Preferred Per Share Amount definition

Preferred Per Share Amount the recitals "Preferred Shares" the recitals "Preferred Stock Purchase Agreement" the recitals "Proxy Statement" 1.13(a) "Purchaser" the recitals "Rights" the recitals "Rights Agreement" the recitals "SEC" 1.1(b) "Securities Act"
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Preferred Per Share Amount means the Preferred A Per Share Amount, the Preferred B Per Share Amount, the Preferred C Per Share Amount, the Preferred D Per Share Amount and the Preferred E Per Share Amount, as applicable for each class of Company Preferred Stock as set forth in the Closing Payment Certificate.
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Preferred Per Share Amount as defined in Section 2.6(d).
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Examples of Preferred Per Share Amount in a sentence

  • If the exercise price per share of any Company Warrant, as applicable, is equal to or greater than the applicable Preferred Per Share Amount, such Company Warrant shall be cancelled without any cash payment being made in respect thereof.

  • In accordance with the Company’s certificate of incorporation, as in effect on the date of this Agreement, each issued and outstanding share of Company Common Stock (other than as set forth in Section 2.7(b) or Section 2.8) shall be converted to the right to receive the Common Per Share Amount and each share of Company Preferred Stock shall be converted into the right to receive the applicable Preferred Per Share Amount.

  • Parent hereby guarantees the payment by Purchaser of the Common Per Share Amount, the Preferred Per Share Amount and any other amounts payable by Purchaser pursuant to this Agreement and will cause Purchaser to perform all of its other obligations under this Agreement in accordance with their terms.

  • Any portion of the Initial Merger Consideration, the Preferred Per Share Amount or Option Payment deposited with Agent that remains unclaimed by the holders of the Shares or Company Options six months after the Effective Time shall be returned to the Parent upon demand, at which time this Agreement shall be terminated as provided in Section 21 hereof.

  • Unless so terminated, or unless the Parent demands return of the unclaimed Initial Merger Consideration or Preferred Per Share Amount pursuant to Section 11 above at which time this Agreement shall be terminated, this Agreement shall continue in effect until all Shares have been received and all Shares and Company Options have been paid for whereupon this Agreement shall automatically terminate.

  • The purchase price to be paid by Buyer to such Vendor with respect to the Company Preferred Shares shall consist of a payment in cash (without interest) in an amount equal to the product of the Preferred Per Share Amount multiplied by the number of Company Preferred Shares held by such Vendor.

  • Agent shall identify, report and deliver all unclaimed Initial Merger Consideration, Preferred Per Share Amount or Option Payment and related unclaimed property to all states and jurisdictions for the Parent in accordance with applicable abandoned property law.

  • The Price Certificate shall also include the Company's determination of the Series C Preferred Per Share Amount and the Applicable Per Share Amount for each class and series of Junior Stock based on the foregoing estimate of the Merger Consideration.

  • From and after the Effective Time until surrendered to the Stockholder Representative, each Preferred Certificate shall be deemed for all corporate purposes to evidence only the right to receive, in accordance with the terms of this Agreement, the Series C Preferred Per Share Amount for the Series C Preferred Stock previously represented thereby and the Merger Consideration payable under Section 2.5(d)(iii) in respect of the Conversion Shares.

  • Agent shall also prepare and file copies of such Forms 1099-B by magnetic tape with the Internal Revenue Service on or before February 28th of the year following the payment of the applicable Initial Merger Consideration, Preferred Per Share Amount or Option Payment, as applicable, for Shares or Company Options, as applicable, in accordance with United States Treasury Regulations.


More Definitions of Preferred Per Share Amount

Preferred Per Share Amount means the price payable by Buyer per Company Preferred Share as set forth in the Closing Payment Certificate.
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Preferred Per Share Amount as defined in Section 2.6(d). --------------------------
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Preferred Per Share Amount means the amount payable in respect of the relevant share of Preferred Stock pursuant to the provisions of Article IV(C), Sections 3(a) – 3(d) of the Certificate of Incorporation.
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Related to Preferred Per Share Amount

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

  • Share Amount means a fraction of ETF Shares calculated in accordance with

  • Interest Share Amount shall have the meaning set forth in Section 2(a).

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

  • Daily Share Amount means, with respect to any VWAP Trading Day, the quotient obtained by dividing (A) the excess, if any, of the Daily Conversion Value for such VWAP Trading Day over the applicable Daily Maximum Cash Amount by (B) the Daily VWAP for such VWAP Trading Day. For the avoidance of doubt, the Daily Share Amount will be zero for such VWAP Trading Day if such Daily Conversion Value does not exceed such Daily Maximum Cash Amount.

  • Class A Preferred Stock means the Class A preferred stock, nominal value $0.0001 per share, of the Company.

  • Parent Class B Common Stock means the Class B Common Stock, par value $0.01 per share, of Parent.

  • Series B-1 Preferred Stock means shares of the Company’s Series B-1 Preferred Stock, par value $0.0001 per share.

  • Class A Preferred Shares shall have the meaning ascribed to it in Section 2.4(a).

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

  • Series A-1 Preferred Stock means shares of the Company’s Series A-1 Preferred Stock, par value $0.0001 per share.

  • Final Preference Share Redemption Amount means, subject to the provisions of the Articles and the Conditions, in respect of each Preference Share, an amount expressed in the Settlement Currency determined by the Calculation Agent equal to the Notional Amount multiplied by:

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

  • Parent Class A Common Stock means the Class A Common Stock, par value $0.01 per share, of Parent.

  • Company Series A Preferred Stock means the Series A Preferred Stock, par value $0.0001 per share, of the Company.

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

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

  • Early Preference Share Redemption Amount means, subject to the provisions of the Articles and the Conditions, in respect of each Preference Share, an amount expressed in the Settlement Currency calculated by the Calculation Agent as the fair market value (calculated without taking into account the creditworthiness of the Company) of a Preference Share as of the Early Preference Share Valuation Date taking into account such factor(s) as the Calculation Agent determines appropriate, including, but not limited to, the relevant Early Preference Share Redemption Event after deducting any Associated Costs (to the extent not already reflected in such fair market value).

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

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

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

  • Class B Common Shares means the Class B Convertible Voting Common Shares of the Company, par value $1.00 per share.

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

  • Series D Preferred means the Series D Convertible Preferred Stock of the Company, par value $.01 per share.

  • Series C Preferred Units shall have the meaning provided in Section 1.

  • Series A Preferred Units has the meaning assigned to such term in Section 5.11(a).