Calculating Recognized Loss Per Share Under The Securities Act Sample Clauses

Calculating Recognized Loss Per Share Under The Securities Act. For each share of Portola Common Stock purchased in and/or traceable to the Company’s August 2019 Offering, the Recognized Loss per share under the Securities Act shall be calculated as follows: I. For each share that was sold prior to January 10, 2020, the Recognized Loss per share is $0. II. For each share that was sold during the period January 10, 2020 through February 27, 2020, inclusive, the Recognized Loss per share is the lesser of: a. price inflation alleged by Plaintiffs on the date of purchase minus price inflation on the date of sale, as shown in Table 1 above; or b. $28 (i.e., the offering price) minus the sale price. III. For each share that was sold on February 28, 2020,3 the Recognized Loss per share is the lesser of: a. price inflation alleged by Plaintiffs on the date of purchase minus price inflation on the date of sale, as shown in Table 1 above; or b. $28 (i.e., the offering price) minus the greater of the sale price or $10.11. IV. For each share that was sold during the period March 2, 2020 through July 1, 2020,4 inclusive, the Recognized Loss per share is the lesser of: a. price inflation alleged by Plaintiffs on the date of purchase as shown in Table 1 above; or b. $28 (i.e., the offering price) minus the greater of the sale price or $10.11. V. For each share that was retained through the close of the U.S. financial markets on July 1, 2020, the Recognized Loss per share is the lesser of: a. price inflation alleged by Plaintiffs on the date of purchase as shown in Table 1 above; or b. $10. 3 February 28, 2020 is the date of the first complaint filed in this action that states a claim under the Securities Act for the August 2019 Offering. The closing price for Portola Common Stock that day was $10.11. 4 Following the Settlement Class Period, in July 2020, Portola Inc. was acquired by Alexion Pharmaceuticals, Inc. (“Alexion”) through a tender offer and subsequent merger with a wholly owned subsidiary of Alexion. The tender offer was to purchase all issued and outstanding shares of Portola Common Stock at a price of $18.00 per share in cash. The offer expired one minute following 11:59 p.m., New York City time, on July 1, 2020. As a result of the merger, as of July 2, 2020, Portola Common Stock ceased trading on the NASDAQ Global Select Market. Questions? Call (000) 000-0000 (Toll Free) or visit xxx.XxxxxxxXxxxxxxxxxXxxxxxxxxx.xxx.