Minimum Exchange Ratio definition

Minimum Exchange Ratio means 1.5043.
View Source
Minimum Exchange Ratio means the quotient obtained by dividing (X) TEN MILLION FIVE HUNDRED THOUSAND (10,500,000) by (Y) the total number of shares of Company Common Stock outstanding immediately prior to the Effective Time (including any outstanding shares issued under Company Restricted Stock Awards and excluding Cancelled Shares and Subsidiary Held Shares). The (1) shares of Parent Common Stock payable pursuant to this Section 1.6(a)(i), as adjusted for fractional shares pursuant to Section 1.6(a)(ii); (2) shares of Parent Common Stock payable pursuant to Section 1.6(a)(iv), as adjusted for fractional shares pursuant to Section 1.6(a)(ii); (3) shares of Parent Common Stock payable pursuant to Section 1.7(b)(i) and (4) any additional shares of Parent Common Stock issued in connection with the Contingent Value Rights, are referred to collectively as the “Merger Consideration.” The Merger Consideration shall not exceed twenty million (20,000,000) shares of Parent Common Stock.
View Source

Examples of Minimum Exchange Ratio in a sentence

  • If prior to the Effective Time Buyer should split or combine its common stock, or pay a dividend or other distribution in such common stock, then the Exchange Ratio, Minimum Exchange Ratio and Maximum Exchange Ratio shall be appropriately adjusted to reflect such split, combination, dividend or distribution.

  • In the event Republic changes the number of shares of Republic Common Stock issued and outstanding prior to the Effective Time as a result of a stock split, stock dividend, or similar recapitalization with respect to such stock, the Exchange Ratio, the Minimum Exchange Ratio and the Maximum Exchange Ratio shall be proportionately adjusted.

Related to Minimum Exchange Ratio

  • Option Exchange Ratio means the quotient obtained by dividing (i) the Cash Amount Per Share by (ii) the Acquiror Common Stock Price.

  • Share Exchange Ratio means the ratio at which the Transferee Bank shares shall be allotted to the Transferor Banks’ shareholders as set out in the Schedule; and

  • Reference Exchange Rate means the exchange rate which is used as the basis to calculate any currency exchange and which is made available by the payment service provider or comes from a publicly available source;

  • Market Exchange Rate means the noon Dollar buying rate in New York City for cable transfers of that currency as published by the Federal Reserve Bank of New York; PROVIDED, HOWEVER, in the case of Euros, Market Exchange Rate shall mean the rate of exchange determined by the Commission of the European Union (or any successor thereto) as published in the Official Journal of the European Union (such publication or any successor publication, the “Journal”). If such Market Exchange Rate is not available for any reason with respect to such currency, the Trustee shall use, in its sole discretion and without liability on its part, such quotation of the Federal Reserve Bank of New York or, in the case of Euros, the rate of exchange as published in the Journal, as of the most recent available date, or quotations or, in the case of Euros, rates of exchange from one or more major banks in New York City or in the country of issue of the currency in question or, in the case of Euros, in Luxembourg or such other quotations or, in the case of Euros, rates of exchange as the Trustee, upon consultation with the Company, shall deem appropriate. The provisions of this paragraph shall apply in determining the equivalent principal amount in respect of Securities of a Series denominated in currency other than Dollars in connection with any action taken by Holders of Securities pursuant to the terms of this Indenture. All decisions and determinations of the Trustee regarding the Market Exchange Rate or any alternative determination provided for in the preceding paragraph shall be in the Trustee’s sole discretion, and shall, in the absence of manifest error, be conclusive to the extent permitted by law for all purposes and irrevocably binding upon the Company and all Holders.

  • Spot Exchange Rate has the meaning specified in the related Terms Document.