Common Exchange Rate definition

Common Exchange Rate means the kind and amount of securities, assets or other property that as of any date are issuable or deliverable upon exchange of a share of Surviving Common Stock. The Common Exchange Rate shall initially be .45 of a share of Silver King Common Stock and shall be subject to adjustment, from time to time, as set forth in Article 3 of this Agreement. In the event that pursuant to Article 3 the Surviving Common Stock becomes exchangeable for more than one class or series of capital stock of Silver King or another Person, the term "Common Exchange Rate," when used with respect to any such class or series, shall mean the number or fraction of shares or other units of such capital stock that as of any date would be issuable upon exchange of a share of Surviving Common Stock.

AI-Powered Contracts

Draft, Review & Redline at the Speed of AI

Common Exchange Rate means that number of shares of Corporation Common Stock into which a share of Corporation Preferred Stock is then convertible, pursuant to the Articles Supplementary of the Corporation in effect on the date hereof. "CURRENT MARKET PRICE" as of any date of determination will be the average of the volume weighted average price per share of the Corporation Common Stock (the "VWAP") on each of the twenty Trading Days (as hereinafter defined), immediately preceding such date as the VWAP for each day is reported by a nationally-recognized market quotation or information service that is selected by the Corporation and approved by a majority in interest of the holders of the Series 1997-A Preferred Units (exclusive of the units held by the Corporation) which approval will not be unreasonably withheld. As used herein, the term "TRADING DAY" means (A) if the Corporation Common Stock is listed on at least one stock exchange, a day on which there is trading on the principal stock exchange on the Corporation Common Stock is listed, (B) if the Corporation Common Stock is not listed on a stock exchange, but sale prices of the Corporation Common Stock are reported on an automated quotation system a day on which trading is reported on the principal automated quotation system on which sales of the Corporation Common Stock are reported, (C) if the Corporation Common Stock is not listed on a stock exchange and sale prices of the Corporation Common Stock are not reported on an automated quotation system, a day on which quotations are reported by National Quotation Bureau Incorporated, or (D) if the Corporation Common Stock is not so listed and sale prices are not so reported, any day other than a Saturday, a Sunday or a bank holiday in New York, New York.

Common Exchange Rate has the meaning set forth in Section 3.1(d).

Examples of Common Exchange Rate in a sentence

For avoidance of doubt, the Common Exchange Rate will require an adjustment to take into account the change in the number of outstanding shares of DPAC Common Stock as will result from the Reverse Split.
In the event that a transaction may be viewed as causing this Section 5(d) to be applicable and create a change in the Common Exchange Rate, then the change in the Common Exchange Rate will be applicable and this provision will be applicable.
The Common Exchange Rate and the Class B Exchange Rate each shall be subject to adjustment from time to time as provided below in this Section 3.1.
If Silver King delivers the Exchange Notice, such notice shall set forth in reasonable detail the facts and circumstances which have entitled or otherwise permitted such holder to Own additional Silver King Securities, the Available Silver King Amount, a brief description of the method used to calculate such amount and the Common Exchange Rate and the Class B Exchange Rate in effect at such time.
Each Exchange shall be at the Common Exchange Rate or the Class B Exchange Rate, as applicable, in effect immediately prior to the close of business on the Exchange Date.
For purposes of this Section 7.3(d), any Preferred Units and Preferred Stock shall be valued at an amount equal to the product of the Common Exchange Rate and the Current Market Price determined as of the date immediately prior to the date on which the payment is made.
The Common Exchange Rate and the Preferred Exchange Rate shall have been calculated as described in Sections 1.6(a) and 1.6(b) taking into account the issuances of securities (other than the New Securities) occurring prior to the Effective Time, including but not limited to the Reverse Split.
The number of shares of Priority Class A Common Shares to which a holder of Series A Preferred Units shall be entitled upon exchange shall be the product obtained by multiplying the Common Exchange Rate then in effect (determined as provided in Section 5(b)(i)) by the number of Series A Preferred Units being exchanged therefor.
The issuance of New Securities prior to or at the Effective Time shall not adjust the Common Exchange Rate or the Preferred Exchange Rate.
Attached hereto as Exhibit C-1 is an example of the calculation of the Common Exchange Rate.

More Definitions of Common Exchange Rate

Common Exchange Rate means 1.0, subject to adjustment pursuant to Section 2.2(a).

Common Exchange Rate means, with respect to each share of Company Common Stock to be converted hereunder, the number of PTI Ordinary Shares, rounded to the nearest whole share, obtained by dividing the Common Stock Value by the Transaction Price. The number of PTI Ordinary Shares to be issued to each holder of Company Common Stock hereunder shall be reduced by such holder’s pro rata share of the Holdback Shares to be withheld pursuant to Section 3.5.

Common Exchange Rate means the kind and amount of securities, assets or other property that as of any date are issuable or deliverable upon exchange of a share of Surviving