Calculation of Adjustments. All adjustments to each Fixed Settlement Rate shall be calculated to the nearest 1/10,000th of a share of Common Stock. No adjustment in a Fixed Settlement Rate shall be required unless the adjustment would require an increase or decrease of at least one percent therein. If any adjustment is not required to be made by reason of this Section 5.01(d), then the adjustment shall be carried forward and taken into account in any subsequent adjustment; provided that on each Determination Date, adjustments to the Fixed Settlement Rates shall be made with respect to any such adjustment carried forward and which has not been taken into account before such Determination Date.
Appears in 9 contracts
Samples: Purchase Contract Agreement (Change Healthcare Inc.), Purchase Contract Agreement (BrightSpring Health Services, Inc.), Purchase Contract Agreement (Change Healthcare Inc.)
Calculation of Adjustments. All adjustments to each Fixed Settlement Rate shall be calculated to the nearest 1/10,000th of a share of Common Stock. No adjustment in a Fixed Settlement Rate shall be required unless the such adjustment would require an increase or decrease of at least one percent therein. If any adjustment is not required to be made by reason of this Section 5.01(d5.01(e), then the such adjustment shall be carried forward and taken into account in any subsequent adjustment; provided that on each Determination DateDate (including any date for determining the amount of cash payable in connection with a Merger Termination Redemption), adjustments to the each Fixed Settlement Rates Rate shall be made with respect to any such adjustment carried forward and which has not been taken into account before such Determination Date.
Appears in 2 contracts
Samples: Purchase Contract Agreement (Colfax CORP), Purchase Contract Agreement (International Flavors & Fragrances Inc)
Calculation of Adjustments. All adjustments to each Fixed Settlement Rate shall be calculated to the nearest 1/10,000th of a share of Class A Common Stock. No adjustment in a Fixed Settlement Rate shall be required unless the such adjustment would require an increase or decrease of at least one percent therein. If any adjustment is not required to be made by reason of this Section 5.01(d5.01(e), then the such adjustment shall be carried forward and taken into account in any subsequent adjustment; provided that on each Determination Date, adjustments to the each Fixed Settlement Rates Rate shall be made with respect to any such adjustment carried forward and which has not been taken into account before such Determination Date.
Appears in 2 contracts
Samples: Purchase Contract Agreement (Tyson Foods Inc), Purchase Contract Agreement (Hovnanian Enterprises Inc)
Calculation of Adjustments. All adjustments to each Fixed Settlement Rate shall be calculated to the nearest 1/10,000th of a share of Common StockSubordinate Voting Share. No adjustment in a Fixed Settlement Rate shall be required unless the adjustment would require an increase or decrease of at least one percent therein. If any adjustment is not required to be made by reason of this Section 5.01(d), then the adjustment shall be carried forward and taken into account in any subsequent adjustment; provided that on each Determination Date, adjustments to the Fixed Settlement Rates shall be made with respect to any such adjustment carried forward and which has not been taken into account before such Determination Date.
Appears in 2 contracts
Samples: Purchase Contract Agreement (GFL Environmental Inc.), Purchase Contract Agreement (GFL Environmental Holdings Inc.)
Calculation of Adjustments. All adjustments to each Fixed Settlement Rate shall be calculated to the nearest 1/10,000th of a share of Common Stock. No adjustment in a Fixed Settlement Rate shall be required unless the such adjustment would require an increase or decrease of at least one percent therein. If any adjustment is not required to be made by reason of this Section 5.01(d5.01(e), then the such adjustment shall be carried forward and taken into account in any subsequent adjustment; provided that on each Determination Date, adjustments to the each Fixed Settlement Rates Rate shall be made with respect to any such adjustment carried forward and which has not been taken into account before such Determination Date.
Appears in 1 contract
Samples: Purchase Contract Agreement (Brookdale Senior Living Inc.)
Calculation of Adjustments. All adjustments to each Fixed Settlement Rate shall be calculated to the nearest 1/10,000th of a share of Common Stock. No adjustment in a Fixed Settlement Rate shall be required unless the such adjustment would require an increase or decrease of at least one percent 1.0% therein. If any adjustment is not required to be made by reason of this Section 5.01(d), then the such adjustment shall be carried forward and taken into account in any subsequent adjustment; provided that on each Determination Dateany date for determining the number of shares of Common Stock issuable to a Holder, adjustments to the Fixed Settlement Rates shall be made with respect to any such adjustment carried forward and which has not been taken into account before such Determination Datedate of determination.
Appears in 1 contract
