Closing Acquiror Cash definition

Closing Acquiror Cash means, without duplication, an amount equal to (a) the funds contained in the Trust Account as of immediately prior to the Effective Time; plus (b) all other Cash and Cash Equivalents of Acquiror; minus (c) the aggregate amount of cash proceeds that will be required to satisfy the redemption of any shares of Acquiror Common Stock pursuant to the Offer (to the extent not already paid); plus (d) the PIPE Investment Amount; minus (e) any unpaid Transaction Expenses.

Closing Acquiror Cash means, without duplication, an amount equal to (a) the funds contained in the Trust Account as of immediately prior to the Effective Time; plus (b) all other Cash and Cash Equivalents of Acquiror as of immediately prior to the Effective Time; minus (c) the aggregate amount of cash proceeds that will be required to satisfy the redemption of any shares of Acquiror Class A Shares pursuant to the Offer (to the extent not already paid); plus (d) the PIPE Investment Amount that is actually paid to Acquiror at or prior to the Closing; minus (e) any Transaction Expenses in excess of $43,000,000 in the aggregate.

Closing Acquiror Cash means an amount equal to (a) the cash funds contained in the Trust Account as of the Effective Time;minus (b) the aggregate amount of cash proceeds that will be required to satisfy the redemption of any shares of Acquiror Common Stock pursuant to the Redemption Offer (to the extent not already paid as of the Effective Time); plus (d) the Closing Aggregate PIPE Proceeds.

Examples of Closing Acquiror Cash in a sentence

• The condition in the Merger Agreement requiring the Available Closing Acquiror Cash (as defined in the Merger Agreement) to be not less than $165,000,000 (the “Available Closing Supernova Cash Condition”) stated in the Merger Agreement requires Supernova to maintain a minimum cash balance of $165.0 million at Closing.(3) Estimated transaction costs include current estimated costs of Supernova and Rigetti including deferred underwriting fees of $12.1 million from Supernova’s initial public offering.

• The Closing Acquiror Cash shall equal or exceed three hundred million dollars ($300,000,000.00), and Acquiror shall have made arrangements for the Closing Acquiror Cash held in the Trust Account to be released from the Trust Account at the Effective Time.

• The drives, therefore, could be considered a fossilised artefact with content representing Dwoskin’s per- 4 https://www.theguardian.com/film/2012/jul/12/stephen-dwoskin5 Collective size of all the drives.

• After the workshop, written questions will be researched and an official response will be posted at https://wwwcfprd.doa.louisiana.gov/osp/lapac/pubMain.cfm.

• The Available Closing Acquiror Cash shall not be less than $185,000,000.

• Accordingly, the Merger may be consummated even though the funds available from the Trust Account and the number of Public Shareholders are reduced as a result of redemptions by Public Shareholders, subject to the satisfaction or waiver of the condition that Closing Acquiror Cash equals no less than$200 million.

• The TF finds the current model, whereby the ORS at UMKC is supported by indirect funds alone, to be untenable.

• Accordingly, the Merger may be consummated even though the funds available from the Trust Account and the number of Public Shareholders are reduced as a result of redemptions by Public Shareholders, subject to the satisfaction or waiver of the condition that Closing Acquiror Cash equals no less than $200 million.

• The Available Closing Acquiror Cash shall not be less than $350,000,000.

More Definitions of Closing Acquiror Cash

Closing Acquiror Cash means, without duplication, an amount equal to (a) the funds contained in the Trust Account as of immediately prior to the First Effective Time; plus (b) all other Cash and Cash Equivalents of Acquiror; minus (c) the aggregate amount of cash proceeds that will be required to satisfy the redemption of any shares of Acquiror Common Stock pursuant to the Offer (to the extent not already paid); minus (d) the amount of Outstanding Acquiror Expenses; plus (e) the aggregate amount of cash committed to purchase shares of Acquiror Common Stock pursuant to the Subscription Agreements (including any Subscription Agreements that have been entered into after the date hereof as permitted by the terms of this Agreement or as otherwise agreed by Acquiror and the Company) (and that has been funded to the escrow account in accordance with the Subscription Agreements solely to the extent such Subscription Agreement expressly contemplates the funding of such committed cash into an escrow account prior to the Closing). For the avoidance of doubt, the Closing Acquiror Cash shall not be reduced by, and shall include, amounts necessary to pay any and all of the aggregate Per Share Cash Consideration.

Closing Acquiror Cash means, without duplication, an amount equal to (a) the funds contained in the Trust Account as of immediately prior to the Effective Time; minus (b) the aggregate amount of cash proceeds that will be required to satisfy the redemption of any shares of Acquiror Class A Common Stock pursuant to the Offer (to the extent not already paid); plus (c) the amount actually received by Acquiror pursuant to the Forward Purchase Contract prior to or substantially concurrently with the Closing; plus (d) the amount of the PIPE Investment Amount actually received by Acquiror prior to or substantially concurrently with the Closing (including amounts received pursuant to Section 7.03(b)); plus (e) the amount of the Preferred Investment Amount actually received by Acquiror prior to or substantially concurrently with the Closing.

Closing Acquiror Cash means, without duplication, an amount equal to (a) the funds contained in the Trust Account as of immediately prior to the Effective Time; plus (b) all other Cash and Cash Equivalents of Acquiror as of immediately prior to the Effective Time; plus (c) the Aggregate Subscription Amount; minus (d) the aggregate amount of cash proceeds that will be required to satisfy the redemption of any shares of Acquiror Common Stock pursuant to the Offer (to the extent not already paid); minus (e) the Bridge Loan Amount, to the extent provided by Acquiror, Sponsor or one of their Affiliates. For the avoidance of doubt, the Closing Acquiror Cash shall not be deducted by any Outstanding Company Expenses (even if paid by Acquiror pursuant to Section 3.07.).