Closing Cash Percentage definition

Closing Cash Percentage means, with respect to any Member, the percentage set forth opposite such Member’s name under the heading “Closing Cash Percentage” on Annex B.
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Closing Cash Percentage means a percentage equal to the quotient of (i) the Available SPAC Cash, divided by (ii) the Minimum Available SPAC Cash Amount.
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Closing Cash Percentage means the percentage determined by dividing the Closing Cash Consideration (determined without regard to any reduction in such amount arising as a result of the proviso to the definition thereof) by the Closing Merger Consideration.
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More Definitions of Closing Cash Percentage

Closing Cash Percentage means the quotient (expressed as a percentage) obtained by dividing (a) the Aggregate Closing Cash Consideration by (b) (i) the Estimated Merger Consideration minus (ii) the Sellers’ Representative Reserve Amount minus (iii) the product of (A) the Escrow Shares, if any, multiplied by (B) the Face Value minus (iv) the Escrow Cash, if any, subject to adjustment in accordance with Section 2.6(f).
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Related to Closing Cash Percentage

  • Closing Cash Amount shall have the meaning set forth in Section 2.8(b).

  • Cash Percentage shall have the meaning specified in Section 14.02(a)(iii).

  • Closing Cash Consideration has the meaning set forth in Section 2.02.

  • Closing Cash Payment has the meaning set forth in Section 2.06(a).

  • Closing Cash means the aggregate amount of Cash of the Company as of the Effective Time.

  • Aggregate Cash Consideration has the meaning set forth in Section 3.01(b)(ii).

  • Target Net Working Capital Amount means $0.

  • Target Working Capital Amount means $162,000,000.

  • Net Working Capital Adjustment Amount means an amount, which may be a positive or negative number, equal to the Net Working Capital as of the Effective Time minus the Net Working Capital Threshold.

  • Working Capital Adjustment Amount has the meaning set forth in Section 2.1(b)(ii). Section 1.2

  • Working Capital Amount shall have the meaning specified in Section 3.4(e).

  • Estimated Closing Cash has the meaning set forth in Section 2.4(a).

  • Net Working Capital Amount means, with respect to a Participating McNeil Partnership, the excess of the Positive Excess Cash Balance of such Participating McNeil Partnership over the cash on hand of such Participating McNeil Partnership immediately prior to the Effective Time.

  • Cash Amount means an amount of cash per Partnership Unit equal to the value of one share of Common Stock as determined under the applicable Exchange Rights Agreement on the Valuation Date of the Common Stock Amount.

  • Working Capital Target has the meaning set forth in Section 1.3(b).

  • Daily Cash Amount means, with respect to any VWAP Trading Day, the lesser of (A) the applicable Daily Maximum Cash Amount; and (B) the Daily Conversion Value for such VWAP Trading Day.

  • Working Capital Deficit means the amount by which the Net Working Capital is less than the Target Net Working Capital.

  • Net Working Capital Target means $0.00.

  • Final Closing Cash shall have the meaning set forth in Section 2.11(g).

  • Minimum Cash Amount shall have the meaning set forth in Section 6.2(iv).

  • Cash Contribution Amount means the aggregate amount of cash contributions made to the capital of the Company described in the definition of “Contribution Indebtedness.”

  • Unrestricted Cash Amount means, as to any Person on any date of determination, the amount of (a) unrestricted Cash and Cash Equivalents of such Person whether or not held in an account pledged to the Collateral Agent and (b) Cash and Cash Equivalents of such Person restricted in favor of the Facilities (which may also include Cash and Cash Equivalents securing other Indebtedness secured by a Lien on any Collateral along with the Facilities), in each case as determined in accordance with GAAP; it being understood and agreed that proceeds subject to Escrow shall be deemed to constitute “restricted cash” for purposes of the Unrestricted Cash Amount.

  • Earnout Amount has the meaning set forth in Section 2.5.1b).

  • Asset Percentage has the meaning specified in Section 2.05(b)(ii).

  • Working Capital Escrow Amount means $500,000.

  • Excess Cash Amount means, as of any Excess Cash Measurement Date, (a) the total amount of Unrestricted Cash, less (b) the sum of (i) the applicable Minimum Cash Threshold hereto corresponding to such Excess Cash Measurement Date, (ii) the total amount of scheduled payments due by OEC and its Subsidiaries, taken as a whole, under (x) the New Notes and (y) any other Permitted Indebtedness in each case in the subsequent twelve (12) month period, (iii) projected expenses for the Issuer to conduct its operations during the subsequent twelve (12) month period, including any foreign currency conversion expenses and (iv) for any Excess Cash Measurement Date through (and including) December 31, 2024, any Fines due by OEC and its Subsidiaries for the subsequent twelve (12) month period; less (c) an amount equal to the Required Gross-Up; provided that any items already deducted from cash and short-term investments of OEC and its Subsidiaries for purposes of determining Unrestricted Cash shall not be deducted again for purposes of determining the Excess Cash Amount.