Per Share Value definition
Per Share Value means the average value of the consideration to be received in respect of each outstanding Common Share pursuant to the Qualifying Transaction as determined by mutual agreement of the Independent Directors (as defined in Section 2(b)(ii) below) and the holders of not less than 50% in interest of all outstanding warrants to purchase Common Shares containing this provision, or, if they shall fail to agree, by an Investment Bank.
Per Share Value shall be $1.00 per share of Common Stock, subject to adjustment as provided in Section 5(f) hereof.
Per Share Value means US$4.34186.
Examples of Per Share Value in a sentence
Notwithstanding anything to the contrary set forth above, in the event of there being an indemnifiable Loss in respect of a breach of any of the representations or warranties set forth in Section 5.12 of this Agreement, the Seller’s liability shall be limited to 10% of the value of the Seed Share Consideration held by it calculated on the basis of the Per Share Value and 10% of any Deferred Consideration Payment paid or payable to it.
More Definitions of Per Share Value
Per Share Value means (i) if the Common Stock is listed on a national securities exchange as of day preceding the determination date or the Quotations are available as of such date, the Average Market Price or (ii) if the Common Stock is not so listed, the quotient of the Equity Value determined as of the most recent Valuation Date divided by the Fully Diluted Outstanding Common Stock.
Per Share Value shall be determined as follows:
(1) If the Common Stock is actively traded on the National market or the SmallCap market of Nasdaq, each share of Common Stock shall be valued at the average of the last reported sale price (or, if not available, the average of the best bid and best ask prices) for each day during the ten (10) consecutive trading day period ending on the thirtieth (30th) trading day following commencement of active trading.
(2) If the Common Stock is not traded on the National market or the SmallCap market of Nasdaq but is actively traded on the over-the-counter bulletin board, each share of Common Stock shall be valued at the average of the last reported sale price (or, if not available, the average of the best bid and best ask prices) for each day during the ten (10) consecutive trading day period ending on the thirtieth (30th) trading day following commencement of active trading.
(3) If the Common Stock is not actively traded on the National market or SmallCap market of Nasdaq or on the over-the-counter bulletin board, but is traded on the pink sheets market, then each share of Common Stock shall be valued at the average of the last reported sale price (or, if not available, the average of the best bid and best ask prices) for each day during the ten (10) consecutive trading day period ending on the thirtieth (30th) trading day following commencement of active trading.
(4) If the Common Stock is not actively traded on the National market or SmallCap market of Nasdaq, on the over-the-counter bulletin board, or on the pink sheets market for at least a thirty (30) day trading period within the 120 day period following the effective date of this Agreement, then the Per Share Value of each share of Common Stock shall be determined by an independent appraiser appointed by the Board of Directors of the Company.
(5) The determination of the Per Share Value shall be made at the close of business on the last day of the ten consecutive trading day period referred to in (1), (2) or (3) above, whichever is applicable, or as of the close of business of the 120th day following the effective date of this Agreement if (4) above is applicable (the “Per Share Value Determination Date”).
Per Share Value means, as of a Measurement Date, (x) in the event of a Change in Control, the Per Share Change in Control Value, (y) prior to a Public Company Event, the per share value as reasonably determined by the Board based on the applicable per share range as set forth in the applicable Valuation, and (z) prior to a Change in Control and following a Public Company Event, the highest 30-Day VWAP achieved during the calendar quarter in which the Post-Public Company Measurement Date occurs, as applicable.
Per Share Value means an amount equal to the sum of (i) fifty percent (50.0%) of the Per Share Cash Amount plus (ii) the product of (A) the Exchange Ratio, (B) the Average Parent Stock Price and (C) fifty percent (50.0%).
Per Share Value means $6.15459, the price per share paid by Purchaser’s investors in its Series A-2 Preferred Stock financing.
Per Share Value means the product of (i) the Exchange Ratio, multiplied by (ii) $10.00.
Per Share Value means the per share New York Stock Exchange closing price for the Company's common stock on the date of determination.