CEH Group Purchase Price

CEH Group Purchase Price. Equals the following determined without duplication as of the end of the day immediately preceding the Closing Date: (i) the sum of the following: (A) ... 60% of the LP Enterprise Value; plus (B) 96.304% of the BV Enterprise Value; plus (C) 100% of the Designated Account Cash Balance of CEH and all of its direct and indirect wholly-owned subsidiaries; plus (D) 60% of the Designated Account Cash Balance of La Paloma Acquisition and La Paloma Genco; plus (E) 80% of the Designated Account Cash Balance of CEP Batesville Holding Company, LLC; plus (F) 96.304% of the Designated Account Cash Balance of the CEP BV Group; plus (ii) less the sum of the following: (A) 100% of the Debt of CEH and all of its direct and indirect wholly-owned subsidiaries; plus (B) 60% of the Debt of La Paloma Acquisition and La Paloma Genco; plus (C) 96.304% of the Debt of the CEP BV Group; plus (D) 80% of the Debt of CEP Batesville Holding Company, LLC; plus (E) 100% of the TCW Exchange Consideration; plus (F) 100% of the CEH Transaction Expenses, minus the applicable portion thereof, if any, allocated to (x) Fulcrum pursuant to the Fulcrum Exchange Agreement if the Fulcrum Exchange Agreement has been executed and delivered prior to Closing, and/or (y) the Exchanging LP Members pursuant to the LP Minority Exchange Agreement if the LP Minority Exchange Agreement has been executed and delivered prior to Closing. View More