Closing Parent Price definition

Closing Parent Price means the closing price per Parent Share on the NYSE (as reported on Bloomberg or, if not reported thereby, another alternative source as reasonably agreed by Parent and the Company) on the last trading day prior to the Effective Date.
Closing Parent Price shall be defined as the amount equal to the average of the per share closing prices of the Parent Common Stock as reported by the NASDAQ National Market for the five trading days ending two trading days prior to the Closing Date, rounded to the fourth decimal point.
Closing Parent Price shall equal the average of the per share closing prices of Parent Common Stock as reported by the Nasdaq National Market for the ten trading days ending two trading days prior to the Closing Date, rounded to the fourth decimal place. Notwithstanding the foregoing, if prior to the Effective Time there is a change in the number of issued and outstanding shares of Parent Common Stock as the result of reclassification, subdivision, recapitalization, stock split (including reverse stock split) or stock dividend, the number of shares of Parent Common Stock issued in the Merger shall be equitably adjusted to give effect to such event. The shares of Parent Common Stock payable pursuant to this Section 1.6(a)(i), together

Examples of Closing Parent Price in a sentence

  • The Closing Parent Price shall be not less than $34.36 (subject to adjustment for any reclassification, subdivision, recapitalization, combination, exchange, stock split (including reverse stock split), stock dividend or distribution or other similar transaction (other than the Merger) affecting the shares of Parent Common Stock), PROVIDED, HOWEVER, in no event shall this SECTION 7.5 apply if Parent exercises its right to increase the Exchange Ratio pursuant to SECTION 8.1(e).

  • The Exchange Ratio shall equal $1.10 divided by the Closing Parent Price, provided, however, in no event shall the Exchange Ratio exceed .0917 or be less than .0550.

  • The "First Contingent Exchange Ratio" shall equal the quotient, rounded to four decimal places, of (x) the quotient of (A) $37,500,000 (the "First Contingent Merger Consideration") divided by (B) the First Milestone Closing Parent Price, divided by (y) the Diluted Number.

  • The "Closing Parent Price" shall equal the average of the per share closing prices of Parent Common Stock as reported by the Nasdaq National Market for the ten trading days ending two trading days prior to the Closing Date, rounded to the fourth decimal place.


More Definitions of Closing Parent Price

Closing Parent Price shall equal the average of the per share closing prices of Parent Common Stock as reported by The Nasdaq National Market for the 20 trading days ending three trading days prior to the Closing Date, rounded to the fourth decimal place; PROVIDED, HOWEVER, subject to SECTION 8.1(e), in no event shall the Closing Parent Price be less than $37.80 or greater than $70.20 (in either case, subject to adjustment for any reclassification, subdivision, recapitalization, combination, exchange, stock split (including reverse stock split), stock dividend or distribution or other similar transaction (other than the Merger) affecting the shares of Parent Common Stock).

Related to Closing Parent Price

  • 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.

  • Closing Merger Consideration has the meaning set forth in Section 2.02

  • 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 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.

  • Merger Closing Date the Closing Date (as defined in the Merger Agreement).

  • Closing Stock Price means the Stock Price as of the last day of any Performance Measurement Period.

  • Closing Consideration shall have the meaning set forth in Section 2.1(b).

  • Pre-Closing Straddle Period means the portion of any Straddle Period ending on the Closing Date.

  • 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.

  • Final Merger Consideration has the meaning set forth in Section 2.10(b)(ii)(D).

  • Initial Merger Consideration has the meaning set forth in Section 2.2(a).

  • Estimated Merger Consideration shall have the meaning set forth in Section 2.10(a).

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

  • 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.

  • Merger Closing means the “Closing” as defined in the Merger Agreement.

  • Total Merger Consideration has the meaning set forth in Section 2.2(a).

  • Closing Cash Amount has the meaning set forth in Section 2.2.

  • 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.

  • Current Price means, with respect to any Reference Obligation on any date of determination, the Calculation Agent’s determination of the net cash proceeds that would be received from the sale on such date of determination of such Reference Obligation, net of the related Costs of Assignment. If Counterparty disputes the Calculation Agent’s determination of the Current Price of any Reference Obligation, then Counterparty may, no later than two hours after Counterparty is given notice of such determination, (a) designate up to two entities, each of which shall be either (i) an Approved Buyer or (ii) a Dealer of credit standing acceptable to Citibank in the exercise of its reasonable discretion and (b) provide to Citibank within such two-hour period with respect to each such Approved Buyer or Dealer a Firm Bid with respect to the entire Reference Amount of the Reference Obligation. The higher of such two Firm Bids will be the Current Price. The “Current Price” shall be expressed as a percentage of par and will be determined exclusive of accrued interest.

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

  • Make-Whole Acquisition Stock Price means the price paid per share of Common Stock in the event of a Make-Whole Acquisition. If the holders of shares of Common Stock receive only cash in the Make-Whole Acquisition in a single per-share amount, other than with respect to appraisal and similar rights, the Make-Whole Acquisition Stock Price shall be the cash amount paid per share of Common Stock. For purposes of the preceding sentence as applied to a Make-Whole Acquisition of the type set forth in clause (a) of the definition Make-Whole Acquisition, a single price per share of Common Stock shall be deemed to have been paid only if the transaction or transactions that caused the Make-Whole Acquisition to occur was a tender offer for more than 50% of the then-outstanding Common Stock. Otherwise, the Make-Whole Acquisition Stock Price shall be the average of the Closing Price per share of Common Stock on the ten Trading Days up to, but not including, the Make-Whole Acquisition Effective Date.

  • Closing Cash Consideration has the meaning set forth in Section 2.6(a)(i).

  • Per Share Merger Consideration has the meaning set forth in Section 3.1(a).

  • Pre-Closing Tax Period means any Tax period ending on or before the Closing Date.

  • Closing Stock Consideration has such meaning as set forth in Section 2.7(b).