Parthenon Blocker definition
Examples of Parthenon Blocker in a sentence
As a result of such Merger, funds affiliated with Parthenon Capital Partners (the “Parthenon Stockholders”) exchanged all of the equity interests of Parthenon Blocker in return for Class D Shares.
As a result of such Merger, funds affiliated with Parthenon Capital Partners (the “Parthenon Stockholders”) exchanged all of the equity interests of Parthenon Blocker in return for Class A Shares.
A similar interferometry technique was employed for diagnosing AEs in DIII-D discharges [12].
All of the (A) Parthenon Blocker Shares are owned of record by the Parthenon Blocker Seller, and (B) Xxxxxxx Xxxxxxx Shares are owned of record by the Xxxxxxx Xxxxxxx Seller, in each case free and clear of all Liens, other than Liens arising under the Securities Act or applicable state securities Laws.
WHEREAS, on February 11, 2021, the Company and LD Investment Holdings, Inc., a Delaware corporation (Parthenon Blocker), entered into a series of transactions in connection with the initial Public Offering by the Company of Class A Shares (the loanDepot IPO), pursuant to which, as of the date hereof, Parthenon Blocker has merged into the Company, with the Company remaining as the surviving corporation (theMerger).
As a result of such Merger, funds affiliated with Parthenon Capital Partners (the Parthenon Stockholders) exchanged all of the equity interests of Parthenon Blocker in return for Class D Shares.
All of the (I) Parthenon Blocker Shares have been duly authorized, are validly issued, and, if applicable, fully paid and non-assessable and have not been issued in violation of any preemptive or similar rights, and (II) Xxxxxxx Xxxxxxx Shares have been duly authorized, are validly issued, and, if applicable, fully paid and non-assessable and have not been issued in violation of any preemptive or similar rights.
In the event that a Seller Representative has resigned or been removed, a new Seller Representative shall be appointed by the Parthenon Blocker Seller, such appointment to become effective upon the written acceptance thereof by the new Seller Representative.
The Seller Representative may resign at any time and may be removed only by the Parthenon Blocker Seller.
If such Section 9.8(d) Event cannot be so effected without Taxes becoming payable by either the Members or the shareholders of the Parthenon Blocker, then the Company will make Tax Distributions as set forth in and computed under Section 4.1(a) to its Members so as to enable the Members or the shareholders of the Parthenon Blocker (as applicable) to pay any Taxes attributable to such Section 9.8(d) Event.