Main Street and Prudential Consideration definition

Main Street and Prudential Consideration means the aggregate consideration payable upon the closing of the Business Combination to Main Street and Prudential pursuant to the Main Street and Prudential Agreement, which equals the greater of (i) $35.0 million and (ii) an amount equal to the product of (x) the total number of shares of our common stock that Main Street and Prudential would have received in the aggregate in the Business Combination in exchange for their Daseke common stock had such shares of Daseke common stock not been repurchased by Hennessy Capital pursuant to the Main Street and Prudential Agreement, and (y) $10.00. The first $25.0 million of such aggregate consideration is payable in cash, with the remaining portion of such aggregate consideration consisting of newly issued shares (at a value of $10.00 per share) of our common stock, subject to certain automatic adjustments that would reduce the stock portion issuable, and proportionately increase the cash portion of such aggregate consideration payable, by Hennessy Capital based on the amount of cash remaining in our trust account following redemption.
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Main Street and Prudential Consideration means the aggregate cash consideration and the cash value of the Parent Common Stock consideration (having a deemed value of $10.00 per share of Parent Common Stock issued thereunder), if any, in each case payable to Main Street and Prudential pursuant to the Main Street and Prudential Agreement.
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Main Street and Prudential Consideration means the aggregate consideration payable upon closing of the Business Combination to Main Street and Prudential pursuant to the Main Street and Prudential Agreement, which equals the greater of (i) $35.0 million and (ii) an amount equal to the product of (x) the total number of shares of our common stock that Main Street and Prudential would have received in the aggregate in the Business Combination in exchange for their Daseke common stock had such shares of Daseke common stock not been repurchased by Hennessy Capital pursuant to the Main Street and Prudential Agreement, and (y) $10.00. The first
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Examples of Main Street and Prudential Consideration in a sentence

  • We and Daseke, in turn, have agreed, subject to the terms and conditions set forth in the Main Street and Prudential Agreement, that Hennessy Capital will purchase, immediately prior to closing of the Business Combination, all of the shares of Daseke common stock held by Main Street and Prudential in exchange for aggregate consideration equal to the Main Street and Prudential Consideration.

  • If the number of shares to be issued is reduced to zero, then Main Street and Prudential would receive an amount in cash equal to the Main Street and Prudential Consideration.

Related to Main Street and Prudential Consideration

  • SLDC means the State Load Dispatch Center as notified by the State Government.

  • Initial Consideration shall have the meaning set forth in Section 5.01.

  • Acquisition Consideration means the purchase consideration for any Permitted Acquisition and all other payments by Borrower 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 Borrower or any of its Subsidiaries.

  • Informed Financial Consent means the medical provider advises you of any out-of-pocket costs before your admission. This is called Informed Financial Consent.

  • Residential construction means construction on single-family or two-family dwellings occupied or used, or intended to be occupied or used, primarily for residential purposes, and includes real property pursuant to chapter 499B.

  • Acquisition and Construction Fund means the fund so designated in, and created pursuant to, Section 502 hereof.

  • Flood Boundary and Floodway Map (FBFM means an official map of a community, issued by the FEMA, on which the Special Flood Hazard Areas and the floodways are delineated. This official map is a supplement to and shall be used in conjunction with the Flood Insurance Rate Map (FIRM).

  • GENERAL AND SPECIAL CONDITIONS OF CONTRACT means the instructions to Tenderer and General and special conditions of contract pertaining to the work for which above tenders have been called for.

  • Draft Closing Statement means a draft closing statement, prepared by Seller, as of the close of business of the third (3rd) business day preceding the Closing Date setting forth an estimated calculation of both the Purchase Price and the Estimated Payment Amount.

  • Closing Financial Statements has the meaning set forth in Section 6.22.

  • Total Consideration shall have the meaning as set forth in Section 2.8.

  • Historic building means a building, including its structural components, that is located in this state and that is either individually listed on the national register of historic places under 16 U.S.C. 470a, located in a registered historic district, and certified by the state historic preservation officer as being of historic significance to the district, or is individually listed as an historic landmark designated by a local government certified under 16 U.S.C. 470a(c).

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

  • Caribbean Basin country construction material means a construction material that—

  • Fairness Opinions means, collectively, the opinion of the Financial Advisor and the opinion of the Independent Financial Advisor to the effect that, as of the date of such opinions, and subject to the assumptions, limitations and qualifications set forth therein, the Consideration to be received by the Company Shareholders (other than the Purchaser and/or its affiliates) pursuant to the Arrangement is fair, from a financial point of view, to the Company Shareholders (other than the Purchaser and/or its affiliates).

  • Premises of Company means, YTPS project situated in Raichur District Karnataka State.

  • Parent means a “parent corporation,” whether now or hereafter existing, as defined in Section 424(e) of the Code.

  • Request regarding a statement of account means a record authenticated by a debtor requesting that the recipient approve or correct a statement indicating what the debtor believes to be the aggregate amount of unpaid obligations secured by collateral as of a specified date and reasonably identifying the transaction or relationship that is the subject of the request.

  • Hazardous financial condition means that, based on its present or reasonably anticipated financial condition, a risk retention group, although not yet financially impaired or insolvent, is unlikely to be able:

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

  • Additional Financial Centre(s means the city or cities specified as such in the relevant Final Terms;

  • Community basin means an infiltration system, sand filter designed to infiltrate, standard constructed wetland, or wet pond, established in accordance with N.J.A.C. 7:8-4.2(c)14, that is designed and constructed in accordance with the New Jersey Stormwater Best Management Practices Manual, or an alternate design, approved in accordance with N.J.A.C. 7:8-5.2(g), for an infiltration system, sand filter designed to infiltrate, standard constructed wetland, or wet pond and that complies with the requirements of this chapter.

  • WTO GPA country construction material means a construction material that—

  • Campus means any place where the college conducts or sponsors educational, public service, or research activities.

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

  • Building construction means any physical activity on the site involved in the erection of a structure, cladding, external finish, formwork, fixture, fitting of service installation and the unloading of plant, machinery, materials or the like.