Stock Consideration Per Share definition

Stock Consideration Per Share means, with respect to each share of Class A Common Stock or Class B Common Stock held by a Stockholder immediately prior to the Closing, one share of Class A Topco Stock or Class B Topco Stock, respectively.
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Stock Consideration Per Share means (A) the Total Share Consideration divided by (B) the Fully-Diluted Company Stock.
Sample 1
Stock Consideration Per Share means the quotient (calculated to the seventh decimal place) obtained by dividing (a) the Stock Consideration by (b) the Common Share Number.
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Examples of Stock Consideration Per Share in a sentence

  • Any shareholders of FSB who have not theretofore complied with this Article III shall thereafter look only to Lincoln for payment of Per Share Stock Consideration, Per Share Cash Consideration, cash in lieu of any fractional shares and unpaid dividends and distributions on Lincoln Common Stock deliverable in respect of each share of FSB Common Stock such shareholder holds as determined pursuant to this Agreement, in each case, without any interest thereon.

  • The Stock Consideration Per Share delivered to each Holder shall be in non-certificated book-entry form.

  • Subject to the election restrictions set forth below, holders of Company Common Stock may elect to receive the Stock Consideration Per Share or the Cash Consideration Per Share in exchange for each share of Company Common Stock.

  • Any shareholders of Somerset who have not theretofore complied with this Article III shall thereafter look only to First Indiana for payment of Per Share Stock Consideration, Per Share Cash Consideration, cash in lieu of any fractional shares and unpaid dividends and distributions on First Indiana Common Stock deliverable in respect of each share of Somerset Common Stock such shareholder holds as determined pursuant to this Agreement, in each case, without any interest thereon.

  • The exercise price shall (i) first reduce the Cash Consideration Per Share then, if necessary, (ii) reduce the Closing Note Consideration Per Share and then, if necessary, (iii) reduce the Stock Consideration Per Share.

  • Any stockholders of the Company who have not theretofore complied with this Article IV thereafter shall look only to Parent for payment of their claim for Per Share Stock Consideration, Per Share Cash Consideration, cash in lieu of any fractional shares and unpaid dividends and distributions on shares of Parent Common Stock deliverable in respect of each Share represented by such Old Certificates such stockholder holds as determined pursuant to this Agreement, in each case without any interest thereon.

  • The Exchange Fund shall not be used for any purpose other than to fund payments of the Per Share Stock Consideration, Per Share Warrant Consideration, Per Company Warrant Stock Consideration and Per Company Warrant Warrant Consideration pursuant to Section 1.6 (Conversion of Shares) and Section 1.7(e) (Treatment of Company Options, Company RSUs and Company Warrants).

  • If the Stock Election Number is not less than 50% and not more than 75% of the total outstanding shares of Company Common Stock, then all holders of Company Common Stock who have submitted a proper and timely Election Form will be converted into the right to receive the Stock Consideration Per Share or the Cash Consideration Per Share or both, as they have properly elected.

  • The remaining number of such holder's Cash Election shares will be converted into the right to receive the Stock Consideration Per Share.

  • If Purchaser accepts the Upset-Adjusted Stock Consideration Per Share within the Acceptance Period, this Plan of Merger will remain in effect in accordance with its terms except the Stock Consideration Per Share will be equal to the Upset-Adjusted Stock Consideration Per Share.


More Definitions of Stock Consideration Per Share

Stock Consideration Per Share means (a) the Aggregate Stock Consideration divided by (b) the Fully Diluted Shares.
Sample 1
Stock Consideration Per Share means the Stock Consideration divided by the number of Outstanding SouthBank Shares.
Sample 1

Related to Stock Consideration Per Share

  • Net Consideration Per Share means the amount equal to the total amount of consideration, if any, received by the Company for the issuance of such warrants, options, subscriptions, or other purchase rights or convertible or exchangeable securities, plus the minimum amount of consideration, if any, payable to the Company upon exercise or conversion thereof, divided by the aggregate number of shares of Common Stock that would be issued if all such warrants, options, subscriptions, or other purchase rights or convertible or exchangeable securities were exercised, exchanged or converted.

  • 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).

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

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

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

  • Closing Stock Consideration means a number of shares of Parent Common Stock equal to (a) the Stock Consideration, minus (b) any shares of Parent Common Stock used to fund the SC Escrow Amount.

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

  • Per Share Amount has the meaning set forth in Section 3.01(c).

  • 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.

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

  • Class A Ordinary Share Value means, as of the close of business on the day preceding the date, the volume weighted average trading price of the Class A Ordinary Shares on all trading platforms or trading systems on which the Class A Ordinary Shares are being traded over the forty-five (45) trading days then ended, provided, that if the total aggregate trading volume over such 45-trading-day period is less than 5% of the public float, such period shall be extended to the ninety (90) trading days then ended, provided, further, if the total aggregate trading volume over such 90-trading-day period is less than 5% of the public float, the holder of the Class B Ordinary Shares shall request that the Board obtain an appraisal of the value of the Class A Ordinary Shares from one or more independent nationally-recognized third party appraisal companies and such appraisal shall constitute the Class A Ordinary Share Value.

  • Per Share Value means the average value of the consideration to be received in respect of each outstanding Common Share pursuant to the Qualifying Transaction as determined by mutual agreement of the Independent Directors (as defined in Section 2(b)(ii) below) and the holders of not less than 50% in interest of all outstanding warrants to purchase Common Shares containing this provision, or, if they shall fail to agree, by an Investment Bank.

  • Per Share Purchase Price equals $1.00, subject to adjustment for reverse and forward stock splits, stock dividends, stock combinations and other similar transactions of the Common Stock that occur after the date of this Agreement.

  • Common Stock Price means, with respect to the Company and each of the Peer Companies, as of a particular date, the average of the Fair Market Value over the 15 consecutive trading days ending on, and including, such date (or, if such date is not a trading day, the most recent trading day immediately preceding such date); provided, however, that if such date is the date upon which a Transactional Change of Control occurs, the Common Stock Price of a share of common stock as of such date shall be equal to the fair value, as determined by the Committee, of the total consideration paid or payable in the transaction resulting in the Transactional Change of Control for one share of Common Stock.

  • Minimum Consideration means the $.01 par value per share or such larger amount determined pursuant to resolution of the Board to be capital within the meaning of Section 154 of the Delaware General Corporation Law.

  • 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.

  • Share Dilution Amount means the increase in the number of diluted shares outstanding (determined in accordance with GAAP applied on a consistent basis, and as measured from the date of the Issuer’s most recent consolidated financial statements prior to the Signing Date) resulting from the grant, vesting or exercise of equity-based compensation to employees and equitably adjusted for any stock split, stock dividend, reverse stock split, reclassification or similar transaction.

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

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

  • Share Value means $25.00 plus declared and unpaid dividends as at the date of the Trigger Event.

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

  • Applicable Stock Price means, in respect of a Conversion Date, the average of the Closing Sale Prices per share of Common Stock over the five-Trading Day period starting the third Trading Day following such Conversion Date.

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

  • Parent Stock Price means the average of the volume weighted averages of the trading prices of Parent Common Stock on the NYSE (as reported by Bloomberg L.P. or, if not reported therein, in another authoritative source mutually selected by Parent and the Company in good faith) on each of the five (5) consecutive trading days ending on the trading day that is two (2) trading days prior to the Closing Date.

  • Class B Ordinary Share means an Ordinary Share of a par value of US$0.0001 in the capital of the Company, designated as a Class B Ordinary Share and having the rights provided for in these Articles;