Closing Exchange Price definition

Closing Exchange Price means the arithmetic average (rounded to the nearest five decimal places) of the closing price per share of Parent Common Stock as reported on the Nasdaq National Market for the ten (10) Trading Days ending two Trading Days prior to the Closing Date.
Sample 1
Closing Exchange Price the average closing sales price of a share of Parent Common Stock for the twenty (20) consecutive Trading Days ending on the Trading Day that is three (3) Trading Days immediately prior to the Closing Date, as reported on the Nasdaq National Market.
Sample 1
Closing Exchange Price the average closing price of a share of Parent Common Stock for the 20 consecutive Trading Days ending on the Trading Day that is two Trading Days immediately prior to the Closing Date, as reported on the Nasdaq National Market (subject to appropriate adjustment for any stock split, reverse split, stock dividend, reorganization, -------------------------------------------------------------------------------- -2- Agreement and Plan of Merger Execution Copy 7 recapitalization or other like change with respect to the Parent Common Stock occurring after the date hereof and prior to the Effective Time).
Sample 1

Examples of Closing Exchange Price in a sentence

  • Notwithstanding any provision of this Agreement to the contrary, neither certificates nor scrip for fractional shares of Parent Common Stock shall be issued in connection with the Merger, but in lieu thereof each holder of shares of Company Common Stock otherwise entitled to a fraction of a share of Parent Common Stock pursuant to the provisions of Section 2.7 shall be paid in cash in accordance with Section 2.8 an amount equal to such fraction multiplied by the Closing Exchange Price.

  • If the Adjusted Merger Consideration as so adjusted is higher than the Adjusted Merger Consideration as calculated based on the amounts of the Closing Indebtedness and the Excess Indebtedness stated on the Closing Indebtedness Certificate (such difference, if any, the “Indebtedness Reduction Adjustment”), then the amount of such Indebtedness Reduction Adjustment, if any, shall be paid by the Parent to the Escrow Fund in the form of shares of Parent Common Stock valued at the Closing Exchange Price.

  • The Closing Exchange Price shall be greater than $5.00 per share.

  • To the extent that any Merger Shares are issued by the Parent, any withholding amount to be withheld by the Parent may be satisfied through a reduction in the number of Merger Shares otherwise issuable to any holder of Company Capital Stock or an Eligible Derivative Security with such reduction calculated by reference to a value per Merger Share equal to the Closing Exchange Price.

  • Notwithstanding any provision of this Agreement to the contrary, neither certificates nor scrip for fractional shares of Parent Common Stock shall be issued in connection with the Merger, but in lieu thereof each holder of shares of Company Capital Stock otherwise entitled to a fraction of a share of Parent Common Stock pursuant to the provisions of Section 2.7 shall be paid in cash in accordance with Section 2.8 an amount equal to such fraction multiplied by the Closing Exchange Price.

  • Notwithstanding the other provisions of this Article 1, Parent shall deliver to the Escrow Agent that number of Merger Shares equal to (i) $22,000,000 divided by (ii) the Closing Exchange Price, and rounded to a whole number of shares on a holder-by-holder basis (such amount, the “Escrowed Merger Consideration”, and such Merger Shares to be delivered to the Escrow Agent as Escrowed Merger Consideration, the “Escrowed Merger Shares”).

  • If the Closing Exchange Price is less than $14.1875, Parent shall have elected in its sole discretion to consummate the Merger and the other transactions contemplated hereby, which election shall be made, if at all, by a written notice delivered to the Company.

  • If the Closing Exchange Price is greater than $24.1875, the Company shall have elected in its sole discretion to consummate the Merger and the other transactions contemplated hereby, which election shall be made, if at all, by a written notice delivered to Merger Sub and Parent.

  • Any Merger Shares comprising the Escrowed Merger Consideration shall be valued at the Closing Exchange Price.


More Definitions of Closing Exchange Price

Closing Exchange Price the average closing price of a share of Brooxx Xxxmon Stock for the 10 consecutive Trading Days ending on the Trading Day that is three Trading Days immediately prior to the Closing Date, as reported on the Nasdaq National Market (subject to appropriate adjustment for any stock split, reverse split, stock dividend, reorganization, recapitalization or other like change with respect to the Brooxx Xxxmon Stock occurring after the date hereof and prior to the Effective Time).
Sample 1
Closing Exchange Price means the mean average of the closing prices of a share of Buyer’s Common Stock for the ten (10) trading days ending on the business day that is three (3) business days immediately prior to the date of issuance of such shares, as reported on the Nasdaq National Market. As used herein, the term “Company Products” shall mean (A) those products listed on Schedule 1.4(b) hereto and (B) any other wearable defibrillator products that are substantially similar to and incorporate substantially the same technology as those products that are listed on Schedule 1.4(b). As used herein, the term “Excess FY 2006 Revenues” shall mean the amount by which the Buyer’s Qualifying Revenues during the Buyer’s fiscal year ending in September 2006 (such amount being referred to as the “FY 2006 Revenues”) exceeds Ten Million and 00/100 Dollars ($10,000,000).
Sample 1

Related to Closing Exchange Price

  • Exchange Price means as of any date, $1,000, divided by the Exchange Rate as of such date.

  • Closing Market Price means the price at which the company’s security was last sold, on the applicable date,

  • Initial Closing Price means the RI Closing Value of a Reference Item on the Strike Date

  • Closing Sale Price means, for any security as of any date, the last closing trade price for such security on the Principal Market, as reported by Bloomberg, or, if the Principal Market begins to operate on an extended hours basis and does not designate the closing trade price, then the last trade price of such security prior to 4:00:00 p.m., New York time, as reported by Bloomberg, or, if the Principal Market is not the principal securities exchange or trading market for such security, the last trade price of such security on the principal securities exchange or trading market where such security is listed or traded as reported by Bloomberg, or if the foregoing does not apply, the last trade price of such security in the over-the-counter market on the electronic bulletin board for such security as reported by Bloomberg, or, if no last trade price is reported for such security by Bloomberg, the average of the ask prices of any market makers for such security as reported in The Pink Open Market (or a similar organization or agency succeeding to its functions of reporting prices). If the Closing Sale Price cannot be calculated for a security on a particular date on any of the foregoing bases, the Closing Sale Price of such security on such date shall be the fair market value as mutually determined by the Company and the Holder. If the Company and the Holder are unable to agree upon the fair market value of such security, then such dispute shall be resolved in accordance with the procedures in Section 15. All such determinations shall be appropriately adjusted for any stock dividend, stock split, stock combination or other similar transaction during such period.

  • Underlying Reference Closing Price Value means, in respect of a SPS Valuation Date, the Closing Price in respect of such day.

  • Parent Closing Price means the volume weighted average closing trading price of a share of Parent Common Stock on Nasdaq for the five consecutive trading days ending five trading days immediately prior to the date upon which the Merger becomes effective.

  • Adjusted Conversion Price means the lesser of the Fixed Conversion Price or the Floating Conversion Price one day prior to the record date set for the determination of stockholders entitled to receive dividends, distributions, rights or warrants as provided for in Sections 4(c)(ii), (iii) and (iv).

  • Sale Price means the value as determined by the Administrator of the consideration payable, or otherwise to be received by stockholders, per share of Stock pursuant to a Sale Event.

  • Closing Merger Consideration has the meaning set forth in Section 3.2(a)(ii).

  • Closing Price has the meaning assigned to such term in Section 15.1(a).

  • Closing Stock Price means the average closing price of one share of Common Stock for the twenty consecutive trading days that include and immediately precede the last day of the Performance Period.

  • Closing Purchase Price shall have the meaning ascribed to such term in Section 2.1(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • New Conversion Price means the amount determined in accordance with the following formula, which shall apply from the QTE Effective Date: NCP = ECP * (VWAPAES / VWAPOS) where:

  • Common Share Price means the volume weighted average per share trading price of the Common Shares on the TSX for the 10 consecutive Trading Day period ending on the Trading Day immediately before the occurrence of a Trigger Event, or if the Common Shares are not then listed on the TSX, the principal stock exchange on which the Common Shares are then listed or quoted (being the stock exchange with the greatest volume of trading in the Common Shares during the previous six months), or if such shares are not listed or quoted on any stock exchange, or if no such trading prices are available, the Floor Price.

  • Closing Price Per Share means, with respect to the Common Stock, for any day, (i) the last reported sale price regular way on the Nasdaq National Market or, (ii) if the Common Stock is not quoted on the Nasdaq National Market, the last reported sale price regular way per share or, in case no such reported sale takes place on such day, the average of the reported closing bid and asked prices regular way, in either case, on the principal national securities exchange on which the Common Stock is listed or admitted to trading, or (iii) if the Common Stock is not quoted on the Nasdaq National Market or listed or admitted to trading on any national securities exchange, the average of the closing bid prices in the over-the-counter market as furnished by any New York Stock Exchange member firm selected from time to time by the Company for that purpose.

  • Parent Share Price means the average of the volume weighted averages of the trading prices of Parent Common Shares on NYSE (as reported by Bloomberg L.P. or, if not reported therein, in another authoritative source mutually selected by Parent and the Company in good faith) on each of the 20 consecutive trading days ending on (and including) the trading day that is two trading days prior to the Closing Date.

  • Daily Exchange Value means, for each of the 20 consecutive Trading Days during the Observation Period, one-twentieth (1/20) of the product of (a) the applicable Exchange Rate and (b) the Daily VWAP of the Common Stock (or the Reference Property, if applicable) on such day.

  • Average Closing Price means the average of the closing market prices of a Share over the last five (5) Market Days on which transactions in the Shares were recorded on the SGX-ST immediately preceding the date of the Market Purchase by the Company or, as the case may be, the date of the making of the offer pursuant to the Off-Market Purchase, and deemed to be adjusted for any corporate action that occurs after the relevant five-day period; and

  • Time sale price means the total of the cash price of the goods and services or services, the finance charge, and the amounts, if any, included for insurance premiums and official fees.

  • Final Share Price for a Share means the Closing Price on the Exchange (or where such Exchange does not announce or publish a Closing Price, the last traded price, or, if necessary, the mid-market price) for that Share on the Final Valuation Date, subject to adjustments that may be made pursuant to “DESCRIPTION OF THE NOTES – Adjustments and Exceptional Circumstances”.

  • Exchange Value is the adjusted appraised value of the Property which takes into consideration various factors to balance the business value of the Property within its present ownership structure.

  • Highest Closing Price means the highest closing price for shares of Substitute Common Stock within the six-month period immediately preceding the date the Substitute Option Holder gives notice of the required repurchase of the Substitute Option or the Substitute Share Owner gives notice of the required repurchase of the Substitute Shares, as applicable.

  • Per Share Purchase Price equals $1.00, subject to adjustment for reverse and forward stock splits, stock dividends, stock combinations and other similar transactions of the Common Stock that occur after the date of this Agreement.

  • Option Closing Purchase Price shall have the meaning ascribed to such term in Section 2.2(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • Cash sale price means the price of a good or service a retail buyer would pay if he or she paid for the good or service in cash, and that is stated in a retail installment contract or in a sales slip or other memorandum furnished by a retail seller to a retail buyer pursuant to a retail charge agreement for that good or service. The cash sale price may include any taxes and charges for delivery, installation, servicing, repairs, alterations, or improvements.

  • Issuance Price means the Sales Price less the Selling Commission.