Adjusted Trading Price definition

Adjusted Trading Price means the product of the Trading Price multiplied by the Adjustment Factor.
Adjusted Trading Price of the Securities means, on any date of determination, the average of the secondary market bid quotations per €1,000 principal amount of Securities obtained by the Conversion Agent at the request of the Company for €5,000,000 principal amount of Securities at approximately 3:30 p.m., New York City time, on such determination date from three independent nationally recognized securities dealers the Company selects; provided, that if at least three such bids cannot reasonably be obtained by the Conversion Agent, but two such bids can reasonably be obtained, then the average of these two bids shall be used; provided, further, that if at least two such bids cannot reasonably be obtained, but one such bid can reasonably be obtained, this one bid shall be used. If the Conversion Agent cannot reasonably obtain at least one bid for €5,000,000 principal amount of the Securities from a nationally recognized securities dealer or, in the Company’s reasonable judgment, the bid quotations are not indicative of the secondary market value of the Securities, then the Adjusted Trading Price of the Securities will equal the sum of (a) the product of (x) the number of shares of Series A Common Stock into which €1,000 principal amount of the Securities is convertible on such date of determination, and (y) the average Closing Sale Price for the five Combined Trading Days ending on such determination date multiplied by the Currency Rate on such determination date, plus (b) the product of (x) the Series C Dividend Shares Amount deliverable upon conversion of €1,000 principal amount of the Securities on such date of determination, and (y) the average Series C Closing Sale Price for the five Combined Trading Days ending on such determination date multiplied by the Currency Rate on such determination date.
Adjusted Trading Price means 110% of the average bid price of the Company's common stock on the OTC Bulletin Board System for the twenty (20) trading days prior to the Commencement Date (the "Commencement Condition"). It is expressly acknowledged and agreed that prior to the Commencement Date, WSI shall have no duty or obligation to (i) distribute copies of the Prospectus or any supplement thereto to any prospective purchaser or (ii) otherwise actively solicit any prospective purchaser of the Shares. WSI acknowledges that the Company may contract with other selling agents for the sale of the Shares and that no such contractual arrangements shall violate or conflict with the terms of this Agreement, nor shall WSI be entitled to any selling commissions for any Shares sold by any authorized selling agents other than WSI.

Examples of Adjusted Trading Price in a sentence

  • As required by the Merger Agreement, we determined the number of shares based on $100 million divided by the Adjusted Trading Price of $50.06, the average closing price of our common stock for the five consecutive trading days ending August 14, 2008.

  • The Company will issue 1,997,682 shares of its common stock pursuant to the Merger Agreement based on $100 million divided by the Adjusted Trading Price of $50.06, determined based on the average closing price for the five consecutive trading days up to and including August 14th, per the terms of the Merger Agreement.

  • In the event that the average closing price during the ten (10) day period prior to Closing is (A) $17.02 or higher, or (B) $15.40 or lower (in either case the "Adjusted Trading Price", then the number of Gentner Shares shall be recalculated using the quotient set forth above, but using $17.02 as the denominator (if the Adjusted Trading Price is equal to or greater than $17.02), or $15.40 as the denominator (if the Adjusted Trading Price is equal to or less than $15.40).

  • In the event that the average closing price during the ten (10) day period prior to Closing is (A) $17.02 or higher, or (B) $15.40 or lower (in either case the "Adjusted Trading Price", then the number of Xxxxxxx Shares shall be recalculated using the quotient set forth above, but using $17.02 as the denominator (if the Adjusted Trading Price is equal to or greater than $17.02), or $15.40 as the denominator (if the Adjusted Trading Price is equal to or less than $15.40).

  • The parties acknowledge that as of the date hereof, the Adjusted Trading Price has been applied resulting in the number of Xxxxxxx Shares being 129,871, of which 29,591 shall be deemed the Escrowed Shares, as contemplated by this paragraph.

  • In the event the number of Gentner shares delivered to the Seller at Closing is adjusted based upon the Adjusted Trading Price, the Escrowed Shares shall be subject to a pro-rata adjustment.

  • Nevertheless, because of its inability to issue rules or assess taxes, the Court found that the commission’s activities did not violate the compact clause.It is not clear whether the same rules would apply to a compact between a state and a foreign nation or province.

  • In the event the number of Xxxxxxx shares delivered to the Seller at Closing is adjusted based upon the Adjusted Trading Price, the Escrowed Shares shall be subject to a pro-rata adjustment.


More Definitions of Adjusted Trading Price

Adjusted Trading Price of the Securities means, on any date of determination, the average of the secondary market bid quotations per €1,000 principal amount of Securities obtained by the Conversion Agent at the request of the Company for €5,000,000 principal amount of Securities at approximately 3:30 p.m., New York City time, on such determination date from three independent nationally recognized securities dealers the Company selects; provided, that if at least three such bids cannot reasonably be obtained by the Conversion Agent, but two such bids can reasonably be obtained, then the average of these two bids shall be used; provided, further, that if at least two such bids cannot reasonably be obtained, but one such bid can reasonably be obtained, this one bid shall be used. If the Conversion Agent cannot reasonably obtain at least one bid for €5,000,000 principal amount of the Securities from a nationally recognized securities dealer or, in the Company’s reasonable judgment, the bid quotations are not indicative of the secondary market value of the Securities, then the Adjusted Trading Price of the Securities will equal the sum of (a) the product of (x) the number of shares of Series A Common Stock into which
Adjusted Trading Price shall have the meaning set forth in Section 2(c)(i) below.

Related to Adjusted Trading Price

  • Trading Price of the Notes on any date of determination means the average of the secondary market bid quotations obtained by the Bid Solicitation Agent for $5,000,000 principal amount of Notes at approximately 3:30 p.m., New York City time, on such determination date from three independent nationally recognized securities dealers the Company selects for this purpose; provided that if three such bids cannot reasonably be obtained by the Bid Solicitation Agent but two such bids are obtained, then the average of the two bids shall be used, and if only one such bid can reasonably be obtained by the Bid Solicitation Agent, that one bid shall be used. If the Bid Solicitation Agent cannot reasonably obtain at least one bid for $5,000,000 principal amount of Notes from a nationally recognized securities dealer on any determination date, then the Trading Price per $1,000 principal amount of Notes on such determination date shall be deemed to be less than 98% of the product of the Last Reported Sale Price of the Common Stock and the Conversion Rate.

  • Average Closing Price means the average of the closing market prices of a Share over the last five (5) Market Days on which transactions in the Shares were recorded on the SGX-ST immediately preceding the date of the Market Purchase by the Company or, as the case may be, the date of the making of the offer pursuant to the Off-Market Purchase, and deemed to be adjusted for any corporate action that occurs after the relevant five-day period; and

  • Closing Price has the meaning assigned to such term in Section 15.1(a).

  • Current Per Share Market Price of any security (a "Security" for purposes of this definition), for all computations other than those made pursuant to Section 11(a)(iii) hereof, shall mean the average of the daily closing prices per share of such Security for the thirty (30) consecutive Trading Days immediately prior to such date, and for purposes of computations made pursuant to Section 11(a)(iii) hereof, the Current Per Share Market Price of any Security on any date shall be deemed to be the average of the daily closing prices per share of such Security for the ten (10) consecutive Trading Days immediately prior to such date; provided, however, that in the event that the Current Per Share Market Price of the Security is determined during a period following the announcement by the issuer of such Security of (i) a dividend or distribution on such Security payable in shares of such Security or securities convertible into such shares or (ii) any subdivision, combination or reclassification of such Security, and prior to the expiration of the applicable thirty (30) Trading Day or ten (10) Trading Day period, after the ex-dividend date for such dividend or distribution, or the record date for such subdivision, combination or reclassification, then, and in each such case, the Current Per Share Market Price shall be appropriately adjusted to reflect the current market price per share equivalent of such Security. The closing price for each day shall be the last sale price, regular way, or, in case no such sale takes place on such day, the average of the closing bid and asked prices, regular way, in either case as reported in the principal consolidated transaction reporting system with respect to securities listed or admitted to trading on the New York Stock Exchange or, if the Security is not listed or admitted to trading on the New York Stock Exchange, as reported in the principal consolidated transaction reporting system with respect to securities listed on the principal national securities exchange on which the Security is listed or admitted to trading or, if the Security is not listed or admitted to trading on any national securities exchange, the last sale price or, if such last sale price is not reported, the average of the high bid and low asked prices in the over-the-counter market, as reported by Nasdaq or such other system then in use, or, if on any such date the Security is not quoted by any such organization, the average of the closing bid and asked prices as furnished by a professional market maker making a market in the Security selected by the Board of Directors of the Company. If on any such date no market maker is making a market in the Security, the fair value of such shares on such date as determined in good faith by the Board of Directors of the Company shall be used. If the Preferred Shares are not publicly traded, the Current Per Share Market Price of the Preferred Shares shall be conclusively deemed to be (x) the Current Per Share Market Price of the Common Shares as determined pursuant to this Section 1(j), as appropriately adjusted to reflect any stock split, stock dividend or similar transaction occurring after the date hereof, multiplied by (y) 1,000. If the Security is not publicly held or so listed or traded, Current Per Share Market Price shall mean the fair value per share as determined in good faith by the Board of Directors of the Company, whose determination shall be described in a statement filed with the Rights Agent and shall be conclusive for all purposes.

  • Current Market Price shall have the meaning set forth in Section 11(d) hereof.

  • Average Sale Price means the average of the Sale Prices of the Common Stock for the shorter of

  • Event Market Price means, with respect to any Stock Combination Event Date, the quotient determined by dividing (x) the sum of the VWAP of the Common Stock for each of the five (5) Trading Days with the lowest VWAP of the Common Stock during the fifteen (15) consecutive Trading Day period ending and including the Trading Day immediately preceding the sixteenth (16th) Trading Day after such Stock Combination Event Date, divided by (y) five (5).

  • Market Price as of any date, (i) means the average of the last reported sale prices for the shares of Common Stock on the OTCBB for the five (5) Trading Days immediately preceding such date as reported by Bloomberg, or (ii) if the OTCBB is not the principal trading market for the shares of Common Stock, the average of the last reported sale prices on the principal trading market for the Common Stock during the same period as reported by Bloomberg, or (iii) if market value cannot be calculated as of such date on any of the foregoing bases, the Market Price shall be the fair market value as reasonably determined in good faith by (a) the Board of Directors of the Company or, at the option of a majority-in-interest of the holders of the outstanding Warrants by (b) an independent investment bank of nationally recognized standing in the valuation of businesses similar to the business of the corporation. The manner of determining the Market Price of the Common Stock set forth in the foregoing definition shall apply with respect to any other security in respect of which a determination as to market value must be made hereunder.

  • Average Wholesale Price or “AWP” means the wholesale price charged on a specific commodity that is assigned by the drug manufacturer and is listed in a nationally-recognized drug pricing file.