Per Share Amount Sample Clauses

Per Share Amount. 10 Permits.................................................................

Per Share Amount. From and after the date hereof, the definition of "Per Share Amount" in the Stock Purchase Agreement shall be amended to be "$63.15" per Share.

Per Share Amount. The "Per Share Amount" shall be equal to ---------------- the quotient (rounded to the sixth decimal place) of (A) the Aggregate Consideration minus the Total Preference Amount divided by (B) the sum of the Diluted Common Shares plus the Total Preferred Shares.

Per Share Amount. Preamble.............................1 person............................................................Section 8.8(f)......................47

Per Share Amount. 1.4(d) Permitted Encumbrances............................................ 3.17 Policies, Practices and Procedures................................ 3.15(b) Problem Loans..................................................... 3.16(a) Republic..........................................................

Per Share Amount. In the definition of “Per Share Amount” set forth in Recital D of the Merger Agreement, clause (i) is hereby amended and restated to read in its entirety as follows: (i) cash in an amount equal to $7.65 (the “Per Share Amount”),”

Per Share Amount. The Merger Agreement shall be amended as follows to reflect a reduction from $1.80 to $1.25 in the amount per Share offered in the Offer: (a) The second sentence of Section 1.1(a) shall be deleted in its entirety and replaced by the following: "Each Share (including the associated Right) accepted by Merger Subsidiary in accordance with the Offer shall be purchased for $1.25, net to the seller in cash, without interest." (b) The first sentence of Section 3.1(c) shall be deleted in its entirety and replaced by the following: "Each issued and outstanding share of Company Common Stock (other than shares to be canceled in accordance with Section 3.1(b) or shares as to which appraisal rights have been exercised in accordance with Section 3.3) shall be converted into the right to receive $1.25, net to the seller in cash (the "Merger Consideration"), without interest." (c) Any and all other references in the Merger Agreement and any exhibit, annex or schedule thereto, including Annex I or the Company Disclosure Schedule, to a per Share price to be paid in the Offer or the Merger of "$1.80" shall be deleted and replaced with "$1.25".

Per Share Amount. 2.1(a) Permits................................................................3.15(a) Post Closing Plans.....................................................6.12(b) Proxy Statement.........................................................6.1(a) Required Company Vote......................................................3.6

Per Share Amount. The "Per Share Amount" shall be equal to the quotient (rounded to the second decimal place) of (A) $200,800,000 (the "Base Purchase Price") plus the aggregate exercise price of all Company Options (as defined in Section 2.2(a) hereof) outstanding immediately prior to the Effective Time plus the aggregate exercise price of all Company Options that are exercised after the date of this Agreement but prior to the Effective Time and the aggregate amount received by the Company, if any, pursuant to the automatic exercise of outstanding purchase options under the ESPP (as defined in Section 2.3 hereof) immediately prior to the Effective Time pursuant to Section 2.3 hereof divided by (B) the number of Diluted Shares. If all shares of Receivership Stock are returned to the Company prior to the Effective Time, the amount paid by the Company to cause such return, minus the lesser of (x) $10,000,000 or (y) the amount paid to the Bancorp Receiver plus the Company's out-of-pocket costs, including the reasonable fees and expenses of legal counsel and other advisors, incurred to obtain such return (including the resolution of any appeal of the Final Order) (the amount referred to in either (x) or (y) hereinafter referred to as the "Receiver Payment Credit") shall be deducted from the Base Purchase Price prior to calculation of the Per Share Amount, subject, however, to the second sentence of Section 2.6(b) hereof.