Aggregate Closing Merger Consideration definition

Aggregate Closing Merger Consideration means an amount equal to the Base Purchase Price in cash minus (a) Indebtedness of the Company plus (b) the amount (if any) by which the Estimated Working Capital is greater than the Target Working Capital minus (c) the amount (if any) by which the Estimated Working Capital is less than the Target Working Capital.
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Aggregate Closing Merger Consideration means a number of shares of BCAC Common Stock equal to the quotient of (a) the Aggregate Closing Merger Consideration Value divided by (b) $10.00.
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Aggregate Closing Merger Consideration means a number of shares of GigCapital5 Common Stock equal to the difference of: (a) the quotient of (i) the Aggregate Closing Merger Consideration Value, divided by (ii) $10.00; minus (b) the Aggregate Excess Company Transaction Expenses Shares; minus (c) the number of shares of GigCapital5 Common Stock that are not redeemed pursuant to the terms of the Non-Redemption Agreements.
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Examples of Aggregate Closing Merger Consideration in a sentence

  • The Paying Agent, as exchange agent, shall pay to each Stockholder that has returned a duly completed and executed Letter of Transmittal, out of the Estimated Aggregate Closing Merger Consideration, the amount of cash to which such Stockholder is entitled pursuant to Section 2.7(c) and this Section 2.13.

  • Kota Workshop has been allotted the work of 1000 nos of BOXN to BOXNHAM wagons under RSP(400 nos in 2011-12,200 nos in 2012-13 and 400 nos in 2013-14).

  • If the difference between the Target Working Capital and the Estimated Working Capital is $0 then no adjustment to the Aggregate Closing Merger Consideration shall be made at Closing.

  • The Aggregate Closing Merger Consideration and the Per Share Closing Consideration will be calculated using items delivered by the Company to Buyer pursuant to Section 2.12(a) .

  • Proxy at Cover Page, A-2 (defining “Aggregate Closing Merger Consideration” to mean “a number of shares of GigCapital3 Common Stock equal to the quotient of (a) the Aggregate Closing Merger Consideration Value divided by (b) $10.00”).


More Definitions of Aggregate Closing Merger Consideration

Aggregate Closing Merger Consideration means (i) an amount in cash equal to (A) the Equity Award Carveout Amount plus (B) the cash actually received by the Company in respect of any exercises of Company Stock Options between the date hereof and Closing minus (C) the aggregate amount actually paid to former holders of Company RSUs in respect of the Dividend Equivalents described in Section 2.3(b) hereof that have vested after payment of Recapitalization Dividend and prior to the Closing (but not including Dividend Equivalents paid on Company RSUs that vest as of the Effective Time); (ii) the Note Consideration; and (iii) the Share Consideration. For the avoidance of doubt, the Dividend Equivalents payable on Company RSUs that vest at the Effective Time shall be included in the Aggregate Closing Merger Consideration.
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Aggregate Closing Merger Consideration means (A) the Base Merger Consideration, plus (B) the aggregate Exercise Prices of all Unexercised Options, minus (C) any Indebtedness, minus (D) the Specified Transactional Expenses.
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Aggregate Closing Merger Consideration means $10,000,000 minus the Transaction Expenses minus the Escrow Deposit minus the Representative Expense Fund minus amounts paid to Non-Participating Interest Holders at Closing and Indebtedness, and as adjusted by the Estimated Working Capital Adjustment.
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Aggregate Closing Merger Consideration means an amount equal to (i) $43,500,000; plus (ii) the amount of the Company Cash; minus (iii) the amount of the Company Debt; minus (iv) the Closing Net Working Capital Shortfall, if any; plus (v) the Aggregate Option Exercise Price; minus (vi) the Santur Corporation 2011 Incentive Amount; minus (vii) the Closing Costs.
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Aggregate Closing Merger Consideration means an amount equal to (which amount shall be calculated based on the estimated Closing Cash Balance, estimated Closing Working Capital, estimated Closing Debt Amount, estimated Closing Transaction Expenses Amount, in each case set forth on the Estimated Closing Statement delivered and prepared in accordance with Section 2.09(a)):
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Aggregate Closing Merger Consideration means an amount equal to: (A) $1,800,000,000;
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Aggregate Closing Merger Consideration. 1.8(a)(i) “Antitrust Filings” 4.4
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