Per Share Stockholder Closing Stock Consideration definition

Per Share Stockholder Closing Stock Consideration means a number of shares of Parent Common Stock equal to the quotient obtained by dividing (A) (i) the Total Stockholder Closing Stock Consideration, minus (ii) the Total Series B Closing Stock Consideration, minus (iii) the Total Common Stock Closing Date Stock Consideration, by (B) the aggregate number of shares of Company Common Stock issuable upon the conversion of (i) Series Seed Preferred Stock outstanding as of immediately prior to the First Merger Effective Time and (ii) Series A Preferred Stock outstanding as of immediately prior to the First Merger Effective Time.
Sample 1Sample 2
Per Share Stockholder Closing Stock Consideration means a number of shares of Parent Common Stock equal to the quotient obtained by dividing (A) the Total Stockholder Closing Stock Consideration by (B) the Total Outstanding Shares (excluding the aggregate number of shares of Company Common Stock issuable upon the exercise of Company Options outstanding as of immediately prior to the First Merger Effective Time).
Sample 1Sample 2
Per Share Stockholder Closing Stock Consideration means a number of shares of Parent Class A Common Stock equal to the quotient obtained by dividing (A) the Total Stockholder Closing Stock Consideration by (B) the Total Outstanding Shares.
Sample 1

Related to Per Share Stockholder Closing Stock Consideration

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

  • 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.

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

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

  • Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).

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

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

  • Consideration Shares has the meaning ascribed thereto in Section 2.2.

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

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

  • Initial Share Price for a Share means the Closing Price on the Exchange (or where such Exchange does not announce or publish a Closing Price, the last traded price, or, if necessary, the mid-market price) for that Share on the Initial Valuation Date, subject to adjustments that may be made pursuant to “DESCRIPTION OF THE NOTES – Adjustments and Exceptional Circumstances”.

  • Acquisition Shares means each class of shares of beneficial interest of an Acquiring Fund to be issued to the corresponding Target Fund in a reorganization under this Agreement.

  • 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.

  • Buyer Shares means the common stock, with a par value of $0.0001 per share, of Buyer.

  • 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.

  • Initial Shares means all of the outstanding shares of Common Stock issued prior to the consummation of the Company’s initial public offering.

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

  • Company Shares means the common shares in the capital of the Company;

  • A Shares means shares issued by companies incorporated in the PRC and listed on the SSE or the SZSE, traded in RMB and available for investment by domestic investors through Stock Connect.

  • Parent Share Price means the average of the volume weighted averages of the trading prices of Parent Common Shares on NYSE (as reported by Bloomberg L.P. or, if not reported therein, in another authoritative source mutually selected by Parent and the Company in good faith) on each of the 20 consecutive trading days ending on (and including) the trading day that is two trading days prior to the Closing Date.

  • Newco Shares means the common shares in the capital of Newco;

  • Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.

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

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

  • Purchaser Stock Price means, with respect to any Common Stock Fundamental Change, the average of the daily Closing Price for one share of the common stock received by holders of the Common Stock in such Common Stock Fundamental Change during the 10 Trading Days immediately prior to the date fixed for the determination of the holders of the Common Stock entitled to receive such common stock or, if there is no such date, prior to the date upon which the holders of the Common Stock shall have the right to receive such common stock.

  • Closing Consideration shall have the meaning set forth in Section 2.1(b).