per Share in [specify same form of funds as in Specified Funds below]] Form of Designated Shares: Definitive form, to be made available for checking [and packaging] at least twenty-four hours prior to the Time of Delivery at the office of [The Depository Trust Company or its designated custodian] [the Representatives] Specified Funds for Payment of Purchase Price: [Federal (same day)][New York] Clearing House (next day) funds [Describe any blackout provisions with respect to the Designated Shares] Time of Delivery:
per Share means the cash plus the fair market value, as determined in good faith by the Committee, of the non-cash consideration to be received per Share by the shareholders of the Company upon the occurrence of the Fundamental Change.
per Share or “EPS” means the Company’s fiscal year 2019 and 2020 and 2021 diluted earnings per share reported in its annual report on Form 10-K for the applicable years. The Committee, in its discretion, may determine to adjust the results by excluding some or all of the effects of certain unusual items. “TSR Rank” means the aggregate total shareholder return on Shares over the approximately three year period beginning October 24, 2018 and ending on the day the Company’s earnings are announced following the close of the Company’s 2021 fiscal year, ranked against the total shareholder return over the same three year period for each of the companies that comprise the S&P 500 Index. Total shareholder return will be calculated using a beginning price equal to the trading volume weighted average price over the period from October 4, 2018 to November 14, 2018, and an ending price equal to the trading volume weighted average price over the period beginning 14 trading days before and ending 15 trading days after the date of the release of the Company’s fiscal year 2021 earnings, and accounting for reinvestment of dividends over this period; provided, however, that if the date of the release of the Company’s fiscal year 2021 earnings is fewer than 15 trading days prior to November 21, 2021, then the ending price will be equal to the average price over the 30-trading day period ending on November 21, 2021. For purposes of this provision, TSR will be calculated using the trading volume weighted average share price for Visa Inc. and the simple average of the closing prices for the S&P 500.
Examples of per Share in a sentence
Notwithstanding the foregoing, Options may be granted with a per Share exercise price other than as required above pursuant to a merger or other corporate transaction.
In the case of a Nonstatutory Stock Option, the per Share exercise price shall be determined by the Administrator.
Notwithstanding the foregoing, Options may be granted with a per Share exercise price of less than 100% of the Fair Market Value per Share on the date of grant pursuant to a merger or other corporate transaction.
In the case of a Nonstatutory Stock Option intended to qualify as "performance-based compensation" within the meaning of Section 162(m) of the Code, the per Share exercise price shall be no less than 100% of the Fair Market Value per Share on the date of grant.
The calculations of the net asset value per Share and the daily income of each Portfolio shall be made at the time or times described from time to time in the Prospectus.
More Definitions of per Share
per Share means the arithmetic mean of the high and low prices per share as reported on such date on the composite tape of the principal national securities exchange on which such shares are listed or admitted to trading, or, if no composite tape exists for such national securities exchange on such date, then on the principal national securities exchange on which such shares are listed or admitted to trading, or, if the shares are not listed or admitted on a national securities exchange, the arithmetic mean of the per share closing bid price and per share closing asked price on such date as quoted on the National Association of Securities Dealers Automated Quotation System (or such market in which such prices are regularly quoted) (the "NASDAQ"), or, if no sale of shares shall have been reported on such composite tape or such national securities exchange on such date or quoted on the NASDAQ on such date, then the immediately preceding date on which sales of the shares have been so reported or quoted shall be used to calculate the Public Share FMV.
per Share. AMOUNT shall have the meaning set forth in the Background section of this Agreement.
per Share. [***] Warrant Escrow Amount” shall mean an amount of cash (rounded down to the nearest whole cent) equal to (a) the [***] Warrant Escrow Amount divided by (b) the Fully Diluted Share Number.
per Share. [The Shares offered hereby may be offered by the Underwriters from time to time for sale in one or more transactions on the New York Stock Exchange or otherwise, at market prices prevailing at the time of sale, at prices related to prevailing market prices, or at negotiated prices, subject to prior sale when, as and if delivered to and accepted by the Underwriters. The Underwriters may effect such transactions by selling Shares to or through dealers.] [Formula]] Purchase Price by Underwriters:
per Share means, on any given date (i) if the Shares are then listed on a national stock exchange, the closing price per Share on the exchange for such date, or if no sale was made on such date on the exchange, on the last preceding day on which the Shares were traded; (ii) if the Shares are not then listed on a national exchange, but are then quoted on NASDAQ or a similar quotation system, the closing price for the Shares as quoted on NASDAQ or a similar quotation system on such date, or if no sale was made on such date on the exchange, on the last preceding day on which the Shares were traded; or (iii) if (i) and (ii) do not apply, such value as the Committee in its discretion may in good faith determine.
per Share. Date of Grant: 12/29/97 Exercise Schedule: Number of Shares Exercise Period Date(*) Subject to Stock Option Date First Exercisable Expiration ------ ----------------------- ---------------------- ---------- 12/29/97 10,000 12/29/97 12/28/07 12/29/98 20,000 12/29/98 12/28/07 12/29/99 20,000 12/29/99 12/28/07 12/29/00 20,000 12/29/00 12/28/07 12/29/01 30,000 12/29/01 12/28/07
per Share. The term "Expiration Date" means 5:00 p.m. Denver time, on Monday, June 16, 1997, unless and until the Company in its sole discretion shall have extended the period of time during which the Offer is open, in which event the term "Expiration Date" shall refer to the latest time and date at which the Offer, as so extended by the Company, shall expire. See Section 15 for a description of the Company's right to extend the time during which the Offer is open and to delay, terminate or amend the Offer. Subject to Section 2, if the Offer is oversubscribed, Shares tendered on or before the Expiration Date will be eligible for proration. The proration period also expires on the Expiration Date. The Company reserves the right, in its sole discretion, to purchase more than 300,000 Shares pursuant to the Offer. See Section 15. In accordance with applicable regulations of the Securities and Exchange Commission (the "Commission"), the Company may purchase pursuant to the Offer an additional amount of Shares not to exceed 2% of the outstanding Shares without amending or extending the Offer. If (i) the Company increases or decreases the price to be paid for Shares, the Company increases the number of Shares being sought and such increase in the number of Shares being sought exceeds 2% of the outstanding Shares, or the Company decreases the number of Shares being sought and (ii) the Offer is scheduled to expire at any time earlier than the expiration of a period ending on the tenth business day from, and including, the date that notice of such increase or decrease is first published, sent or given in the manner specified in Section 15, the Offer will be extended until the expiration of such period of ten business days. For purposes of the Offer, a "business day" means any day other than a Saturday, Sunday or federal holiday and consists of the time period from 12:01 A.M. through 12:00 Midnight, New York City time. THE OFFER IS NOT CONDITIONED ON ANY MINIMUM NUMBER OF SHARES BEING TENDERED. THE OFFER IS, HOWEVER, SUBJECT TO CERTAIN OTHER CONDITIONS. SEE SECTION 6. The Company will pay the Purchase Price for all Shares validly tendered on or before the Expiration Date and not withdrawn, upon the terms and subject to the conditions of the Offer. All Shares not purchased pursuant to the Offer will be returned to the tendering stockholders at the Company's expense as promptly as practicable following the Expiration Date. If the number of Shares validly tendered and not withdraw...