Fundamental Change Early Settlement definition

Fundamental Change Early Settlement has the meaning set forth in Section 5.05(b)(ii).
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Fundamental Change Early Settlement has the meaning set forth in the Purchase Contract and Pledge Agreement.
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Fundamental Change Early Settlement. Rate” will be determined by reference to the table below, based on the date on which the Fundamental Change occurs or becomes effective (the “Effective Date”) and the price (the “Stock Price”) in such Fundamental Change. If holders of Common Stock receive only cash in such Fundamental Change, the Stock Price will be the cash amount paid per share of the Common Stock. Otherwise, the Stock Price paid per share will be the average of the Closing Prices of the Common Stock on the five Trading Day period ending on the Trading Day immediately preceding the Effective Date of such Fundamental Change. The Stock Prices set forth in the first column of the table below and the number of shares of Common Stock in the table will be adjusted upon the occurrence of events requiring adjustments to the Fixed Settlement Rate pursuant to Section 5.05(a). The adjusted Stock Prices will equal the Stock Prices applicable immediately prior to such adjustment, multiplied by a fraction, the numerator of which is the applicable Fixed Settlement Rate immediately prior to the adjustment giving rise to the Stock Price adjustment and the denominator of which is the same Fixed Settlement Rate as so adjusted. The number of shares of Common Stock in the table below will be adjusted in the same manner as the Fixed Settlement Rate as set forth in Section 5.05(a). The table below sets forth the Fundamental Change Early Settlement Rate per $50 Stated Amount of Units based on various hypothetical stock prices and effective dates: Effective Date May 18, June 15, June 15, June 15, Stock Price 2009 2010 2011 2012 $6.00 4.6630 4.4096 4.0819 3.5714 $9.00 4.0918 3.9545 3.8013 3.5714 $12.00 3.7402 3.6433 3.5423 3.5714 $14.00 3.5840 3.4981 3.4006 3.5714 $15.00 3.5229 3.4409 3.3429 3.3333 $16.00 3.4709 3.3922 3.2939 3.1250 $16.80 3.4348 3.3587 3.2606 2.9762 $18.00 3.3884 3.3162 3.2193 2.9762 $20.00 3.3276 3.2617 3.1696 2.9762 $22.50 3.2728 3.2145 3.1310 2.9762 83 Effective Date May 18, June 15, June 15, June 15, Stock Price 2009 2010 2011 2012 $25.00 3.2337 3.1825 3.1080 2.9762 $30.00 3.1834 3.1435 3.0834 2.9762 $35.00 3.1527 3.1205 3.0692 2.9762 $40.00 3.1317 3.1044 3.0584 2.9762 $50.00 3.1031 3.0811 3.0420 2.9762 $60.00 3.0830 3.0640 3.0302 2.9762 $75.00 3.0611 3.0452 3.0180 2.9762 $100.00 3.0367 3.0250 3.0057 2.9762 If the Stock Price or Effective Date applicable to a Fundamental Change is not expressly set forth on the table, then the Fundamental Change Early Settlement Rate will be determined as fo...
Sample 1

Examples of Fundamental Change Early Settlement in a sentence

  • If any transaction in which the Common Stock is replaced by the securities of another Person occurs, following completion of any related Fundamental Change Early Settlement Period (or, in the case of a transaction that would have been a Fundamental Change but for the immediately preceding paragraph, following the date such transaction becomes effective), references to the Company in the definition of “Fundamental Change” above shall instead be references to such other Person.

  • No fractional shares or scrip representing fractional shares of Common Stock shall be issued or delivered upon settlement on the Purchase Contract Settlement Date, or upon Early Settlement or Fundamental Change Early Settlement of any Purchase Contracts.

  • Prior to the expiration of any Extension Period, the Company may further extend such Extension Period to any subsequent Contract Adjustment Payment Date, but not beyond the Purchase Contract Settlement Date (or any applicable Fundamental Change Early Settlement Date or Contract Adjustment Payment Date immediately preceding the Early Settlement Date, as the case may be).

  • These calculations include, but are not limited to, determination of the applicable Settlement Rate, the Fixed Settlement Rates, the Early Settlement Rate, the Merger Termination Redemption Rate, the Fundamental Change Early Settlement Rate, the Applicable Market Value, the Merger Termination Redemption Market Value, the Last Reported Sale Price and the Daily VWAP, as the case may be.

  • In the event that a Holder seeks to exercise its Fundamental Change Early Settlement Right and a Registration Statement is required to be effective in connection with the exercise of such right but no such Registration Statement is then effective or a Blackout Period is continuing, the Holder’s exercise of such right shall be void unless and until such a Registration Statement is effective and no Blackout Period is continuing.

  • The Company shall at all times prior to the Purchase Contract Settlement Date reserve and keep available, free from preemptive rights, out of its authorized but unissued Common Stock the maximum number of shares of Common Stock issuable against payment (including the maximum number of Make-Whole Shares issuable upon a Fundamental Change Early Settlement) in respect of all Purchase Contracts constituting a part of the Units evidenced by Outstanding Certificates.

  • List any organisations that will work on your project as partners.

  • In the event that Fundamental Change Early Settlement is effected with respect to Purchase Contracts underlying less than all the Units evidenced by a Certificate, upon such Fundamental Change Early Settlement, the Company shall execute and the Purchase Contract Agent shall execute on behalf of the Holder, authenticate and deliver to the Holder thereof, at the expense of the Company, a Certificate evidencing the Units as to which Fundamental Change Early Settlement was not effected.

  • Subsequently, Mr. Reitsema and Mr. Vanderveen met with the Chicken Board to determine whether the transitional quota was transferable as part of a "whole farm transfer".

  • The Person in whose name any shares of Common Stock or such other securities shall be deliverable following exercise of a Holder’s Fundamental Change Early Settlement Right shall be treated as the holder of record of such shares or such other securities as of the close of business on the Fundamental Change Early Settlement Date.


More Definitions of Fundamental Change Early Settlement

Fundamental Change Early Settlement means, in respect of any Purchase Contract, that the Holder of such Purchase Contract has elected to settle such Purchase Contract early pursuant to Section 4.07.
Sample 1
Fundamental Change Early Settlement shall have the meaning set forth in the Purchase Contract and Pledge Agreement.
Sample 1

Related to Fundamental Change Early Settlement

  • Fundamental Change shall be deemed to have occurred at the time after the Notes are originally issued if any of the following occurs:

  • Make-Whole Fundamental Change means any transaction or event that constitutes a Fundamental Change (as defined above and determined after giving effect to any exceptions to or exclusions from such definition, but without regard to the proviso in clause (b) of the definition thereof).

  • Fundamental Change Purchase Date has the meaning specified in Section 8.01(a).

  • Make-Whole Fundamental Change Effective Date means (A) with respect to a Make-Whole Fundamental Change pursuant to clause (A) of the definition thereof, the date on which such Make-Whole Fundamental Change occurs or becomes effective; and (B) with respect to a Make-Whole Fundamental Change pursuant to clause (B) of the definition thereof, the applicable Redemption Notice Date.

  • Fundamental Change Repurchase Date shall have the meaning specified in Section 15.02(a).

  • Fundamental Change Effective Date means the date on which any Fundamental Change becomes effective.

  • Early Settlement has the meaning specified in Section 5.9(a).

  • Early Settlement Amount has the meaning specified in Section 5.9(a).

  • Fundamental Change Purchase Price has the meaning specified in Section 5.01(a).

  • Early Settlement Date has the meaning specified in Section 5.9(a).

  • Fundamental Change Repurchase Price shall have the meaning specified in Section 15.02(a).

  • Make-Whole Fundamental Change Period shall have the meaning specified in Section 14.03(a).

  • Fundamental Change Purchase Notice has the meaning specified in Section 3.01(a)(i).

  • Fundamental Change Expiration Time shall have the meaning specified in Section 16.02(b)(ix).

  • Fundamental Change Repurchase Notice shall have the meaning specified in Section 15.02(b)(i).

  • Fundamental Change Notice has the meaning specified in Section 8.02(a).

  • Non-Stock Fundamental Change means any Fundamental Change other than a Common Stock Fundamental Change.

  • Make-Whole Fundamental Change Conversion Period has the following meaning:

  • Common Stock Fundamental Change means any Fundamental Change in which more than 50% of the value (as determined in good faith by the Board of Directors of the Company) of the consideration received by holders of Common Stock consists of common stock that, for the 10 Trading Days immediately prior to such Fundamental Change, has been admitted for listing or admitted for listing subject to notice of issuance on a national securities exchange or quoted on Nasdaq National Market, provided, however, that a Fundamental Change shall not be a Common Stock Fundamental Change unless either (i) the Company continues to exist after the occurrence of such Fundamental Change and the outstanding Preferred Stock continues to exist as outstanding Preferred Stock, or (ii) not later than the occurrence of such Fundamental Change, the outstanding Preferred Stock is converted into or exchanged for shares of convertible preferred stock, which convertible preferred stock has powers, preferences and relative, participating optional or other rights, and qualifications, limitations and restrictions substantially similar (but no less favorable) to those of the Preferred Stock.

  • Cash Settlement shall have the meaning specified in Section 14.02(a).

  • Repurchase Upon Fundamental Change means the repurchase of any Note by the Company pursuant to Section 4.02.

  • Mandatory Settlement Date means the earliest of:

  • Cash Settlement Date means, for each Financially Settled Futures Transaction, the Business Day determined by Exchange from time to time in accordance with industry practice for such Transaction, as posted on Exchange’s Website not less than one month prior to the occurrence of such date, other than Invoices issued as a result of a Contracting Party’s Default or under the Close- out Procedure which amounts require payment immediately;

  • Form of Fundamental Change Repurchase Notice means the “Form of Fundamental Change Repurchase Notice” attached as Attachment 2 to the Form of Note attached hereto as Exhibit A.

  • Early Settlement Rate has the meaning specified in Section 5.9(b).

  • Form of Fundamental Change Purchase Notice means the “Form of Fundamental Change Purchase Notice” attached as Attachment 2 to the Form of Note attached hereto as Exhibit A.