Tranche Price definition
Examples of Tranche Price in a sentence
In accordance with the terms of the Escrow Agreement, Purchaser shall deposit the First Tranche Price and Second Tranche Price to be managed and paid out by the Escrow Agent in accordance with the terms of the Escrow Agreement.
The proceeds (the “Proceeds”) received by the Company from the Transactions, including the First Tranche Price and the Second Tranche Price, shall be used solely to fund the capital requirements specified in the schedule attached hereto as Exhibit 7.12.
Purchaser has sufficient funds to consummate the Transactions, including, without limitation, payment for acquiring the Junior Preferred Stock owned by the Key Junior Preferred Stockholders, and payment of the Tender Offer Price, the 12% Senior Notes Cash Payments, the First Tranche Price, the Second Tranche Price and the Additional Returns.
Subject to clause 2.1 and the Company complying with clause 3.2, Gold Fields must pay the aggregate Second Tranche Price for the Second Tranche Shares at the Second Tranche Settlement on the Second Tranche Settlement Date by bank cheque or, if agreed with the Company, a wire transfer of cleared funds to the Company’s bank account.
Following entry of the Order by the Court in accordance with Section 1 herein, in settlement of the Creditor’s claim to the Debt, the Company shall issue and deliver to Creditor the Settlement Shares in tranches (each a “Tranche”), each at the applicable Tranche Price (as defined below) and subject to adjustment, ownership limitations and other terms and conditions as set forth in this Agreement.
Each Tranche Notice shall be received only after 4:00 p.m. and on or prior to 11:59 p.m., New York time (the date of receipt, in each case, the “Tranche Notice Date”) The Creditor shall calculate and state in the Tranche Notice the Tranche Amount, the Tranche Price and the number of Settlement Shares issuable by the Tranche Delivery Deadline.
Subject to clause 2.1, Gold Fields must pay the aggregate First Tranche Price for the First Tranche Shares at the First Tranche Settlement on the First Tranche Settlement Date by bank cheque or, if agreed with the Company, a wire transfer of cleared funds to the Company’s bank account.
The number of Settlement Shares issuable in each Tranche shall be determined by dividing (x) the Tranche Amount (as defined below) with respect to such portion of the Debt, multiplied by 1.4286, by (y) the Tranche Price, subject to adjustment as described in Section 2(c) below.
There are no representations, warranties, covenants, conditions or other agreements, express or implied, collateral, statutory or otherwise, between the parties in connection with the subject matter of this Agreement, except as specifically set forth in this Agreement, the CVR, the Notes, the Escrow Agreement – Claim Proceeds Account, the Escrow Agreement – Second Tranche Price Account and the Security.
This Agreement, the CVR, the Notes, the Escrow Agreement – Claim Proceeds Account, the Escrow Agreement – Second Tranche Price Account and the Security constitute the entire agreement between the parties with respect to the transactions contemplated by it and supersedes all prior agreements, understandings, negotiations and discussions, whether oral or written, of the parties.