Common Cash Amount definition

Common Cash Amount means an amount of cash per Class A Common Unit equal to the Value of the Common REIT Shares Amount on the earlier of (i) the date of receipt by the Partnership and the Company of a Notice of Redemption or (ii) the date of mailing by the General Partner of a Call Notice pursuant to Section 8.06(a).

Common Cash Amount shall have the meaning given to it in Section 1.5(a)(ii).

Common Cash Amount means an amount in cash (if any) per Company Share determined by dividing (i) the Initial Payout Amount minus the Aggregate Liquidation Preference Amount, by (ii) the sum of the number of Company Shares issued and outstanding immediately prior to the Effective Time (excluding all shares of Special Common Voting Stock and Special A-1 Voting Stock issued and outstanding immediately prior to the Effective Time, but including, for the avoidance of doubt, (A) the number of Common Shares vested (after giving effect to any acceleration of vesting in connection with the transactions contemplated by this Agreement and/or any acceleration of vesting provided for in employment agreements which may be triggered in connection with the transactions contemplated by this Agreement) pursuant to Company Options that, pursuant to Section 1.7(a), are deemed canceled and converted into the right to receive payments pursuant to Section 1.7(a) and (B) all Company Shares issued pursuant to the Pre-Closing Exchange).

Examples of Common Cash Amount in a sentence

• Pursuant to Section 3.1(c) of the Merger Agreement, the Stockholders each received in exchange for each share of Source Common Stock, (i) the Common Cash Amount, if any, and the Payment Shares, and (ii) the contingent right to receive shares of NDC Common Stock.

• Such fund shall not be used for any purpose other than to pay the aggregate Common Cash Amount in the Offer and the aggregate cash Merger Consideration in the Merger.

• Each share of Common Stock issued and outstanding immediately prior to the Effective Time (other than shares to be cancelled in accordance with Section 2.2(b) and the Appraisal Shares) shall be converted into the right to receive an amount of cash equal to the Common Cash Amount and a number of Ordinary Shares equal to the Common Exchange Ratio.

• Both the Common Cash Amount and Common CVR Amount are to be paid in cash, subject to any applicable withholding of taxes and without interest.

• Upon the terms and subject to the conditions of the Offer, payment for Shares accepted for payment pursuant to the Offer will be made by deposit of the aggregate Common Cash Amount therefor with the Depositary, which will act as agent for the tendering stockholders for purposes of receiving payments from us and transmitting such payments to the tendering stockholders.

More Definitions of Common Cash Amount

Common Cash Amount means an amount in cash (if any) per Company Share determined by dividing (i) the Initial Payout Amount minus the Aggregate Liquidation Preference Amount, by (ii) the sum of the number of Company Shares issued and outstanding immediately prior to the Effective Time (excluding all shares of Special Common Voting Stock and Special A-1 Voting Stock issued and outstanding immediately prior to theEffective Time, but including, for the avoidance of doubt, (A) the number of Common Shares vested (after giving effect to any acceleration of vesting in connection with the transactions contemplated by this Agreement and/or any acceleration of vesting provided for in employmentagreements which may be triggered in connection with the transactions contemplated by this Agreement) pursuant to Company Options that, pursuant to Section 1.7(a), are deemed canceled and converted into the right to receive payments pursuant to Section 1.7(a) and (B) all Company Shares issued pursuant to the Pre-Closing Exchange).

Common Cash Amount means the product of (i) the Fully Diluted Common Equity Value and (ii) 58%; provided, however, that such amount shall be reduced, if necessary, consistent with Section 2.6 hereof.

Common Cash Amount means an amount equal to the Total Cash Consideration less the sum of (i) the Aggregate Series A Cash Amount and (ii) the Aggregate Series B Cash Amount.

Common Cash Amount means the quotient obtained by dividing the (a) Aggregate Cash Consideration by (b) the aggregate number of Company Shares issued and outstanding immediately prior to the Closing.

Common Cash Amount means $1,190,000 less the sum of (x) the Estimated Third Party Expenses in excess of $22,500 and (y) the Specified Stockholder Liabilities.

Common Cash Amount means an amount equal to the product of the Aggregate Cash Amount and the Common Cash Percentage, divided by the number of shares of Company Common Stock that are issued and outstanding on a fully exercised, fully converted basis immediately prior to the Effective Time.

Common Cash Amount means an amount in cash equal to (i) $173,500,000, minus (ii) the Indebtedness set forth on the Closing Payment Certificate, plus (or minus) (iii) the amount, if any, by which Working Capital set forth on the Closing Certificate is greater than (or less than) $16,700,000 (provided that any adjustment pursuant to this subsection (iii) shall not exceed $500,000), minus (iv) the aggregate Option Consideration paid to the Optionholders.