Examples of Preferred Per Share Amount in a sentence
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.
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.
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 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.
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.
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.
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.