PRICE RANGE OF THE SHARES. DIVIDENDS ON THE SHARES The Shares are listed on the Nasdaq National Market under the symbol "BEAM". The following table sets forth, for each of the periods indicated, the high and low sales prices per Share. HIGH LOW ---------- ---------- Year Ended December 31, 1998: First Quarter..................................... $ 7 1/4 $ 4 9/16 Second Quarter.................................... 7 1/2 4 1/2 Third Quarter..................................... 6 7/8 3 1/16 Fourth Quarter.................................... 6 1/8 3 Year Ended December 31, 1999: First Quarter..................................... $11 9/16 $ 4 5/16 Second Quarter.................................... 23 7/16 10 7/16 Third Quarter..................................... 29 3/8 14 1/4 Fourth Quarter.................................... 21 5/8 10 1/4 Year Ending December 31, 2000: First Quarter..................................... $14 11/16 $ 7 Second Quarter (through June 2, 2000)............. 18 5/8 7 1/8 On May 25, 2000, the last full trading day before the public announcement of the execution of the Merger Agreement, the last reported sales price on the Nasdaq National Market of the Shares was $12 11/16 per Share. On June 2, 2000, the last full trading day before commencement of the Offer, the last reported sales price on the Nasdaq National Market of the Shares was $18 9/16 per Share. STOCKHOLDERS ARE URGED TO OBTAIN CURRENT MARKET QUOTATIONS FOR THE SHARES. The Purchaser has been advised by the Company that the Company has never declared or paid any cash dividends on the Shares. Although stock dividends have been paid on the Shares in the past, the Company has advised the Purchaser that, other than the Rights issued pursuant to the Rights Agreement, the Company has not declared or paid any stock or other non-cash dividends on the Shares in the last two years.
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PRICE RANGE OF THE SHARES. DIVIDENDS ON THE SHARES The Shares are listed on SHARES. Since July 23, 1997, the shares of Common Stock have been traded through the Nasdaq National Market under the symbol "BEAMTRVL". The following table sets forth, for each of the periods calendar quarters indicated, the high and low sales prices reported closing price per Shareshare of Common Stock on the Nasdaq National Market based on published financial sources. The Company did not declare or pay any cash dividends during any of the periods indicated in the table below. In addition, under the terms of the Merger Agreement, the Company is not permitted to declare or pay dividends with respect to the Shares without the prior written consent of Parent. COMMON STOCK ----------------------------- HIGH LOW ---------- ---------- Year Ended December 31, 1998: ------------ ------------ 1997 Third Quarter................................................................... $ 25 5/8 $ 19 5/8 Fourth Quarter.................................................................. 26 19 1/2 1998 First Quarter..................................... ................................................................... $ 7 1/4 33 11/16 $ 4 9/16 18 Second Quarter.................................... 7 1/2 4 1/2 .................................................................. 37 7/8 32 7/8 Third Quarter..................................... 6 7/8 3 1/16 ................................................................... 36 9/16 13 9/16 Fourth Quarter.................................... 6 1/8 3 Year Ended December 31, 1999: .................................................................. 30 1/2 9 7/8 1999 First Quarter..................................... $11 9/16 ................................................................... $ 4 5/16 31 1/2 $ 9 1/16 Second Quarter.................................... 23 7/16 10 7/16 .................................................................. 12 5/8 6 3/8 Third Quarter..................................... 29 3/8 ................................................................... 14 1/4 5/8 10 13/16 Fourth Quarter.................................... 21 5/8 10 1/4 Year Ending December 31, 2000: .................................................................. 12 1/2 8 3/4 2000 First Quarter..................................... $14 11/16 $ 7 Second Quarter (through June 2February 28, 2000)............. 18 5/8 7 1/8 ....................................... $ 25 9/16 $ 9 On May 25February 18, 2000, the last full trading day before prior to the public announcement of the execution of the Merger Agreement, the last reported sales price of the Shares on the Nasdaq National Market of the Shares was $12 11/16 17 3/4 per Shareshare of Common Stock. On June 2February 28, 2000, the last full trading day before prior to the commencement of the Offer, the last reported sales price of the Shares on the Nasdaq National Market of the Shares was $18 9/16 25 1/2 per Shareshare of Common Stock. STOCKHOLDERS SHAREHOLDERS ARE URGED TO OBTAIN A CURRENT MARKET QUOTATIONS QUOTATION FOR THE SHARES. The Purchaser has been advised by the Company that the Company has never declared or paid any cash dividends on the Shares. Although stock dividends have been paid on the Shares in the past, the Company has advised the Purchaser that, other than the Rights issued pursuant to the Rights Agreement, the Company has not declared or paid any stock or other non-cash dividends on the Shares in the last two years.
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Samples: Merger Agreement (Airtours PLC)
PRICE RANGE OF THE SHARES. DIVIDENDS ON THE SHARES The Shares are information set forth in this Section regarding the Company is entirely taken from or based upon public information, including the Company's Annual Report on Form 10-K for the fiscal year ending January 31, 1998 (the "Company Form 10-K"), and information supplied to the Purchaser by the Company. The Purchaser does not assume any responsibility for the accuracy or completeness of the information concerning the Company contained in such documents and records or for any failure by the Company to disclose events which may have occurred or may affect the significance or accuracy of any such information to the Purchaser. The Common Stock is listed for quotation on the Nasdaq Small Cap Market under the trading symbol "DSIT." The Common Stock was traded on the Nasdaq National Market under the symbol "BEAM"DSIT" from the Company's initial public offering on May 29, 1997, through August 17, 1998. The Common Stock was approved for trading on the Nasdaq Small Cap Market on August 17, 1998. The Company has not declared nor paid any cash dividends to holders of Shares since its initial public offering on May 29, 1997. The following table sets forth, for each of the periods indicated, the high and low sales bid prices per ShareShare on the Nasdaq Small Cap Market and the Nasdaq National Market, as applicable. HIGH LOW ---------- ---------- Year Ended December 31----------- ----------- FISCAL 1997: Second Quarter (commencing May 29, 1997)(1)............... $8 1/16 $7 1/16 Third Quarter............................................. $9 7/8 $4 7/16 Fourth Quarter............................................ $4 9/16 $1 1/2 FISCAL 1998: First Quarter..................................... $ 7 1/4 $ 4 9/16 ............................................. $2 15/16 $1 5/8 Second Quarter.................................... 7 1/2 4 1/2 ............................................ $2 $ 15/16 Third Quarter..................................... 6 7/8 3 1/16 ............................................. $1 13/16 $ 13/16 Fourth Quarter.................................... 6 1/8 3 Year Ended December 31, ............................................ $1 3/4 $1 FISCAL 1999: First Quarter..................................... $11 9/16 $ 4 5/16 Second Quarter.................................... 23 7/16 10 7/16 Third Quarter..................................... 29 3/8 14 1/4 Fourth Quarter.................................... 21 5/8 10 1/4 Year Ending December 31, 2000: First Quarter..................................... $14 11/16 $ 7 Second Quarter (through June 2April 19, 20001999)............. 18 5/8 7 1/8 .................... $2 7/8 $1 19/32
(1) The Company commenced trading pursuant to the initial public offering of its Common Stock on May 29, 1997. As of April 15, 1999, the approximate number of holders of record of the Shares was 93. On May 25April 14, 20001999, the last full trading day before the public announcement of the execution of the Merger AgreementStock Purchase Agreement and the Purchaser's intention to commence the Offer, the last reported sales price closing bid per Share on the Nasdaq National Small Cap Market of the Shares was $12 11/16 per Share2 1/32. On June 2April 20, 20001999, the last full trading day before the commencement of the Offer, the last reported sales price closing bid per Share on the Nasdaq National Small Cap Market of the Shares was $18 9/16 per Share2 3/4. STOCKHOLDERS SHAREHOLDERS ARE URGED TO OBTAIN CURRENT MARKET QUOTATIONS FOR THE SHARES. 7. POSSIBLE EFFECTS OF THE OFFER ON THE MARKET FOR THE SHARES; STOCK QUOTATION; EXCHANGE ACT REGISTRATION; MARGIN REGULATIONS The purchase of Shares pursuant to the Offer may reduce the number of holders of Shares and the number of Shares that might otherwise trade publicly. However, approximately fifty percent (50%) of the outstanding Shares will continue to be held by persons other than the Purchaser, and the Purchaser has been advised does not believe that its purchase of 1,600,000 shares pursuant to the Offer is likely to result in the Company's failure to meet the requirements of the NASD for continued inclusion in the Nasdaq Small Cap Market or should have a material adverse effect on the liquidity and market value of the remaining Shares held by the public. The Shares are currently registered under the Exchange Act and, according to the Company, will continue to be registered thereunder after the Offer. However, such registration may be terminated upon application by the Company that to the Company has never declared or paid any cash dividends Commission if the Shares are not listed on a national securities exchange and there are fewer than 300 record holders of the Shares. Although stock dividends have been paid The termination of registration of the Shares under the Exchange Act would substantially reduce the information required to be furnished by the Company to 14 15 holders of Shares and to the Commission and would make certain provisions of the Exchange Act, such as the short-swing profit recovery provisions of Section 16(b), the requirement of furnishing a proxy statement in connection with shareholders' meetings pursuant to Section 14(a), and the requirements of Rule 13e-3 under the Exchange Act with respect to "going private" transactions, no longer applicable to the Shares. In addition, "affiliates" of the Company and persons holding "restricted securities" of the Company may be deprived of the ability to dispose of such securities pursuant to Rule 144 promulgated under the Securities Act of 1933, as amended (the "Securities Act"). If registration of the Shares under the Exchange Act were terminated, the Shares would no longer be eligible for quotation on the Nasdaq Small Cap Market. The Shares in are not currently "margin securities" under the pastregulations of the Board of Governors of the Federal Reserve System (the "Federal Reserve Board"). Securities that are "margin securities" have the effect, among other things, of allowing brokers to extend credit on the collateral of such securities. It is unknown as to whether, following the Offer, the Company has advised the Purchaser that, other than the Rights issued pursuant Shares will become eligible to the Rights Agreement, the Company has not declared or paid any stock or other non-cash dividends on the Shares in the last two yearsbe "margin securities."
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Samples: Stock Purchase Agreement (Mvii LLC)
PRICE RANGE OF THE SHARES. DIVIDENDS ON THE SHARES The Shares are listed traded on the Nasdaq National Market under the symbol "BEAM"STER." The Shares began trading on the Nasdaq National Market on August 13, 1997. The following table sets forth, for each of the periods indicated, the high and low closing sales prices per Share. share as reported on the Nasdaq National Market according to published sources: CLOSING SALES PRICES -------------------- HIGH LOW ---------- ---------- --------- --------- Fiscal Year Ended December ended March 31, 1998: First Quarter..................................... Second Quarter ended September, 30, 1997..................................................... $ 7 1/4 17.88 $ 4 9/16 Second Quarter.................................... 7 1/2 4 1/2 12.00 Third Quarter..................................... 6 7/8 3 1/16 Quarter ended December 31, 1997........................................................ $ 23.00 $ 16.13 Fourth Quarter.................................... 6 1/8 3 Quarter ended March 31, 1998.......................................................... $ 22.00 $ 16.50 Fiscal Year Ended December ended March 31, 1999: First Quarter..................................... $11 9/16 Quarter ended June 30, 1998............................................................ $ 4 5/16 26.25 $ 19.63 Second Quarter.................................... 23 7/16 10 7/16 Quarter ended September 30, 1998...................................................... $ 27.38 $ 16.63 Third Quarter..................................... 29 3/8 14 1/4 Fourth Quarter.................................... 21 5/8 10 1/4 Year Ending Quarter ended December 31, 2000: First Quarter..................................... $14 11/16 1998........................................................ $ 7 Second 26.50 $ 19.25 Fourth Quarter (through ended March 31, 1999.......................................................... $ 25.25 $ 9.50 On June 210, 2000)............. 18 5/8 7 1/8 On May 25, 20001999, the last full day of trading day before prior to the date of the first public announcement of the execution of the Merger Agreement, the last reported sales price on the Nasdaq National Market of the Shares was $12 11/16 per Share. On June 2, 2000, the last full trading day before commencement of Purchaser's intention to commence the Offer, the last reported sales sale price of the Common Stock on the Nasdaq National Market was $19.50 per share. On June 16, 1999, the last full day of trading before the commencement of the Shares Offer, according to published sources, the last reported sale price of the Common Stock on the Nasdaq National Market was $18 9/16 25.1825 per Shareshare. STOCKHOLDERS ARE URGED TO OBTAIN A CURRENT MARKET QUOTATIONS QUOTATION FOR THE SHARES. The Purchaser has been advised by the Company that the Company has never declared or paid any cash dividends on the Shares. Although stock dividends have been paid on the Shares in the past, the Company has advised the Purchaser that, other than the Rights issued pursuant to the Rights Agreement, the Company has not declared or paid any stock or other non-cash dividends on the Shares in the last two yearsCOMMON STOCK.
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