Series A Cash Consideration definition

Series A Cash Consideration means $3.47924725.
Sample 1
Series A Cash Consideration means the aggregate Cash Consideration to be distributed to holders of the Outstanding Shares of Series A Preferred pursuant to this Agreement.
Sample 1
Series A Cash Consideration means an amount equal to the product of (i) the Series A Liquidation Amount and (ii) 51.6%.
Sample 1

Examples of Series A Cash Consideration in a sentence

  • A holder of shares of Community First Capital Stock converted in the Merger who would otherwise have been entitled to a fractional share of American Common Stock shall be entitled to receive a cash payment (without interest) in lieu of such fractional share in an amount determined by multiplying (i) the fractional share interest to which such holder would otherwise be entitled by (ii) the Per Share Common Cash Consideration or the Per Share Series A Cash Consideration, as appropriate.

  • The number of Series A Merger Shares is calculated by dividing (i) the Series A Merger Consideration less the Series A Cash Consideration, by (ii) the Trading Price.

  • The remaining Company Transaction Expenses shall be deducted from the Merger Consideration as follows: 50%, less $50,000 (the "Common Stock Transaction Expenses"), shall be deducted from the Common Stock Cash Consideration or the Substitute Common Stock Cash Consideration, as the case may be, and the remaining amount (the "Series A Transaction Expenses") shall be deducted from the Series A Cash Consideration or the Substitute Series A Cash Consideration, as the case may be.

  • Each issued and outstanding share of Series A Preferred Stock shall be converted into and represent the right to receive the Series A Cash Consideration, in cash.

  • The Closing Working Capital Schedule shall set forth the Buyer Group's calculations at and as of January 31, 1999 of the Net Working Capital and the Series A Cash Consideration Adjustment , as such terms are defined in subsection (e) of this Section 2.3. On January 29, 1999, Company has conducted its standard month end physical inventory in accordance with the past practices of the Company (the "Inventory").

  • All such shares of Series A Preferred Stock, when so converted, shall no longer be outstanding and shall automatically be canceled, retired and extinguished and shall cease to exist, and each certificate which immediately prior to the Effective Time represented any such shares shall thereafter represent the right to receive, upon surrender of such certificate in accordance with the provisions of Section 2.10, the Series A Cash Consideration into which such shares have been converted in accordance herewith.

  • If the Series A Required Vote is received for the Series A Amendment, each share of Series A Preferred Stock shall, in addition to the consideration described in the first sentence of this Section 1.5(a)(iv), be converted into (A) an amount of cash equal to $14.113 (the "Series A Cash Consideration"); and (B) and one-half ( 1/2) share of Holding Series A (as defined in Section 1.7(a)).

  • The Series A Exchange Ratio is calculated by dividing (i) the quotient obtained by dividing (A) the Series A Merger Consideration less the Series A Cash Consideration, by (B) the number of Outstanding Shares of Series A Preferred, by (ii) the Trading Price.

  • As a result, the Series A Cash Consideration Per Share, the Series B Cash Consideration Per Share, the Warrant Cash Consideration Per Share and the Common Cash Consideration Per Share, as the case may be, to which each Effective Time Company Stockholder is entitled to receive pursuant to Section 2.7(d) and Section 2.7(h) shall be reduced by an amount obtained by multiplying (x) such Effective Time Company Stockholder’s Pro Rata Portion by (y) the Escrow Amount, rounded to the nearest cent.


More Definitions of Series A Cash Consideration

Series A Cash Consideration means, for each share of Series A Preferred, the product obtained by multiplying (a) the sum of the Liquidation Value of the Series A Preferred plus the Participation Value of the Series A Preferred, by (b) the quotient obtained by dividing (i) the Cash Consideration by (ii) the sum of the Cash Consideration plus the Acquiror Common Stock Consideration Value less the Option Consideration Value.
Sample 1
Series A Cash Consideration means an amount equal to $4,970,863 (A) plus or minus the amount of Cash (defined below) as of January 31, 1999, (B) less (1) the amount paid by the Company to certain management personnel of the Company pursuant to Section 6.10, (2) the amount paid by the Company to certain third parties pursuant to Section 6.11, (3) the amount of the Cumulative Consideration and Common Consideration, as such terms are defined in Section 2.1(b) and (c) below, and (C) either (1) adjusted downward dollar for dollar by the amount the outstanding balance (principal and accrued interest) under the Provident Loan Agreement as of January 31, 1999 is greater than $6,207,537 or (2) adjusted upward dollar for dollar by the amount the outstanding balance under the Provident Loan Agreement as of January 31, 1999 is less than $6,207,537. "Cash" shall mean the sum of (whether positive or negative) the cash in the Bank Accounts (as defined herein) as of January 31, 1999 plus the amount of cash evidenced by the checks listed on the Branch Check List (as defined herein) as determined in accordance with past practice of the Company.
Sample 1
Series A Cash Consideration means 20% of the Series A Preference Amount.
Sample 1
Series A Cash Consideration means, subject to Section 2.1.2(g), the quotient (calculated to the fourth decimal place and truncated thereafter) obtained by dividing Six Thousand One Hundred Seventy-Two Dollars ($6,172) by the Company Series A Preferred Stock outstanding on the Closing.
Sample 1
Series A Cash Consideration means $2,624.00.
Sample 1

Related to Series A Cash Consideration

  • Cash Consideration has the meaning set forth in Section 2.2.

  • Non-Cash Consideration means the Fair Market Value of non-cash consideration received by the Borrower or a Subsidiary in connection with an Asset Sale less the amount of cash or Cash Equivalents received in connection with a subsequent sale of or collection on such Non-Cash Consideration.

  • Aggregate Cash Consideration has the meaning set forth in Section 3.01(b)(ii).

  • Closing Cash Consideration has the meaning set forth in Section 2.6(b).

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

  • Designated Non-Cash Consideration means the fair market value of non-cash consideration received by the Company or a Restricted Subsidiary in connection with an Asset Sale that is so designated as Designated Non-cash Consideration pursuant to an Officer’s Certificate, setting forth the basis of such valuation, executed by the principal financial officer of the Company, less the amount of cash or Cash Equivalents received in connection with a subsequent sale of or collection on such Designated Non-cash Consideration.

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

  • Designated Noncash Consideration means the Fair Market Value of noncash consideration received by the Company or one of its Restricted Subsidiaries in connection with an Asset Disposition that is so designated as Designated Noncash Consideration pursuant to an Officer’s Certificate, setting forth the basis of such valuation.

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

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

  • Closing Cash Payment has the meaning set forth in Section 2.06(a).

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

  • Net Cash Payments means, with respect to any Disposition, the aggregate amount of all cash payments received by the Company and its Restricted Subsidiaries directly or indirectly in connection with such Disposition, whether at the time of such Disposition or after such Disposition under deferred payment arrangements or Investments entered into or received in connection with such Disposition (including, without limitation, Disposition Investments); provided that:

  • Cash Merger Consideration has the meaning set forth in Section 2.9(a).

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

  • Net Consideration means “net consideration” as defined in Regulation Section 1.848-2(f));

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

  • Aggregate Merger Consideration has the meaning set forth in Section 2.1(a).

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

  • Cash Payment has the meaning set forth in Section 2.03(b)(iii) below.

  • Earnout Consideration has the meaning specified in Section 2.08(a).

  • Per Share Cash Amount for purposes of this Section 2(b) means an amount equal to the sum of (I) the average of the closing price of the Common Stock for the 20 trading days immediately preceding the date of the Change in Control and (II) any cash dividend payable on a share of Common Stock during the 20 trading-day period described in the foregoing. If settlement of the Performance Share Units may not be made within the period specified in this Section 2(b) due to the limitation in Section 14(t)(iii)(A) of the Plan, such settlement shall be made in accordance with Section 5 of the Agreement.

  • Base Merger Consideration means an amount equal to $1,855,000,000.

  • Final Merger Consideration has the meaning set forth in Section 2.10(b)(ii)(D).

  • Closing Cash Amount has the meaning set forth in Section 2.2.

  • Cash Amount means an amount of cash equal to the Value on the Valuation Date of the Shares Amount.