Share Denominator definition
Share Denominator means a number equal to the number of Closing Share Equivalents, as appropriately adjusted for any stock dividend, stock split, reverse stock split, combination, reclassification, exchange or other similar recapitalization occurring after Closing.
Share Denominator for an Earn-Out Period means the sum of: (x) the weighted average number of PREIT Shares outstanding during such Earn-Out Period, (y) the aggregate number of PREIT Shares issuable as of the end of such Earn-Out Period in order to redeem or otherwise retire the weighted average number of the Class A Units, other securities of the Partnership and, to the extent includable in the calculation of FFO per share under the conventions currently followed by PREIT, other securities outstanding during such Earn-Out Period and (z) the aggregate number of PREIT Shares issuable as of the end of such Earn-Out Period in order to redeem all of the Class A Units and other securities of the Partnership that are issuable as of the end of such Earn-Out Period in respect of the Predevelopment Properties that have been "completed" (as defined in the Predevelopment Properties Contribution Agreement) or for which the Class A Units and other securities of the Partnership issuable in consideration thereof have been fixed as of the end of such Earn-Out Period.
Examples of Share Denominator in a sentence
If the five-day average closing trading price of a share for any Earn Out Date is less than $.15, then the Purchase Price Per Share Denominator shall be $.
If the five-day average closing trading price of a share of Purchaser’s common stock for any Payment Date is less than $.15, then the Purchase Price Per Share Denominator shall be $.