Later Issuance Price definition

Later Issuance Price means the lowest price per share of Common Stock paid or payable by any Person in the Future Equity Issuance, including, in the case of options, warrants, convertible preferred, convertible notes or other securities convertible, exchangeable or exercisable into or for Common Stock, the lowest price per share at which such conversion, exchange or exercise may occur on any future date.
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Later Issuance Price means the fair market value of the minimum amount of consideration deliverable by the purchaser in return for each share of Common Stock (or economic equivalent thereof). "Adjusted ADP" shall equal the product of (A) $7.048 (the "Initial ADP") and (B) a fraction, the numerator of which shall be the sum of the number of shares of Common Stock outstanding immediately prior to the Later Issuance plus the quotient obtained by dividing the aggregate Proceeds received by the Company in the Later Issuance by the Initial ADP, and the denominator of which shall be the sum of the number of shares of Common Stock outstanding immediately prior to the Later Issuance and the number of shares of Common Stock issued in the Later Issuance; provided that for each Later Issuance after and excluding the first Later Issuance occurring under this Agreement, the "Initial ADP" shall equal the Adjusted ADP calculated in connection with the immediately preceding Later Issuance. "Adjusted MTI Price" shall, with respect to each exercise of the MTI Investment Rights, equal the product of (A) the Amendment Date Price measured as of the date of such exercise (the "Initial Strike Price") and (B) a fraction, the numerator of which shall be the sum of the number of shares of Common Stock outstanding immediately prior to the Later Issuance plus the quotient obtained by dividing the Proceeds by the Initial Strike Price, and the denominator of which shall be the sum of the number of shares of Common Stock outstanding immediately prior to the Later Issuance and the number of shares of Common Stock issued in the Later Issuance; provided that for each Later Issuance after and excluding the first Later Issuance occurring under this Agreement with respect to such exercise of the MTI Investment Rights, the "Initial Strike Price" shall equal the Adjusted MTI Price calculated in connection with the immediately preceding Later Issuance. "Proceeds" shall equal the product of the Later Issuance Price and the number of shares of Common Stock issued in the Later Issuance. May [ ], 2004 Mechanical Technology Incorporated 000 Xxx Xxxxxx Xxxx Albany, NY 12205 Re: Amendment No. 1 to Main Agreement Ladies and Gentlemen: Reference is made to (i) that certain Agreement dated as of January 26, 2004 by and between Mechanical Technology Incorporated, a corporation organized under the laws of New York (together with its permitted successors, the "Company"), and Xxxxxxxx International, Ltd., a company organized under...
Sample 1
Later Issuance Price means the fair market value of the minimum amount of consideration deliverable by the purchaser in return for each share of Common Stock (or economic equivalent thereof). The “New Number” shall equal the number of shares of Common Stock (or economic equivalent thereof) issued or issuable in the Later Issuance; provided that in the case of derivative securities with net settlement, cash settlement or settlement other than through the issuance of the gross number of reference shares thereunder, the “New Number” shall be the gross number of reference shares of Common Stock (or economic equivalent thereof) thereunder. The “Weighted Later Issuance Price” shall be the quotient determined by dividing (A) the sum of (1) the product of 27,442,269, plus the number of shares issued upon conversion of the Series B Preferred Shares prior to the Later Issuance, multiplied by the Agreement Date Price, and (2) the product of the New Number multiplied by the Later Issuance Price, by (B) the sum of 27,442,269, plus the number of shares issued upon conversion of the Series B Preferred Shares prior to the Later Issuance and the New Number.
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Examples of Later Issuance Price in a sentence

  • From and after the date that any Holder delivers a Price Adjustment Notice (as defined in the Agreement) to the Company, each subsequent Conversion Stock Price shall equal the lesser of (a) the Conversion Stock Price calculated without regard to such Price Adjustment Notice and (b) the Later Issuance Price (as defined in the Agreement) specified in such Price Adjustment Notice less the Dividend Amount.


More Definitions of Later Issuance Price

Later Issuance Price means the fair market value of the minimum amount of consideration deliverable by the purchaser in return for each share of Common Stock (or economic equivalent thereof). The "New Number" shall equal the number of shares of Common Stock (or economic equivalent thereof) issued or issuable in the Later Issuance; provided that in the case of derivative securities with net settlement, cash settlement or settlement other than through the issuance of the gross number of reference shares thereunder, the "New Number" shall be the gross number of reference shares of Common Stock (or economic equivalent
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Related to Later Issuance Price

  • Issuance Price means the Sales Price less the Selling Commission.

  • Reference Pricei means the Reference Pricei of the relevant Basket Componenti as specified in

  • Reference Price means the Reference Price of the Underlying as specified in § 1 of the Product and Underlying Data.

  • Issuance Amount means the aggregate Sales Price of the Shares to be sold by the Agent pursuant to any Issuance Notice.

  • VWAP Purchase Price means the lesser of (i) the Closing Sale Price on the VWAP Purchase Date; or (ii) ninety-seven percent (97%) of volume weighted average price for the Common Stock traded on the Principal Market during normal trading hours on (A) the VWAP Purchase Date if the aggregate shares traded on the Principal Market on the VWAP Purchase Date have not exceeded the VWAP Purchase Share Volume Maximum and the Sale Price of Common Stock has not fallen below the VWAP Minimum Price Threshold (to be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction), or (B) the portion of the VWAP Purchase Date until such time as the sooner to occur of (1) the time at which the aggregate shares traded on the Principal Market has exceeded the VWAP Purchase Share Volume Maximum, or (2) the time at which the Sale Price of Common Stock falls below the VWAP Minimum Price Threshold (to be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction).

  • Conversion Price means as of any time, $1,000, divided by the Conversion Rate as of such time.

  • Adjusted Conversion Price means the lesser of the Fixed Conversion Price or the Floating Conversion Price one day prior to the record date set for the determination of stockholders entitled to receive dividends, distributions, rights or warrants as provided for in Sections 4(c)(ii), (iii) and (iv).

  • Weighted Average Price means, for any security as of any date, the dollar volume-weighted average price for such security on the Principal Market during the period beginning at 9:30:01 a.m., New York time (or such other time as the Principal Market publicly announces is the official open of trading), and ending at 4:00:00 p.m., New York time (or such other time as the Principal Market publicly announces is the official close of trading), as reported by Bloomberg through its “Volume at Price” function or, if the foregoing does not apply, the dollar volume-weighted average price of such security in the over-the-counter market on the electronic bulletin board for such security during the period beginning at 9:30:01 a.m., New York time (or such other time as such market publicly announces is the official open of trading), and ending at 4:00:00 p.m., New York time (or such other time as such market publicly announces is the official close of trading), as reported by Bloomberg, or, if no dollar volume-weighted average price is reported for such security by Bloomberg for such hours, the average of the highest closing bid price and the lowest closing ask price of any of the market makers for such security as reported on the Pink Open Market. If the Weighted Average Price cannot be calculated for a security on a particular date on any of the foregoing bases, the Weighted Average Price of such security on such date shall be the fair market value as mutually determined by the Company and the Holder. If the Company and the Holder are unable to agree upon the fair market value of such security, then such dispute shall be resolved pursuant to Section 12 with the term “Weighted Average Price” being substituted for the term “Exercise Price.” All such determinations shall be appropriately adjusted for any stock dividend, stock split, stock combination, reclassification or other similar transaction during the applicable calculation period.

  • Open Market Adjustment Amount shall have the meaning specified in Section 2(I).

  • VWAP Purchase Amount means, with respect to any particular VWAP Purchase Notice, the portion of the Available Amount to be purchased by the Buyer pursuant to Section 1(c) hereof pursuant to a valid VWAP Purchase Notice which requires the Buyer to buy the VWAP Purchase Share Percentage of the aggregate shares traded on the Principal Market during normal trading hours on the VWAP Purchase Date up to the VWAP Purchase Share Volume Maximum, subject to the VWAP Minimum Price Threshold.

  • Conversion Value means, with respect to Convertible Capital Appreciation Bonds, the Accreted Value as of the Conversion Date.

  • Fixed Conversion Price shall have the meaning set forth in Section 4(b).

  • Base Conversion Price shall have the meaning set forth in Section 5(b).

  • Cash sale price means the price of a good or service a retail buyer would pay if he or she paid for the good or service in cash, and that is stated in a retail installment contract or in a sales slip or other memorandum furnished by a retail seller to a retail buyer pursuant to a retail charge agreement for that good or service. The cash sale price may include any taxes and charges for delivery, installation, servicing, repairs, alterations, or improvements.

  • Applicable Conversion Price means the Conversion Price in effect at any given time.

  • Volume Weighted Average Price means, for any security as of any date, the daily dollar volume-weighted average price for such security on the Primary Market as reported by Bloomberg through its “Historical Prices – Px Table with Average Daily Volume” functions, or, if no dollar volume-weighted average price is reported for such security by Bloomberg, the average of the highest closing bid price and the lowest closing ask price of any of the market makers for such security as reported in the "pink sheets" by Pink Sheets LLC.

  • Underlying Reference Closing Price Value means, in respect of a SPS Valuation Date, the Closing Price in respect of such day.

  • New Conversion Price means the amount determined in accordance with the following formula, which shall apply from the QTE Effective Date: NCP = ECP * (VWAPAES / VWAPOS) where:

  • 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.

  • Exchange Price means as of any date, $1,000, divided by the Exchange Rate as of such date.

  • Daily Exchange Value means, for each of the 20 consecutive Trading Days during the Observation Period, one-twentieth (1/20) of the product of (a) the applicable Exchange Rate and (b) the Daily VWAP of the Common Stock (or the Reference Property, if applicable) on such day.

  • Early Preference Share Valuation Date means the date specified as such in the relevant Early Preference Share Redemption Notice which shall fall not less than one day and not more than 180 days following the day such Early Preference Share Redemption Notice is given. The Early Preference Share Redemption Notice may provide that such date is subject to adjustment in accordance with certain disruption or adjustment events, as determined by the Calculation Agent.

  • Cash Purchase Price has the meaning set forth in Section 2.1(b).

  • Dilutive Issuance Notice shall have the meaning set forth in Section 5(b).

  • Daily Conversion Value means, for each of the 40 consecutive Trading Days during the relevant Observation Period, 2.5% of the product of (a) the Conversion Rate on such Trading Day and (b) the Daily VWAP on such Trading Day.

  • Final Share Price for a Share means the Closing Price on the Exchange (or where such Exchange does not announce or publish a Closing Price, the last traded price, or, if necessary, the mid-market price) for that Share on the Final Valuation Date, subject to adjustments that may be made pursuant to “DESCRIPTION OF THE NOTES – Adjustments and Exceptional Circumstances”.