Total Share Amount definition

Total Share Amount means an aggregate number of shares of Buyer Common Stock, Buyer Series B Preferred Stock and Buyer Series D Preferred Stock equal to 37,784,000, subject to adjustment pursuant to Section 2.7.
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Total Share Amount means, with respect to any Shareholder, the sum of (i) the number of Shares held or beneficially owned by such Shareholder on January 1, 2021 (in the case of Transfers in 2021) or on January 1, 2022 (in the case of Transfers after 2021), (ii) the number of Shares that would be issued upon the exercise, as of such date, of all Options held by such Shareholder on January 1, 2021 (in the case of Transfers in 2021) or on January 1, 2022 (in the case of Transfers after 2021) and (iii) in the case of Transfers after 2021, the number of Shares Transferred by such Shareholder in 2021 following the 180th day after consummation of the IPO.
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Total Share Amount is defined in Section 4(b). ------------------
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Examples of Total Share Amount in a sentence

  • If the Total Share Amount is required to be reduced pursuant to the first sentence of this Section 2.2(d), such reduction shall be applied first by reducing Buyer Preferred Stock otherwise issuable.

  • If the Total Share Amount is required to be reduced pursuant to the first sentence of this Section 2.2(b)(i), such reduction shall be applied first by reducing Buyer Preferred Stock otherwise issuable.

  • Pursuant to the terms of this Agreement, the parties agree that, at the Effective Time, the Assigned Merger Proceeds assigned to Spyglass shall be applied to the satisfaction on behalf of the Management Participant of all or a portion of the Total Share Amount as the case may require.

  • Each payment made pursuant to the two immediately preceding sentences shall be distributed to the Shareholders and Optionholders pro rata in proportion to their percentage ownership of the Total Share Amount.

  • Total Share Amount) X (T / 36) where N = The number of Shares each Participant is entitled to receive at the Vesting Time.

  • The total number of Shares available for Grants under the Plan may not exceed in the aggregate 2,000,000, subject to adjustment upon occurrence of any of the events indicated in Section 6 hereof (the "Total Share Amount").

  • Total Exercise Price shall equal the Total Share Amount multiplied by $3.52.

  • Prior to the Effective Time, the Parent shall (i) transfer to the Exchange Agent via wire transfer of immediately available funds, cash in an amount equal to the Closing Payment Amount and (ii) direct its transfer agent to deposit with the Exchange Agent, as promptly as practicable, the number of shares of Parent Common Stock equal to the Stockholder Percentage of the Stock Election Total Share Amount.

  • Each payment made pursuant to the immediately preceding sentence shall be distributed to the Shareholders and Optionholders pro rata in proportion to their percentage ownership of the Total Share Amount.

  • The Company has granted Optionee an Option to purchase up to that number of Shares (the "Total Share Amount") equal to the product of (A) seven percent (7%) multiplied by (B) the Outstanding Share Amount (as defined below) at any time outstanding through and including a Financing Event (as defined in the Employment Agreement).


More Definitions of Total Share Amount

Total Share Amount means an amount equal to the product of (A) the Parent Shares Consideration, multiplied by (B) $13.7608.
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Total Share Amount means the sum of the following, all measured immediately prior to the Effective Time: (i) the total number of shares of Company Common Stock then issued and outstanding plus (ii) the total number of shares of Company Common Stock then issuable upon conversion into shares of Company Common Stock of the shares of Company Preferred Stock then outstanding plus (iii) the total number of shares of Company Common Stock issuable upon exercise of the Company Options then outstanding plus (iv) the total number of shares of Company Common Stock issuable upon exercise of the Common Stock Purchase Warrants or any other rights to acquire any Company Common Stock then outstanding (without duplication of clauses (ii) or (iii) above), but excluding the Yucaipa Warrant referred to in Section 5.13.
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Total Share Amount shall have the meaning set forth in Section 1.7(a)(i).
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Related to Total Share Amount

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

  • Daily Share Amount means, with respect to any VWAP Trading Day, the quotient obtained by dividing (A) the excess, if any, of the Daily Conversion Value for such VWAP Trading Day over the applicable Daily Maximum Cash Amount by (B) the Daily VWAP for such VWAP Trading Day. For the avoidance of doubt, the Daily Share Amount will be zero for such VWAP Trading Day if such Daily Conversion Value does not exceed such Daily Maximum Cash Amount.

  • Net Share Amount has the meaning set forth in Section 3.03(c).

  • Share Amount means a fraction of ETF Shares calculated in accordance with

  • Maximum Share Amount shall have the meaning set forth in Section 2.01(c).

  • Total Shares means (without double-counting), as of a particular date of determination, the algebraic sum of: (A) the Initial Shares, plus (B) the Additional Shares, minus (C) all Buyback Shares repurchased or redeemed between the Effective Date and such date of determination.

  • Interest Share Amount shall have the meaning set forth in Section 2(a).

  • 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 Shareholder Return means the total return (change in share price plus reinvestment of any dividends) of a Share.

  • Parent Share Price means the average of the volume weighted averages of the trading prices of Parent Common Shares on 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 20 consecutive trading days ending on (and including) the trading day that is two trading days prior to the Closing Date.

  • Early Preference Share Valuation Date means the date specified as such in the relevant Early Preference Share Redemption Notice which shall fall not less than one day and not more than 180 days following the day such Early Preference Share Redemption Notice is given. The Early Preference Share Redemption Notice may provide that such date is subject to adjustment in accordance with certain disruption or adjustment events, as determined by the Calculation Agent.

  • 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.

  • Common Share Price means the volume weighted average per share trading price of the Common Shares on the TSX for the 10 consecutive Trading Day period ending on the Trading Day immediately before the occurrence of a Trigger Event, or if the Common Shares are not then listed on the TSX, the principal stock exchange on which the Common Shares are then listed or quoted (being the stock exchange with the greatest volume of trading in the Common Shares during the previous six months), or if such shares are not listed or quoted on any stock exchange, or if no such trading prices are available, the Floor Price.

  • Fully Diluted Share Number means the aggregate sum of: (i) the number of shares of Company Common Stock issued and outstanding immediately prior to the Effective Time; (ii) the number of shares of Company Common Stock issuable upon the voluntary conversion of all of the shares of Company Preferred Stock issued and outstanding immediately prior to the Effective Time into Company Common Stock and (iii) the number of shares of Company Common Stock issuable upon exercise of all Stock Options.

  • 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.

  • 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.

  • 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.

  • Final Share Price for a Share means the Closing Price on the Exchange (or where such Exchange does not announce or publish a Closing Price, the last traded price, or, if necessary, the mid-market price) for that Share on the Final Valuation Date, subject to adjustments that may be made pursuant to “DESCRIPTION OF THE NOTES – Adjustments and Exceptional Circumstances”.

  • Average Parent Stock Price means the average of the volume weighted averages of the trading prices of Parent Common Stock, as such price is reported on the NYSE Composite Transaction Tape (as reported by Bloomberg Financial Markets or such other source as the parties shall agree in writing), for the 15 trading days ending on the third trading day immediately preceding the Effective Time.

  • Total Shareholders’ Equity means, as of any date of determination, the aggregate amount for total common stock equity, preference stock and Preferred Stock as presented in accordance with GAAP on a consolidated balance sheet of the Company as of such date.

  • Relative Total Shareholder Return means for the Incentive Period the Total Shareholder Return of the Company compared to the Total Shareholder Return of the Peer Group, as more particularly set forth on attached Exhibit C.

  • Per Share Price shall have the meaning set forth in Section 2.1.

  • 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.

  • Early Preference Share Redemption Amount means, subject to the provisions of the Articles and the Conditions, in respect of each Preference Share, an amount expressed in the Settlement Currency calculated by the Calculation Agent as the fair market value (calculated without taking into account the creditworthiness of the Company) of a Preference Share as of the Early Preference Share Valuation Date taking into account such factor(s) as the Calculation Agent determines appropriate, including, but not limited to, the relevant Early Preference Share Redemption Event after deducting any Associated Costs (to the extent not already reflected in such fair market value).

  • 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.

  • Capital Share means a share of any class or series of stock of the General Partner now or hereafter authorized other than a REIT Share.