Flip-In Trigger Date definition

Flip-In Trigger Date shall have the meaning set forth in Section 11(a)(iii) hereof.

Flip-In Trigger Date shall have the meaning set forth in Section 11(a)(iii) (Adjustment of Purchase Price; Number and Kind of Shares or Number of Rights -- Certain Adjustments).

Flip-In Trigger Date shall have the meaning set forth in Section 11(a)(iii) (Adjustment of Purchase Price; Number and Kind of Shares or Number of Rights — Certain Adjustments).

Examples of Flip-In Trigger Date in a sentence

• For purposes of this Section 11(a)(iii), the value of the Common Stock shall be the Current Market Price per share of the Common Stock on the Flip-In Trigger Date and the value of any Common Stock Equivalent shall be deemed to have the same value as the Common Stock on such date.

• For purposes of this Section 11(a)(iii), the value of the Common Stock shall be the Current Market Price per share of the Common Stock on the Flip-In Trigger Date and the per share or per unit value of any Common Stock Equivalent shall be deemed to equal the Current Market Price per share of the Common Stock on such date.

• If the Board of Directors of the Company shall determine in good faith that it is likely that sufficient additional shares of Common Stock could be authorized for issuance upon exercise in full of the Rights, the 30-day period set forth above may be extended to the extent necessary, but not more than 90 days after the Flip-In Trigger Date, in order that the Company may seek stockholder approval for the authorization of such additional shares (such period, as it may be extended, the "Substitution Period").

• If the Board of Directors of the Company determines in good faith that it is likely that sufficient additional Common Shares could be authorized for issuance upon exercise in full of the Rights, the 30-day period set forth above may be extended to the extent necessary, but not to more than 120 days after the Flip-In Trigger Date, in order that the Company may seek stockholder approval for the authorization of such additional shares (such period, as it may be extended, the "Substitution Period").

• For purposes of this Section 11(a)(iii), the value of the Common Shares shall be the current per share market price (as determined pursuant to Section 11(d) hereof) of the Common Shares on the Flip-In Trigger Date, and the value of any common share equivalent shall be deemed to have the same value as the Common Shares on such date.

• If the Board of Directors of the Company shall determine in good faith that it is likely that sufficient additional shares of Common Stock could be authorized for issuance upon exercise in full of the Rights, the 30-day period set forth above may be extended to the extent necessary, but not more than 90 days after the Flip-In Trigger Date, in order that the Company may seek shareholder approval for the authorization of such additional shares (such period, as it may be extended, the "Substitution Period").

• If the Board of Directors of the Company shall determine in good faith that it is likely that sufficient additional shares of Common Stock could be authorized for issuance upon exercise in full of the Rights, the 30-day period set forth above may be extended to the extent necessary, but not more than 90 days after the Flip-In Trigger Date, in order that the Company may seek stockholder approval for the authorization of such additional shares (such period, as it may be extended, the “Substitution Period”).

• For purposes of this Section 11(a)(iii), the value of each Adjustment Share shall be the Current Market Price per share of Common Stock on the Flip-In Trigger Date, and the value of any Common Stock Equivalent shall be deemed to equal the Current Market Price per share of the Common Stock on such date.

• For purposes of this Section 11(a)(iii), the value of the Common Shares of the Company shall be the current per share market price (as determined pursuant to Section 11(d) hereof) of the Common Shares of the Company on the Flip-In Trigger Date, and the value of any common share equivalent shall be deemed to have the same value as the Common Shares of the Company on such date.

• For purposes of this Section 11(a)(iii), the per share of Common Stock shall be the Current Market Price per share of the Common Stock (as determined pursuant to Section 11(d) hereof) on the Flip-In Trigger Date and the per share or fractional value of any “Common Stock Equivalent” shall be deemed to equal the current per share market price of the Common Stock.

More Definitions of Flip-In Trigger Date

Flip-In Trigger Date shall have the meaning set forth in Section 11(a)(iii) hereof; "Nasdaq" shall have the meaning set forth in Section 11(d)(i) hereof; "Principal Party" shall have the meaning set forth in Section 13(b) hereof; "Purchase Price" shall have the meaning set forth in Section 4(a) hereof; "Record Date" shall have the meaning set forth in the preamble; "Redemption Price" shall have the meaning set forth in Section 23(a)(i) hereof; "Rights" shall have the meaning set forth in the preamble; "Rights Agent" shall have the meaning set forth in the preamble; "Rights Certificates" shall have the meaning set forth in Section 3(a) hereof; "Spread" shall have the meaning set forth in Section 11(a)(iii) hereof; "Substitution Period" shall have the meaning set forth in Section 11(a)(iii) hereof; "Summary of Rights" shall have the meaning set forth in Section 3(b) hereof; and "Trading Day" shall have the meaning set forth in Section 11(d)(i) hereof. Any determination required by the definitions contained in this Section 1 shall be made by the Board in their good faith judgment, which determination shall be final and binding on the Rights Agent.

Flip-In Trigger Date shall have the meaning set forth in Section 11(a)(iii) hereof. (pp) “Flip-Over Event” shall mean any event described in clause (x), (y) or (z) of Section 13(a) hereof. (qq) “Minimum Tender Condition” shall have the meaning set forth in Section 1(yy) hereof. (rr) “NASDAQ” shall mean The NASDAQ Stock Market LLC. (ss) “Notional Common Shares” shall have the meaning set forth in Section 1(x) hereof. (tt) “NYSE” shall mean the New York Stock Exchange, Inc. (uu) “Outside Meeting Date” shall have the meaning set forth in Section 23(c)(iii) hereof. (vv) “Person” shall mean any individual, firm, corporation, partnership (general or limited), limited liability company, limited liability partnership, association, unincorporated organization, trust or other legal entity, including (i) any syndicate or group deemed to be a Person under Section 13(d)(3) of the Exchange Act and Rule 13d-5(b) thereunder; and (ii) any successor (by merger or otherwise) of any such firm, corporation, partnership (general or limited), limited liability company, limited liability partnership, association, unincorporated organization, trust or other group or entity. (ww) “Preferred Stock” shall mean the Series A Junior Participating Preferred Stock of the Company, having the voting rights, powers, designations, preferences and relative, participating, optional or other special rights and qualifications, limitations and restrictions set forth in the Articles of Amendment. (xx) “Principal Party” shall have the meaning set forth in Section 13(b) hereof. (yy) “Qualifying Offer” shall mean an offer determined by the Board in good faith to be: