Seller Holdco Issued Earnout Shares means shares of Company Common Stock issued to Seller Holdco upon the occurrence of a Triggering Event.
Earnout Shares has the meaning set forth in Section 3.6(a).
Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).
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.
Buyer Shares means the common stock, with a par value of $0.0001 per share, of Buyer.
Make-Whole Acquisition Stock Price means the consideration paid per share of Common Stock in a Make-Whole Acquisition. If such consideration consists only of cash, the Make-Whole Acquisition Stock Price shall equal the amount of cash paid per share of Common Stock. If such consideration consists of any property other than cash, the Make-Whole Acquisition Stock Price shall be the average of the Closing Price per share of Common Stock on each of the 10 consecutive Trading Days up to, but not including, the Make-Whole Acquisition Effective Date.
Fully Adjusted Regular Purchase Share Limit means, with respect to any reorganization, recapitalization, non-cash dividend, stock split or other similar transaction from and after the date of this Agreement, the Regular Purchase Share Limit (as defined in Section 2(a) hereof) in effect on the applicable date of determination, after giving effect to the full proportionate adjustment thereto made pursuant to Section 2(a) hereof for or in respect of such reorganization, recapitalization, non-cash dividend, stock split or other similar transaction.
Buyer Stock means the common stock, par value $0.001 per share, of Buyer.
Stock Election Shares shall have the meaning set forth in Section 3.2.1.
SpinCo Shares means the shares of common stock, par value $0.01 per share, of SpinCo.
Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.
Cash Election Shares shall have the meaning set forth in Section 3.2.1.
Closing Cash Consideration has the meaning set forth in Section 2.6(b).