Sentences with phrase «sharing agreement under»

This included a March 2014 profit - sharing agreement under which Willerby, owned by Brian Tonna, was given a half share of fees Nexia BT earned from passport sales, for «referral fees».

Not exact matches

MPC and @andeavor today announced a definitive merger agreement under which MPC will acquire all of Andeavor's outstanding shares.

Pearson filed the suit on Monday in the U.S. District Court of New Jersey, saying Valeant breached his contract by not paying him 580,676 shares and 2.5 million performance shares due in November under the terms of his separation agreement, the Journal reported.

P.J.'s shares were put under control of trustees who along with the four children drafted a shareholders agreement.

Under the new terms agreed with NXP's board, Qualcomm said it needs to buy a minimum 70 percent of NXP's outstanding shares in a tender offer, instead of the 80 percent required in the earlier agreement.

The companies entered into a definitive agreement in October 2015, under which Walgreens would acquire all outstanding shares of Rite Aid for $ 9 a share.

Under the agreement, Dicerna said it will pay Alnylam $ 2 million up - front plus 983,208 shares of its common stock.

Under the terms of the agreement, Dr Pepper Snapple shareholders will receive $ 103.75 per share in a cash dividend and retain 13 % of the combined company.

Under the terms of the agreement, a subsidiary of HPE will commence a tender offer to purchase any and all of the outstanding shares of Nimble common stock for $ 12.50 per share in cash.

Under the agreement, which many describe as a sweetheart deal for the highly valued ride - sharing company, Uber drivers still aren't considered employees.

NHL team owners want the players» revenue share reduced from 57 percent to 50 percent under a new collective bargaining agreement.

Under the agreement, DHX will pay $ 19.5 million in cash and 2.9 million DHX shares, which will be subject to a six month lock - up agreement.

The agreement includes a break fee of at least 30 cents per share, or about $ 157 million, if BackBerry signs a deal with another buyer under certain circumstances.

Under the agreement, Banner - man will issue 3.5 million fully paid ordinary shares to Turgi along with various tranches of unlisted options.

Fipco claims under its joint venture agreement with BHP that it has first rights to purchase BHP's share of the mine should the Australian miner exit the partnership.

Under the terms of the merger agreement, Dell stockholders will receive $ 13.75 in cash for each share of Dell common stock they hold, plus payment of a special cash dividend of $ 0.13 per share to stockholders of record as of the close of business on Oct. 28, 2013, for total consideration of $ 13.88 per share in cash.

DALLAS and NEW YORK CITY, Oct. 22, 2016 — AT&T Inc. (NYSE: T) and Time Warner Inc. (NYSE: TWX) today announced they have entered into a definitive agreement under which AT&T will acquire Time Warner in a stock - and - cash transaction valued at $ 107.50 per share.

Under the terms of the agreement, shareholders of 21st Century Fox will receive 0.2745 Disney shares for each 21st Century Fox share they hold (subject to adjustment for certain tax liabilities as described below).

«Option» means an ISO or NSO granted under the Plan entitling the Participant to purchase Shares upon satisfaction of the conditions contained in the Plan and the applicable Award Agreement.

Marriott Vacations Worldwide Corporation (NYSE: VAC)(«MVW» or the «Company») and ILG (Nasdaq: ILG) today announced that they have entered into a definitive agreement under which MVW will acquire all of the outstanding shares of ILG in a cash and stock transaction with an implied equity value of approximately $ 4.7 billion.

ORLANDO, Fla. and MIAMI — April 30, 2018 — Marriott Vacations Worldwide Corporation (NYSE: VAC)(«MVW» or the «Company») and ILG (Nasdaq: ILG) today announced that they have entered into a definitive agreement under which MVW will acquire all of the outstanding shares of ILG in a cash and stock transaction with an implied equity value of approximately $ 4.7 billion.

If we terminate Mr. Drexler's employment without cause or he terminates his employment with good reason, Mr. Drexler will be entitled to receive (i) a payment of his earned but unpaid annual base salary through the termination date, any accrued vacation pay and any un-reimbursed expenses, and (ii) subject to Mr. Drexler's execution of a valid general release and waiver of claims against us, as well as his compliance with the non-competition, non-solicitation and confidential information restrictions described below, (a) a payment equal to his annual base salary and target cash incentive award, one - half of such payment to be paid on the first business day that is six (6) months and one (1) day following the termination date and the remaining one - half of such payment to be paid in six equal monthly installments commencing on the first business day of the seventh calendar month following the termination date, (b) a payment equal to the product of (x) the last annual cash incentive award Mr. Drexler received prior to the termination date and (y) a fraction, the numerator of which is the number of days of service completed by Mr. Drexler in the year of termination and the denominator of which is 365, such amount to be paid on the first business day that is six (6) months and one (1) day following the termination date, and (c) the immediate vesting of such portion of unvested restricted shares and stock options as provided and pursuant to the terms of the relevant grant agreements under our 2003 Equity Incentive Plan.

deal he had made with Geller by causing Retrophin to enter into a consulting agreement under which Geller was to receive a total of 331,500 shares of Retrophin stock (131,500 immediately, followed by 50,000 per quarter over the next four quarters)(the «Geller Consulting Agreementagreement under which Geller was to receive a total of 331,500 shares of Retrophin stock (131,500 immediately, followed by 50,000 per quarter over the next four quarters)(the «Geller Consulting AgreementAgreement»).

Under the terms of the agreement, ILG shareholders will receive $ 14.75 in cash and 0.165 shares of MVW common stock for each ILG share.

Shkreli eventually persuaded Blanton to resolve his MSMB claims via a consulting agreement with Retrophin dated March 6, 2014, under which Blanton was to receive 200,000 shares of Retrophin stock in a lump sum (the «Blanton Consulting Agreementagreement with Retrophin dated March 6, 2014, under which Blanton was to receive 200,000 shares of Retrophin stock in a lump sum (the «Blanton Consulting AgreementAgreement»).

Under the terms of the merger agreement, which has been unanimously approved by the Boards of both companies, ILG shareholders will receive $ 14.75 in cash and 0.165 shares of MVW common stock for each ILG share.

Under the terms of the agreement, Popeyes shareholders will be entitled to receive $ 79.00 for each share of Popeyes common stock they own.

It added around two cents to the company's annual earnings per share, allowing Humana to surpass its $ 7.50 EPS target by a single cent and unlocking higher pay for top managers under terms of the company's compensation agreement.

However, any outstanding stock options and RSUs granted under the 2007 Plan will remain outstanding, subject to the terms of our 2007 Plan and applicable award agreements, until such shares are issued under those awards (by exercise of stock options or settlement of RSUs) or until the awards terminate or expire by their terms.

After the lock - up agreements expire, all shares outstanding as of December 31, 2016 will be eligible for sale in the public market, of which shares are held by directors, executive officers, and other affiliates and will be subject to volume limitations under Rule 144 of the Securities Act of 1933, as amended, or the Securities Act, and various vesting agreements.

The table above does not include (i) 5,952,917 shares of Class A common stock reserved for issuance under our 2015 Incentive Award Plan (as described in «Executive Compensation — New Employment Agreements and Incentive Plans»), consisting of (x) 2,689,486 shares of Class A common stock issuable upon exercise of options to purchase shares of Class A common stock granted on the date of this prospectus to our directors and certain employees, including the named executive officers, in connection with this offering as described in «Executive Compensation — Director Compensation» and «Executive Compensation — New Equity Awards,» and (y) 3,263,431 additional shares of Class A common stock reserved for future issuance and (ii) 24,269,792 shares of Class A common stock issuable to the Continuing SSE Equity Owners upon redemption or exchange of their LLC Interests as described in «Certain Relationships and Related Party Transactions — SSE Holdings LLC Agreement.»

The number of shares of our Class A common stock outstanding after this offering as shown in the tables above is based on the number of shares outstanding as of September 24, 2014, after giving effect to the Transactions and the Assumed Redemption, and excludes 5,952,917 shares of Class A common stock reserved for issuance under our 2015 Incentive Award Plan (as described in «Executive Compensation — New Employment Agreements and Incentive Plans»), consisting of (i) 2,689,486 shares of Class A common stock issuable upon the exercise of options to purchase shares of Class A common stock granted on the date of this prospectus to our directors and certain employees, including the named executive officers, in connection with this offering as described in «Executive Compensation --

Under the agreement, Natural Resource will acquire 75 % of the shares in Backbone Hosting in exchange for an allocation of 75 % of its own shares.

Under the terms of the agreement, United Therapeutics will pay $ 4.46 per share in cash... Continue Reading

The number of shares of our Class A common stock outstanding after this offering as shown in the tables above is based on the number of shares outstanding as of September 24, 2014, after giving effect to the Transactions and the Assumed Redemption, and excludes shares of Class A common stock reserved for issuance under our 2015 Incentive Award Plan (as described in «Executive Compensation — New Employment Agreements and Incentive Plans»), consisting of (i) shares of Class A common stock issuable upon the exercise of options to purchase shares of Class A common stock granted on the date of this prospectus to our directors and certain employees, including the named executive officers, in connection with this offering as described

The 2014 Recapitalization Agreement would also provide that under certain circumstances we may be required to issue new warrants to purchase shares of our common stock at an exercise price per share of $ 0.01 rather than issue shares of our common stock, in exchange for certain of the Related - Party Notes and Related - Party Warrants.

Under the agreement with Astrazeneca, we may issue up to 1,349,693 ordinary shares which are dependent on achieving certain milestones.

If we are liable for taxes under the tax indemnity and sharing agreement, that liability could have a material adverse effect on us.

Under the terms of the agreement, Alaska Air Group will acquire Virgin America for $ 57.00 per share in cash, representing a total equity value of $ 2.6 billion.

In the event of termination of the Merger Agreement under certain circumstances principally related to a failure to obtain required regulatory approvals, the Merger Agreement provides for Facebook to pay WhatsApp a fee of $ 1 billion in cash and to issue to WhatsApp a number of shares of Facebook's Class A common stock equal to $ 1 billion based on the average closing price of the ten trading days preceding such termination date.

In addition, of the shares of our common stock that were subject to stock options outstanding as of, 2010, options to purchase shares of common stock were vested as of, 2010 and, upon exercise, these shares will be eligible for sale subject to the lock - up agreements described below and Rules 144 and 701 under the Securities Act.

Under the tax indemnity and sharing agreement, we will have the ability to engage in certain otherwise prohibited transactions, such as additional stock issuances or stock repurchases during the restricted period, provided we first deliver to EHI a tax opinion acceptable to EHI that doing so will not adversely affect the tax - free treatment of the separation.

Subject to the lock - up agreements described above, other contractual lock - up obligations set forth in the grant agreements under each such plan and any applicable vesting restrictions, shares registered under these registration statements will be available for resale in the public market immediately upon the effectiveness of these registration statements, except with respect to Rule 144 volume limitations that apply to our affiliates.

Under the first of those agreements, we generally will be required to pay to the Continuing LLC Owners approximately 85 % of the applicable savings, if any, in income tax that we are deemed to realize (using the actual applicable U.S. federal income tax rate and an assumed combined state and local income tax rate) as a result of (1) certain tax attributes that are created as a result of the exchanges of their LLC Units for shares of our Class A common stock, (2) any existing tax attributes associated with their LLC Units the benefit of which is allocable to us as a result of the exchanges of their LLC Units for shares of our Class A common stock (including the portion of Desert Newco's existing tax basis in its assets that is allocable to the LLC Units that are exchanged), (3) tax benefits related to imputed interest and (4) payments under suchUnder the first of those agreements, we generally will be required to pay to the Continuing LLC Owners approximately 85 % of the applicable savings, if any, in income tax that we are deemed to realize (using the actual applicable U.S. federal income tax rate and an assumed combined state and local income tax rate) as a result of (1) certain tax attributes that are created as a result of the exchanges of their LLC Units for shares of our Class A common stock, (2) any existing tax attributes associated with their LLC Units the benefit of which is allocable to us as a result of the exchanges of their LLC Units for shares of our Class A common stock (including the portion of Desert Newco's existing tax basis in its assets that is allocable to the LLC Units that are exchanged), (3) tax benefits related to imputed interest and (4) payments under suchunder such TRA.

The underwriting agreement provides that the obligations of the underwriters are subject to certain conditions precedent and that the underwriters have agreed, severally and not jointly, to purchase all of the ADSs and ordinary shares sold under the underwriting agreement if any of these ADSs or ordinary shares are purchased, other than those ADSs covered by the overallotment option described below.

We could also incur an indemnification obligation for significant U.S. federal income tax liabilities resulting from actions taken by us under the tax indemnity and sharing agreement.

Any reserved shares sold to our directors and officers will be subject to a lock - up agreement like those described under «Shares Eligible for Future Sale — Lock - Up Agreements» elsewhere in this prospshares sold to our directors and officers will be subject to a lock - up agreement like those described under «Shares Eligible for Future Sale — Lock - Up Agreements» elsewhere in this prospShares Eligible for Future Sale — Lock - Up Agreements» elsewhere in this prospectus.

ATLANTA & MINNEAPOLIS --(BUSINESS WIRE)-- Nov. 28, 2017 — Arby's Restaurant Group, Inc. («ARG») and Buffalo Wild Wings, Inc. (Nasdaq: BWLD)(«BWW») today announced that the companies have entered into a definitive merger agreement under which ARG will acquire BWLD for $ 157 per share in cash, in a transaction valued at approximately $ 2.9 billion, including BWW's net debt.

There is no cash, share consideration or work commitments due by Mustang under the terms of the acquisition agreement.

Further, the company announced it has entered into a definitive agreement under which Two Harbors Investment Corp (TWO) will acquire CYS for stock and cash, equating to $ 7.79 / share at current exchange rates, a 17.7 % premium to the prior day's close.