Base Period Trading Price means the average of the daily closing price of a share of PURCHASER Common Stock as reported on NASDAQ/NMS for the twenty (20) consecutive trading days immediately preceding five (5) consecutive calendar days immediately preceding the Effective Time.
Base Period Trading Price means the average of the daily closing prices per share for Webster Common Stock for the 15 consecutive trading days which shares of Webster Common Stock are actually traded (as reported on the Nasdaq Stock Market National Market System) ending on the day preceding the receipt of the last required federal bank regulatory approval (such period herein called the "Base Period"). All of the shares of DS Bancor Common Stock converted into Webster Common Stock pursuant to this Article I shall no longer be outstanding and shall automatically be canceled and shall cease to exist, and each certificate (each a "Certificate") previously representing any such shares of DS Bancor Common Stock shall thereafter represent the right to receive (i) the number of whole shares of Webster Common Stock and (ii) cash in lieu of fractional shares into which the shares of DS Bancor Common Stock represented by such Certificate have been converted pursuant to this Section 1.4(a) and Section 2.2(e) hereof. Certificates previously representing shares of DS Bancor Common Stock shall be exchanged for certificates representing whole shares of Webster Common Stock and cash in lieu of fractional shares issued in consideration therefor upon the surrender of such Certificates in accordance with Section 2.2 hereof, without any interest thereon. If prior to the Effective Time Webster should split or combine its common stock, or pay a dividend or other distribution in such common stock, then the Exchange Ratio shall be appropriately adjusted to reflect such split, combination, dividend or distribution.
Base Period Trading Price means the average of the daily last sale prices for the shares of RCG Common Stock for the twenty (20) consecutive trading days on which such shares are actually traded as over-the-counter securities and quoted on the Nasdaq National Market ending at the close of trading on the second (2nd) trading day immediately preceding the Closing Date.
Examples of Base Period Trading Price in a sentence
Notwithstanding any other provision of this Agreement, each holder of shares of Norrxxx Xxxmon Stock exchanged pursuant to the Merger who would otherwise have been entitled to receive a fraction of a share of Interim Common Stock (after taking into account all certificates delivered by such holder) shall receive, in lieu thereof, cash (without interest) in an amount equal to such fractional part of a share of Interim Common Stock multiplied by the Base Period Trading Price.
Subject to the provisions of the next succeeding sentence of this Subsection 1.4(a)(i), the term "Base Period Trading Price" shall mean the average of the high and low quotations per share for NewMil Common Stock for the 15 consecutive trading days on which shares of NewMil Common Stock are actually traded (as reported in the Wall Street Journal NASDAQ National Market Issues) ending on the third trading day preceding the Closing Date (such period herein called the "Base Period").
Each outstanding share of Eagle common stock (other than shares for which dissenter's rights are exercised and any shares held by Eagle) will be converted into a fraction of a share of Lowe's common stock according to an exchange ratio based on the Base Period Trading Price of the Lowe's common stock; however, the maximum exchange ratio will be 0.8659 of a share of Lowe's common stock and the minimum exchange ratio will be 0.6400 of a share of Lowe's common stock.
The aggregate number of shares of Buyer's Common Stock to be delivered to the Shareholders shall be equal to the Purchase Price divided by the Base Period Trading Price.
The Stock Consideration shall be determined by dividing One Million Five Hundred Thousand Dollars ($1,500,000.00) by the Base Period Trading Price of Continucare's Common Stock.
More Definitions of Base Period Trading Price
Base Period Trading Price means the average of the daily closing prices per share for Webster Common Stock for the ten consecutive trading days on which shares of Webster Common Stock are actually traded (as reported on the New York Stock Exchange) ending on the third trading day prior to the Closing Date (as hereinafter defined). All of the shares of NewMil Common Stock converted into Webster Common Stock pursuant to this Article I shall no longer be outstanding and shall automatically be canceled and shall cease to exist, and each certificate (each a “Certificate”) previously representing any such shares of NewMil Common Stock shall thereafter represent the right to receive (i) the number of whole shares of Webster Common Stock and (ii) cash in lieu of fractional shares (determined in accordance with Section 2.2(f)) into which the shares of NewMil Common Stock represented by such Certificate have been converted pursuant to this Section 1.4(a) hereof. Certificates previously representing shares of NewMil Common Stock shall be exchanged for certificates representing whole shares of Webster Common Stock and cash in lieu of fractional shares issued in consideration therefore upon the surrender of such Certificates in accordance with Section 2.2 hereof, without any interest thereon. If prior to the Effective Time Webster should split or combine its common stock, or pay a dividend or other distribution in such common stock, then the Exchange Ratio shall be appropriately adjusted to reflect such split, combination, dividend or distribution.
Base Period Trading Price has the meaning set forth in Section 1.4(a).
Base Period Trading Price means the average of the daily closing prices per share for HEALTHSOUTH Common Stock for the 20 consecutive trading days on which shares of HEALTHSOUTH Common Stock are actually traded (as reported on the New York Stock Exchange Composite Transactions Tape as reported in The Wall Street Journal, Eastern Edition, or if not reported thereby, any other authoritative source) ending at the close of trading on the second New York Stock Exchange trading day immediately preceding the date of the Special Meeting (as defined in Section 7.3) (such period being herein called the "Base Period"). Promptly after the close of trading on the New York Stock Exchange on such second trading day, the parties shall issue a joint press release publicly announcing the Exchange Ratio. As of the Effective Time, all such Advantage Health Shares shall no longer be outstanding and shall automatically be canceled and retired and shall cease to exist, and each holder of a certificate representing any Advantage Health Shares shall cease to have any rights with respect thereto, except the right to receive the Merger Consideration and any cash in lieu of fractional shares of HEALTHSOUTH Common Stock to be issued or paid in consideration therefor upon surrender of such certificate in accordance with Section 2.2, without interest.
Base Period Trading Price means the average of the high and low quotations per share for NewMil Common Stock for the 15 consecutive trading days on which shares of NewMil Common Stock are actually traded (as reported in the Wall Street Journal NASDAQ National Market Issues) ending on the third trading day preceding the Closing Date (such period herein called the "Base Period"). In the event that at any time prior to the Closing Date NewMil shall have publicly announced any transaction pursuant to which NewMil expects to experience a "Purchase Event" (as described in the Exhibit B Option Agreement attached hereto and incorporated herein), then in such event the Base Period shall be the fifteen consecutive trading days on which shares of NewMil Common Stock are actually traded ending on the day preceding the period of fifteen consecutive trading days ending on the date of such public announcement. For the purposes of this Agreement, references to NewMil Common Stock shall be deemed to include, where appropriate, references to the right to purchase shares of NewMil's Common Stock pursuant to the Rights Agreement, dated as of July 19, 1994, as amended, between NewMil and American Stock Transfer & Trust Company (the "Rights Agreement"); or
Base Period Trading Price means the average of the last reported sale prices per share of the MedPartners/Mullikin Common Stock for the 15 consecutive trading days on which such shares are actually traded on The New York Stock Exchange, Inc. (the "NYSE") ending at the close of trading and the second trading day immediately preceding the earlier of June 28, 1996 or the Closing Date.
Base Period Trading Price means the average of the daily closing prices for shares of Buyer's Common Stock for the twenty (20) consecutive trading days on which such shares are actually traded on the New York Stock Exchange (as reported by The Wall Street Journal) ending at the close of trading on the trading day that is the business day immediately prior to the Closing Date; provided, however, that it is mutually agreed and understood that -------- ------- the Base Period Trading Price shall be no less than $52.875, and no more than $72.875. Notwithstanding the foregoing, no Shareholder shall be entitled to receive any fractional share of Buyer's Common Stock, and each Shareholder shall forfeit any such fractional share and shall not be entitled to any consideration in lieu thereof. The Buyer's Common Stock paid to the Shareholders hereunder is referred to herein as the "Stock Consideration".
Base Period Trading Price means the average of the daily closing prices per share for Webster Common Stock for the 15 consecutive trading days during which shares of Webster Common Stock are actually traded (as reported on The Nasdaq Stock Market, Inc. National Market Tier ("Nasdaq")) ending on the day preceding the receipt of the last required federal bank regulatory approval or waiver required to effect the Bank Merger (such period herein called the "Base Period"). For purposes of this Agreement, references to Webster Common Stock shall be deemed to include, where appropriate, references to the right to receive shares of Xxxxxxx'x Series C Participating Preferred Stock pursuant to the Rights Agreement, dated as of February 5, 1996, as amended, between Webster and American Stock Transfer & Trust Company (the "Rights Agreement").