Subsequent Issuance Price definition

Subsequent Issuance Price means, for purposes of determination of any Dilutive Issuance or Weighted-Average Anti-Dilution Adjustment, Full Ratchet Anti-Dilution Adjustment or Below-Market Anti-Dilution Adjustment, the amount actually paid or payable for one share of Common Stock upon the issuance or deemed issuance thereof by the Company. Such amount shall be determined in accordance with the following provisions:
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Subsequent Issuance Price means the lowest net price per share received by the General Partner in respect of any issuance by the General Partner of Common Stock or Common Stock Equivalents subsequent to the issuance of the Conversion Shares and on or prior to the Trading Valuation Date; provided that such calculation shall exclude (i) the effect of any Common Stock or Common Stock Equivalents to the extent previously included in the calculation of the Conversion Price, (ii) any issuances of Common Stock or Common Stock Equivalents in the ordinary course of business in connection with an Employee Benefits Plan and (iii) any issuances of rights in connection with General Partner’s shareholder rights plan (provided such rights have not separated from the Common Stock and no triggering event under the rights plan has occurred). In no event shall the General Partner issue or propose to issue Common Stock or Common Stock Equivalents during the period beginning on the tenth Trading Day prior to the Value Differential Valuation Period and ending on the tenth Trading Day following the Valuation Differential Valuation Period (other than (i) any issuance of Common Stock pursuant to a Common Stock Equivalent to the extent such Common Stock Equivalent was previously outstanding on the tenth Trading Day prior to the Valuation Differential Valuation Period, (ii) any issuance of Common Stock or Common Stock Equivalents in the ordinary course of business in connection with an Employee Benefits Plan and (iii) any issuance of rights in connection with General Partner’s shareholder rights plan (provided such rights
Sample 1
Subsequent Issuance Price means an amount equal to the sum of (i) the product of (a) the Percentage Interest (as defined in, and as reflected in the applicable schedule to, the relevant Green Tree Agreement) of the relevant Seller in the relevant Green Tree Entity or Series (as defined in the relevant Green Tree Agreement) as of the date of this Agreement and (b) the aggregate capital contributions or amounts paid, as applicable, by the Initial Members (as defined in the relevant Green Tree Agreement) in connection with such Subsequent Issuance (such product, the "Initial Price") and (ii) an additional amount on the Initial Price at a rate equal to the Prime Rate plus 2% from the date each such capital contribution was made or amount paid, as applicable, prorated based upon the actual number of days elapsed. For purposes of this definition, the term "Green Tree Agreement" shall be deemed to include the schedules to such Green Tree Agreement.
Sample 1

Examples of Subsequent Issuance Price in a sentence

  • If the number of shares of Common Stock to be issued to the holder of any Convertible Security upon conversion thereof is based on a rate or ratio of exchange instead of a dollar amount per share of Common Stock, such rate or ratio shall be utilized for appropriately and equitably determining the effective Conversion Price or Exchange Price expressed as a dollar amount per share of Common Stock for purposes of determining the Subsequent Issuance Price.

  • The quarterly financial information presented herein should be read in conjunction with Allscripts' audited consolidated financial statements and the accompanying notes included in our Annual Report on Form 10-K.

Related to Subsequent Issuance Price

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

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

  • Net Issuance Proceeds means, in respect of any issuance of debt or equity, cash proceeds (including cash proceeds as and when received in respect of non-cash proceeds received or receivable in connection with such issuance), net of underwriting discounts and reasonable out-of-pocket costs and expenses paid or incurred in connection therewith in favor of any Person not an Affiliate of Borrower.

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

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

  • Initial Conversion Price has the meaning specified in Section 13.01.

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

  • 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:

  • Current Warrant Price means, in respect of a share of Common Stock at any date herein specified, the price at which a share of Common Stock may be purchased pursuant to this Warrant on such date.

  • 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).

  • Alternate Adjusted Regular Purchase Share Limit means, with respect to a Regular Purchase made pursuant to Section 2(a) hereof, the maximum number of Purchase Shares which, taking into account the applicable per share Purchase Price therefor calculated in accordance with this Agreement, would enable the Company to deliver to the Investor, on the applicable Purchase Date for such Regular Purchase, a Regular Purchase Notice for a Purchase Amount equal to, or as closely approximating without exceeding, One Hundred Fifty Thousand Dollars ($150,000).

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

  • Initial Exercise Price shall have the meaning set forth in Section 2.4.1.

  • Alternate Conversion Price means, with respect to any Alternate Conversion that price which shall be the lowest of (i) the applicable Conversion Price as in effect on the applicable Conversion Date of the applicable Alternate Conversion, and (ii) the greater of (x) the Floor Price and (y) 80% of the lowest VWAP of the Common Stock during the five (5) consecutive Trading Day period ending and including the Trading Day immediately preceding the delivery or deemed delivery of the applicable Conversion Notice (such period, the “Alternate Conversion Measuring Period”). All such determinations to be appropriately adjusted for any stock dividend, stock split, stock combination, reclassification or similar transaction that proportionately decreases or increases the Common Stock during such Alternate Conversion Measuring Period.

  • 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”.

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

  • Event Issue Value means, with respect to any Common Unit as of any date of determination, (i) in the case of a Revaluation Event that includes the issuance of Common Units pursuant to a public offering and solely for cash, the price paid for such Common Units, or (ii) in the case of any other Revaluation Event, the Closing Price of the Common Units on the date of such Revaluation Event or, if the General Partner determines that a value for the Common Unit other than such Closing Price more accurately reflects the Event Issue Value, the value determined by the General Partner.

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

  • Warrant Share Delivery Date shall have the meaning set forth in Section 2(d)(i).

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

  • Applicable Price means the highest of (i) the highest price per share of Issuer Common Stock paid for any such share by the person or groups described in Section 8(d)(i), (ii) the price per share of Issuer Common Stock received by holders of Issuer Common Stock in connection with any merger or other business combination transaction described in Section 7(b)(i), 7(b)(ii) or 7(b)(iii), or (iii) the highest closing sales price per share of Issuer Common Stock quoted on the Nasdaq National Market (or if Issuer Common Stock is not quoted on the Nasdaq National Market, the highest bid price per share as quoted on the principal trading market or securities exchange on which such shares are traded as reported by a recognized source chosen by Holder) during the 60 business days preceding the Request Date; provided, however, that in the event of a sale of less than all of Issuer's Assets, the Applicable Price shall be the sum of the price paid in such sale for such assets and the current market value of the remaining assets of Issuer as determined by an independent nationally recognized investment banking firm selected by Holder and reasonably acceptable to Issuer (which determination shall be conclusive for all purposes of this Agreement), divided by the number of shares of the Issuer Common Stock outstanding at the time of such sale. If the consideration to be offered, paid or received pursuant to either of the foregoing clauses (i) or (ii) shall be other than in cash, the value of such consideration shall be determined in good faith by an independent nationally recognized investment banking firm selected by Holder and reasonably acceptable to Issuer, which determination shall be conclusive for all purposes of this Agreement.

  • Make-Whole Acquisition Stock Price means the consideration paid per share of Common Stock in a Make-Whole Acquisition. If such consideration consists only of cash, the Make-Whole Acquisition Stock Price shall equal the amount of cash paid per share of Common Stock. If such consideration consists of any property other than cash, the Make-Whole Acquisition Stock Price shall be the average of the Closing Price per share of Common Stock on each of the 10 consecutive Trading Days up to, but not including, the Make-Whole Acquisition Effective Date.

  • VWAP Purchase Share Percentage means, with respect to any particular VWAP Purchase Notice pursuant to Section 1(c) hereof, the percentage set forth in the VWAP Purchase Notice which the Buyer will be required to buy as a specified percentage of the aggregate shares traded on the Principal Market during normal trading hours up to the VWAP Purchase Share Volume Maximum on the VWAP Purchase Date subject to Section 1(c) hereof but in no event shall this percentage exceed thirty percent (30%) of such VWAP Purchase Date’s share trading volume of the Common Stock on the Principal Market during normal trading hours.

  • Initial Closing Price means the RI Closing Value of a Reference Item on the Strike Date

  • Issuance Notice Date means any Trading Day during the Agency Period that an Issuance Notice is delivered pursuant to Section 3(b)(i).

  • Make-Whole Price with respect to any Notes to be redeemed, means an amount equal to the greater of: