Per Common Share Price definition

Per Common Share Price has the meaning assigned in Section 2.03(a).
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Per Common Share Price shall have the meaning set forth in Section 1.5(c).
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Per Common Share Price means (i) the Aggregate Common Shares Consideration, divided by (ii) the Fully Diluted Common Shares Number.
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Examples of Per Common Share Price in a sentence

  • The Company hereby grants to Sub an irrevocable option (the "Common Share Option") to purchase for a per share price equal to the per share Merger Consideration (the "Per Common Share Price") in cash a number of shares of Company Common Stock (the "Optioned Common Shares") equal to the Applicable Common Share Amount.

  • The provisions of this Section 3(d)(ii) shall similarly apply to successive issuances of Convertible Securities or Common Stock Equivalents with an Aggregate Per Common Share Price less than (x) the Conversion Price then in effect and (y) the VWAP for the last full Trading Day immediately preceding such issuance or sale.

  • The Company hereby grants to ---------------------------- Purchaser an irrevocable option (the "Common Share Option") to purchase for a price of $8.50 per share (the "Per Common Share Price") in cash a number of Company Common Shares (the "Optioned Common Shares") equal to the Applicable Common Share Amount.

  • The above provisions of this Section 3(d) shall similarly apply to successive issuances of Additional Shares of Common Stock at a price per share less than the Conversion Price then in effect and successive issuances of Convertible Securities or Common Stock Equivalents with an Aggregate Per Common Share Price less than the Conversion Price then in effect.

  • The Board of Directors of the Company has received the opinions of Goldman, Sachs & Co. and UBS Securities LLC, each dated the date of thxx Xxxxemxxx, to the effect that, as of such date, the Per Common Share Price is fair, from a financial point of view, to the holders of Company Common Stock, signed copies of which opinions will be delivered to Parent solely for informational purposes following receipt thereof by the Company.

  • Subject to Section 3.7 and Article XI, each unexpired Stock Option outstanding immediately prior to the Effective Time shall, effective as of the Effective Time, be converted into the right to receive, without interest, for each share of Company Common Stock subject thereto, the Per Common Share Price less the per share exercise price of such Stock Option (in each case, the "Option Consideration"), as and when received by the holders of the shares of Company Common Stock.

  • For purposes of this Section 6.5, the “Option Exchange Ratio” means the Per Common Share Price (in the case of Company Options with respect to Ordinary Shares) or Per X Share Price (in the case of Company Options with respect to X Shares) divided by the 30 Day Average Price.

  • The Payment Fund shall be held and managed by the Paying Agent in accordance with the terms and conditions set forth in the Paying Agent Services Agreement for the purpose of paying the Per Preferred Share Price or the Per Common Share Price to the holders of NEXA Shares, as applicable.

  • Notwithstanding the foregoing, as of the Amendment No. 5 Effective Date, no Lender may be both a Class A Revolving Credit Lender and a Class B Revolving Credit Lender.

  • Subject to Section 3.7 and Article XI, each unexpired Warrant outstanding immediately prior to the Effective Time shall, effective as of the Effective Time, be converted into the right to receive, without interest, for each share of Company Common Stock subject thereto, the Per Common Share Price less the per share exercise price of such Warrant (but not less than $0) (in each case, the "Warrant Consideration"), as and when received by the holders of the Company Common Stock.


More Definitions of Per Common Share Price

Per Common Share Price means the quotient obtained by dividing: (a) the Net Purchase Price less the Aggregate Preferred Share Purchase Price by (b) the aggregate number of Shares of Stock outstanding immediately prior to the Closing (treating each Warrant as the full number of Shares of Stock into which such Warrant is exercisable as of the Closing without giving effect to any cashless or net exercise payment feature in any Warrant). The Per Common Share Price shall be set forth in the Allocation Schedule delivered pursuant to this Agreement.
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Related to Per Common Share Price

  • Common Share Price means the volume weighted average per share trading price of the Common Shares on the TSX for the 10 consecutive Trading Day period ending on the Trading Day immediately before the occurrence of a Trigger Event, or if the Common Shares are not then listed on the TSX, the principal stock exchange on which the Common Shares are then listed or quoted (being the stock exchange with the greatest volume of trading in the Common Shares during the previous six months), or if such shares are not listed or quoted on any stock exchange, or if no such trading prices are available, the Floor Price.

  • Per Share Price shall have the meaning set forth in Section 2.1.

  • Parent Share Price means the average of the volume weighted averages of the trading prices of Parent Common Shares on NYSE (as reported by Bloomberg L.P. or, if not reported therein, in another authoritative source mutually selected by Parent and the Company in good faith) on each of the 20 consecutive trading days ending on (and including) the trading day that is two trading days prior to the Closing Date.

  • Reference Share Price means, on any day, the closing price of a Reference Share on the primary exchange on which the Reference Share is traded, as reported by such exchange, provided that if the primary exchange on which a particular Reference Share is traded is not open for trading on that day, if there is no closing price on that day or if there is a market disruption event affecting such Reference Share on that day, the closing price on the immediately preceding day on which such exchange is open for trading (and for which there is a closing price and no market disruption event) will be used, except if this occurs on the Issue Date or an Average Valuation Date, in which case the closing price on the immediately following day on which such exchange is open for trading (and for which there is a closing price and no market disruption event) will be used, up to a maximum postponement of five Business Days. If the closing of the primary exchange, the absence of a closing price or the market disruption event should last for five Business Days, the closing price of the relevant Reference Share will be a price determined on such fifth Business Day by the Calculation Agent in its sole discretion and in good faith using market-accepted practices.

  • Initial 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 Initial Valuation Date, subject to adjustments that may be made pursuant to “DESCRIPTION OF THE NOTES – Adjustments and Exceptional Circumstances”.

  • Common Stock Price means, with respect to the Company and each of the Peer Companies, as of a particular date, the average of the Fair Market Value over the 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 of a share of common stock 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.

  • Purchaser Common Stock means the common stock, par value $0.01 per share, of Purchaser.

  • Buyer Common Stock means the common stock, par value $0.01 per share, of Buyer.

  • 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”.

  • Share Price means any price of the Share as published by the Exchange.

  • Common Share means one share of the common stock of the Company.

  • Closing Price Per Share means, with respect to the Common Stock, for any day, (i) the last reported sale price regular way on the Nasdaq National Market or, (ii) if the Common Stock is not quoted on the Nasdaq National Market, the last reported sale price regular way per share or, in case no such reported sale takes place on such day, the average of the reported closing bid and asked prices regular way, in either case, on the principal national securities exchange on which the Common Stock is listed or admitted to trading, or (iii) if the Common Stock is not quoted on the Nasdaq National Market or listed or admitted to trading on any national securities exchange, the average of the closing bid prices in the over-the-counter market as furnished by any New York Stock Exchange member firm selected from time to time by the Company for that purpose.

  • Per Share Purchase Price equals $1.00, subject to adjustment for reverse and forward stock splits, stock dividends, stock combinations and other similar transactions of the Common Stock that occur after the date of this Agreement.

  • Ordinary Share means a Class A Ordinary Share or a Class B Ordinary Share;

  • Class A Ordinary Share Value means, as of the close of business on the day preceding the date, the volume weighted average trading price of the Class A Ordinary Shares on all trading platforms or trading systems on which the Class A Ordinary Shares are being traded over the forty-five (45) trading days then ended, provided, that if the total aggregate trading volume over such 45-trading-day period is less than 5% of the public float, such period shall be extended to the ninety (90) trading days then ended, provided, further, if the total aggregate trading volume over such 90-trading-day period is less than 5% of the public float, the holder of the Class B Ordinary Shares shall request that the Board obtain an appraisal of the value of the Class A Ordinary Shares from one or more independent nationally-recognized third party appraisal companies and such appraisal shall constitute the Class A Ordinary Share Value.

  • Per Share Value means the average value of the consideration to be received in respect of each outstanding Common Share pursuant to the Qualifying Transaction as determined by mutual agreement of the Independent Directors (as defined in Section 2(b)(ii) below) and the holders of not less than 50% in interest of all outstanding warrants to purchase Common Shares containing this provision, or, if they shall fail to agree, by an Investment Bank.

  • Average Share Price means the average of the closing price per share of Class A Common Stock on the New York Stock Exchange on the Friday (or if Friday is not a trading day, the last trading day before such Friday) for each week of the calendar quarter ending on the Quarter Date.

  • Pubco Common Stock means all classes and series of common stock of Pubco, including the Class A Common Stock and Class B Common Stock.

  • Newco Common Stock means the common stock, par value $.01 per share, of Newco.

  • Seller Common Stock means the common stock, par value $0.01 per share, of Seller.

  • Common Unit Price has the meaning specified in Section 2.1(b).

  • Merger price per share means, in the case of a merger, consolidation, sale, exchange or other disposition of assets that results in a Change of Control or going private transaction (a “Merger”), the greater of (i) the fixed or formula price for the acquisition of shares of common stock occurring pursuant to the Merger, and (ii) the highest fair market value per share of common stock during the ninety-day period ending on the date of such Change of Control or going private transaction. Any securities or property which are part or all of the consideration paid for shares of common stock pursuant to the Merger shall be valued in determining the merger price per share at the higher of (A) the valuation placed on such securities or property by the Company, person or other entity which is a party with the Company to the Merger, or (B) the valuation placed on such securities or property by the Committee.

  • Class C Ordinary Share shall have the meaning ascribed to it in Section 2.4(a).

  • Per Share Amount has the meaning set forth in Section 3.01(c).

  • Per Share Market Value means on any particular date (a) the last closing bid price per share of the Common Stock on such date on the OTC Bulletin Board or another registered national stock exchange on which the Common Stock is then listed, or if there is no such price on such date, then the closing bid price on such exchange or quotation system on the date nearest preceding such date, or (b) if the Common Stock is not listed then on the OTC Bulletin Board or any registered national stock exchange, the last closing bid price for a share of Common Stock in the over-the-counter market, as reported by the OTC Bulletin Board or in the National Quotation Bureau Incorporated or similar organization or agency succeeding to its functions of reporting prices) at the close of business on such date, or (c) if the Common Stock is not then reported by the OTC Bulletin Board or the National Quotation Bureau Incorporated (or similar organization or agency succeeding to its functions of reporting prices), then the average of the "Pink Sheet" quotes for the five (5) Trading Days preceding such date of determination, or (d) if the Common Stock is not then publicly traded the fair market value of a share of Common Stock as determined by an Independent Appraiser selected in good faith by the Majority Holders; provided, however, that the Issuer, after receipt of the determination by such Independent Appraiser, shall have the right to select an additional Independent Appraiser, in which case, the fair market value shall be equal to the average of the determinations by each such Independent Appraiser; and provided, further that all determinations of the Per Share Market Value shall be appropriately adjusted for any stock dividends, stock splits or other similar transactions during such period. The determination of fair market value by an Independent Appraiser shall be based upon the fair market value of the Issuer determined on a going concern basis as between a willing buyer and a willing seller and taking into account all relevant factors determinative of value, and shall be final and binding on all parties. In determining the fair market value of any shares of Common Stock, no consideration shall be given to any restrictions on transfer of the Common Stock imposed by agreement or by federal or state securities laws, or to the existence or absence of, or any limitations on, voting rights.

  • Amalco Common Shares means the common shares in the capital of Amalco;