Fully Diluted Basis

Fully Diluted Basis. Means all shares of Common Stock outstanding and any shares of Common Stock issuable upon exercise or conversion of Options or Convertible Securities (including, without limitation, this Warrant), whether such right is exercisable or convertible immediately or only after the passage of time.

Fully Diluted Basis. Shall have the meanings set forth in the Bye-laws of the Company.

Fully Diluted Basis. Is defined as the convention whereby, for the purpose of calculating and expressing relative ownership rights of a corporation or other legal entity, all outstanding options, warrants, convertible obligations, and other securities of such entity which are exercisable or exchangeable for common stock or other corresponding participating equity interests in the entity, are presumed to have been exercised, converted or exchanged (as the case may be) for such stock or interests in full.

Fully Diluted Basis. Means in the case of (i) any calculation of the number of shares of Common Stock deemed outstanding, that effect is first given to (A) all shares of Common Stock outstanding at the time of determination, (B) all shares of Common Stock issuable upon the exercise of any option, warrant or other right outstanding and exercisable at the time of determination (provided any such option, warrant or right shall only by considered to be outstanding if the per share exercise price thereof is less than... the fair value of a share of Common Stock at such time), and (C) all shares of Common Stock issuable upon the exercise of any conversion or exchange right contained in any security outstanding at the time of determination that is convertible into or exchangeable for shares of Common Stock; and (ii) any calculation of value, that effect is first given to (A) the securities referred to in clause (i) above and (B) the payment of any consideration payable upon the exercise, conversion or exchange of any option, warrant, security or other right referred to in clause (i) above if such option, warrant, security or other right were exercisable at the time of determination. View More

Fully Diluted Basis. Shall mean as to any class of capital stock the number of shares of such class of capital stock which would then be outstanding, assuming the exercise or conversion of all then exercisable or convertible Common Stock Equivalents which, directly or indirectly, on exercise, exchange or conversion result in the issuance of shares of such class of capital stock, assuming in each instance that the holder thereof receives the maximum number of shares of capital stock or securities issuable, directly... or indirectly, under the terms of the respective instrument, assuming satisfaction of all vesting or similar requirements and 14 achievements of all thresholds or other criteria which would increase the amount of capital stock ultimately issuable upon exercise or conversion. View More

Fully Diluted Basis. Means assuming the exercise, conversion or exchange of all Share Purchase Rights, other than unvested Options, at the time outstanding.

Fully Diluted Basis. Means, with respect to any calculation of the Common Stock of the Company, that number of shares of Common Stock that includes all issued and outstanding shares of Common Stock, and all shares of Common Stock which are subject to issuance upon exercise, conversion or exchange of warrants, options, Common Stock Equivalents and other rights to purchase Capital Stock of the Company (including but not limited to all shares of Capital Stock reserved for issuance in connection with any option plan of... the Company, but which shall not include any shares of Capital Stock reserved for issuance for which options have not been granted), whether or not such warrants, options, Common Stock Equivalents or other rights are then exercisable, convertible or exchangeable, subject to the provisions of Section 5. View More

Fully Diluted Basis. Whereby the denominator for computing the percentage of the Common Stock into which the shares of the Preferred Stock (as defined below) are convertible consists solely of the sum of (i) the number of the issued and outstanding shares of the Common Stock as of the date hereof (3,934,865) plus (ii) the number of shares of the Common Stock issuable upon exercise of the 1,800,000 warrants held by J. Michael Moore and plus (iii) the 1,650,000 shares of the Common Stock issuable upon conversion of... the shares of the Preferred Stock. View More

Fully Diluted Basis. Means, as of any date of determination, the sum of (a) the number of shares of Nonvoting Common Stock outstanding as of such date of determination plus (b) the number of shares of Class B Nonvoting Common Stock outstanding as of such date of determination plus (c) the number of shares of Nonvoting Common Stock issuable upon the exercise, conversion or exchange of all then-outstanding warrants, options, or other rights exercisable for, directly or indirectly, shares of Nonvoting Common Stock,... whether at the time of issue or upon the passage of time or upon the occurrence of some future event, and whether or not in the money as of such date of determination. View More

Fully Diluted Basis. Means, as of any date of determination, the sum of (a) the number of shares of Voting Common Stock outstanding as of such date of determination plus (b) the number of shares of Voting Common Stock issuable upon the exercise, conversion or exchange of all then-outstanding warrants, options, or other rights exercisable for, directly or indirectly, shares of Voting Common Stock, whether at the time of issue or upon the passage of time or upon the occurrence of some future event, and whether or not... in the money as of such date of determination; provided that the Voting Common Stock issuable upon conversion of any other class of the Company's Capital Stock pursuant to the Company's Certificate of Incorporation shall not be included in the foregoing calculation. View More