Examples of Option Cancellation Payment in a sentence
The Financing is adequate to pay in full in cash (a) the aggregate Merger Consideration and the aggregate Option Cancellation Payment (in each case in accordance with the terms of this Agreement), (b) all fees and expenses of Parent and Merger Sub associated with the transactions contemplated hereby and (c) any other payments necessary to consummate the transactions contemplated hereby, and to refinance the existing indebtedness of the Company disclosed in the Disclosure Schedules.
Eldorado shall take appropriate steps to obtain from each of the several Optionholders a cancellation agreement, in form and substance acceptable to CSBI, cancelling each outstanding Option in consideration of the applicable Option Cancellation Payment.
Immediately prior to the Effective Time, each holder of a then-outstanding Option shall be entitled (whether or not such Option is then vested or exercisable) to receive, in cancellation of such option, a cash payment (an "Option Cancellation Payment") in an amount equal to the excess of the Merger Consideration over the per-share exercise price of such Option, multiplied by the number of shares of Common Stock covered by such Option, subject to any required withholding of Taxes.
Guaranty shall deliver the Option Cancellation Payment to each holder of a Westbound Option no later than the first (1st) Business Day following the Effective Time (assuming the delivery and effectiveness of the requisite Option Holder Release Agreement).
In addition at the Closing, Purchaser will contribute to the Company immediately available funds in an amount equal to, and shall thereafter cause the Company to pay to Africk, the Option Cancellation Payment by wire transfer of immediately available funds to such account as Africk may reasonably direct by written notice delivered to Purchaser at least two (2) Business Days before the Closing Date.