REDEMPTION TRIGGER. In the event that, within three years of the Closing Date, (i) AmPaM has not consummated an IPO and (ii) any Stockholder has not received cash (including proceeds from the public or private sale of AmPaM Stock received as consideration hereunder and the receipt of principal payments, if any, made with respect to AmPaM Notes held by such Stockholder) equal to or exceeding 50% of the Aggregate Consideration on or prior to the third anniversary of the Closing Date, such Stockholder shall have the right (the "Put Right"), but not the obligation, commencing on the third anniversary date of the Closing Date to require AmPaM to purchase a number of shares of AmPaM Stock then owned by such Stockholder, subject to the limitations set forth in Section 18.2 below. The purchase price for such redemption shall be $13.00 per share, such price to be subject to appropriate adjustment to reflect any reclassification, stock dividend, subdivision, split-up or combination of shares of AmPaM Stock after the date hereof.
Appears in 3 contracts
Samples: Acquisition Agreement (Miller Mechanical Contractors Inc), Acquisition Agreement (Miller Mechanical Contractors Inc), Acquisition Agreement (Miller Mechanical Contractors Inc)
REDEMPTION TRIGGER. In the event that, within three years of the Closing Date, (i) AmPaM has not consummated an IPO and (ii) any Stockholder has not received cash (including proceeds from the public or private sale of AmPaM Stock received as consideration hereunder and the receipt of principal payments, if any, made with respect to AmPaM Notes held by such Stockholder) equal to or exceeding 50% of the Aggregate Consideration on or prior to the third anniversary of the Closing Date, such Stockholder shall have the right (the "Put Right"), but not the 58 67 obligation, commencing on the third anniversary date of the Closing Date to require AmPaM to purchase a number of shares of AmPaM Stock then owned by such Stockholder, subject to the limitations set forth in Section 18.2 below. The purchase price for such redemption shall be $13.00 per share, such price to be subject to appropriate adjustment to reflect any reclassification, stock dividend, subdivision, split-up or combination of shares of AmPaM Stock after the date hereof.
Appears in 2 contracts
Samples: Acquisition Agreement (Miller Mechanical Contractors Inc), Acquisition Agreement (Miller Mechanical Contractors Inc)
REDEMPTION TRIGGER. In the event that, within three years of the Closing Date, (i) AmPaM has not consummated an IPO and (ii) any Stockholder has not received cash (including proceeds from the public or private sale of AmPaM Stock received as consideration hereunder and the receipt of principal payments, if any, made with respect to AmPaM Notes held by such Stockholder) equal to or exceeding 50% of the Aggregate Consideration on or prior to the third anniversary of the Closing Date, such Stockholder shall have the right (the "Put Right"), but not the obligation, commencing on the third anniversary date of the Closing Date to require AmPaM to purchase a number of shares of AmPaM Stock then owned by such Stockholder, subject to the limitations set forth in Section 18.2 below. The purchase price for such redemption shall be $13.00 per share, such price to be subject to appropriate adjustment to reflect any reclassification, stock dividend, subdivision, split-up or combination of shares of AmPaM Stock after the date hereof.
Appears in 2 contracts
Samples: Acquisition Agreement (Miller Mechanical Contractors Inc), Acquisition Agreement (Miller Mechanical Contractors Inc)
REDEMPTION TRIGGER. In the event that, within three years of the Closing Date, (i) AmPaM has not consummated an IPO and (ii) any Stockholder has not received cash (including proceeds from the public or private sale of AmPaM Stock received as consideration hereunder and the receipt of principal payments, if any, made with respect to AmPaM Notes held by such Stockholder) equal to or exceeding 50% of the Aggregate Consideration on or prior to the third anniversary of the Closing Date, such Stockholder shall have the right (the "Put Right"), but not the 58 67 obligation, commencing on the third anniversary date of the Closing Date to require AmPaM to purchase a number of shares of AmPaM Stock then owned by such Stockholder, subject to the limitations set forth in Section 18.2 below. The purchase price for such redemption shall be $13.00 per share, such price to be subject to appropriate adjustment to reflect any reclassification, stock dividend, subdivision, split-up or combination of shares of AmPaM Stock after the date hereof.
Appears in 1 contract
Samples: Acquisition Agreement (Miller Mechanical Contractors Inc)
REDEMPTION TRIGGER. In the event that, within three years of the Closing Date, (i) AmPaM has not consummated an IPO and (ii) any Stockholder has not received cash (including proceeds from the public or private sale of AmPaM Stock received as consideration hereunder and the receipt of principal payments, if any, made with respect to AmPaM Notes held by such Stockholder) equal to or exceeding 50% of the Aggregate Consideration on or prior to the third anniversary of the Closing Date, such Stockholder shall have the right (the "Put Right"), but not the obligation, commencing on the third anniversary date of the Closing Date to require AmPaM to 58 67 purchase a number of shares of AmPaM Stock then owned by such Stockholder, subject to the limitations set forth in Section 18.2 below. The purchase price for such redemption shall be $13.00 per share, such price to be subject to appropriate adjustment to reflect any reclassification, stock dividend, subdivision, split-up or combination of shares of AmPaM Stock after the date hereof.
Appears in 1 contract
Samples: Acquisition Agreement (Miller Mechanical Contractors Inc)