Proration Procedures definition

Proration Procedures means: (i) if Sufficient Clearing Orders exist, in the case of a Submitted Hold/Sell Order specifying a rate equal to the Winning Rate (A) the number of shares of ATP Series C to be the subject of an accepted Hold Order will be (1) the number of shares of ATP Series C subject to such Submitted Hold/Sell Order multiplied by (2) the total number of shares of ATP Series C that are neither the subject of a Submitted Buy Order or a Submitted Hold/Sell Order specifying a rate lower than the Winning Rate nor the subject of a Submitted Hold Order and divided by (3) the total number of shares of ATP Series C subject to Submitted Hold/Sell Orders that specified a rate equal to the Winning Rate, and (B) the number of shares of ATP Series C to be the subject of an accepted Sell Order will be the remaining number of shares of ATP Series C subject to such Submitted Hold/Sell Order, (ii) if Sufficient Clearing Orders exist, in the case of a Submitted Buy Order specifying a rate equal to the Winning Rate (A) the number of shares of ATP Series C to be the subject of an accepted Buy Order will be (1) the number of shares of ATP Series C subject to such Submitted Buy Order multiplied by (2) the difference between (x) the number of shares of ATP Series C that are the subject of a Submitted Sell Order or a Submitted Hold/Sell Order that specified a rate higher than the Winning Rate and (y) the number of shares of ATP Series C that are the subject of a Submitted Buy Order that specified a rate lower than the Winning Rate and divided by (3) the total number of shares of ATP Series C subject to Submitted Buy Orders that specified a rate equal to the Winning Rate, and (B) such Submitted Buy Order will not be accepted as to the remaining number of shares subject to such Submitted Buy Order, and (iii) if Sufficient Clearing Orders do not exist, in the case of a Submitted Hold/Sell Order specifying a rate higher than the Maximum Applicable Rate and in the case of a Submitted Sell Order (A) the number of shares of ATP Series C to be the subject of an accepted Sell Order will be (1) the number of shares of ATP Series C subject to such Submitted Hold/Sell Order or Submitted Sell Order multiplied by (2) the total number of shares of ATP Series C that are the subject of a Submitted Buy Order specifying a rate equal to or lower than the Maximum Applicable Rate and divided by (3) the total number of shares of ATP Series C subject to all Submitted Hold/Sell Orders that specified a rate highe...

Examples of Proration Procedures in a sentence

  • See the discussion in the Proxy Statement-Prospectus set forth under "The Merger—Election and Proration Procedures".

  • See the discussion in the Proxy Statement-Prospectus set forth under "The Merger—Election and Proration Procedures" and "The Merger Agreement—Factors Affecting the Amount of Consideration".

  • Seller and Purchaser agree to the Administration and Proration Procedures contained in attached Appendix C.

  • To find out more about these limits and the allocation method that will be used, please see Merger Consideration, Cash or Common Stock Election, Allocation and Proration Procedures: on pages 32, 33 and 37 of the Proxy Statement/Prospectus.

  • See the discussion in the Proxy Statement/Prospectus set forth under "THE MERGER—Election and Proration Procedures." As soon as practicable after the Election Deadline, the Exchange Agent shall determine the allocation of the cash and City National Common Stock portions of the Merger Consideration and shall notify City National of its determination.

  • See the discussion in the Proxy Statement-Prospectus set forth under "THE MERGER—Election and Proration Procedures." As soon as practicable after the Election Deadline, the Exchange Agent shall determine the allocation of the cash and First Community Common Stock portions of the Merger Consideration and shall notify First Community of its determination.