Common Share Value definition

Common Share Value means the quotient of (i) the amount equal to the excess, if any, of the Holdings Equity Value over the Holdings Preferred Value divided by (ii) the number of shares of Common Stock outstanding on a fully diluted basis.
Common Share Value as of any date shall mean the sum of the total number of (a) Common Shares and (b) OP Units held other than by the Trust and General Partner issued and outstanding at the close of business on such date (and excluding any treasury shares), multiplied by the current Per Share Market Price On Such Date."
Common Share Value means the average of the Closing Price of the Common Stock for the five (5) consecutive Trading Days immediately preceding the Redemption Date; provided, however, that in the event that the Closing Price of Common Stock cannot be determined pursuant to subsection (d)(i) hereof, the "Common Share Value" shall mean the fair market value of a share of Common Stock on the Redemption Date as agreed to by the Corporation, on the one hand, and the holders of a majority of the shares of Series B-1 Preferred Stock that are subject to redemption (voting or consenting in writing as a separate class), on the other hand; and provided further, however, that if the Corporation and such holders are unable to so agree within 10 days after the Redemption Date, then the fair market value of a share of Common Stock shall be determined by an independent nationally-recognized investment banking firm mutually acceptable to the Corporation, on the one hand, and the holders of a majority of the shares of Series B-1 Preferred Stock that are subject to redemption (voting or consenting in writing as a separate class), on the other hand, or if the Corporation and such holders are unable to so agree within 5 days, by an independent nationally-recognized investment banking firm selected by the American Arbitration Association.

Examples of Common Share Value in a sentence

  • The terms of the Series D-1 Convertible Preferred Stock of Tribune shall be substantively identical to the terms of the Company Series D-1 Preferred Stock, except that the number of Tribune Common Shares into which each such share of Series D-1 Convertible Preferred Stock of Tribune may be converted, under the terms thereof, shall be calculated with respect to the Common Share Value (as defined in the certificates of designations of the Company Preferred Shares) of the Tribune Common Shares.

  • The terms of the Series D-2 Convertible Preferred Stock of Tribune shall be substantively identical to the terms of the Company Series D-2 Preferred Stock, except that the number of Tribune Common Shares into which each such share of Series D-2 Convertible Preferred Stock of Tribune may be converted, under the terms thereof, shall be calculated with respect to the Common Share Value (as defined in the certificates of designations of the Company Preferred Shares) of the Tribune Common Shares.

  • The Dividend Equivalent shall be deemed to be invested in additional RSUs, based on the Common Share Value on the dividend payment date and such additional RSUs shall be subject to the same Vesting schedule, forfeiture rules, and other terms applicable to the related RSU Award.

  • No fractional shares or scrip representing fractional shares shall be issued upon the conversion of any shares of Series D-1 Preferred Stock, but the holder thereof will receive in cash an amount equal to the value of such fractional share of Common Stock based on the Common Share Value.

  • Subject to Section 4(g) below, the number of shares of Common Stock into which a share of Series D-2 Preferred Stock may be converted shall be equal to the quotient of (1) $500 plus accrued and unpaid dividends on such shares of Series D-2 Preferred Stock to the Conversion Time (as hereinafter defined) divided by (2) the Common Share Value.

  • Each such notice of exchange will state the method by which the exchange of the Common Shares and/or Common Share Value Equivalents for Rights will be effected and, in the event of any partial exchange, the number of Rights that will be exchanged.

  • The number of shares of Common Stock into which a share of Series C Preferred Stock may be converted shall be equal to the quotient of (1) $500 plus accrued and unpaid dividends on such shares of Series C Preferred Stock to the Conversion Time (as hereinafter defined) divided by (2) the Common Share Value.

  • No fractional shares or scrip representing fractional shares shall be issued upon the conversion of any shares of Series C-1 Preferred Stock, but the holder thereof will receive in cash an amount equal to the value of such fractional share of Series A Common Stock based on the Common Share Value.

  • No fractional shares or scrip representing fractional shares shall be issued upon the conversion of any shares of Series C Preferred Stock, but the holder thereof will receive in cash an amount equal to the value of such fractional share of Common Stock based on the Common Share Value.

  • The number of shares of Common Stock into which a share of Series D-1 Preferred Stock may be converted shall be equal to the quotient of (1) $500 plus accrued and unpaid dividends on such shares of Series D-1 Preferred Stock to the Conversion Time (as hereinafter defined) divided by (2) the Common Share Value.


More Definitions of Common Share Value

Common Share Value means $12,538,700.
Common Share Value means the average of the Closing Price of the Common Stock for the five (5) consecutive Trading Days immediately preceding the Redemption Date; provided, however, that in the event that the Closing Price of Common Stock cannot be determined pursuant to subsection (d)(i) hereof, the " Common Share Value" shall mean the fair market value of a share of Common Stock on the Redemption Date as agreed to by the Corporation, on the one hand, and the holders of a majority of the shares of Series B-1 Preferred Stock that are subject to redemption (voting or consenting in writing as a separate class), on the other hand; and provided further, however, that if the Corporation and such holders are unable to so agree within 10 days after the Redemption Date, then the fair market value of a share of Common Stock shall be determined by an independent nationally-recognized investment banking firm mutually acceptable to the Corporation, on the one hand, and the holders of a majority of the shares of Series B-1 Preferred Stock that are subject to redemption (voting or consenting in writing as a separate class), on the other hand, or if the Corporation and such holders are unable to so agree within 5 days, by an independent nationally-recognized investment banking firm selected by the American Arbitration Association. (iii) " Trading Day," with respect to a securities exchange or automated quotation system, means a day on which such exchange or system is open for a full day of trading. 7.
Common Share Value means the amount in cash and/or the fair market value of the equity securities to be distributed per one (1) Common Share in connection with the Change of Control transaction (including all securities that are converted into Common Stock, and exercised in the case of outstanding options and warrants, including by acceleration of grant or vesting, but excluding the shares of equity securities of the Company issuable upon the conversion of the Note or other convertible securities issued for capital raising purposes (e.g., other convertible notes and Simple Agreements for Future Equity)).
Common Share Value means the average Daily Price of a Common Share for the ten (10) trading days ending on the date that is five (5) trading days immediately preceding the First Closing Date; provided that, in no event shall the Common Share Value be less than the Floor Price or more than the Ceiling Price, and if the average Daily Price so determined is less than the Floor Price, then the Common Share Value will be the Floor Price and if the average Daily Price so determined exceeds the Ceiling Price, then the Common Share Value will be the Ceiling Price.
Common Share Value means the fair market value of a share of Common Stock on the Redemption Date as agreed to by the Company, on the one hand, and the holders of a majority of the shares of Series B Preferred Stock that are subject to redemption (voting or consenting in writing as a separate class), on the other hand; provided, further, that if the Company and such holders are unable to so agree within 10 days after the Redemption Date, the fair market value of a share of Common Stock shall be determined by an independent nationally-recognized investment banking firm mutually acceptable to the Company, on the one hand, and the holders of a majority of the shares of Series B Preferred Stock that are subject to redemption (voting or consenting in writing as a separate class), on the other hand, or if the Company and such holders are unable to so agree within 5 days, by an independent nationally-recognized investment banking firm selected by the American Arbitration Association.
Common Share Value has the meaning specified in Section 9.2.

Related to Common Share Value

  • Share Value means $25.00 plus declared and unpaid dividends as at the date of the Trigger Event.

  • Per Share Value means the average value of the consideration to be received in respect of each outstanding Common Share pursuant to the Qualifying Transaction as determined by mutual agreement of the Independent Directors (as defined in Section 2(b)(ii) below) and the holders of not less than 50% in interest of all outstanding warrants to purchase Common Shares containing this provision, or, if they shall fail to agree, by an Investment Bank.

  • Common Share means one share of the common stock of the Company.

  • Class A Ordinary Share Value means, as of the close of business on the day preceding the date, the volume weighted average trading price of the Class A Ordinary Shares on all trading platforms or trading systems on which the Class A Ordinary Shares are being traded over the forty-five (45) trading days then ended, provided, that if the total aggregate trading volume over such 45-trading-day period is less than 5% of the public float, such period shall be extended to the ninety (90) trading days then ended, provided, further, if the total aggregate trading volume over such 90-trading-day period is less than 5% of the public float, the holder of the Class B Ordinary Shares shall request that the Board obtain an appraisal of the value of the Class A Ordinary Shares from one or more independent nationally-recognized third party appraisal companies and such appraisal shall constitute the Class A Ordinary Share Value.

  • Common Share Price means the volume weighted average closing price of the Common Stock (as reported by the Primary Exchange on which the Common Stock is then traded) for the ten (10) trading days immediately preceding the date on which the determination is made (or, if such price is not available, as determined in good faith by the Board of Directors).

  • Common Stock Price means the volume weighted average closing price of the Common Stock as reported by the NYSE American for the 10 trading days immediately preceding the date on which the determination is made.

  • Per Share Market Value means on any particular date (a) the last closing bid price per share of the Common Stock on such date on the OTC Bulletin Board or another registered national stock exchange on which the Common Stock is then listed, or if there is no such price on such date, then the closing bid price on such exchange or quotation system on the date nearest preceding such date, or (b) if the Common Stock is not listed then on the OTC Bulletin Board or any registered national stock exchange, the last closing bid price for a share of Common Stock in the over-the-counter market, as reported by the OTC Bulletin Board or in the National Quotation Bureau Incorporated or similar organization or agency succeeding to its functions of reporting prices) at the close of business on such date, or (c) if the Common Stock is not then reported by the OTC Bulletin Board or the National Quotation Bureau Incorporated (or similar organization or agency succeeding to its functions of reporting prices), then the average of the "Pink Sheet" quotes for the five (5) Trading Days preceding such date of determination, or (d) if the Common Stock is not then publicly traded the fair market value of a share of Common Stock as determined by an Independent Appraiser selected in good faith by the Majority Holders; provided, however, that the Issuer, after receipt of the determination by such Independent Appraiser, shall have the right to select an additional Independent Appraiser, in which case, the fair market value shall be equal to the average of the determinations by each such Independent Appraiser; and provided, further that all determinations of the Per Share Market Value shall be appropriately adjusted for any stock dividends, stock splits or other similar transactions during such period. The determination of fair market value by an Independent Appraiser shall be based upon the fair market value of the Issuer determined on a going concern basis as between a willing buyer and a willing seller and taking into account all relevant factors determinative of value, and shall be final and binding on all parties. In determining the fair market value of any shares of Common Stock, no consideration shall be given to any restrictions on transfer of the Common Stock imposed by agreement or by federal or state securities laws, or to the existence or absence of, or any limitations on, voting rights.

  • 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.

  • Per Share Amount has the meaning set forth in Section 2.2.1 hereof.

  • Common Stock Consideration has the meaning set forth in Section 1.6(b).

  • Per Share Price shall have the meaning set forth in Section 2.1.

  • Common Shares means the common shares in the capital of the Corporation;

  • 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.

  • Ordinary Share means a Class A Ordinary Share or a Class B Ordinary Share;

  • Newco Common Stock means the common stock, par value $.01 per share, of Newco.

  • Common Stock means the common stock of the Company.

  • Per Share Stock Consideration has the meaning set forth in Section 3.01(a)(i).

  • Reference Share Price means, on any day, the closing price of a Reference Share on the primary exchange on which the Reference Share is traded, as reported by such exchange, provided that if the primary exchange on which a particular Reference Share is traded is not open for trading on that day, if there is no closing price on that day or if there is a market disruption event affecting such Reference Share on that day, the closing price on the immediately preceding day on which such exchange is open for trading (and for which there is a closing price and no market disruption event) will be used, except if this occurs on the Issue Date or an Average Valuation Date, in which case the closing price on the immediately following day on which such exchange is open for trading (and for which there is a closing price and no market disruption event) will be used, up to a maximum postponement of five Business Days. If the closing of the primary exchange, the absence of a closing price or the market disruption event should last for five Business Days, the closing price of the relevant Reference Share will be a price determined on such fifth Business Day by the Calculation Agent in its sole discretion and in good faith using market-accepted practices.

  • 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.

  • Per Share Cash Amount for purposes of this Section 2(b) means an amount equal to the sum of (I) the average of the closing price of the Common Stock for the 20 trading days immediately preceding the date of the Change in Control and (II) any cash dividend payable on a share of Common Stock during the 20 trading-day period described in the foregoing. If settlement of the Performance Share Units may not be made within the period specified in this Section 2(b) due to the limitation in Section 14(t)(iii)(A) of the Plan, such settlement shall be made in accordance with Section 5 of the Agreement.

  • Pubco Common Stock means all classes and series of common stock of Pubco, including the Class A Common Stock and Class B Common Stock.

  • Ordinary Shares Equivalents means any securities of the Company or the Subsidiaries which would entitle the holder thereof to acquire at any time Ordinary Shares, including, without limitation, any debt, preferred stock, right, option, warrant or other instrument that is at any time convertible into or exercisable or exchangeable for, or otherwise entitles the holder thereof to receive, Ordinary Shares.

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

  • Amalco Common Shares means common shares in the capital of Amalco;