Series A Consideration definition

Series A Consideration has the meaning specified in Section 2.6(a)(ii)(1).

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Series A Consideration means the lesser of (A) the number of fully paid and nonassessable shares of Surviving Company Common Stock whose aggregate Trailing Average Market Price equals $6,000,000, and (B) the Fully Diluted Merger Consideration. For the purposes of this section 3(a), "Trailing Average Market Price" shall mean the average of the daily Market Price for each business day on the twenty (20) consecutive business days the last day of which shall be the fifth business day prior to the effective time of the Merger, divided by 0.30; "Fully Diluted Merger Consideration" shall mean the product of 0.1956 and the aggregate number of shares of Common Stock and Series Preferred either issued or outstanding or subject to outstanding options or warrants to purchase immediately prior to the consummation of the Merger [(other than any such shares held in the treasury of the Corporation)]; and "Market Price" at any date shall be deemed to be the last reported sale price of common stock, par value $0.01 per share, of Creative, or, in case no such reported sale takes place on such day, the average of the bid and asked prices, in either case as officially reported by the Nasdaq National Market, or, if the Nasdaq National Market is no longer reporting such information, as reasonably determined in good faith by resolution of the Board of Directors of the Corporation.

Series A Consideration means $10.00 per Company Series A Share (including the stock dividends payable up to but not including the Closing Date).

Examples of Series A Consideration in a sentence

Notwithstanding the foregoing, neither Community nor the Paying Agent shall be liable to any holder of a Kinderhook Certificate or Book-Entry Share for any Merger Consideration, Series A Consideration or Series C Consideration or other amounts delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.
Until surrendered as contemplated by this Section 2.2, each Kinderhook Certificate and Book-Entry Share shall be deemed at any time after the Effective Time to represent only the right to receive the applicable Merger Consideration, Series A Consideration or Series C Consideration, as applicable, as contemplated by this Article 2.
As of the date of this Agreement, the Series A Consideration is $378.00 and the Series C Consideration is $385.72.
In the event that any Kinderhook Certificates shall have been lost, stolen or destroyed, the Paying Agent shall issue in exchange for such lost, stolen or destroyed Kinderhook Certificates, upon the making of an affidavit of that fact by the holder thereof and the payment by such holder of any fees and expenses required by the Paying Agent, the applicable Merger Consideration, Series A Consideration or Series C Consideration, as applicable, payable in respect thereof pursuant to Section 2.1 hereof.
At least one Business Day prior to the Effective Time, Community shall deposit, or cause to be deposited, with the Paying Agent, cash in immediately available funds in an amount sufficient to pay the aggregate Merger Consideration, Series A Consideration and Series C Consideration (such cash amount, the “Exchange Fund”), in each case, for the sole benefit of the holders of shares of Kinderhook Common Stock and Kinderhook Preferred Stock.

More Definitions of Series A Consideration

Series A Consideration means 0.06779167 shares of Lightbridge Common.

Series A Consideration means the aggregate value of the Company Series A Preferred Stock calculated based on the Aggregate Closing Consideration Value and in accordance with the Company’s Organizational Documents and taking into account amounts necessary to make payments to Company Optionholders in accordance with Section 2.3.

Series A Consideration means, with respect to such Series A Share, the Series A Per Share Consideration for such Series A Share and such portion of the Remaining Per Share Consideration that has an aggregate value (for this purpose, valuing Buyer Common Stock at the Closing Stock Value) equal to $7.50 (subject to equitable adjustment in the event of any stock split, stock dividend, reverse stock split or similar event affecting the Series A Shares after the date hereof).

Series A Consideration shall be (i) if the Closing Price is equal to or less than 90% of the MOU Price, the product of $4,400,000 and 0.9, (ii) if the Closing Price is greater than 90% of the MOU Price and less than 110% of the MOU Price, the product of

Series A Consideration means $10.00.

Series A Consideration means, with respect to each Series A Share, (i) the Series A Per Share Consideration, if any, for such Series A Share and (ii) the Remaining Per Share Consideration, if any; provided, that if the value of the Series A Per Share Consideration and the Remaining Per Share Consideration (for this purpose, valuing Buyer Common Stock at the Closing Stock Value) exceeds $7.50 (subject to equitable adjustment in the event of any stock split, stock dividend, reverse stock split or similar event affecting the Series A Shares after the date hereof), "Series A Consideration" shall mean, with respect to such Series A Share, the Series A Per Share Consideration for such Series A Share and such portion of the Remaining Per Share Consideration that has an aggregate value (for this purpose, valuing Buyer Common Stock at the Closing Stock Value) equal to $7.50 (subject to equitable adjustment in the event of any stock split, stock dividend, reverse stock split or similar event affecting the Series A Shares after the date hereof).