Common Offer Price definition

Common Offer Price means $6.70 for each share of Company Common Stock.
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Common Offer Price has the meaning set forth in the Recitals.
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Examples of Common Offer Price in a sentence

  • In the event of any increase in the Common Offer Price, the Class A Offer Price will be increased by an equal amount, and in the event of any increase in the Class A Offer Price, the Common Offer Price will be increased by an equal amount.

  • This Agreement shall terminate in its entirety upon the earliest to occur of (i) the termination of the Merger Agreement in accordance with its terms, (ii) the Effective Time or (iii) any reduction of the Common Offer Price or the Preferred Offer Price or the Merger Consideration; provided, however, the provisions of Section 1.4 (Stockholder Profit) and this Article II (Miscellaneous) (other than Section 2.2) shall survive any termination of this Agreement.

  • Upon the terms and subject to the conditions of the Offer, payment for Shares accepted for payment pursuant to the Offer will be made by deposit of the Common Offer Price or the Preferred Offer Price, as the case may be, therefor with the Depositary, which will act as agent for tendering stockholders for the purpose of receiving payments from Purchaser and transmitting such payments to tendering stockholders whose Shares have been accepted for payment.

  • Each share of (i) Company Class A Common Stock and (ii) Company Class B Common Stock issued and outstanding immediately prior to the Effective Time (including any Restricted Shares, but excluding (A) shares to be cancelled and retired in accordance with Section 3.01(a), and (B) Dissenting Shares) will be converted into the right to receive, in cash and without interest, an amount equal to the Common Offer Price (the “Common Merger Consideration”).

  • Each Common Share issued and outstanding immediately prior to the Effective Time (other than any (A) Cancelled Shares and (B) Dissenting Shares) shall be cancelled and extinguished and automatically converted into the right to receive cash in an amount equal to the Common Offer Price, without interest thereon.

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  • The Common Offer Price payable in respect of each share of Company Common Stock and the Preferred Offer Price payable in respect of each share of Company Series B Preferred Stock validly tendered and not withdrawn pursuant to the Offer shall be paid net to the holder thereof in cash, without interest, subject to reduction for any applicable withholding Taxes payable in respect thereof.

  • The Company has received the ----------------------------- opinions of Xxxxxx Xxxxxxx & Co. and Xxxx Xxxxxxxx Xxxxxxx, both dated March 23, 2001, that, as of such date, the Common Offer Price and the Preferred Offer Price to be received by the holders of Company Common Stock and the Company Preferred Stock, respectively, in the Offer and the merger were fair from a financial point of view to such holders.

  • Agricore and the Purchaser expressly reserve the right to increase the Common Offer Price or the Series D Offer Price or to make any other changes in the terms and conditions of the Offer.

  • The Purchaser cannot predict whether its acquisition of Company Shares might have an adverse or beneficial effect on the marketability of the Company Shares or whether it would cause future prices for Company Shares to be greater or less than the Common Offer Price or Series D Offer Price, as applicable.

Related to Common Offer Price

  • Offer Price has the meaning set forth in the Recitals.

  • Market/Offer Price means the highest of (i) the price per share of Common Stock at which a tender or exchange offer therefor has been made, (ii) the price per share of Common Stock to be paid by any third party pursuant to an agreement with Issuer, (iii) the highest closing price for shares of Common Stock within the six-month period immediately preceding the date the Holder gives notice of the required repurchase of this Option or the Owner gives notice of the required repurchase of Option Shares, as the case may be, or (iv) in the event of a sale of all or any substantial part of Issuer's assets or deposits, the sum of the net price paid in such sale for such assets or deposits and the current market value of the remaining net assets of Issuer as determined by a nationally recognized investment banking firm selected by the Holder or the Owner, as the case may be, and reasonably acceptable to Issuer, divided by the number of shares of Common Stock of Issuer outstanding at the time of such sale. In determining the market/offer price, the value of consideration other than cash shall be determined by a nationally recognized investment banking firm selected by the Holder or Owner, as the case may be, and reasonably acceptable to Issuer.

  • Initial Offer Price means the initial price payable for a Share as specified in the relevant Supplement for each Fund.

  • Offer Price or Purchase (Public Offer) Price means the sum to be paid by the investor for purchase of one Unit, such price to be determined pursuant to this document.

  • Public Offering Price means the price per Share of the Fund at which NLD or selected dealers or selected agents may sell Shares to the public or to those persons eligible to invest in Shares as described in the Prospectus of the Funds, determined in accordance with such Prospectus under the Securities Act relating to such Shares.

  • REIT Shares means shares of common stock, $0.01 par value per share, of the Company.

  • REIT Shares Amount means a number of REIT Shares equal to the product of the number of Partnership Units offered for exchange by a Tendering Party, multiplied by the Conversion Factor as adjusted to and including the Specified Redemption Date; provided that in the event the General Partner issues to all holders of REIT Shares rights, options, warrants or convertible or exchangeable securities entitling the stockholders to subscribe for or purchase REIT Shares, or any other securities or property (collectively, the “rights”), and the rights have not expired at the Specified Redemption Date, then the REIT Shares Amount shall also include the rights issuable to a holder of the REIT Shares Amount of REIT Shares on the record date fixed for purposes of determining the holder of REIT Shares entitled to rights.

  • Common Share Price means the volume weighted average closing price of the Common Stock (as reported by the Primary Exchange on which the Common Stock is then traded) for the ten (10) trading days immediately preceding the date on which the determination is made (or, if such price is not available, as determined in good faith by the Board of Directors).

  • 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:

  • Initial Public Offering Price means the price per share of APP Common Stock received by APP before underwriting commissions, discounts or other fees in connection with its Initial Public Offering.

  • Offering Shares means the shares of Common Stock issued to the Purchasers pursuant to the Subscription Agreements, and any shares of Common Stock issued or issuable with respect to such shares upon any stock split, dividend or other distribution, recapitalization or similar event with respect to the foregoing.

  • Final Merger Consideration has the meaning set forth in Section 2.10(b)(ii)(D).

  • Conversion Consideration shall have the meaning specified in Section 14.12(a).

  • Reference Interconnection Offer or “RIO” means a document published by a service provider specifying terms and conditions on which the other service provider may seek interconnection with such service provider;

  • Initial 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 Initial Valuation Date, subject to adjustments that may be made pursuant to “DESCRIPTION OF THE NOTES – Adjustments and Exceptional Circumstances”.

  • IPO Price means the initial public offering price of a REIT Share in the IPO.

  • Per Share Cash Consideration has the meaning set forth in Section 3.01(a)(ii).

  • Qualifying Preferred Stock means non-cumulative perpetual preferred stock of the Corporation that (a) ranks pari passu with or junior to all other preferred stock of the Corporation, and (b) either (x) is subject to a Qualifying Replacement Capital Covenant or (y) is subject to Intent-Based Replacement Disclosure and has a provision that prohibits the Corporation from paying any dividends thereon upon its failure to satisfy one or more financial tests set forth therein, and (c) as to which the transaction documents provide for no remedies as a consequence of non-payment of dividends other than Permitted Remedies.

  • Common Stock Consideration has the meaning set forth in Section 1.6(b).

  • Per Share Purchase Price equals $1.00, subject to adjustment for reverse and forward stock splits, stock dividends, stock combinations and other similar transactions of the Common Stock that occur after the date of this Agreement.

  • New Securities means, collectively, equity securities of the Company, whether or not currently authorized, as well as rights, options, or warrants to purchase such equity securities, or securities of any type whatsoever that are, or may become, convertible or exchangeable into or exercisable for such equity securities.

  • Offering Price has the meaning ascribed thereto in the first paragraph of this Agreement;

  • Offer Shares shall have the meaning ascribed to it in Section 2.4.1.

  • Per Share Cash Amount for purposes of this Section 2(b) means an amount equal to the sum of (I) the average of the closing price of the Common Stock for the 20 trading days immediately preceding the date of the Change in Control and (II) any cash dividend payable on a share of Common Stock during the 20 trading-day period described in the foregoing.

  • Merger price per share means, in the case of a merger, consolidation, sale, exchange or other disposition of assets that results in a Change of Control or going private transaction (a “Merger”), the greater of (i) the fixed or formula price for the acquisition of shares of common stock occurring pursuant to the Merger, and (ii) the highest fair market value per share of common stock during the ninety-day period ending on the date of such Change of Control or going private transaction. Any securities or property which are part or all of the consideration paid for shares of common stock pursuant to the Merger shall be valued in determining the merger price per share at the higher of (A) the valuation placed on such securities or property by the Company, person or other entity which is a party with the Company to the Merger, or (B) the valuation placed on such securities or property by the Committee.

  • Early Preference Share Redemption Notice means a notice of early redemption of some or all of the Preference Shares given by or on behalf of the Company in accordance with Condition 6 (Notices).