Per Unit Unitholder Merger Consideration definition

Per Unit Unitholder Merger Consideration means (a) the number of New Common Units equal to the quotient of (i)(A) the Equity Merger Consideration, divided by (B) $10.00, divided by (ii) the Fully Diluted Number, plus (b) an amount in cash equal to (i) the Distributed Cash Amount, divided by (ii) the number of Inspirato Units outstanding as of immediately prior to the Blocker Effective Time, and after giving effect to the A&R Inspirato LLCA, plus (c) a number of shares of Combined Company Class V Common Stock equal to the quotient of (i)(A) the Equity Merger Consideration, divided by (B) $10.00, divided by (ii) the Fully Diluted Number, plus(d) certain rights under the Tax Receivable Agreement.
Per Unit Unitholder Merger Consideration means an amount in cash equal to the sum obtained by adding (i) the quotient obtained by dividing (A) the Equity Merger Consideration by (B) the Fully Diluted Number plus (ii) the quotient obtained by dividing (i) the Distributed Cash Amount divided by (ii) the number of Company Units (as defined in the Business Combination Agreement) outstanding as of immediately prior to the Blocker Effective Time, and after giving effect to the Existing LLC Agreement.
Per Unit Unitholder Merger Consideration means an amount in cash equal to the sum obtained by adding (i) the quotient obtained by dividing (A) the Equity Merger Consideration by (B) the Fully Diluted Number plus (ii) the quotient obtained by dividing

Examples of Per Unit Unitholder Merger Consideration in a sentence

  • All payments due to Pharming or Santarus under this Agreement shall be made by wire transfer at a bank and to an account designated by the Party to whom payment is due, unless otherwise specified in writing by such Party.

  • No Blocker Owner or Company Unitholder shall be entitled to receive its Per Share Blocker Merger Consideration or Per Unit Unitholder Merger Consideration as applicable, until such Person delivers a duly executed and completed Blocker Letter of Transmittal or Company Unitholder Letter of Transmittal, as applicable, and IRS Form W-9 or appropriate version of IRS Form W-8 to the Transfer Agent or the Company, as applicable.


More Definitions of Per Unit Unitholder Merger Consideration

Per Unit Unitholder Merger Consideration means (a) a number of New Common Units equal to the quotient of (i) (A) the Equity Merger Consideration divided by (B) the Reference Price, divided by (ii) the Fully Diluted Number plus (b) an amount in cash equal to (i) the Distributed Cash Amount divided by (ii) the Fully Diluted Number, plus (c) a number of shares of Buyer Class V Voting Stock equal to the quotient of (i) (A) the Equity Merger Consideration divided by (B) the Reference Price divided by (ii) the Fully Diluted Number plus (d) certain rights under the Tax Receivable Agreement.

Related to Per Unit Unitholder Merger Consideration

  • Base Merger Consideration has the meaning set forth in Section 3.1(a).

  • Merger Consideration has the meaning set forth in Section 3.1(a).

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

  • Initial Common Units means the Common Units sold in the Initial Offering.

  • Merger Sub Common Stock means the shares of common stock, par value $0.001 per share, of Merger Sub.

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

  • LP Units means the non-voting limited partnership units in the capital of BEP, other than the Preferred Units, including any LP Units issued pursuant to the Redemption-Exchange Mechanism.

  • Exchangeable Share Consideration has the meaning provided in the Exchangeable Share Provisions;

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

  • sub-unit means, with respect to any currency other than euro, the lowest amount of such currency that is available as legal tender in the country of such currency and, with respect to euro, means one cent.