Ride Debt Exchange Consideration means the shares of New Sailfish Common Stock to be issued to the Ride Bondholders (or any Affiliate of the Ride Bondholders) at the Closing pursuant to the Debt Exchange Agreement.
Exchange Consideration shall have the meaning set forth in Section 11(b)(i).
Equity Consideration has the meaning set forth in Section 2.3(b)(ii).
Acquisition Consideration means the purchase consideration for any Permitted Acquisition and all other payments by Holdings or any of its Subsidiaries in exchange for, or as part of, or in connection with, any Permitted Acquisition, whether paid in cash or by exchange of Equity Interests or of properties or otherwise and whether payable at or prior to the consummation of such Permitted Acquisition or deferred for payment at any future time, whether or not any such future payment is subject to the occurrence of any contingency, and includes any and all payments representing the purchase price and any assumptions of Indebtedness, “earn-outs” and other agreements to make any payment the amount of which is, or the terms of payment of which are, in any respect subject to or contingent upon the revenues, income, cash flow or profits (or the like) of any person or business; provided that any such future payment that is subject to a contingency shall be considered Acquisition Consideration only to the extent of the reserve, if any, required under GAAP at the time of such sale to be established in respect thereof by Holdings or any of its Subsidiaries.
Initial Merger Consideration has the meaning set forth in Section 2.2(a).
Stock Consideration has the meaning set forth in Section 2.01(c).
Base Merger Consideration means an amount equal to $1,855,000,000.
Cash Merger Consideration has the meaning set forth in Section 2.5.
Closing Merger Consideration has the meaning set forth in Section 2.02
Net Consideration means “net consideration” as defined in Regulation Section 1.848-2(f));
Earnout Consideration shall have the meaning specified in Section 2.03(b).
Permitted Acquisition Consideration means in connection with any Permitted Acquisition, the aggregate amount (as valued at the Fair Market Value of such Permitted Acquisition at the time such Permitted Acquisition is made) of, without duplication: (a) the purchase consideration paid or payable in cash for such Permitted Acquisition, whether payable at or prior to the consummation of such Permitted Acquisition or deferred for payment at any future time, whether or not any such future payment is subject to the occurrence of any contingency, and including any and all payments representing the purchase price and any assumptions of Indebtedness and/or Guarantee Obligations, “earn-outs” and other agreements to make any payment the amount of which is, or the terms of payment of which are, in any respect subject to or contingent upon the revenues, income, cash flow or profits (or the like) of any Person or business and (b) the aggregate amount of Indebtedness incurred or assumed in connection with such Permitted Acquisition; provided, in each case, that any such future payment that is subject to a contingency shall be considered Permitted Acquisition Consideration only to the extent of the reserve, if any, required under GAAP (as determined at the time of the consummation of such Permitted Acquisition) to be established in respect thereof for the Borrower or its Restricted Subsidiaries.
Common Stock Consideration has the meaning set forth in Section 1.6(b).
Transaction Consideration has the meaning set forth in Section 11.7 hereof.
Total Merger Consideration has the meaning set forth in Section 2.2(a).
Closing Consideration shall have the meaning set forth in Section 2.1(b).
Exchangeable Share Consideration has the meaning provided in the Exchangeable Share Provisions.
Sale Consideration means the value of the H-1 Bid and accepted and approved by BSNL for the Said Land Parcel in its Acceptance Letter.
Per Share Stock Consideration has the meaning set forth in Section 3.01(a)(i).
Share Consideration has the meaning given to it in Section 2.2;
Closing Cash Consideration has the meaning set forth in Section 2.6(a)(i).
Aggregate Stock Consideration has the meaning set forth in Section 3.01(b)(iii).
Permitted Debt Exchange shall have the meaning provided in Section 2.15(a).
Cash Consideration has the meaning set forth in Section 2.2.
Deferred Consideration shall have the meaning ascribed to such term in Section 4(d).
Cash Exchange Payment means with respect to a particular Exchange for which PubCo has elected to make a Cash Exchange Payment in accordance with Section 4.6(a)(ii):
Aggregate Merger Consideration has the meaning set forth in Section 2.1(a).