Gross Merger Consideration definition

Gross Merger Consideration means USD $2,650,000,000.
Gross Merger Consideration means (i) the Enterprise Value, plus (ii) the Aggregate Exercise Price, plus or minus (iii) the amount of the Estimated Cash less the Estimated Indebtedness for borrowed money (with a positive amount being added to the Enterprise Value and a negative amount being deducted from the Enterprise Value), minus (iv) the amount by which the Estimated Net Working Capital falls short of the Target Net Working Capital, minus (v) the Estimated Transaction Expenses. For the avoidance of doubt, in the event the Estimated Net Working Capital exceeds the Target Net Working Capital, there shall be no positive adjustment to the Gross Merger Consideration.
Gross Merger Consideration means $415,000,000.

Examples of Gross Merger Consideration in a sentence

  • The intent of the Dietary Guidelines is to provide advice for Americans ages two years and over about food choices that help to promote health and prevent disease.

  • If deducted from the Gross Merger Consideration, such amount shall not be reflected as a liability on the Closing Balance Sheet.

  • The Gross Merger Consideration shall be reduced by the amount of any negative Estimated Working Capital as determined in accordance with Section 2.4(h) (such adjusted Gross Merger Consideration shall be referred to herein as the “Net Merger Consideration”.

  • To systematize what we cognize from them, we form regulative elemental concepts such as earths (acids and alkalis), salts, inflammable substances, and even water and air (A 646/B 674).These regulative elements are in turn methodologically unified so as to attain transcendental unities—“genera”—for all of the objects of natural science (A 653/B 681).

  • In general, implemented resiliency patterns e.g. timeouts, retries, and fallbacks are important for chaos engineering experiments, given they provide clear feedback information about system behavior [17], [18].


More Definitions of Gross Merger Consideration

Gross Merger Consideration means an amount equal to two hundred fifty million dollars ($250,000,000), increased or decreased, as the case may be, by the Working Capital Adjustment (but not decreased to less than two hundred forty-five million dollars ($245,000,000); any Working Capital Adjustment which would result in a decrease in excess of five million dollars ($5,000,000) will be accounted for in the Purchase Agreement). The Merger Price for each Unit shall be payable upon surrender and exchange of the Certificate representing such Unit, shall not bear interest and shall be reduced by any withholding (as provided in Section 2.02(g)).
Gross Merger Consideration as defined in Section 2.7(a).
Gross Merger Consideration means ONE HUNDRED THIRTY MILLION AND NO/100 DOLLARS ($130,000,000), which shall be payable as follows: $84,500,000 in cash and a number of validly issued, fully paid, and nonassessable shares of UCBI Stock equal to the quotient of $45,500,000 divided by the UCBI Average Stock Price (the “Stock Consideration”); provided, however, that (a) in the event the UCBI Average Stock Price is greater than fifteen percent (15%) of the Starting Price, then the Stock Consideration shall be a number of shares of UCBI Stock equal to the quotient obtained by dividing $45,500,000 by the product of (i) the Starting Price multiplied by (ii) 1.15, and (b) in the event the UCBI Average Stock Price is less than fifteen percent (15%) of the Starting Price, then the Stock Consideration shall be a number of shares of UCBI Stock equal to the quotient obtained by dividing $45,500,000 by the product of (i) the Starting Price multiplied by (ii) 0.85.
Gross Merger Consideration means an amount equal to $30,000,000.
Gross Merger Consideration means Two Hundred Million Dollars ($200,000,000).
Gross Merger Consideration means an amount equal to the sum of (i) the product of (A) 1.3 multiplied by (B) Required Capital plus (ii) Excess Capital minus (iii) any Excluded Amounts.
Gross Merger Consideration means (a) the Baseline Share Amount, plus (b) the Aggregate Cash Amount.