Common use of Adjustments to Offer Price Clause in Contracts

Adjustments to Offer Price. The Offer Price shall be adjusted to the extent appropriate to reflect the effect of any stock split, division or subdivision of shares, stock dividend, reverse stock split, consolidation of shares, reclassification, recapitalization or other similar transaction (including any exercise of Rights (as defined in the Rights Plan)) with respect to the Shares occurring or having a record date on or after the date of this Agreement and prior to the payment by Merger Sub for the Shares; provided that this Section 1.1(h) shall not affect or supersede the provisions of Section 6.2.

Appears in 3 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Hospitality Distribution Inc), Agreement and Plan of Merger (Cec Entertainment Inc)

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Adjustments to Offer Price. The Offer Price shall be adjusted to the extent appropriate to reflect the effect of any stock split, division or subdivision of shares, stock dividend, reverse stock split, consolidation of shares, reclassification, recapitalization or other similar transaction (including any exercise of Rights (as defined in the Rights Plan)) with respect to the Shares occurring or having a record date on or after the date of this Agreement and prior to the payment by Merger Sub Purchaser for the Shares; provided that this Section 1.1(h) shall not affect or supersede the provisions of Section 6.25.1.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Verizon Communications Inc), Agreement and Plan of Merger (Terremark Worldwide Inc.)

Adjustments to Offer Price. The Offer Price shall be adjusted to the extent appropriate to reflect the effect of any stock split, division or subdivision of shares, stock dividenddividend (including any dividend or distribution of securities convertible into Company Common Stock), cash dividend (other than Permitted Dividends), reverse stock split, consolidation or combination of shares, reclassification, recapitalization or other similar transaction (including any exercise of Rights (as defined in the Rights Plan)) with respect to the Shares occurring or having a record date on or after the date of this Agreement and prior to the payment by Merger Sub for the SharesOffer Closing; provided provided, that this Section 1.1(h1.1(g) shall not affect or supersede the provisions of Section 6.26.1.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Precision Castparts Corp), Agreement and Plan of Merger (Titanium Metals Corp)

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Adjustments to Offer Price. The Offer Price shall be adjusted to the extent appropriate to reflect the effect of any stock split, division or subdivision of shares, stock dividend, reverse stock split, consolidation of shares, reclassification, recapitalization or other similar transaction (including any exercise of Rights (as defined in the Rights Plan)) with respect to the Shares occurring or having a record date on or after the date of this Agreement and prior to the payment by Merger Sub for the Shares; provided that this Section 1.1(h1.01(g) shall not affect or supersede the provisions of Section 6.26.01.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Castle Brands Inc)

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