Definition of Tender Consideration


Tender Consideration means, with respect to any tender or exchange offer, the aggregate of the cash plus the fair market value (as determined in good faith by the Board of Directors, whose good faith determination shall be conclusive and described in a resolution of the Board of Directors) of all non-cash consideration paid in respect of such tender or exchange offer.

Examples of Tender Consideration in a sentence

Upon satisfaction of the Minimum Tender Consideration, Goldcorp and Wheaton shall take all necessary steps to proceed with, as soon as practicable and in any event within 120 days following the Expiry Time, a Subsequent Acquisition Transaction so that Goldcorp may thereby acquire all of the Wheaton Common Shares that were not acquired by Goldcorp under the Offer.
As promptly as practicable, and in any event ten Business Days after the date hereof, Parent shall commence (under the meaning of Rule 14d-2 under the Exchange Act) an offer to purchase all outstanding Ordinary Shares (the "Tender Offer") for cash equal to their pro rata share of the aggregate amount then on deposit in the Trust Account, less Taxes and interest (the "Tender Consideration").
Acquisition Consideration means the Tender Consideration, the Top-Up Consideration and the Merger Consideration.
Notwithstanding the foregoing, the amendments set forth in Sections 3 and 4 below shall not become operative until the time the Co-Obligors accept for payment the Notes tendered in the Offer, the tender of which represents the principal amount of the Notes outstanding at least equal to the Requisite Consents, and any Subordinated Notes Tender Consideration and any Subordinated Notes Consent Payments (as defined in the Offer to Purchase) are paid for in accordance with the Offer to Purchase.
Notwithstanding the foregoing, the amendments set forth in Sections 3, 4 and 5 below shall not become operative until the time the Co-Obligors accept for payment the Notes tendered in the Offer, the tender of which represents the principal amount of the Notes outstanding at least equal to the Requisite Consents, any FRN Tender Consideration and any FRN Consent Payments (as defined in the Offer to Purchase) are paid for in accordance with the Offer to Purchase.