Remaining Shares has the meaning set forth in Section 4.1.2.
Minority Shareholders means holders of Shares that were not tendered pursuant to the Offer or in the Subsequent Offering Period (as it may be extended by the Minority Exit Offering Period).
Remaining Members has the meaning set forth in Section 11.2.
Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).
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.
Aggregate Stock Consideration means a number of shares of Acquiror Common Stock equal to the quotient obtained by dividing (i) (x) the Base Purchase Price less (y) the Aggregate Cash Consideration, by (ii) $10.00.
Consideration Shares shall have the meaning set forth in Section 2.7(c).
Equity Shares means the Common Shares and any shares of any other class or series of the Corporation which may from time to time be authorized for issue if by their terms such shares confer on the holders thereof the right to participate in the distribution of assets upon the voluntary or involuntary liquidation, dissolution or winding up of the Corporation beyond a fixed sum or a fixed sum plus accrued dividends;
Tag-Along Shares has the meaning ascribed to such term in Section 4.4(a).
Per Share Stock Consideration has the meaning set forth in Section 3.01(a)(i).
Common Stock Consideration has the meaning set forth in Section 1.6(b).
Buyer Shares means the common stock, with a par value of $0.0001 per share, of Buyer.
VMTP Shares has the meaning set forth in the preamble to this Agreement.
A Shares means a participating share of no par value in the capital of the Fund, denominated in US Dollars;
Purchaser Shares means the common shares in the capital of the Purchaser.
Sale Shares has the meaning ascribed to it at Recital (A).
Share Purchase Price shall have the meaning ascribed to such term in Section 2.1(b).
Stock Consideration has the meaning set forth in Section 2.01(c).
sweat equity shares means equity shares issued by a company to its employees or directors at a discount or for consideration other than cash for providing know-how or making available rights in the nature of intellectual property rights or value additions, by whatever name called;
Earnout Shares has the meaning set forth in Section 3.6(a).
Company Securities has the meaning set forth in Section 3.02(b)(ii).
Newco Shares means the common shares in the capital of Newco;
Coop Shares Shares issued by a Cooperative Corporation.
Subco Shares means the common shares in the capital of Subco;
Option Closing Purchase Price shall have the meaning ascribed to such term in Section 2.2(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.
Tag-Along Portion means, with respect to you and your Permitted Transferees, the number of shares of Common Stock beneficially owned by you and your Permitted Transferees on the date of the Tag-Along Notice multiplied by a fraction, the numerator of which is the maximum number of shares of Common Stock which can be sold in the Tag-Along Sale and the denominator of which is the aggregate number of shares of Common Stock beneficially owned by the Participants, collectively.