Examples of Share Consideration Value in a sentence
HFP has received the ---------------------------- opinion of Xxxxxxx Xxxxx & Co. ("Xxxxxxx Sachs"), as of the date hereof, to the effect that, as of such date, the Per Share Consideration Value is fair from a financial point of view to the holders of HFP Common Stock and a copy of such opinion has been made available to Xxxxxx.
Notwithstanding anything to the contrary herein, if the Aggregate Share Consideration Value is equal to or greater than the Closing Company Net Asset Value, then each share of Company Common Stock shall be deemed to be a Non-Electing Share.
The aggregate amount payable to purchase all outstanding Stock Options is sometimes referred to herein as the “Stock Options Redemption Amount.” If the exercise price per share of any Stock Option is equal to or greater than the Per Share Consideration Value, such Stock Option shall be canceled at the Effective Time without any payment being made in respect thereof.
In the event Escrow Shares are utilized to satisfy indemnification claims pursuant to clauses (i) or (ii) above and thereafter there are indemnification claims under Section 6.1(a)(ii), each Seller and each Majority Shareholder shall be liable, on a joint and several basis, for all such claims up to the amount of the Escrow Share Consideration Value used on claims under clauses (i) and (ii) above.
For purposes of this Agreement, each Stock Option in which the Per Share Consideration Value exceeds the exercise price in respect to such Stock Option shall sometimes hereinafter be referred to as an "In -the -Money Stock Option." Immediately prior to the Effective Time, SVBank shall purchase each outstanding and unexercised In -the -Money Stock Option for an amount equal to Per Share Consideration Value less the exercise price in respect of each such Stock Option.