 2.8(a), an amount of cash (without interest) equal to the Per Share Series C Merger Consideration.

  • At and after the Effective Time, holders of shares of Company Capital Stock shall cease to have any rights as stockholders of the Company, except for the right to receive the Per Share Series A Merger Consideration, Per Share Series B Merger Consideration, Per Share Series C Merger Consideration and Per Share Common Merger Consideration applicable to such shares of Company Capital Stock, in each case in accordance with the terms and conditions of this Agreement.

  • Each share of Company Series C Preferred Stock issued and outstanding immediately prior to the Effective Time, other than shares of Company Series C Preferred Stock to be cancelled pursuant to Section 2.2(b) and any Dissenting Shares, will be cancelled and extinguished and automatically converted into the right to receive, in cash as set forth herein, an amount equal to the Per Share Series C Merger Consideration.

  • If the Company Warrant is outstanding immediately prior to the Effective Time, the holder of the Company Warrant will not be required to pay the aggregate exercise price of the Company Warrant in cash in connection with its conversion into Per Share Series C Merger Consideration at the Effective Time, but such amount of aggregate exercise price will be deducted from the aggregate amount of Merger Consideration that is distributed at the Closing to the holder of the Company Warrant.

  • The Manager provides the support required to bring representatives from participating agencies together to address issues that require cross-agency input.

  • Each Company Note that is outstanding immediately prior to the Effective Time will be cancelled and automatically converted into the right to receive, in cash, an amount equal to the Per Share Series C Merger Consideration multiplied by the number of shares of Company Series C Preferred Stock into which such Company Note is convertible as of immediately prior to the Effective Time.


More Definitions of Per Share Series C Merger Consideration

Per Share Series C Merger Consideration means the quotient obtained by dividing (a) the Series C Merger Consideration by (b) the number of shares of Series C Preferred Stock issued and outstanding at the Effective Time.
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Per Share Series C Merger Consideration means the (a) Series C Merger Consideration, divided by (b) Fully Diluted Series C Preferred Share Number, which quotient is divided by (c) Parent Average Closing Price.
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Per Share Series C Merger Consideration shall equal quotient of (1) the Preferred Merger Consideration for the Company Series C Preferred Stock divided by (2) the aggregate number of shares of Company Series C Preferred Stock outstanding immediately prior to the Effective Time.
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Related to Per Share Series C Merger Consideration

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

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

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

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

  • Common Stock Consideration has the meaning set forth in Section 1.6(b).

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

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

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

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

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

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

  • Aggregate 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).

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

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

  • 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.

  • Series B-2 Preferred Shares means the Company’s series B-2 preferred shares, par value US$0.00001 per share.

  • Conversion Consideration shall have the meaning specified in Section 14.12(a).

  • Series B-2 Preferred Stock means shares of the Company’s Series B-2 Preferred Stock, par value $0.001 per share.

  • Company Series C Preferred Stock means the Series C Preferred Stock, par value $0.001 per share, of the Company.

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

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

  • Series B-1 Preferred Shares means the Company’s series B-1 preferred shares, par value US$0.00001 per share.

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

  • Class A Ordinary Share Value means, as of the close of business on the day preceding the date, the volume weighted average trading price of the Class A Ordinary Shares on all trading platforms or trading systems on which the Class A Ordinary Shares are being traded over the forty-five (45) trading days then ended, provided, that if the total aggregate trading volume over such 45-trading-day period is less than 5% of the public float, such period shall be extended to the ninety (90) trading days then ended, provided, further, if the total aggregate trading volume over such 90-trading-day period is less than 5% of the public float, the holder of the Class B Ordinary Shares shall request that the Board obtain an appraisal of the value of the Class A Ordinary Shares from one or more independent nationally-recognized third party appraisal companies and such appraisal shall constitute the Class A Ordinary Share Value.