Series C Exchange Ratio means the quotient obtained by dividing (a) the sum of the Liquidation Value of the Series C Preferred plus the Participation Value of the Series C Preferred minus the Series C Cash Consideration, by (b) the Closing Price.
Series C Exchange Ratio means the result obtained by dividing (i) the product of (A) the Series C Preference Percentage multiplied by (B) the Preferred Merger Shares, by (ii) the total number of shares of Series C Preferred Stock outstanding immediately prior to the Effective Time.
Series C Exchange Ratio will equal the quotient obtained by dividing (A) the total number of Merger Shares not issued to the holders of ANI Series D Preferred Stock under clause (i) above having an aggregate Share Value equal to the Series C Preference Amount (or, if less, the remaining Merger Shares), by (B) the number of outstanding ANI Series C Preferred Stock immediately prior to the Effective Time.
Examples of Series C Exchange Ratio in a sentence
Subject to Section 1.12, each issued and outstanding share of Series C Preferred Stock (other than shares to be canceled in accordance with Section 1.6(b) and any Dissenting Shares to the extent provided in Section 1.9) shall, by virtue of the Merger and without any action on the part of the holder thereof, be converted into the right to receive that fraction of a share of Parent Common Stock equal to the Series C Exchange Ratio.
More Definitions of Series C Exchange Ratio
Series C Exchange Ratio means the quotient, rounded to the fourth decimal place, of (A) 451.57, divided by (B) the number of shares of Series C Preferred Stock, or issuable upon exercise or conversion of all options or warrants for, securities convertible into, or other rights to acquire Series C Preferred Stock, outstanding immediately prior to the Effective Time but immediately following the Repurchase.
Series C Exchange Ratio means that number equal to a quotient, (A) the numerator of which shall be the Aggregate Series C Share Number, and (B) the denominator of which shall be the total number of shares of Company Series C Preferred Stock of the Company assuming full exercise of all warrants and stock options that are exercisable for Company Series C Preferred Stock. "Series C Return on Capital Amount" shall be calculated as follows: - if the product of (1) the Aggregate Preferred Share Number and (2) the Average Stock Price is equal to or greater than the Aggregate Liquidation Preference, then the "Series C Return on Capital Amount" shall be equal to the aggregate liquidation preference, in dollars, for the Company Series -52- 58 C Preferred Stock pursuant to Section 3.a of the Company's Amended and Restated Articles of Incorporation filed with the State of California on April 14, 1999; and - if the product of (1) the Aggregate Preferred Share Number and (2) the Average Stock Price is less than the Aggregate Liquidation Preference, then the "Series C Return on Capital Amount" shall be equal to the product obtained by multiplying the following three numbers: (A) the Aggregate Preferred Share Number,(B) the Average Stock Price, and (C) the percentage of the Aggregate Liquidation Preference that relates to Company Series C Preferred Stock.
Series C Exchange Ratio means the sum of (i) the quotient obtained by dividing (x) the Merger Consideration minus the Liquidation Share Number by
Series C Exchange Ratio means the quotient of (i) $1.75 divided by (ii) the Closing Price.
Series C Exchange Ratio means the greater of (a) the number of shares and/or fraction of a share of Broadcom Common Stock issuable per share of Company Series C Preferred Stock pursuant to Section 3 of Article III.D of the Company's Restated Articles of Incorporation in the event of a "liquidation" (as defined therein), assuming a dollar value for each share of Broadcom Common Stock equal to the Closing Price, or (b) the Common Stock Exchange Ratio, calculated without giving effect to the First Earn-Out or the Second Earn-Out and without giving effect to the proviso in the definitions of "Aggregate Common Amount" and "Aggregate Common Number".
Series C Exchange Ratio means the number of Merger Shares into which each share of Series C Preferred will be converted pursuant to this Agreement.
Series C Exchange Ratio means, with respect to each holder of shares of Series C Preferred Stock, the ratio of one (1) to the number set forth on Schedule 1.4 in the column entitled "Exchange Ratio" opposite the line containing such stockholder's name under the title "Series C Stockholders".