Common use of Initial Purchase Clause in Contracts

Initial Purchase. On the IPO Effective Date, after giving effect to the Contribution, IBG Holdings shall sell 40,000,000 IBG LLC Shares to IBGI (the “Initial Purchase”) for an aggregate consideration consisting of: (a) the sum of $1,177,892,000, such amount to be paid out of the net proceeds of the IPO, and (b) an amount equal to the tax benefits to be realized by IBGI over time, in accordance with the Tax Receivable Agreement, in connection with the Initial Purchase. IBGI shall pay the cash consideration set forth in clause (a) above on the IPO Date by wire transfer of immediately available funds to an account designated in writing by IBG Holdings. Upon completion of the Initial Purchase, the Contribution with respect to the IBG LLC membership interests held by Xxxxxx Xxxxxxxx individually shall be consummated, IBG LLC shall admit IBGI as its sole managing member pursuant to the IBG LLC Operating Agreement, and the books and records of IBG LLC shall be updated to reflect the Initial Purchase.

Appears in 4 contracts

Samples: Exchange Agreement (Interactive Brokers Group, Inc.), Exchange Agreement (IBG Holdings LLC), Exchange Agreement (Interactive Brokers Group, Inc.)

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Initial Purchase. On the IPO Effective Date, after giving effect to the Contribution, IBG Holdings shall sell 40,000,000 [_________] IBG LLC Shares to IBGI (the “Initial Purchase”) for an aggregate consideration consisting of: (a) the sum of $1,177,892,000[________], such amount to be paid out of the net proceeds of the IPO, and (b) an amount equal to the tax benefits to be realized by IBGI over time, in accordance with the Tax Receivable Agreement, in connection with the Initial Purchase. IBGI shall pay the cash consideration set forth in clause (a) above on the IPO Date by wire transfer of immediately available funds to an account designated in writing by IBG Holdings. Upon completion of the Initial Purchase, the Contribution with respect to the IBG LLC membership interests held by Xxxxxx Xxxxxxxx individually shall be consummated, IBG LLC shall admit IBGI as its sole managing member pursuant to the IBG LLC Operating Agreement, and the books and records of IBG LLC shall be updated to reflect the Initial Purchase.

Appears in 1 contract

Samples: Exchange Agreement (Interactive Brokers Group, Inc.)

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Initial Purchase. On the IPO Effective Date, after giving effect to the Contribution, IBG Holdings shall sell 40,000,000 [ ] IBG LLC Shares to IBGI (the “Initial Purchase”) for an aggregate consideration consisting of: (a) the sum of $1,177,892,000[ ], such amount to be paid out of the net proceeds of the IPO, and (b) an amount equal to the tax benefits to be realized by IBGI over time, in accordance with the Tax Receivable Agreement, in connection with the Initial Purchase. IBGI shall pay the cash consideration set forth in clause (a) above on the IPO Date by wire transfer of immediately available funds to an account designated in writing by IBG Holdings. Upon completion of the Initial Purchase, the Contribution with respect to the IBG LLC membership interests held by Xxxxxx Xxxxxxxx individually shall be consummated, IBG LLC shall admit IBGI as its sole managing member pursuant to the IBG LLC Operating Agreement, and the books and records of IBG LLC shall be updated to reflect the Initial Purchase.

Appears in 1 contract

Samples: Exchange Agreement (Interactive Brokers Group, Inc.)

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