Put Equity definition

Put Equity means the equity interests of EGH and EOC (or any successor entity) that are held by you and your Permitted Transferees pursuant to the Rollover Agreement or any Award Agreement (each such equity interest held pursuant to the Rollover Agreement or any Award Agreement, an “Equity Interest”).
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Put Equity means either (x) a number of Rollover Equity Interests equal to the quotient of $100,000,000 divided by the applicable Repurchase Price applicable to such Rollover Equity Interests or (y) all of the Rollover Equity Interests; provided, immediately after a Put Closing with respect to the Put Equity contemplated by the foregoing clause (x), “Put Equity” shall, from and after such Put Closing, mean all of the remaining Rollover Equity Interests. For clarity, the application of this definition is such that you shall have two separate put rights.
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Put Equity has the meaning set forth in Section 4.10 of this Agreement.
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Examples of Put Equity in a sentence

  • In the event that the Put Option is exercised, then the purchase price to be paid for the Executive’s Membership Interest shall be equal to the product of (i) the Executive’s Percentage Interest multiplied by (ii) the Put Equity Value.

  • Notwithstanding the foregoing, EGH shall only be required to consummate the Put Closing in respect of Put Equity subject to any Award Agreement within one year following the delivery of the Put Notice instead of 60 days following delivery of the Put Notice.

  • Promptly after receiving the Put Notice, EGH shall deliver to you a notice setting forth the Put Price to be paid for the Put Equity and the date (which, subject to the last sentence of this Section 5.a, shall not be later than 60 days after receipt of the Put Notice) and place for the closing of the Put Right (the closing of such transaction, the “Put Closing”).

  • Promptly after receiving a Put Notice, EGH shall deliver to you a notice setting forth the Repurchase Price to be paid for the Put Equity and the date (which shall not be later than 60 days after receipt of the Put Notice) and place for the closing of a Put Right (the closing of such transaction, a “Put Closing”).

  • The following table illustrates the methodology to compute the Base Put Equity Value as of 30/06/09 on the basis of December 2007 and December 2008 Aggregates.

  • From and after the date that is the first anniversary of the Closing Date, you shall have the right (a “Put Right”), exercisable by delivering an irrevocable written notice to EGH (a “Put Notice”), to require EGH to repurchase all but not less than all of the Put Equity held by you or your Permitted Transferees (as defined below) at the Repurchase Price (as defined below).

  • If the Management Shareholder desires to exercise the Equity Put Option, it shall deliver written notice thereof (a “ Put Notice”) to the Company no later than one hundred eighty (180) days following the Termination Date (the “Put Period”), which notice shall set forth the number of and identify the Put Equity Securities of the Management Holder that the Management Holder desires to sell to the Company.

  • Any purchase price for the Put Equity Interests in excess of the amount of the Preference D&D+ Repurchase Price for such Member of Series D+ Options shall remain entirely at the disposal of the Company indirectly through the the WFOE II or the JV Entity or any other Group Company designated by the Company.

  • If, during the Put Period, any such restrictions prohibit (i) the repurchase of Put Equity Securities hereunder or (ii) dividends or other transfers of funds from one or more Subsidiaries to the Company to enable such repurchases, the Equity Put Option shall not be available.

  • The Company and the Exiting Minority Member each acknowledge and agree that, for purposes of calculating the Put Purchase Price, the specified date with respect to the Put Equity Value Per Common Unit shall be the last day of the calendar month ending immediately prior to the Put Closing Date (as defined below).


More Definitions of Put Equity

Put Equity has the meaning set forth in Section 5.11(a).
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Put Equity means the Rollover Interests.
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Put Equity has the meaning set forth in Section 20.1 hereof. ----------
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Related to Put Equity

  • Net Equity ’ means, subject to such rules and regulations as the Commission pro- mulgates under the Act, with respect to the aggregate of all of a customer’s accounts that such customer has in the same capacity—

  • New Equity means the common equity interests in Reorganized Neiman to be authorized, issued, or reserved on the Effective Date pursuant to the Plan.

  • Book Equity means the aggregate of the amounts paid-up or credited as paid-up on the Charter Guarantor's issued share capital and the amount of the consolidated capital and revenue reserves of the Group (including any share premium account, capital redemption reserve fund and any credit balance on the consolidated profit and loss account of the Group) all as shown by the latest audited consolidated balance sheet and profit and loss account of the Group delivered under this Deed but after:

  • Next Equity Financing means the next sale (or series of related sales) by the Company of its Preferred Stock following the Date of Issuance from which the Company receives gross proceeds of not less than $1,000,000 (excluding the aggregate amount of securities converted into Preferred Stock in connection with such sale (or series of related sales)).

  • Net Equity Value means, at any time, the total assets of the applicable business less the total liabilities of such business less the amounts attributable to the minority interest in such business, in each case as determined on a consolidated basis, in accordance with GAAP, subject to the last sentence of the definition of Capitalization Value.

  • Parent Equity Plan means the Energy Transfer Equity, L.P. Long-Term Incentive Plan.

  • Net Equity Proceeds means an amount equal to any Cash proceeds from the issuance of any Equity Interests of Holdings or any of its Subsidiaries (other than pursuant to any employee stock or stock option compensation plan), net of underwriting discounts and commissions and other reasonable costs and expenses associated therewith, including reasonable legal fees and expenses.

  • Stock Acquisition Date means the first date of public announcement (which, for purposes of this definition, shall include, without limitation, a report filed pursuant to Section 13(d) under the Exchange Act) by the Company or an Acquiring Person that an Acquiring Person has become such.

  • First Equity Financing Price means (x) if the pre-money valuation of the Company immediately prior to the First Equity Financing is less than or equal to the Valuation Cap, the lowest price per share of the Equity Securities sold in the First Equity Financing or (y) if the pre-money valuation of the Company immediately prior to the First Equity Financing is greater than the Valuation Cap, the SAFE Price.

  • Parent Equity Plans means all employee and director equity incentive plans of Parent and agreements for equity awards in respect of Parent Common Stock granted under the inducement grant exception.

  • Working Capital Shares shall have the meaning given in the Recitals hereto.

  • Working Capital Warrants shall have the meaning given in the Recitals hereto.

  • Shares Acquisition Date means the first date of public announcement (which, for purposes of this definition, shall include, without limitation, a report filed pursuant to Section 13(d) under the Exchange Act) by the Company or an Acquiring Person that an Acquiring Person has become such; provided that, if such Person is determined not to have become an Acquiring Person pursuant to Section 1(a) hereof, then no Shares Acquisition Date shall be deemed to have occurred.

  • Equity Consideration has the meaning set forth in Section 2.3(b)(ii).

  • Company Capital Stock means the Company Common Stock and the Company Preferred Stock.

  • Voting Capital Stock means with respect to any Person, securities of any class or classes of Capital Stock in such Person ordinarily entitling the holders thereof (whether at all times or at the times that such class of Capital Stock has voting power by reason of the happening of any contingency) to vote in the election of members of the board of directors or comparable governing body of such Person.

  • Qualifying Capital Securities means securities (other than Common Stock, Rights to acquire Common Stock or securities exchangeable for or convertible into Common Stock) that, in the determination of the Corporation’s Board of Directors (or a duly authorized committee thereof) reasonably construing the definitions and other terms of this Replacement Capital Covenant, meet one of the following criteria:

  • Make-Whole Acquisition Stock Price means the price paid per share of Common Stock in the event of a Make-Whole Acquisition. If the holders of shares of Common Stock receive only cash in the Make-Whole Acquisition in a single per-share amount, other than with respect to appraisal and similar rights, the Make-Whole Acquisition Stock Price shall be the cash amount paid per share of Common Stock. For purposes of the preceding sentence as applied to a Make-Whole Acquisition of the type set forth in clause (a) of the definition Make-Whole Acquisition, a single price per share of Common Stock shall be deemed to have been paid only if the transaction or transactions that caused the Make-Whole Acquisition to occur was a tender offer for more than 50% of the then-outstanding Common Stock. Otherwise, the Make-Whole Acquisition Stock Price shall be the average of the Closing Price per share of Common Stock on the ten Trading Days up to, but not including, the Make-Whole Acquisition Effective Date.

  • Equity Capital means and includes (i) any and all ordinary shares, stock or other common or ordinary equity shares, interests, participations or other equivalents of or interests therein (however designated), including, without limitation, shares of preferred or preference shares, (ii) all partnership interests (whether general or limited) in any Person which is a partnership, (iii) all membership interests or limited liability company interests in any limited liability company, and (iv) all equity or ownership interests in any Person of any other type.

  • Xxxx Xxxxxx Select Equity Trust is replaced by "Xxxxxx Xxxxxxx Xxxx Xxxxxx Select Equity Trust".

  • 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.

  • Stock Acquisition means the purchase or other acquisition by Borrower or any of its Subsidiaries of all of the Equity Interests (by merger, stock purchase or otherwise) of any other Person.

  • Dividend Reinvestment Acquisition means an acquisition of Voting Shares pursuant to a Dividend Reinvestment Plan;

  • New Equity Interests means the limited liability company

  • New Ordinary Shares means the new Ordinary Shares arising on Conversion of the C Shares;