Control Premium Price definition

Control Premium Price as defined in Section 6.1.
Sample 1Sample 2
Control Premium Price shall be equal to the per share book value of the Investor’s equity interest in Summit, multiplied by the same multiple of book value as paid by the Company Acquirer for the stock or assets of the Company. For example, if the Company is sold to another entity for three times the Company’s book value, the Control Premium Price would be equal to three times the per share book value of the Investor’s equity interest in Summit.
Sample 1
Control Premium Price shall be equal to the per share book value of the Investor’s equity interest in the Bank, multiplied by the same multiple of book value as paid by the Company Acquirer for the stock or assets of the Company. For example, if the Company is sold to another entity for three times the Company’s book value, the Control Premium Price would be equal to three times the per share book value of the Investor’s equity interest in the Bank. In the event the consideration to be paid by the Company Acquirer is not comprised entirely of cash, then, for purposes of determining the Control Premium Price, any non-cash consideration shall be valued as agreed to by the parties or, absent such an agreement, the value provided in the applicable acquisition agreement or, if no value is provided, the VWAP of any publicly traded securities or the appraised fair market value of any other non-cash consideration. For purposes of this section, VWAP shall mean the volume weighted average price per share of such securities, rounded to the nearest one-hundredth of a cent, during the ninety (90) days prior to repurchase by the Company.
Sample 1

Examples of Control Premium Price in a sentence

  • The Company shall have the right to purchase all (but not less than all) of such shares at the fair market value thereof (determined as provided in Section 4.3(k) hereof) on the date of Executive's (or the Designated Beneficiary's) Notice hereunder; provided, however, that if the Transfer Price represents a Control Premium Price, the Company shall, if it wishes to exercise its right of first refusal hereunder, have the right to purchase the shares at the Control Premium Price.

  • Unless the Notice is given in conjunction with the exercise of registration rights hereunder, the Company shall, by written notice given by the Company to Executive or Designated Beneficiary within ten (10) business days after receipt of the Notice, indicate its intention to purchase the shares specified in the Notice, for cash at the fair market value per share as provided above or at the Control Premium Price, as the case may be.

  • If at any time after the date hereof and through the Fifth Anniversary there is a "Change of Control of the Company" (as defined below), the Company, or its successor, agrees to purchase from the Investors, and the Investors agree to sell to the Company, all of the Bank Stock then owned by the Investors at a price equal to the Control Premium Price, as defined below.

  • The Control Premium Price shall be equal to the book value of the Investors' equity interest in the Bank, multiplied by the same multiple of book value as paid by the Company Acquirer for the stock or assets of the Company.

  • If at any time after the date hereof and through the Fifth Anniversary there is a “Change of Control of the Company” (as defined below), the Company, or its successor, shall purchase from the Investors, and each Investor agrees to sell to the Company or its successor, all of the Summit Stock then owned by the Investors at a price per share equal to the Control Premium Price, as defined below.

  • For example, if the Company is sold to another entity for three times the Company's book value, the Control Premium Price would be equal to three times the per share book value of the Investors' equity interest in the Bank.

  • If at any time after the date hereof and through the Fifth Anniversary there is a "Change of Control of the Company" (as defined below), the Company, or its successor, agrees to purchase from the Investors, and the Investors agree to sell to the Company, all of the Bank Stock then owned by the Investors at a price per share equal to the Control Premium Price, as defined below.

  • James Gabriele, Chief Financial Officer of R.J. O’Brien Fund Management, LLC (“RJOFM”), Managing Owner of RJO Global Trust (the “Trust”), certify that (i) the attached annual report on Form 10-K fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended, and (ii) the information contained in the attached annual report on Form 10-K fairly presents, in all material respects, the financial condition and results of operations of the Trust.

  • The "Control Premium Price" shall be equal to the per share book value of the Investors' equity interest in the Bank, multiplied by the same multiple of book value as paid by the Company Acquirer for the stock or assets of the Company.

Related to Control Premium Price

  • Change of Control Price means the price per share of Common Stock offered to a holder thereof in conjunction with any transaction resulting in a Change of Control on a fully-diluted basis (as determined by the Leadership Development and Compensation Committee as constituted before the Change of Control, if any part of the offered price is payable other than in cash), or, in the case of a Change of Control occurring solely by reason of a change in the composition of the Board, the highest Fair Market Value of a share of Common Stock on any of the 30 trading days immediately preceding the date on which such Change of Control occurs.

  • Maximum Premium has the meaning set forth in Section 7.06(b).

  • Release Price As defined in Section 4.5(a).

  • Annual Premium means an amount specified in the Schedule, which is payable under the annual Premium payment mode under this Policy, excluding Extra Premium, if any and excluding service tax or any other taxes, cesses or levies, if any;

  • Prepayment Premium Period means the period during which, if a prepayment of principal occurs, a prepayment premium will be payable by Borrower to Lender. The Prepayment Premium Period is the period from and including the date of this Note until but not including the first day of the Window Period.

  • Change in Control Price means the highest price per share of Stock offered in conjunction with any transaction resulting in a Change in Control (as determined in good faith by the Committee if any part of the offered price is payable other than in cash) or, in the case of a Change in Control occurring solely by reason of a change in the composition of the Board, the highest Fair Market Value of the Stock on any of the 30 trading days immediately preceding the date on which a Change in Control occurs.

  • Change of Control Payment Date has the meaning provided in Section 4.15.

  • Change of Control Payment has the meaning set forth in Section 4.01(b).

  • Net Premium means the premium, net of reinsurance premiums paid, HRA and GME payments, and MCO tax expenses.

  • AMPS Basic Maintenance Amount, as of any Valuation Date, means the dollar amount equal to (i) the sum of (A) the product of the number of shares of AMPS and Other AMPS Outstanding on such Valuation Date multiplied by the sum of (a) $25,000 and (b) any applicable redemption premium attributable to the designation of a Premium Call Period; (B) the aggregate amount of cash dividends (whether or not earned or declared) that will have accumulated for each share of AMPS and Other AMPS Outstanding, in each case, to (but not including) the end of the current Dividend Period that follows such Valuation Date in the event the then current Dividend Period will end within 49 calendar days of such Valuation Date or

  • Initial Reference Price means the official closing price of the Underlying Share on Strike Date.

  • Base premium rate means, for each class of business as to a rating period, the lowest premium rate charged or that could have been charged under the rating system for that class of business by the small employer carrier to small employers with similar case characteristics for health benefit plans with the same or similar coverage.

  • Special Primary Insurance Premium With respect to any Special Primary Insurance Policy, the monthly premium payable thereunder. Statutory Trust Statute: Chapter 38 of Title 12 of the Delaware Code, 12 Del.C. §3801 et seq., as the same may be amended from time to time.

  • Premium Amount The amount of premium due to the Note Insurer in accordance with the terms of the Insurance Agreement.

  • Change of Control Payments means all change of control, bonus or other similar payments that are payable by the Company Group to any Person in conjunction with the consummation of the transactions contemplated hereby, together with any employer-paid portion of any employment and payroll taxes related thereto.

  • Fallback Reference Price (if the relevant parties have specified an alternate Commodity Reference Price in the Confirmation);

  • Premium Payment Date in respect of any Option, means the date on which the Premium is due and payable, as agreed to at the time the Option is entered into, as evidenced in a Confirmation.