Warrant Closing Consideration definition

Warrant Closing Consideration means the Warrant Closing Cash Consideration plus the Warrant Closing Stock Consideration.
Warrant Closing Consideration means, an amount equal to (a) 12,000 multiplied by (b) (i) the sum of the Closing Payment Amount, plus the aggregate exercise price of all Initial Vested Company Options that are in the money plus the Warrant Total Closing Exercise Price; divided by (ii) the sum of the Purchased Shares plus all of the Initial Vested Company Options that are in the money plus the Tmura Initial Warrant Shares.
Warrant Closing Consideration means, with respect to any Company Warrant, an amount equal to (a) the number of shares of Company Common Stock as to which such Company Warrant is exercisable immediately prior to the Effective Time multiplied by (b) the excess of the Per Share Common Closing Consideration over the exercise price per share of such Company Warrant as set forth on Schedule 4.2(a).

Examples of Warrant Closing Consideration in a sentence

  • Each unexpired In-the-Money Company Warrant issued and outstanding immediately prior to the Effective Time shall be converted into the right to receive at the Effective Time, without interest, the Warrant Closing Consideration.

  • The Exchange Fund and the Warrant Closing Consideration shall not be used for any purpose other than the payment of the aggregate Common Stock Merger Consideration, the Preferred Stock Merger Consideration, and the Warrant Merger Consideration, in accordance with the terms of this Agreement.

  • No portion of the Participating Warrant Closing Consideration or Non-Participating Warrant Closing Consideration, as the case may be, shall be paid to any holder of Company Warrants that has not surrendered his, her or its Company Warrant (or an affidavit of loss as provided in Section 2.12(g) below) to the Exchange Agent and shall have delivered to the Exchange Agent the Warrantholder Letter of Transmittal pursuant hereto.

  • At the Closing, Parent shall deposit or shall cause to be deposited (i) with the Paying Agent, an amount in cash sufficient in the aggregate to provide all funds necessary for the Paying Agent to pay the Estimated Closing Consideration, less that portion of the Warrant Merger Consideration to be distributed to Warrantholders at Closing (the “Warrant Closing Consideration”), and (ii) with the Company, the Warrant Closing Consideration for distribution to the Warrantholders.

  • Each unexpired In-the-Money Company Warrant issued and outstanding immediately prior to the Effective Time shall be converted into the right to receive at the Effective Time, without interest, the Warrant Closing Consideration; provided, however, that each holder of In-the-Money Company Warrants shall have the right to receive any payment from the Escrow Amount payable under this Agreement and the Escrow Agreement in respect of Company Common Shares subject to such In-the-Money Company Warrants.

  • Parent shall give the Paying Agent irrevocable instruction to deliver (i) the Per Share Common Closing Consideration to each holder of Company Stock who properly surrenders its Company Stock in accordance with this Section 3.3, (ii) the Option Closing Consideration to each holder of Company Options as set forth below and (iii) the Warrant Closing Consideration to each holder of Company Warrants as set forth below.


More Definitions of Warrant Closing Consideration

Warrant Closing Consideration has the meaning ascribed to it in Section 3.6(a).

Related to Warrant Closing Consideration