Series C Consideration definition

Series C Consideration means the product of the total number of shares of Series C Preferred Stock outstanding immediately prior to the Effective Time and the Per Share Series C Consideration.
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Series C Consideration has the meaning specified in Section 2.2(b).
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Series C Consideration means that portion of the Merger Consideration or Membership Units Consideration (as applicable) allocated to each share of Series C Preferred Stock and each Series C Preferred Unit, as set forth in the Equityholder Allocation Statement.
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Examples of Series C Consideration in a sentence

  • Until so surrendered, each such Certificate shall represent after the Effective Time, for all purposes, only the right to receive the Common Stock Consideration, the Series C Consideration, the Series D Consideration or the Series E Consideration, as the case may be.

  • A geographic information system provides coverage of NWI, hydric soils and hydrography.

  • If, after the Effective Time, Certificates are presented to the Surviving Corporation, they shall be canceled and exchanged for the Common Stock Consideration, the Series C Consideration, the Series D Consideration or the Series E Consideration provided for, and in accordance with the procedures set forth, in this Article 3.

  • For the avoidance of doubt, (i) the Alternative Merger shall not affect the provisions of Article 3 hereof, including the Common Stock Consideration, Series C Consideration, Series D Consideration or Series E Consideration, (ii) all obligations of Comcast set forth herein shall not be affected or limited by the Alternative Merger and (iii) Comcast shall also be responsible for the obligations of the Surviving Corporation under Section 7.3 hereof.

  • Finally, these calculations are output on packaged spreadsheet software (MS-Excel).

  • 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.

  • In the event the Exchange Fund shall be insufficient to pay the aggregate Merger Consideration, Series A Consideration and Series C Consideration, Community shall promptly deposit additional funds with the Paying Agent in an amount which is equal to the deficiency in the amount required to make such payment.

  • 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.

  • Community shall cause the Paying Agent to make, and the Paying Agent shall make, delivery of the Merger Consideration, the Series A Consideration and the Series C Consideration out of the Exchange Fund in accordance with this Agreement.

  • From and after the Effective Time, each share of Series C Convertible Preferred Stock shall no longer be outstanding and shall be automatically cancelled and shall cease to exist, and each applicable holder of such Series C Convertible Preferred Stock shall cease to have any rights with respect thereto, except the right to receive the Series C Consideration therefor, without interest, upon surrender of such Series C Convertible Preferred Stock in accordance with Section 2.2(b).


More Definitions of Series C Consideration

Series C Consideration means, with respect to each Series C Share, (i) the Series C Per Share Consideration, if any, for such Series C Share and (ii) the Remaining Per Share Consideration, if any; provided, that if the value of the Series C 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 C Shares after the date hereof), "Series C Consideration" shall mean, with respect to such Series C Share, the Series C Per Share Consideration for such Series C 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 C Shares after the date hereof).
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Series C Consideration means, with respect to such Series C Share, the Series C Per Share Consideration for such Series C 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 C Shares after the date hereof).
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Series C Consideration means 0.14402255 shares of Lightbridge Common.
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Series C Consideration means the number of shares of Lightbridge Common equal to the sum of (i) $2.3207 divided by the Calculation Price, plus (ii) the Remainder Amount multiplied by the number of shares of Coral Common into which a share of Coral Series C is convertible immediately prior to the Effective Time.
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Related to Series C Consideration

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

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

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

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

  • Conversion Consideration shall have the meaning specified in Section 14.12(a).

  • Exchangeable Share Consideration has the meaning provided in the Exchangeable Share Provisions;

  • 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.

  • Base Consideration is defined in Section 2.2.

  • Equity Consideration has the meaning set forth in Section 2.3(b)(ii).

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

  • Share Consideration has the meaning given to it in Section 2.2;

  • Initial Consideration shall have the meaning set forth in Section 5.01.

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

  • Purchase Consideration means the aggregate net cash proceeds received by the Company or Specialty Foods Corporation ("SFC") (after deducting all fees and expenses incurred by the Company, SFC and/or their respective affiliates in connection with the Sale). By way of example, if the Purchase Consideration equaled $400,000,000, your Sale Bonus would be $400,000.00. The Sale Bonus shall be paid to you within three (3) months of the completion of the Sale.

  • Earnout Consideration has the meaning set forth in Section 2.6 below.

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

  • Series B-2 Preferred Stock means shares of the Company’s Series B-2 Preferred Stock, par value $0.001 per share.

  • Per Share Consideration means (i) if the consideration paid to holders of the Common Stock consists exclusively of cash, the amount of such cash per share of Common Stock, and (ii) in all other cases, the volume weighted average price of the Common Stock as reported during the ten (10) trading day period ending on the trading day prior to the effective date of the applicable event. If any reclassification or reorganization also results in a change in shares of Common Stock covered by subsection 4.1.1, then such adjustment shall be made pursuant to subsection 4.1.1 or Sections 4.2, 4.3 and this Section 4.4. The provisions of this Section 4.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers. In no event will the Warrant Price be reduced to less than the par value per share issuable upon exercise of the Warrant.

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

  • Series B-1 Preferred Stock means shares of the Company’s Series B-1 Preferred Stock, par value $0.001 per share.

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

  • Exchange Consideration shall have the meaning set forth in Section 11(b)(i).

  • Warrant Consideration has the meaning specified in Section 4(i)(i) hereof.

  • Earn-Out Consideration is defined in Section 2.5(c).

  • Total Consideration shall have the meaning as set forth in Section 2.8.

  • 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 Sale that is so designated as Designated Noncash Consideration pursuant to an Officers' Certificate, setting forth the basis of such valuation, executed by the principal executive officer and the principal financial officer of the Company, less the amount of cash or Cash Equivalents received in connection with a sale of such Designated Noncash Consideration.