Rollover Value definition

Rollover Value means, with respect to each Seller, the sum of (1) the product of (x) the number of Rollover Shares to be exchanged for Buyer Common Stock pursuant to the terms of this Agreement and an Exchange Agreement and (y) the Per Share Amount plus (2) the product of (x) the number of Rollover Options to be exchanged for options to acquire Buyer Common Stock pursuant to the terms of this Agreement and an Exchange Agreement and (y) the Per Option Amount for such Rollover Options.

Rollover Value means the product of (i) the Merger Consideration and (ii) the number of Rollover Stock.

Rollover Value means the aggregate value of the Retained Units, as set forth on Schedule 1.1. “RSM” shall have the meaning set forth in Section 2.2(f).

Examples of Rollover Value in a sentence

• Sellers and Buyer agree to treat any indemnity payment made pursuant to this Section 12 as an adjustment to the Purchase Price and Rollover Value for all Tax purposes to the greatest extent permitted by applicable Legal Requirements.

• The Rollover Value attributed to the 2012 ZDP Shares will be equal to their Accrued Capital Entitlement as at the Rollover Date, which will be 168.58p per 2012 ZDP Share.

• If the Warranty Event is Rollover the API will also return Rollover Type and the Rollover Value.

• In consideration therefore, at the Rollover Closing, Aggregator shall issue to the Investor a number of Aggregator Units with the same value (based on the price per unit paid by Sponsor to acquire equity interests in Aggregator) as the Rollover Value.

• Name:OCM HLCN HOLDINGS, L.P.Address:c/o Oaktree Capital Management, LLC 000 Xxxxx Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxxxxx, XX 00000 Attention: Xxxxxx Xxxxx E-mail: xxxxxx@xxxxxxxxxxxxxx.xxx $27,556,191 less such Purchaser’s aggregate Rollover Value pursuant to the Contribution Agreement; provided, that if such Purchaser’s Aggregate Purchase Price Amount is equal to or less than $0, then Subsection 6.1(b) shall apply with respect to such Purchaser.

More Definitions of Rollover Value

Rollover Value means, with respect to a Reinvesting Employee, his or her Reinvesting Employee Cash Entitlement, which such Reinvesting Employee has elected to roll-over into an investment in TJ Chemical Holdings LLC pursuant to the Rollover Letter Agreements, less without duplication (A) principal of, and accrued interest through the Closing Date on, any Management Loan held by such Reinvesting Employee, (B) an additional 20% of principal of, and accrued interest through the Closing Date on, any Management Loan held by such Reinvesting Employee, and (C) the Hold-Back Amount (as defined in such Reinvesting Employee’s Rollover Letter Agreement) as advised by Seller to Buyer prior to the Closing Date, as calculated by Seller based upon the details of each Reinvesting Employee’s rollover election pursuant to the Rollover Letter Agreements provided by Buyer to Seller prior to the Closing Date.

Rollover Value means an amount equal to (a) the product of (i) the Per Common Share Amount, without giving effect to the cap per day of $14.25 per share or the minimum per day of $10.25, multiplied by (ii) the number of shares of BFI Common Stock subject to the Rollover Options; less (b) the Aggregate Option Exercise Price.

Rollover Value means an amount equal to the sum of the dollar value of the Carry Rollover Securities and the Rolled Securities plus $5,000,000.

Rollover Value has the meaning set forth in the Recitals. When used with respect to a Rollover Stockholder, Rollover Value means the amount set forth opposite such Rollover Stockholder’s name on Schedule 1.2 attached hereto under the column entitled “Rollover Value.”

Rollover Value. The Senior Manager agrees to convert additional Seagate Options and/or Seagate Restricted Shares such that the total Converted Value shall equal the maximum percentage, as set forth on Schedule I hereto, of the total Rollover Value represented by all unvested Seagate Options and Seagate Restricted Shares held by such Senior Manager as of the Closing (such total value, the "Committed Value"). In the event that the total Committed Value of the Seagate Management exceeds $213,750,000 (or such lesser amount, but not below $180,500,000, as determined by Silver Lake Partners, L.P.) such total Committed Value shall be allocated pro rata among the Seagate Management, based, first, on the Applicable Percentage of each member of Seagate management (including the Senior Manager) and then on the respective Committed Values of the Seagate Management in excess of the Applicable Percentage.

Rollover Value means Four Million Dollars ($4,000,000).

Rollover Value means (i) with respect to Seagate Options, the excess of (x) the fair market value per share of Seagate common stock (using the average of Seagate's closing selling prices for the five consecutive trading days ending two trading days immediately preceding the Closing (the "FMV") times the number of Seagate shares subject to the Seagate Option, over (y) the aggregate exercise price of the Seagate Option and (ii) with respect to Seagate Restricted Shares, the FMV times the number of Seagate Restricted Shares. For purposes of this Agreement, "Converted Value" shall equal the Rollover Value of the unvested Seagate Options and/or unvested Seagate Restricted Shares actually converted. For purposes of this Agreement, "Applicable Percentage" shall mean, with respect to a Senior Manager who is a Senior Vice President or higher, 50%, and with respect to any other Senior Manager, 25%.