Rollover Equity definition

Rollover Equity shall have the meaning provided in the recitals to this Agreement.

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Rollover Equity means the value of all Equity Interests of existing shareholders (including management) of the Parent Borrower (prior to giving effect to the Merger) that are converted into Equity Interests of Parent (valued based upon the cash consideration payable in the Merger) in connection with the Merger and the value of all Equity Interests of Parent issued to or otherwise directly or indirectly acquired by, any existing shareholders and management of the Parent Borrower (prior to giving effect to the Merger) in connection with the Transactions.

Rollover Equity has the meaning given in Section 2.2;

Examples of Rollover Equity in a sentence

• If the conditions to such exercise and payment have been met, the Company shall make payment in respect of the Rollover Equity as soon as practicable following the end of the applicable calendar year, but in no event later than January 31 of the following year.

• The put right contemplated hereby shall be applicable to the Rollover Equity only.

• Beginning in 2004, Executive shall be permitted to "put" the shares of New Company Common Stock and Retained Options that comprise the Rollover Equity to the Company each year if (i) 100% of each Performance Objective for the immediately preceding fiscal year has been satisfied and (ii) the agreements governing the indebtedness of the Company permit the repurchase of such Rollover Equity.

• Without limiting the foregoing, Executive acknowledges that the Rollover Equity shall be subject to the TPS Drag-Along Right and the FPSH Drag Sale, each of which shall supersede the put right provided for herein.

• At the Closing, Holder shall deliver to Parent (i) stock certificates evidencing the Rollover Equity, endorsed in blank for transfer or affidavits of loss (together with duly executed stock powers) in each case in form and substance reasonably satisfactory to Parent (ii) the Parent Stockholder Agreement duly executed by Holder in accordance with the JBA, and (iii) an Internal Revenue Service Form W-9.

More Definitions of Rollover Equity

Rollover Equity has the meaning set forth in the preamble to this Agreement.

Rollover Equity means Equity Interests issued by Project Baseball Sub, Inc. to certain existing management shareholders of HDV Holdings.

Rollover Equity means the Equity Interests in Holdings exchanged for Equity Interests in Parent by management of the Acquired Business.

Rollover Equity means the phantom equity interest of certain existing equityholders of Seller in Holdings valued at $4.3 million on terms and conditions satisfactory to the Administrative Agent in its reasonable judgment.

Rollover Equity means the common equity interests to be exchanged by members of management of Borrower for common equity interests in Holdings in an amount not less than $3.0 million on the terms and conditions set forth in the Acquisition Documents.

Rollover Equity means: (i) all of the option awards held by employees of the Company which were outstanding prior to February 4, 2008

Rollover Equity means the “rollover” by Management Shareholders, concurrently with the consummation of the Acquisition, of Equity Interests held in the Seller into Equity Interests in Parent.