Forward Purchase Investment definition

Forward Purchase Investment means that certain private placement in the aggregate amount of $100.0 million, to be consummated substantially concurrently with the consummation of the Business Combination, pursuant to the Forward Purchase Agreement with SilverBox, under which, subject to the conditions set forth therein, investment funds and accounts managed by Engaged Capital (collectively, the “Forward Purchase Investors”) will purchase
Sample 1Sample 2
Forward Purchase Investment shall have the meaning set forth in the Recitals.
Sample 1Sample 2
Forward Purchase Investment means that certain private placement in the aggregate amount
Sample 1Sample 2

Examples of Forward Purchase Investment in a sentence

  • There are no other agreements, side letters, or arrangements between Parent and any other Person (including Crescent) relating to the Forward Purchase Transaction, and, as of the date hereof, Parent does not know of any facts or circumstances that would reasonably be expected to result in any of the conditions set forth in the Forward Purchase Agreement not being satisfied, or the Forward Purchase Investment Amount not being available to Parent, on the Closing Date.

  • The Amended Forward Purchase Agreements contain all of the conditions precedent (other than the conditions contained in the other Transaction Documents) to the obligations of the Forward Purchase Investors to fund the applicable portion of the Forward Purchase Investment Amount set forth in the Amended Forward Purchase Agreements on the terms therein.

  • With regard to the first response, NEPAD is accused of being dependent on aid.

  • Other conditions to Authentic Brands’ obligations to consummate the Business Combination include, among others, that as of the Closing, the aggregate amount of cash in the Trust Account (after, for the avoidance of doubt, giving effect to all of the stockholder redemptions), plus the gross proceeds of the PIPE Investment and the Forward Purchase Investment shall be equal to or greater than $300,000,000.

  • One CVR shall be issued by the Company for each one whole share of Common Stock (excluding any fractional shares) that is issued (a) as Merger Consideration to the recipient of such Merger Consideration or (b) to a purchaser pursuant to the Forward Purchase Investment.

  • The shares of Class A Common Stock issued to the Engaged Capital Investors in connection with the Forward Purchase Investment have not been registered under the Securities Act and have been issued in reliance upon the exemption provided in Section 4(a)(2) of the Securities Act.

  • For the avoidance of doubt, such waiver does not cover any adjustment to the conversion ratio that may result from the closing of the Forward Purchase Investment.

  • The Forward Purchase Agreements contain all of the conditions precedent (other than the conditions contained in the other Transaction Documents) to the obligations of the Forward Purchase Investors to fund the applicable portion of the Forward Purchase Investment Amount set forth in the Forward Purchase Agreements on the terms therein.


More Definitions of Forward Purchase Investment

Forward Purchase Investment means that certain private placement in the aggregate amount of $100.0 million consummated substantially concurrently with the consummation of the Business Combination, pursuant to the Forward Purchase Agreement with SilverBox, under which the Engaged Capital Investors purchased 10.0 million shares of SilverBox Class C Common Stock at a purchase price of $10.00 per share, which shares were then exchanged for Class A Common Stock of the Company in connection with the Business Combination.
Sample 1
Forward Purchase Investment means the purchase of PAQC Class A Ordinary Shares and PAQC Warrants pursuant to the Forward Purchase Agreements.
Sample 1
Forward Purchase Investment means the investment pursuant to the Forward Purchase Contract pursuant to which the Sponsor has agreed to purchase the Forward Purchase Securities for an aggregate purchase price of$15.0 million.
Sample 1
Forward Purchase Investment shall have the meaning assigned to such term in the Recitals to this Agreement.
Sample 1

Related to Forward Purchase Investment

  • Forward Purchase Shares shall have the meaning given in the Recitals hereto.

  • PIPE Investment Amount means the aggregate gross purchase price received by Acquiror prior to or substantially concurrently with Closing for the shares in the PIPE Investment.

  • Principal Funding Investment Proceeds means, with respect to each Transfer Date, the investment earnings on funds in the Principal Funding Account (net of investment expenses and losses) for the period from and including the immediately preceding Transfer Date to but excluding such Transfer Date.

  • PIPE Investment has the meaning specified in the Recitals hereto.

  • Forward Purchaser has the meaning set forth in the introductory paragraph of this Agreement.

  • Investment Amount means the dollar amount to be invested by Investor to purchase Put Shares with respect to any Put as notified by the Company to Investor in accordance with Section 2.2.

  • Investment Date means the date of the Investment Commitment Closing.

  • Initial Purchase Date means the date on which the first Purchase made pursuant to this Agreement shall occur.

  • Forward Purchase Agreement means an agreement that provides for the sale of equity securities in a private placement that will close substantially concurrently with the consummation of a Business Combination.

  • Capital investment means an investment in real property, personal property, or both, at a

  • investment dealer means a person or company registered in the category of investment dealer;

  • Initial Purchase Price has the meaning set forth in Section 2.1.

  • NIM Securities As defined in the tenth Recital to this Agreement.

  • Nonpurpose Investment means any investment property, as defined in section 148(b) of the Code, in which Gross Proceeds of the Bonds are invested and which is not acquired to carry out the governmental purposes of the Bonds.

  • Principal Funding Account Investment Proceeds shall have the meaning specified in subsection 4.03(a)(ii).

  • Private Investment means a securities offering that is exempt from registration under certain provisions of the U.S. securities laws and/or similar laws of non-U.S. jurisdictions. It includes investments in hedge funds, private equity funds, limited partnerships, real estate, peer to peer lending clubs and private businesses.

  • VWAP Purchase Amount means, with respect to any particular VWAP Purchase Notice, the portion of the Available Amount to be purchased by the Buyer pursuant to Section 1(c) hereof pursuant to a valid VWAP Purchase Notice which requires the Buyer to buy the VWAP Purchase Share Percentage of the aggregate shares traded on the Principal Market during normal trading hours on the VWAP Purchase Date up to the VWAP Purchase Share Volume Maximum, subject to the VWAP Minimum Price Threshold.

  • Principal Funding Investment Shortfall means, with respect to each Transfer Date relating to the Controlled Accumulation Period, the amount, if any, by which the Principal Funding Investment Proceeds for such Transfer Date are less than the Covered Amount determined as of such Transfer Date.

  • Investment Securities means any of the following:

  • Original Purchase Date means with respect to any Loan, the date such Loan was purchased by Town Hall Funding from the Master Depositor pursuant to the Conveyance Agreement.

  • Equity Investment means (i) an Equity Security; and (ii) an ownership interest in any company or other entity, any membership interest that includes a voting right in any company or other entity, any interest in real estate; and any investment or transaction which in substance falls into any of these categories even though it may be structured as some other form of investment or transaction.

  • Aggregate Supplemental Purchase Amount with respect to this Supplemental Transfer Agreement shall be $________; provided, however, that such amount shall not exceed the amount on deposit in the Supplemental Loan Account.

  • Principal Funds With respect to the Mortgage Loans and any Distribution Date, the sum, without duplication, of (1) the scheduled principal due during the related Due Period and received before the related Servicer Remittance Date or advanced on or before the related Servicer Remittance Date, (2) prepayments in full collected in the related Prepayment Period, (3) the Stated Principal Balance of each Mortgage Loan that was purchased by the Depositor during the related Prepayment Period or, in the case of a purchase pursuant to Section 9.01, on the Business Day prior to such Distribution Date, (4) the amount, if any, by which the aggregate unpaid principal balance of any Replacement Mortgage Loan is less than the aggregate unpaid principal of the related Deleted Mortgage Loans delivered by the Sponsor in connection with a substitution of a Mortgage Loan pursuant to Section 2.03(c), (5) all Liquidation Proceeds collected during the related Prepayment Period (to the extent such Liquidation Proceeds relate to principal and represent payment in full), (6) all Subsequent Recoveries received during the related Due Period and (7) all other collections and recoveries in respect of principal during the related Due Period, less (A) all Non-Recoverable Advances relating to principal with respect to the Mortgage Loans and (B) other amounts reimbursable (including without limitation indemnity payments) to the Servicer and the Trustee pursuant to this Agreement allocable to principal.

  • Underwriting Fee has the meaning given to it in the eighth paragraph of this Agreement;

  • Optional Purchase Date As defined in Section 8.01(a) of the Servicing Agreement. Optional Purchase Percentage: 10.00%.

  • Portfolio Securities or "investments" of the Series shall mean, respectively, such assets, net assets, securities, portfolio securities or investments which are from time to time under the management of the Subadviser pursuant to this Agreement.