Average Parent Stock Price means the average of the volume weighted averages of the trading prices of Parent Common Stock, as such price is reported on the NYSE Composite Transaction Tape (as reported by Bloomberg Financial Markets or such other source as the parties shall agree in writing), for the 15 trading days ending on the third trading day immediately preceding the Effective Time.
Common Stock Price means, as of a particular date, the average of the Fair Market Value of one share of Common Stock over the fifteen (15) consecutive trading days ending on, and including, such date (or, if such date is not a trading day, the most recent trading day immediately preceding such date); provided, however, that if such date is the date upon which a Transactional Change of Control occurs, the Common Stock Price as of such date shall be equal to the fair value, as determined by the Committee, of the total consideration paid or payable in the transaction resulting in the Transactional Change of Control for one share of Common Stock.
Parent Stock Price means the average of the closing sale prices for a share of Parent Common Stock as quoted on the Nasdaq National Market (“Nasdaq”) for the five (5) consecutive trading days ending with the second trading day that precedes the Closing Date.
Relative Total Shareholder Return or “Relative TSR” means the Company’s TSR compared to the Peer Companies TSR on a relative basis. The Company and the Peer Companies from highest to lowest according to their respective TSRs will determine Relative TSR. After this ranking, the percentile performance of the Company relative to the Peer Companies will be determined using the Percentrank formula in Microsoft Excel.
Share Value means $25.00 plus declared and unpaid dividends as at the date of the Trigger Event.
Total Stockholder Return means the total return (change in share price plus reinvestment of any dividends) of a share of the Company’s common stock.
SpinCo Common Stock means the common stock, par value $0.01 per share, of SpinCo.
Total Shareholder Return means the total return (change in share price plus reinvestment of any dividends) of a Share.
Closing Average Share Value means the average, over the trading days in the Closing Average Period, of the closing price of the company’s stock multiplied by the Accumulated Shares for each trading day during the Closing Average Period.
Parent Class A Common Stock means the Class A Common Stock, par value $0.01 per share, of Parent.
Capital stock tax means a tax measured in any way by the capital of a corporation considered in its entirety.
Per Share Cash Consideration has the meaning set forth in Section 3.01(a)(ii).
Closing Stock Price means the Stock Price as of the last day of any Performance Measurement Period.
Parent Capital Stock means the Parent Common Stock and Parent Preferred Stock.
Closing Price has the meaning assigned to such term in Section 15.1(a).