Parent VWAP definition

Parent VWAP means the volume-weighted average closing price of the Parent Shares for the ten (10) trading days ending on the date two

Split View

AI-Powered Contracts

Draft, Review & Redline at the Speed of AI

Get StartedBook a Demo

Parent VWAP means the volume weighted average price per Parent Share on the NYSE (as reported on Bloomberg or, if not reported thereby, another alternative source as reasonably agreed by Parent and the Company) for the three (3) consecutive trading days ending on the trading day before the Effective Date.

Parent VWAP means the volume weighted average trading price of the Parent Shares on NASDAQ for the five (5) trading days ending on the third trading day prior to the Effective Date;

Examples of Parent VWAP in a sentence

• For purposes of such payment, the U.S. dollar value of each share of Acquiror Parent Common Stock shall equal the product of (i) the average of the Parent VWAP (as defined in the Merger Agreement) for the three consecutive trading days ending on the second trading day immediately preceding the Merger Closing Date (as calculated pursuant to and in accordance with the Merger Agreement) and (ii) 0.8575.

• No fractional Parent Shares shall be issued in connection with the Merger, but in lieu thereof, any Person who would otherwise be entitled to a fraction of a Parent Share (after aggregating for each particular Certificate or Book-Entry Share all fractional shares of Parent Shares to be received by such Person) shall receive from the Exchange Agent an amount in cash (rounded to the nearest whole cent), without interest, equal to the product of (i) such fraction and (ii) the Parent VWAP.

• In lieu of any such fractional security, each holder of shares of Company Shares otherwise entitled to a fraction of a Parent Share in accordance with the provisions of this Article III will be entitled to receive from the Exchange Agent a cash payment in an amount equal to the product of (i) such fractional part of a Parent Share multiplied by (ii) the 20-Day Parent VWAP Price.

• In lieu of any such fractional shares, each Stakeholder otherwise entitled to a fractional interest in a Parent Share shall be entitled to receive a cash payment in lieu thereof (rounded to the nearest cent), which payment shall be determined by multiplying (a) the Parent VWAP by (b) the fractional interest in a Parent Share such holder would otherwise be entitled to receive pursuant to Section 3.1(a).

• At the election of Parent, Parent may pay the cash value of the Per Share Equity Consideration (based on the Parent VWAP) that would otherwise be issued to a Seller that is a non-accredited investor.

More Definitions of Parent VWAP

Parent VWAP means the volume weighted average trading price per share of Parent Common Stock listed on the NASDAQ Stock Market based upon all NASDAQ Stock Market trades in Parent Common Stock during the primary trading session on the NASDAQ Stock Market beginning at 9:30 a.m., New York City time (or such other time as is the official open of trading on the NASDAQ Stock Market) and ending at 4:00 p.m., New York City time (or such other time as is the official close of trading on the NASDAQ Stock Market) taking into account any adjustments made to reported trades at or prior to 4:10 p.m., New York City time, but excluding any after-market trades, as reported by Bloomberg L.P. as displayed under the heading “Bloomberg VWAP” on the Bloomberg page (or any other recognized quotation source selected by Buyer in its sole discretion if such page is not available or is manifestly erroneous).

Parent VWAP has the meaning given to such term in Section 2.05(d) of this Agreement.

Parent VWAP means the average VWAP over the five trading days preceding the Closing Date. “VWAP” for purposes of this definition means, for a trading day, the dollar volume-weighted average price of a share of Parent Common Stock on the NASDAQ Global Select Market during the trading day beginning at 9:30:01 a.m., New York City time, and ending at 4:00:00 p.m., New York City time, as reported by Bloomberg through its "Volume at Price" function.

Parent VWAP means the volume-weighted average price of a single Parent Share for the 10-trading day period starting with the opening of trading on the 11th trading day prior to the date an indemnifiable Damage is finally determined pursuant to Section 10 and ending at the closing of trading on the trading day immediately prior to the date such indemnifiable Damage is finally determined pursuant to Section 10, as reported by Bloomberg.

Parent VWAP means the volume weighted average price of a Parent Share over the 10 trading days immediately preceding the

Parent VWAP means the average of the daily volume weighted average prices of one share of Parent Common Stock on the Nasdaq Stock Market as reported by Bloomberg L.P. for the period of 30 consecutive trading days immediately preceding the date that is two trading days prior to the Closing Date (as adjusted as appropriate to reflect any stock splits, stock dividends, combinations, reorganizations, reclassifications or similar events).

Parent VWAP means, with respect to any date of determination, the volume weighted average trading price of the shares of Parent Common Stock over the last completed Fiscal Quarter prior to such date on the principal national securities exchange upon which the shares of Parent Common Stock are then traded.