Per Share Equity Value means the quotient of (a) the Equity Value divided by (b) the Fully Diluted Shares Outstanding.
Per Share Equity Value means (i) the total amount of cash and the fair market value of all other property paid directly or indirectly by an acquiror to the Company and/or its equity security holders in connection with a Sale of the Company, divided by (ii) the total number of outstanding shares of the Company's Class A Common Stock, $.01 par value per share (the "Common Stock"), immediately before the closing of a Sale of the Company transaction, assuming the conversion of all shares of capital stock convertible into the Company and the exercise of all warrants, options and other rights to purchase the Common Stock. The value of any securities issuable in connection with a Sale of the Company (whether debt or equity) freely tradable in an established public market will be determined on the basis of the last closing price in such market five (5) days prior to the consummation of the Sale of the Company (the "Valuation Date"), and the value of securities not freely tradable (or having no established market) or other property will be the fair market value of such securities or other property on such Valuation Date as determined in good faith by the Board.
Per Share Equity Value of a share of Common Stock shall mean the quotient obtained by dividing (a) the "as if fully distributed value" (so that, among other things, there is no consideration given for any minority investment discounts or discounts related to illiquidity or restrictions on transferability) of all the Corporation's outstanding shares of Common Stock (on a fully diluted basis), by (b) the number of outstanding shares of Common Stock on a fully diluted basis.
Examples of Per Share Equity Value in a sentence
Based on the foregoing, this analysis indicated the following ranges of implied per share equity value (rounded to the nearest $0.25) for VEREIT common stock and Realty Income common stock: Implied Per Share Equity Value Low High VEREIT Discounted Cash Flow .
The analysis indicated the following approximate implied pro forma per share equity value reference ranges for Physicians Realty Trust common shares pro forma after giving effect to the Company Merger, based on the Exchange Ratio, for each Physicians Realty Trust common share, compared to the range of implied per share equity values for Physicians Realty Trust common shares on a standalone basis: Per Share Equity Value Reference Ranges for Physicians Realty Trust common shares Standalone .
This analysis indicated the following approximate implied per share equity value reference ranges for Healthpeak, as compared to the closing per share price of Healthpeak common stock on October 27, 2023: Implied Per Share Equity Value Reference Ranges for Healthpeak Closing Per Share Price as of 2024E Adjusted EBITDA 2024E FFO 2024E AFFO October 27, 2023 $16.24 – $20.20 $15.02 – $18.46 $16.21 – $17.80 $16.42 No company used in this analysis is identical or directly comparable to Healthpeak.
This analysis indicated the following approximate implied per share equity value reference range for AEP, as compared to the implied base merger consideration: Implied Per Share Equity Value Reference Ranges for AEP Implied Base Merger Consideration EV/LTM Adjusted EBITDA $57.00 – $129.00 $109.12 No company, business or transaction used in this analysis is identical or directly comparable to AEP or the mergers.
More Definitions of Per Share Equity Value
Per Share Equity Value means the quotient obtained by dividing (i) US$1,180,000,000 by (ii) the Company Total Shares.”
Per Share Equity Value means, as of the date of determination, the volume weighted average closing stock price of a share of Common Stock for the thirty (30) day period immediately preceding the date of any such determination, as reported by NASDAQ, or, if the shares of Common Stock are then traded on a national securities exchange other than NASDAQ, on the principal national securities exchange on which such shares are so traded.
Per Share Equity Value means an amount equal to the quotient of (a) the Aggregate Equity Value, divided by (b) the sum of (i) the aggregate number of shares of Common Stock issued and outstanding immediately prior to the Closing plus (ii) the aggregate number of shares of Common Stock issuable upon exercise of all Options issued and outstanding immediately prior to the Closing (and for the avoidance of doubt excluding any shares of Common Stock issuable upon exercise of Warrants issued and outstanding immediately prior to the Closing).
Per Share Equity Value means the Company Equity Value divided by the total number of Shares that are issued and outstanding immediately prior to the Closing.
Per Share Equity Value means the result of the following calculation: (1) Adjusted EBITDA; multiplied by (2) 7; minus (3) Adjusted Debt; divided by (4) Fully Diluted Capitalization as of December 31, 1999 modified as follows ("Modified Fully Diluted Capitalization"): (i) exclude all Series D Preferred Stock and Series E Preferred Stock issued as contemplated by the Series D Stock Purchase Agreement and the Series D and E Stock Purchase Agreement, and (ii) exclude any Options or Warrants granted on or prior to December 31, 1999 which have an exercise price greater than the Per Share Equity Value (it being intended that any additional options granted under the Corporation's 1999 Stock Option Plan on or prior to December 31, 1999 which have an Exercise Price equal to or less than the Per Share Equity Value be included in the Modified Fully Diluted Capitalization).
Per Share Equity Value means, in respect of any Tranche B, Tranche C or Tranche D Performance Measurement Date, (a) the product of (i) EBITDA for the twelve-month period ending on such date, multiplied by (ii) 6.5, plus (b) (i) the aggregate amount of the consolidated cash on hand of the Company and its subsidiaries plus the aggregate Option Price for all Options that are "in the money" (as defined below), minus (ii) the liquidation value of the outstanding consolidated Indebtedness and Company preferred stock (as adjusted to reflect a Sale of the Company, if applicable, and excluding any debt or preferred stock associated with an acquisition, the earnings of which are not included in EBITDA) and minus the amount of cash received by the company in connection with the settlement of environmental claims with the London market and certain other insurers, net of any environmental expenses paid after December 31, 1999, divided by (c) the sum of (i) the number of Shares outstanding as of the end of such twelve-month period and (ii) the number of Shares issuable upon the conversion of securities convertible into Shares or upon the exercise of options or warrants exercisable for Shares, in each case in this clause (c), which are "in the money." For purposes hereof, an option or warrant is "in the money" if the exercise price or conversion price is less than the Per Share Equity Value, calculated without giving effect to such convertible securities, options or warrants. Notwithstanding the foregoing, in the case of a Qualified Public Offering, Per Share Equity Value shall have the meaning set forth in Sections 7(d), 8(d) and 9(d) of the Plan, as applicable. EXHIBIT 2 1998 MTL, INC. OPTION PLAN
Per Share Equity Value means, in respect of any Tranche B, Tranche C or Tranche D Performance Measurement Date or other applicable measurement date under the Shareholders' Agreement, (a) the product of (i) EBITDA for the twelve- month period ending on such date, multiplied by (ii) 6.5, plus (b) (i) the aggregate amount of the consolidated cash on hand of the Company and its subsidiaries plus the aggregate Option Price for all Options that are "in the money" (as defined below), minus (ii) the liquidation value of the outstanding consolidated Indebtedness and Company preferred stock (as adjusted to reflect a Sale of the Company, if applicable, and excluding any debt or preferred stock associated with an acquisition, the earnings of which are not included in EBITDA), divided by (c) the sum of (i) the number of Shares outstanding as of the end of such twelve-month period and (ii) the number of Shares issuable upon the conversion of securities convertible into Shares or upon the exercise of options or warrants exercisable for Shares, in each case in this clause (c), which are "in the money." For purposes hereof, an option or warrant is "in the money" if the exercise price or conversion price is less than the Per Share Equity Value, calculated without giving effect to such convertible securities, options or warrants. Notwithstanding the foregoing, in the case of a Qualified Public Offering, Per Share Equity Value shall have the meaning set forth in Sections 7(d), 8(d) and 9(d), as applicable, or, for certain purposes under the Shareholders' Agreement, the average closing stock price for the 90 trading days immediately preceding the applicable measurement date (with the five highest and five lowest closing prices disregarded).