Dividend Adjustment Clause Samples
A Dividend Adjustment clause defines how payments or obligations under a contract are modified in response to dividends issued by a company. Typically, this clause applies to financial instruments such as options, swaps, or convertible securities, where the value of the instrument could be affected by dividend distributions. For example, if a company pays an unexpected special dividend, the terms of the contract may be adjusted to reflect the change in value. The core function of this clause is to ensure fairness and maintain the economic balance between parties by preventing one side from gaining an unintended advantage due to dividend-related events.
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Dividend Adjustment. In the event that the Preferred Stock has not converted into Common Stock pursuant to Section 2.7(a) or has not been redeemed by the Company as described in Section 2.9, above, within 180 days of the Closing Date, the dividend rate shall increase to 20% per annum.
Dividend Adjustment. Except as otherwise provided for in this Agreement, a Dividend Adjustment shall be added to the Unadjusted Share Distribution. The Dividend Adjustment shall be a number of Units equal to the number of Units that would have resulted, if each dividend paid during the Performance Period on the Shares included in the Unadjusted Share Distribution had been immediately reinvested in Shares.
Dividend Adjustment. In addition to the Initial Purchase Price, Purchaser shall pay to the Company, promptly after receipt of dividends for the quarter ended September 30, 1997, an amount equal to the product of (x) Accrued Dividends Per Share (x) multiplied by (y) 506,894 shares. Payment of such Dividend Adjustment shall be made in the manner as set forth in Section 2.1(d) or as otherwise agreed to by Purchaser and the Company.
Dividend Adjustment. (a) Except in the circumstances described in the next paragraph, prior to the Effective Date the Company and Parent may, in lieu of their respective regular quarterly dividends covering the period described in the next sentence, each declare a special dividend on Company Common Stock and Parent Common Stock, respectively, to holders of record of such shares as of the record date established therefor (which record date shall be prior to the Effective Date) with a payment date which is the same as the Effective Date. Such special dividend may be in an amount per share not greater than the product of (A) a fraction, (i) the numerator of which equals the number of days between the payment date with respect to the most recent regular common stock dividend paid by the Company or Parent, as the case may be, and the Effective Date and (ii) the denominator of which equals 91, and (B) the amount of the regular quarterly cash dividend per share of Company Common Stock or Parent Common Stock most recently paid by the Company or Parent, as the case may be, prior to the Effective Date.
(b) If the Effective Date occurs after a regularly scheduled record date for dividends on the Parent Common Stock and before the regularly scheduled record date for dividends on Company Common Stock that next succeeds such Parent record date, then the Company may declare a special dividend on the Company Common Stock to holders of record of such shares as of the record date established therefor (which record date shall be prior to the Effective Date) with a payment date which is the same as the payment date for dividends on the Parent Common Stock to which such Parent record date relates. Such special dividend may be in an amount per share not greater than the product of (A) a fraction, (i) the numerator of which equals the number of days between the payment date with respect to the most recent regular common stock dividend paid by the Company and such payment date for the Parent Common Stock and (ii) the denominator of which equals 91, and (B) the amount of the regular quarterly cash dividend per share of Company Common Stock most recently paid by the Company prior to the Effective Date.
(c) This section shall be interpreted and, in circumstances where necessary, appropriately modified so as to give effect to its intent, namely, that dividends on the Company Common Stock and Parent Common Stock shall be paid in such a manner as to result in the periods covered by such dividends, giving e...
Dividend Adjustment. 41 Section 7.11 Takeover Provisions Inapplicable............ 42
Dividend Adjustment. The Series C Preferential Dividend shall be appropriately adjusted for any stock splits, dividends, combinations, recapitalizations and the like ("Appropriately Adjusted").
Dividend Adjustment. (i) In the event that after the date hereof and prior to the Company Merger Effective Time the Company shall declare, set aside or make or pay any cash dividends or distributions in respect of any shares of Company Common Stock in excess of the Company Permitted Dividend (whether to maintain its qualification as a REIT under the Code or otherwise), the Cash Consideration shall be reduced by the per share amount of such dividend or distribution.
(ii) In the event that after the date hereof and prior to the Company Merger Effective Time Parent shall declare, set aside or make or pay any cash dividends or distributions in respect of any shares of Parent Common Stock in excess of the Parent Permitted Common Dividend (whether to maintain its qualification as a REIT under the Code or otherwise), the Cash Consideration shall be increased by the amount of such dividend or distribution per share of Parent Common Stock multiplied by the Exchange Ratio.
Dividend Adjustment. If at any time during the period from, but excluding, the Trade Date to, and including, the Valuation Date, an ex-dividend date for a cash dividend or distribution occurs with respect to the Shares (an “Ex-Dividend Date”) and that dividend or distribution is greater than or less than the Regular Dividend on a per Share basis, then the Calculation Agent will adjust either the Forward Floor Price or the Forward Cap Price or both to preserve the fair value of the Transaction to the parties after taking into account such dividend or distribution (or, if such adjustment would not so preserve such fair value, the Calculation Agent may also adjust the Number of Shares to so preserve such fair value). If no Ex-Dividend Date occurs within any calendar quarter (including, without limitation, because of an inability to declare or pay dividends under Bermuda law), Counterparty shall be deemed to have paid a cash dividend in an amount of zero with an Ex-Dividend Date occurring on the last Exchange Business Day of such calendar quarter. Regular Dividend: USD0.075 for the first dividend or distribution on the Shares for which the Ex-Dividend Date falls within a regular quarterly dividend period of Counterparty, and zero for any subsequent dividend or distribution on the Shares for which the ex-dividend date falls within the same regular quarterly dividend period. Counterparty’s ability to declare and pay dividends will, at all times, be subject to compliance with Bermuda law.
Dividend Adjustment. After the date of this Agreement, each of ------------------- CoreStates and Meridian shall coordinate with the other the payment of dividends with respect to the CoreStates Common Stock and Meridian Common Stock and the record dates and payment dates relating thereto, it being the intention of the parties hereto that holders of CoreStates Common Stock and Meridian Common Stock shall not receive two dividends, or fail to receive one dividend, for any single calendar quarter with respect to their shares of CoreStates Common Stock and/or Meridian Common Stock or any shares of CoreStates Common Stock that any such holder receives in exchange for such shares of Meridian Common Stock in the Merger.
Dividend Adjustment. The Series A Preferential Dividend and Series B Preferential Dividend amounts shall be appropriately adjusted for any stock dividends, combinations and splits, as applicable.