Seller Pre-Closing Stock Price means the volume weighted average price of a share of Seller Common Stock trading on Nasdaq over the three (3) trading days immediately preceding the date immediately preceding the Closing Date.
Closing Stock Price means the Stock Price as of the last day of any Performance Measurement Period.
Pre-Closing Straddle Period means the portion of a Straddle Period ending on the Closing Date.
Purchaser Stock Price means, with respect to any Common Stock Fundamental Change, the average of the daily Closing Price for one share of the common stock received by holders of the Common Stock in such Common Stock Fundamental Change during the 10 Trading Days immediately prior to the date fixed for the determination of the holders of the Common Stock entitled to receive such common stock or, if there is no such date, prior to the date upon which the holders of the Common Stock shall have the right to receive such common stock.
Target Closing Date means three (3) Business Days following receipt of the Approval and Vesting Order, or such other date as the Parties may agree.
Make-Whole Acquisition Stock Price means the consideration paid per share of Common Stock in a Make-Whole Acquisition. If such consideration consists only of cash, the Make-Whole Acquisition Stock Price shall equal the amount of cash paid per share of Common Stock. If such consideration consists of any property other than cash, the Make-Whole Acquisition Stock Price shall be the average of the Closing Price per share of Common Stock on each of the 10 consecutive Trading Days up to, but not including, the Make-Whole Acquisition Effective Date.
Option Closing Purchase Price shall have the meaning ascribed to such term in Section 2.2(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.
Initial Closing Price means the RI Closing Value of a Reference Item on the Strike Date
Pre-Closing Period means any taxable period ending on or before the Closing Date.
Pre-Closing Tax Period means any Tax period ending on or before the Closing Date.
RI Closing Value means, in respect of a Reference Item and a ST Valuation Date, the Settlement Level (as defined in the Equity Linked Conditions) on such ST Valuation Date.
Closing Purchase Price shall have the meaning ascribed to such term in Section 2.1(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.
Closing Merger Consideration has the meaning set forth in Section 2.02
Closing Consideration shall have the meaning set forth in Section 2.1(b).
Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).
Ending Stock Price means the average of the closing price of the applicable stock for the 90 calendar days up to and including the last day of the Performance Period.
Second Closing Date has the meaning set forth in Section 1.3.
Second Closing has the meaning set forth in Section 2.2.
Pre-Closing Tax Periods means any and all Tax periods that end on or before the Closing Date and the portion of any Straddle Period ending at the end of day on which the Closing occurs.
Pre-Closing Taxes means Taxes of the Company for any Pre-Closing Tax Period.
Subsequent Closing Date means, with respect to each Subsequent Closing, the date on which such Subsequent Closing is deemed to have occurred.
Offer Closing Date has the meaning set forth in Section 1.01(f).
Post-Closing Straddle Period means the portion of a Straddle Period beginning the day after the Closing Date.
Subsequent Closing has the meaning set forth in Section 3.2.
First Closing has the meaning set forth in Section 2.1(a).
Underlying Reference Closing Price Value means, in respect of a SPS Valuation Date, the Closing Level in respect of such day.
Parent Closing Price means the volume weighted average closing trading price of a share of Parent Common Stock on Nasdaq for the five consecutive trading days ending five trading days immediately prior to the date upon which the Merger becomes effective.