Consideration Assets definition

Consideration Assets means those assets, other than cash, offered as consideration by an Offeror as contemplated in clauses 12 or 21;
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Consideration Assets means those assets, other than cash, offered as consideration by an Offeror as contemplated in clauses 13 or 22;
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Examples of Consideration Assets in a sentence

  • The Merger Consideration in respect of each former Public Unit shall consist of (A) an initial payment of $27.00 in cash, without interest thereon (the "Initial Merger Consideration"), plus (B) one or more possible additional cash payments (the "Residual Consideration"), without interest thereon, of the Proportionate Share (as hereinafter defined) of the Remaining Residual Consideration Assets (as hereinafter defined), if any.

  • The details of such agreements are set out below: Agreements Consideration Assets involvedThe Equity Acquisition Agreement on PetroChina Pipeline Co., Ltd.

  • A summary of the allocation of the total purchase consideration is presented as follows (in millions):Purchased Intangible Purchase Consideration Assets Goodwill CloudLock$249$ 36$ 213Others (two in total) 9 5 4Total$258$ 41$ 217On August 1, 2016 , the Company completed its acquisition of privately held CloudLock Inc.

  • The details of such agreements are set out below: Agreements Consideration Assets involved The Equity Acquisition Agreement on PetroChina Pipeline Co., Ltd.Increased registered capital of PipeChina of RMB141,673.5 million (accounting for approximately 28.3347% of the equity interest in PipeChina upon completion of the Transactions) and certain cash72.2616% of the equity interest in PetroChina Pipeline Co., Ltd.

  • A summary of real estate acquisitions for the nine months ended September 30, 2012 follows (in thousands): Consideration Assets Acquired Debt and Other Segment Cash PaidLiabilitiesAssumedNoncontrollingInterest Real EstateNetIntangiblesMedical office$ 157,556 $35,120$ 27,346(1)$ 170,443$ 49,579Life science7,964—867,580470Senior housing3,860——3,541319Hospital3,000——3,000— $ 172,380 $35,120$ 27,432$ 184,564$ 50,368 (1) Represents non-managing member limited liability company units.

  • A summary of real estate acquisitions for the nine months ended September 30, 2013 follows (in thousands): Consideration Assets Acquired Fair Value of Debt and Other Property Real Estate Liabilities Net Segment Count Cash Paid Exchanged Assumed Real Estate Intangibles Senior housing 6 $ 59,341 $ — $ 12,728 $ 68,795 $ 3,274 Post-acute/skilled nursing N/A 408 — — 408 — Hospital 1 — 15,204 — 11,822 3,382 7 $ 59,749 $ 15,204 $ 12,728 $ 81,025 $ 6,656 (1) Represents 38 acres of land acquired.

  • Cash Consideration Assets Fair Value, as determined in accordance with Section 3.2. Claim or administrative.

Related to Consideration Assets

  • Sale Consideration means the proceeds of any sale or other disposal of the relevant securities of a Minority Member pursuant to this rule 149.

  • Closing Consideration shall have the meaning set forth in Section 2.1(b).

  • Unit Consideration has the meaning set forth in Section 2.2(a).

  • Net Consideration means “net consideration” as defined in Regulation Section 1.848-2(f));

  • Earnout Consideration has the meaning set forth in Section 2.8.

  • Consideration Shares has the meaning ascribed thereto in Section 2.2.

  • Contract Consideration has the meaning set forth in the definition of “Excess Cash Flow.”

  • Acquisition Consideration means the purchase consideration for any Permitted Acquisition and all other payments by Holdings or any of its Subsidiaries in exchange for, or as part of, or in connection with, any Permitted Acquisition, whether paid in cash or by exchange of Equity Interests or of properties or otherwise and whether payable at or prior to the consummation of such Permitted Acquisition or deferred for payment at any future time, whether or not any such future payment is subject to the occurrence of any contingency, and includes any and all payments representing the purchase price and any assumptions of Indebtedness, “earn-outs” and other agreements to make any payment the amount of which is, or the terms of payment of which are, in any respect subject to or contingent upon the revenues, income, cash flow or profits (or the like) of any person or business; provided that any such future payment that is subject to a contingency shall be considered Acquisition Consideration only to the extent of the reserve, if any, required under GAAP at the time of such sale to be established in respect thereof by Holdings or any of its Subsidiaries.

  • Earn-Out Consideration has the meaning set forth in Section 2.08(a)(i).

  • Transaction Consideration has the meaning set forth in Section 11.7 hereof.

  • Closing Stock Consideration has such meaning as set forth in Section 2.7(b).

  • Purchase Consideration means the aggregate net cash proceeds received by the Company or Specialty Foods Corporation ("SFC") (after deducting all fees and expenses incurred by the Company, SFC and/or their respective affiliates in connection with the Sale). By way of example, if the Purchase Consideration equaled $500,000,000, your Sale Bonus would be $500,000. The Sale Bonus shall be paid to you within three (3) months of the completion of the Sale.

  • Total Consideration means the total amount (but without duplication) of (a) cash paid in connection with any Acquisition, plus (b) Indebtedness for borrowed money payable to the seller in connection with such Acquisition, plus (c) the fair market value of any equity securities, including any warrants or options therefor, delivered to the seller in connection with any Acquisition, plus (d) the amount of Indebtedness assumed in connection with any Acquisition.

  • Permitted Acquisition Consideration means in connection with any Permitted Acquisition, the aggregate amount (as valued at the Fair Market Value of such Permitted Acquisition at the time such Permitted Acquisition is made) of, without duplication: (a) the purchase consideration paid or payable in cash for such Permitted Acquisition, whether payable at or prior to the consummation of such Permitted Acquisition or deferred for payment at any future time, whether or not any such future payment is subject to the occurrence of any contingency, and including any and all payments representing the purchase price and any assumptions of Indebtedness and/or Guarantee Obligations, “earn-outs” and other agreements to make any payment the amount of which is, or the terms of payment of which are, in any respect subject to or contingent upon the revenues, income, cash flow or profits (or the like) of any Person or business and (b) the aggregate amount of Indebtedness incurred or assumed in connection with such Permitted Acquisition; provided, in each case, that any such future payment that is subject to a contingency shall be considered Permitted Acquisition Consideration only to the extent of the reserve, if any, required under GAAP (as determined at the time of the consummation of such Permitted Acquisition) to be established in respect thereof for the Borrower or its Restricted Subsidiaries.

  • Independent Consideration shall have the meaning as set forth in Section 2.14.

  • Transferred Assets means the assets, rights and properties of the Sellers that the Purchasers shall acquire as of the Closing.

  • Designated Noncash Consideration means the Fair Market Value of noncash consideration received by the Company or one of its Restricted Subsidiaries in connection with an Asset Disposition that is so designated as Designated Noncash Consideration pursuant to an Officer’s Certificate, setting forth the basis of such valuation.

  • Additional Consideration has the meaning set forth in Section 3.2.

  • Base Consideration has the meaning set forth in Section 1.2.

  • Aggregate Stock Consideration is defined in Section 2.05C.

  • Consideration has the meaning given in Clause 3.1;

  • Stock Consideration has the meaning set forth in Section 2.01(c).

  • Deemed Partnership Interest Value means, as of any date with respect to any class of Partnership Interests, the Deemed Value of the Partnership Interests of such class multiplied by the applicable Partner's Percentage Interest of such class.

  • Prepayment Consideration shall have the meaning set forth in Section 2.3.1.

  • Equity Consideration has the meaning set forth in Section 2.02.

  • Cash Consideration has the meaning set forth in Section 2.2.