Common use of IPO Statement Clause in Contracts

IPO Statement. At the Preliminary Closing and the Final Closing, Parent shall deliver to the Shareholders and the Exchange Agent a statement (the "IPO Statement") reporting (i) the price per share paid or to be paid by the public for shares of Parent Common Stock (the "IPO Price") in the IPO, and (ii) the lowest price per share of the Parent Common Stock at which the Parent has agreed to issue Parent Common Stock pursuant to any of the Other Acquisition Agreements (the "Lowest Acquisition Price"). The lower of the IPO Price and the Lowest Acquisition Price is referred to in this Agreement as the "Share Price." The IPO Statement shall report the quotient resulting from dividing $5,464,000 by the Share Price. Such quotient shall represent the number of shares of Parent Common Stock included in the Purchase Price.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Transcoastal Marine Services Inc)

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IPO Statement. At the Preliminary Closing and the Final Closing, Parent shall deliver to the Shareholders and the Exchange Agent a statement (the "IPO Statement") reporting (i) the price per share paid or to be paid by the public for shares of Parent Common Stock (the "IPO Price") in the IPO, and (ii) the lowest price per share of the Parent Common Stock at which the Parent has agreed to issue Parent Common Stock pursuant to any of the Other Acquisition Agreements (the "Lowest Acquisition Price"). The lower of the IPO Price and the Lowest Acquisition Price is referred to in this Agreement as the "Share Price." The IPO Statement shall report the quotient resulting from dividing $5,464,000 5,100,000 by the Share Price. Such quotient shall represent the number of shares of Parent Common Stock included in the Purchase PriceMerger Consideration.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Transcoastal Marine Services Inc)

IPO Statement. At the Preliminary Closing and the Final Closing, Parent shall deliver to the Shareholders and the Exchange Agent a statement (the "IPO Statement") reporting (i) the price per share paid or to be paid by the public for shares of Parent Common Stock (the "IPO Price") in the IPO, and (ii) the lowest price per share of the Parent Common Stock at which the Parent has agreed to issue Parent Common Stock pursuant to any of the Other Acquisition Agreements (the "Lowest Acquisition Price"). The lower of the IPO Price and the Lowest Acquisition Price is referred to in this Agreement as the "Share Price." The IPO Statement shall report the quotient resulting from dividing $5,464,000 8,700,000 by the Share Price. Such quotient shall represent the number of shares of Parent Common Stock included in the Purchase PriceMerger Consideration.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Transcoastal Marine Services Inc)

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IPO Statement. At the Preliminary Closing and the Final Closing, Parent shall deliver to the Shareholders and the Exchange Agent a statement (the "IPO Statement") reporting (i) the price per share paid or to be paid by the public for shares of Parent Common Stock (the "IPO Price") in the IPO, and (ii) the lowest price per share of the Parent Common Stock at which the Parent has agreed to issue Parent Common Stock pursuant to any of the Other Acquisition Agreements (the "Lowest Acquisition Price"). The lower of the IPO Price and the Lowest Acquisition Price is referred to in this Agreement as the "Share Price." The IPO Statement shall report the quotient resulting from dividing $5,464,000 600,000 by the Share Price. Such quotient shall represent the number of shares of Parent Common Stock included in the Purchase PriceMerger Consideration.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Transcoastal Marine Services Inc)

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