Purchase Price Per Share. If the Covered Shares are subject to a purchase price, as set forth in the Notice, the Participant shall have the right to purchase such Covered Shares at the specified purchase price in accordance with such procedures as may be established by the Committee from time to time.
Purchase Price Per Share. (i) The purchase price per share of the Company's Common Stock (the "Purchase Price") shall be the average of the two (2) lowest Stock Prices during the six (6) Trading Days prior to but excluding a Mandatory Purchase Date, an Additional Purchase Date or a Call Purchase Date, as the case may be (the "Purchase Price Period"); provided, however, that any trading price below the Floor Price during such six (6) Trading Days shall be deemed to be equal to the Floor Price for purposes of determining the Purchase Price. If the Company, at any time during a Purchase Price Period, subdivides (by any stock split, stock dividend, recapitalization, reorganization, reclassification or otherwise) its shares of Common Stock into a greater number of shares, then, as of the beginning of the Purchase Price Period, the Stock Price in effect prior to such subdivision shall be proportionately reduced. If the Company, at any time during a Purchase Price Period, combines (by reverse stock split, recapitalization, reorganization, reclassification or otherwise) its shares of Common Stock into a smaller number of shares, then as of the beginning of the Purchase Price Period, the Stock Price in effect prior to such combination shall be proportionately increased.
Purchase Price Per Share. The term “Purchase Price Per Share” shall mean, with respect to Shares purchased from a Shareholder or Additional Shareholder in connection with a Transfer that does not constitute a 2.5% Transaction, an amount determined in good faith by the Board as the value per Share as of the date on which the purchase is deemed to be effective based on the Total Company Valuation as of such date. In computing the Purchase Price Per Share, the Board shall consider, in addition to outstanding Shares, the dilution effect of options, warrants or other rights to acquire shares of common stock and will not impute any discount or premium based on the percentage of the Company represented by the Shares being purchased or illiquidity of any such Shares.
Purchase Price Per Share. The per share purchase price of each Security shall be $45.29, which is the average of the daily closing sales prices of the Common Stock of the Company for the thirty (30) consecutive trading days as reported on the New York Stock Exchange immediately preceding (and not including) October 14, 2017 (the “Per Share Market Value”).
Purchase Price Per Share. The purchase price per share of the Company's Common Stock (the "Purchase Price") shall be determined on the Calculation Date as an amount equal to Ninety-two Percent (92%) of the simple average of the closing bid prices of the Common Stock over the ten (10) Trading Days beginning on the Notice Date, as reported on Bloomberg.
Purchase Price Per Share. (A) The Purchase Price Per Share of the Shares to be acquired by Progressive hereunder will be equal to the sum of (i) 2.6 multiplied by the Tangible Net Book Value of the Company as of December 31, 2014 (the “First Reference Date”), determined in accordance with the procedures set forth in Section 2.2(B)-(F) hereof, plus (ii) an additional amount equal to the exercise price of all in-the-money options to purchase Company Stock outstanding as of December 31, 2014, divided by (iii) the total number of outstanding shares of Company Stock, determined on a Fully Diluted Basis, as of the date that is ten (10) Business Days prior to the Closing Date (the “Second Reference Date”). To illustrate application of this formula, pro forma calculations of the Tangible Net Book Value of the Company as of September 30, 2014, and of the resulting Purchase Price Per Share as of that date, are set forth in Exhibit B attached hereto.
Purchase Price Per Share. The purchase price per share of the Company's Common Stock (the "Purchase Price") shall be the lowest Stock Price of the Stock Prices on each of the five (5) Trading Days immediately prior to but excluding a Company Put Purchase Date or Investor Call Purchase Date, as the case may be; provided, however, that (i) upon Investor's prior notice to the Company, which notice may be provided orally, any Stock Price on a Trading Day below the Floor Price may be considered to be equal to the Floor Price for purposes of determining the Purchase Price, and (ii) if no such notice is provided, any Stock Price on a Trading Day below the Floor Price shall not be considered in determining the Purchase Price, and the Purchase Price shall be determined solely by reference to the remaining Trading Days in such five (5) Trading Day period. A Trading Day with respect to which the Investor provides notice that the Stock Price shall be considered to be equal to the Floor Price in accordance with clause (i) above shall be deemed an "Included Day."
Purchase Price Per Share. For purposes of this Agreement, the "PURCHASE PRICE" for each Share purchased by the Investor shall be equal to the product of (i) 95% and (ii) the lowest daily dollar volume-weighted average price (as reported by Bloomberg through its "Volume at Price" function) of the Common Stock for the six consecutive trading days ending on and including the date of determination. The number of Shares so to be purchased pursuant to each Purchase Notice shall be rounded to the nearest whole number so as to avoid the issuance of fractional shares.
Purchase Price Per Share. For the purposes of this Article IV, the "Purchase Price per Share" of Capital Stock shall be based on a total Company valuation determined by a nationally recognized investment banking firm qualified to value the Company (the "Appraiser") selected by RSL in its sole and absolute discretion, which shall be RSL's managing underwriter in the event of an exercise of the First Exercise Right (as defined below); provided, however, that in no event shall the total valuation amount imputed to the shares of Capital Stock owned by all current stockholders of the Company other than RSL (including all persons or entities who become stockholders upon conversion or exercise of all securities listed on Schedule 3.02 to the Stock Purchase Agreement, dated as of July __, 1997, by and among the Company, RSL, Davidson, Pioneer and Xxxx Xxxxxxx) be less than $5,000,000. All decisions and valuations made by the Appraiser in accordance with the terms of this Article IV shall be final and binding upon the parties. Such valuation amount shall be divided by the total number of shares of Capital Stock of the Company outstanding on a fully diluted basis to determine the Purchase Price per Share. For the purposes of this Article IV, holders of derivative securities (i.e., convertible securities, warrants and options) shall be required and will be deemed to have converted or exercised such derivative securities immediately prior to a purchase by RSL of the Non-RSL Stockholders' Capital Stock and, accordingly, will be deemed to hold the number of shares of the Company's common stock resulting from such conversion or exercise, which shares will be treated as Capital Stock for all purposes of this Article IV.
Purchase Price Per Share. Subject to the terms and conditions stated herein, BQT Solutions shall issue and allot to Amici, and Amici shall accept and acquire, the Amici Shares and any and all rights in the shares as set forth herein. The Amici Shares will be subscribed for and purchased in tranches.
