Rollover Value definition

Rollover Value means, with respect to each Seller, the sum of (1) the product of (x) the number of Rollover Shares to be exchanged for Buyer Common Stock pursuant to the terms of this Agreement and an Exchange Agreement and (y) the Per Share Amount plus (2) the product of (x) the number of Rollover Options to be exchanged for options to acquire Buyer Common Stock pursuant to the terms of this Agreement and an Exchange Agreement and (y) the Per Option Amount for such Rollover Options.

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Rollover Value means, with respect to a Reinvesting Employee, his or her Reinvesting Employee Cash Entitlement, which such Reinvesting Employee has elected to roll-over into an investment in TJ Chemical Holdings LLC pursuant to the Rollover Letter Agreements, less without duplication (A) principal of, and accrued interest through the Closing Date on, any Management Loan held by such Reinvesting Employee, (B) an additional 20% of principal of, and accrued interest through the Closing Date on, any Management Loan held by such Reinvesting Employee, and (C) the Hold-Back Amount (as defined in such Reinvesting Employee’s Rollover Letter Agreement) as advised by Seller to Buyer prior to the Closing Date, as calculated by Seller based upon the details of each Reinvesting Employee’s rollover election pursuant to the Rollover Letter Agreements provided by Buyer to Seller prior to the Closing Date.

Rollover Value means an amount equal to (a) the product of (i) the Per Common Share Amount, without giving effect to the cap per day of $14.25 per share or the minimum per day of $10.25, multiplied by (ii) the number of shares of BFI Common Stock subject to the Rollover Options; less (b) the Aggregate Option Exercise Price.

Examples of Rollover Value in a sentence

In consideration therefore, at the Rollover Closing, Aggregator shall issue to the Investor a number of Aggregator Units with the same value (based on the price per unit paid by Sponsor to acquire equity interests in Aggregator) as the Rollover Value.
Name:OCM HLCN HOLDINGS, L.P.Address:c/o Oaktree Capital Management, LLC ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇▇▇ ▇▇▇▇▇ E-mail: ▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ $27,556,191 less such Purchaser’s aggregate Rollover Value pursuant to the Contribution Agreement; provided, that if such Purchaser’s Aggregate Purchase Price Amount is equal to or less than $0, then Subsection 6.1(b) shall apply with respect to such Purchaser.
The amounts specified in the Merger Consideration Schedule will take into account the Aggregate Rollover Equity and Aggregate Parent Interest Rollover Value (as set forth in the Rollover Statement).
The Parties acknowledge and agree that the Rollover Value shall have an estimated aggregate value of $4,776,011.00, as adjusted in the Closing Allocation Table or Final Allocation Table, as applicable.
It is agreed and understood that the aggregate proceeds to the Company from the issuance and sale of the Purchased Shares, together with the Aggregate Management Rollover Value, will equal $99,000,000.

More Definitions of Rollover Value

Rollover Value means an amount equal to the sum of the dollar value of the Carry Rollover Securities and the Rolled Securities plus $5,000,000.

Rollover Value has the meaning set forth in the Recitals. When used with respect to a Rollover Stockholder, Rollover Value means the amount set forth opposite such Rollover Stockholder’s name on Schedule 1.2 attached hereto under the column entitled “Rollover Value.”

Rollover Value means the product of (i) the Merger Consideration and (ii) the number of Rollover Stock.

Rollover Value means $323,729,381.59.

Rollover Value means with respect to Seller Options, the excess of (x) the fair market value per share of Seller common stock (using the average of the Seller's closing selling prices for the five consecutive trading days ending two trading days immediately preceding the Closing (the "FMV"), times the number of shares of Seller common stock subject to the Seller Option, over (y) the aggregate exercise price of the Seller Option and with respect to Seller Restricted Shares, the FMV times the number of Seller Restricted Shares.

Rollover Value has the meaning set forth in the Recitals.

Rollover Value means (i) with respect to Seagate Options, the excess of (x) the fair market value per share of Seagate common stock (using the average of Seagate's closing selling prices for the five consecutive trading days ending two trading days immediately preceding the Closing (the "FMV") times the number of Seagate shares subject to the Seagate Option, over (y) the aggregate exercise price of the Seagate Option and (ii) with respect to Seagate Restricted Shares, the FMV times the number of Seagate Restricted Shares. For purposes of this Agreement, "Converted Value" shall equal the Rollover Value of the unvested Seagate Options and/or unvested Seagate Restricted Shares actually converted. For purposes of this Agreement, "Applicable Percentage" shall mean, with respect to a Senior Manager who is a Senior Vice President or higher, 50%, and with respect to any other Senior Manager, 25%.