Not exact matches
From the inception
of our
Stock Repurchase Program through April 27, 2018, we repurchased approximately 23.7 million shares of our common stock at an aggregate market value of approximately $ 1.5 bil
Stock Repurchase Program through April 27, 2018, we repurchased approximately 23.7 million shares
of our
common stock at an aggregate market value of approximately $ 1.5 bil
stock at an aggregate market
value of approximately $ 1.5 billion.
Such risks, uncertainties and other factors include, without limitation: (1) the effect
of economic conditions in the industries and markets in which United Technologies and Rockwell Collins operate in the U.S. and globally and any changes therein, including financial market conditions, fluctuations in commodity prices, interest rates and foreign currency exchange rates, levels
of end market demand in construction and in both the commercial and defense segments
of the aerospace industry, levels
of air travel, financial condition
of commercial airlines, the impact
of weather conditions and natural disasters and the financial condition
of our customers and suppliers; (2) challenges in the development, production, delivery, support, performance and realization
of the anticipated benefits
of advanced technologies and new products and services; (3) the scope, nature, impact or timing
of acquisition and divestiture or restructuring activity, including the pending acquisition
of Rockwell Collins, including among other things integration
of acquired businesses into United Technologies» existing businesses and realization
of synergies and opportunities for growth and innovation; (4) future timing and levels
of indebtedness, including indebtedness expected to be incurred by United Technologies in connection with the pending Rockwell Collins acquisition, and capital spending and research and development spending, including in connection with the pending Rockwell Collins acquisition; (5) future availability
of credit and factors that may affect such availability, including credit market conditions and our capital structure; (6) the timing and scope
of future repurchases
of United Technologies»
common stock, which may be suspended at any time due to various factors, including market conditions and the level
of other investing activities and uses
of cash, including in connection with the proposed acquisition
of Rockwell; (7) delays and disruption in delivery
of materials and services from suppliers; (8) company and customer - directed cost reduction efforts and restructuring costs and savings and other consequences thereof; (9) new business and investment opportunities; (10) our ability to realize the intended benefits
of organizational changes; (11) the anticipated benefits
of diversification and balance
of operations across product lines, regions and industries; (12) the outcome
of legal proceedings, investigations and other contingencies; (13) pension plan assumptions and future contributions; (14) the impact
of the negotiation
of collective bargaining agreements and labor disputes; (15) the effect
of changes in political conditions in the U.S. and other countries in which United Technologies and Rockwell Collins operate, including the effect
of changes in U.S. trade policies or the U.K.'s pending withdrawal from the EU, on general market conditions, global trade policies and currency exchange rates in the near term and beyond; (16) the effect
of changes in tax (including U.S. tax reform enacted on December 22, 2017, which is commonly referred to as the Tax Cuts and Jobs Act
of 2017), environmental, regulatory (including among other things import / export) and other laws and regulations in the U.S. and other countries in which United Technologies and Rockwell Collins operate; (17) the ability
of United Technologies and Rockwell Collins to receive the required regulatory approvals (and the risk that such approvals may result in the imposition
of conditions that could adversely affect the combined company or the expected benefits
of the merger) and to satisfy the other conditions to the closing
of the pending acquisition on a timely basis or at all; (18) the occurrence
of events that may give rise to a right
of one or both
of United Technologies or Rockwell Collins to terminate the merger agreement, including in circumstances that might require Rockwell Collins to pay a termination fee
of $ 695 million to United Technologies or $ 50 million
of expense reimbursement; (19) negative effects
of the announcement or the completion
of the merger on the market price
of United Technologies» and / or Rockwell Collins»
common stock and / or on their respective financial performance; (20) risks related to Rockwell Collins and United Technologies being restricted in their operation
of their businesses while the merger agreement is in effect; (21) risks relating to the
value of the United Technologies» shares to be issued in connection with the pending Rockwell acquisition, significant merger costs and / or unknown liabilities; (22) risks associated with third party contracts containing consent and / or other provisions that may be triggered by the Rockwell merger agreement; (23) risks associated with merger - related litigation or appraisal proceedings; and (24) the ability
of United Technologies and Rockwell Collins, or the combined company, to retain and hire key personnel.
On April 25th, 2018, Globalstar announced that it has signed a merger agreement with Thermo Acquisitions, Inc., pursuant to which the following assets will be combined with the former: metro fiber provider FiberLight, LLC; 15.5 million shares
of common stock of CenturyLink, Inc.; $ 100 million
of cash and minority investments in complementary businesses and assets
of $ 25 million in exchange for Globalstar's
common stock valued at approximately $ 1.65 billion, subject to adjustments.
However, the creditors still get the short end
of the financial stick: the face
value of the
common stock to be received will almost certainly be less than the face
value of the original debt.
If you purchase shares
of our
common stock in this offering, you will experience immediate and substantial dilution
of $ in the net tangible book
value per share, assuming an initial public offering price
of $ per share (the midpoint
of the price range set forth on the front cover
of this prospectus).
The initial public offering price for our
common stock will be determined through our negotiations with the underwriters and may not bear any relationship to the market price at which our
common stock will trade after this offering or to any other established criteria
of the
value of our business.
With virtually identical market capitalization (the price it would take to buy all shares
of a company's outstanding
common stock at the current market
value), what exactly is an investor in each respective firm getting for his or her money?
A
stock appreciation right entitles a participant to receive a payment, in cash,
common stock, or a combination
of both, in an amount equal to the difference between the fair market
value of the
stock at the time
of exercise and the exercise price
of the award, which may not be lower than the fair market
value of the Company's
common stock on the day
of grant.
granted any options since August 2008, we performed a contemporaneous valuation
of our
common stock as
of December 24, 2008 and determined the fair
value to be $ 2.32 per share as
of such date.
During fiscal 2018, each non-employee director received a quarterly grant
of fully - vested shares
of our
common stock for service during the respective preceding quarter with a dollar
value intended to approximate $ 125,000 based on the average recent trading price over a period
of time before the grant date.
This column reflects the aggregate grant date fair
value computed in accordance with ASC Topic 718
of the options to purchase shares
of our
common stock granted to the named executive officers.
With
stock options, our executives can realize
value only to the extent that the market price
of our
common stock increases during the period that the option is outstanding, which provides a strong incentive to our executives to increase stockholder
value.
Fair
Value of Our
Common Stock.
stock or (ii) such number
of shares
of common stock having an aggregate
value of $ 400,000.
This statement relates to the shares
of Common Stock, $ 1 par
value («Shares»), issued by Gannett Co., Inc. (the «Issuer»).
Therefore, if you purchase shares
of our Class A
common stock in this offering, you will experience immediate dilution
of $ per share, the difference between the price per share you pay for our Class A
common stock and its pro forma net tangible book
value per share as
of September 30, 2010, after giving effect to the issuance
of shares
of our Class A
common stock in this offering.
To determine the Fair
Value of one share of common stock, we relied on the Hybrid Method, in which we utilized the PWERM to allocate the value under certain Initial Public Offering (IPO) scenarios, and the OPM to allocate the value under scenarios other than an IPO (the All Other scena
Value of one share
of common stock, we relied on the Hybrid Method, in which we utilized the PWERM to allocate the
value under certain Initial Public Offering (IPO) scenarios, and the OPM to allocate the value under scenarios other than an IPO (the All Other scena
value under certain Initial Public Offering (IPO) scenarios, and the OPM to allocate the
value under scenarios other than an IPO (the All Other scena
value under scenarios other than an IPO (the All Other scenario).
Because our
stock is not publicly traded, we must estimate the fair value of common stock, as discussed in «Common Stock Valuations» b
stock is not publicly traded, we must estimate the fair
value of common stock, as discussed in «Common Stock Valuations»
common stock, as discussed in «Common Stock Valuations» b
stock, as discussed in «
Common Stock Valuations»
Common Stock Valuations» b
Stock Valuations» below.
In light
of the strength we were beginning to experience in our business, we performed a contemporaneous valuation
of our
common stock as
of September 15, 2009 and determined the fair
value of our
common stock to be $ 3.50 per share as
of such date.
In addition, each share
of our Class B
common stock will convert automatically into one share
of our Class A
common stock upon any transfer, whether or not for
value, except for transfers to existing holders
of Class B
common stock and certain other transfers described in our amended and restated certificate
of incorporation, or upon the affirmative vote
of a majority
of the voting power
of the outstanding shares
of our Class B
common stock, voting separately as a class.
A
stock appreciation right gives a participant the right to receive the appreciation in the fair market value of Company Common Stock between the date of grant of the award and the date of its exer
stock appreciation right gives a participant the right to receive the appreciation in the fair market
value of Company
Common Stock between the date of grant of the award and the date of its exer
Stock between the date
of grant
of the award and the date
of its exercise.
The future
value of our Class A
common stock will depend to a large degree on our business and financial performance, and we can not assure you that the price
of our Class A
common stock will equal or exceed the price at which our securities have traded on these private secondary markets.
In August 2012, to create incentives for continued long - term success from the then - recently launched Model S program as well as from Tesla's then - planned Model X and Model 3 programs, and to further align executive compensation with increases in stockholder
value, the Board granted to Mr. Musk a
stock option award to purchase 5,274,901 shares
of Tesla's
common stock (the «2012 CEO Performance Award»), representing 5 %
of Tesla's total issued and outstanding shares at the time
of grant.
The Compensation Committee believes that options to purchase shares
of our
common stock, with an exercise price equal to the market price
of our
common stock on the date
of grant, are inherently performance - based and are a very effective tool to motivate our executives to build stockholder
value and reinforce our position as a growth company.
In light
of our improved financial performance, we performed a contemporaneous valuation
of our
common stock as
of May 7, 2010 and determined the fair
value of our
common stock to be $ 6.20 per share.
First, consistent with our other equity vehicles, OSUs deliver
value in the form
of Intel
common stock, focusing the leadership team on ensuring the long - term viability
of the company.
In fact, when
valuing a company or
stock, most professional investors use a form
of modified free cash flow rather than reported net income applicable to
common.
Domini Social Investments, 532 Broadway, 9th Floor, New York, New York 10012, beneficial owner
of at least $ 2,000 in market
value of shares
of Common Stock, is the proponent
of the following shareholder proposal.
We provide information below about (1) the circumstances under which these options and
stock awards vest upon termination
of employment or the occurrence
of certain acquisitions, and (2) the hypothetical
value each such named executive would have received, if any, upon the vesting
of any
of these option or
stock awards as
of that date under those circumstances, assuming each named executive's employment with the Company had terminated or the acquisition had been consummated as
of December 31, 2009 and based on an NYSE closing price per share
of our
common stock on that date
of $ 26.99.
Dilution in pro forma net tangible book
value per share to investors purchasing shares
of our Class A
common stock in this offering represents the difference between the amount per share paid by investors purchasing shares
of our Class A
common stock in this offering and the pro forma as adjusted net tangible book
value per share
of our Class A
common stock immediately after completion
of this offering.
Subject to the provisions
of our 2015 Plan, the administrator will determine the other terms
of stock appreciation rights, including when such rights become exercisable and whether to pay any amount
of appreciation in cash, shares
of our Class A
common stock, or a combination thereof, except that the per share exercise price for the shares to be issued pursuant to the exercise
of a
stock appreciation right must be no less than 100 %
of the fair market
value per share on the date
of grant.
NASDAQ Composite Index measures the market
value of all domestic and foreign
common stocks, representing a wide array
of more than 5,000 companies, listed on the NASDAQ
Stock Market.
That October, Buffett exercised all
of its warrants to purchase 10.7 million shares
of GE's
common stock, a position
valued at $ 264.76 million based on the closing price on the date the shares were delivered.
The Company recognizes compensation expense equal to the grant date fair
value of the
common stock on a straight - line basis over the period during which the employee is required to perform service in exchange for the award.
The purchase price
of the shares will be 85 %
of the lower
of the fair market
value of our Class A
common stock on the first trading day
of each offering period or on the exercise date.
Within five years after joining the Board, directors are expected to own shares
of our
common stock having a
value equal to five times the cash portion
of the annual retainer.
Under applicable tax rules, an employee may purchase no more than $ 25,000 worth
of shares
of common stock,
valued at the start
of the purchase period, under the ESPP in any calendar year.
and considered a number
of other objective and subjective factors to determine the best estimate
of the fair
value of our
common stock, including; issuances
of preferred
stock and the rights, preferences and privileges
of our preferred
stock relative to those
of our
common stock; and the likelihood
of achieving a liquidity event, such as an initial public offering or sale given prevailing market conditions.
The purchase price
of each Share will be (i) not less than the net asset
value per Share (the «NAV Per Share»)
of the Company's
common stock (as determined in good faith by the board
of directors
of the Company or a committee thereof, in its sole discretion) immediately prior to the Expiration Date (as defined in the Offer to Purchase)(the date
of repurchase) and (ii) not more than 2.5 % greater than the NAV Per Share as
of such date, plus any unpaid dividends accrued through the expiration date
of the Tender Offer.
Pursuant to the policy, as revised in February 2009, at each annual meeting
of our stockholders, provided that the director has served on the Board for at least six months prior to the annual meeting, a non-employee director would be granted RSUs having a
value equal to $ 225,000 divided by the lesser
of (i) the trailing average closing trading prices
of our
common stock for the 180 - day period preceding and ending with the date
of the RSU grant or (ii) such number
of RSUs as the Board may determine based on additional criteria such as business conditions and / or company performance, outside director compensation practices at peer companies and advice from outside compensation consultants.
Any failure by us to sustain or increase profitability on a consistent basis could cause the
value of our
common stock to decline.
The 2004 Plan permits the grant
of the following types
of Awards: (1) nonstatutory
stock options, incentive
stock options and
stock appreciation rights granted at the fair market
value of our common stock on the date of grant (Fair Market Value Awards), and (2) restricted stock awards and restricted stock units (Full Value Awa
value of our
common stock on the date
of grant (Fair Market
Value Awards), and (2) restricted stock awards and restricted stock units (Full Value Awa
Value Awards), and (2) restricted
stock awards and restricted
stock units (Full
Value Awa
Value Awards).
Fair
Value of Common Stock.
If the shares
of common stock are sold or otherwise disposed
of before the end
of the one - year and two - year periods specified above, the difference between the option exercise price and the fair market
value of the shares on the date
of the options» exercise will
The fair
value of the
common stock underlying the
stock - based awards is determined by our board
of directors, which considered numerous objective and subjective factors to determine the fair
value of common stock at each grant date.
The exercise price may not be less than 100 %
of fair market
value of the
common stock on the date
of grant.
We provide information below about (1) the circumstances under which the vesting
of these options and
stock awards would accelerate upon termination
of employment or the consummation
of an «acquisition transaction» (as defined below) and (2) the hypothetical
value each such named executive would have received, if any, upon the vesting
of any
of these option or
stock awards as
of that date under those circumstances, assuming each named executive's employment with the Company had terminated or the acquisition had been consummated as
of December 31, 2011 and based on an NYSE closing price per share
of our
common stock of $ 27.56 on December 30, 2011, the last trading date in 2011.
Norges Bank Investment Management, a division
of Norges Bank, the central bank
of the Government
of Norway, P.O. Box 1179 Sentrum, 0107 Oslo, Norway, which held on November 22, 2011, shares
of common stock having a market
value of at least $ 2,000, intends to submit a resolution to stockholders for approval at the annual meeting.
Prior to February 2009, the policy provided that at each annual meeting
of our stockholders, provided that the director had served on the Board for at least six months prior to the annual meeting, a non-employee director would be granted RSUs having a
value equal to $ 225,000 divided by the trailing average closing trading prices
of our
common stock for the 180 - day period preceding and ending with the date
of the RSU grant.
Thus, the
value of the NXRT
common stock, as well as any cash received in lieu
of fractional shares, will generally be taxable.