Common use of SpinCo Unit Options Clause in Contracts

SpinCo Unit Options. Each SpinCo Unit Option that is outstanding immediately following the Effective Time shall, as of immediately following the Effective Time, become fully vested (to the extent not already vested) and be cancelled and converted into the right to receive: (A) an amount in cash, without interest, equal to the product of (I) the Available Cash multiplied by (II) a fraction, the numerator of which is the Spread Value of such SpinCo Unit Option and the denominator of which is the Aggregate SpinCo Unit Option Consideration (such product, the “Partial SpinCo Unit Option Cash Payment”); and (B) a number of SpinCo Common Units equal to the quotient of (I) the excess, if any, of the Spread Value of such SpinCo Unit Option over the Partial SpinCo Unit Option Cash Payment, divided by the Implied SpinCo Unit Value.

Appears in 6 contracts

Samples: Employee Matters Agreement (Atlas Energy, L.P.), Employee Matters Agreement (Targa Resources Partners LP), Employee Matters Agreement (Atlas Energy Group, LLC)

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