Total Cash Amount definition

Total Cash Amount means 40% of the product obtained by multiplying (x) the Per Share Cash Consideration and (y) the total number of shares of Seller Shares outstanding as of the close of business on the Determination Date; and

Total Cash Amount means the product obtained by multiplying (x) $8.15 by (y) 40% of the Deemed Stock Amount.

Total Cash Amount means (x) the product obtained by multiplying (1) U.S. $75.00 by (2) 49.336% of the Deemed Stock Amount, minus (y) any cash distributions made by the Company (I) after the date of this Agreement or (II) with a record date after the date of this Agreement and on or before the Merger I Effective Time, subject to adjustment pursuant to Section 1.6(d).

Examples of Total Cash Amount in a sentence

• If the Section 1.5(e) Cash Amount is equal or nearly equal (as determined by the Exchange Agent) to the Total Cash Amount, then subparagraphs (1) and (2) above shall not apply and all Cash Election Shares shall be converted into the right to receive the Per Share Cash Consideration and all Stock Election Shares and No Election Shares shall be converted into the right to receive the Per Share Stock Consideration.

• Parent at Closing will have available sufficient cash and cash equivalents on hand to pay the Total Cash Amount as contemplated by Section 1.4 hereof.

• If the aggregate cash amount that would be paid upon conversion in the Merger of the Cash Election Shares is equal or nearly equal (as determined by the Exchange Agent) to (but in no event in excess of) the Total Cash Amount, then subparagraphs (i) and (ii) above shall not apply and all Cash Election Shares shall be converted into the right to receive the Cash Consideration and all Stock Election Shares and Non-Election Shares shall be converted into the right to receive the Stock Consideration.

• If the product obtained by multiplying (x) the Cash Election Shares by (y) the Per Share Cash Consideration is equal to the Total Cash Amount, then subparagraphs (i) and (ii) above shall not apply and all Cash Election Shares shall be converted into the right to receive the Per Share Cash Consideration and all Stock Election Shares and Non-Election Shares shall be converted into the right to receive the Per Share Stock Consideration.

• Parent has available sufficient cash and cash equivalents on hand to pay the Total Cash Amount as contemplated by Section 1.4 hereof.

More Definitions of Total Cash Amount

Total Cash Amount shall equal the product of the Per Share Cash Consideration multiplied by 10% of the sum of (i) the shares of Company Common Stock (excluding shares of Company Common Stock held in treasury) and (ii) the Company Options (as defined in Section 1.6(a)), in each case outstanding as of the close of business on the Determination Date.

Total Cash Amount means $9,250,000,000 less (i) the Partnership Common Unit Cash Amount, less (ii) the Partnership LTIP Unit Cash Amount, less (iii) the Total Restricted Stock Cash Consideration.

Total Cash Amount means the product obtained by multiplying $24.88 by the Deemed Shares Outstanding.

Total Cash Amount has the meaning assigned to such term in Section 1.3(A).

Total Cash Amount means an amount equal to $6,418,000; provided, however, that if the Northrim Average Share Price is less than $18.90 then the number of shares of Northrim Common Stock and/or the Total Cash Amount may (under the circumstances and subject to the limitations set forth in Section 10.4(d) only) be increased by Northrim so that the Aggregate Merger Consideration is not less than $12,513,666 (and only to the extent determined by Northrim in its sole discretion).

Total Cash Amount means the maximum amount of Company financing (i) that is determined by Parent, when taken in combination with the Working Capital Facility and the Acquisitions Facility, to be consistent with a rating of not less than NAIC-2 for the Company's indebtedness and (ii) that is in fact available to be drawn down by the Company simultaneous with completion of the Exchange. It is the expectation of the Parties, but not a condition to the transactions contemplated hereunder, that the Total Cash Amount will be at least $100 million. The Parties also expressly acknowledge that the Total Cash Amount contemplated in the Financing Commitments may differ from the actual Total Cash Amount included in the Debt Financing at the Closing.

Total Cash Amount has the meaning given such term on page 3 of this Agreement.