Extract to table

As contemplated by the BCA, the business combination will be consummated through a forward triangular merger under the General Corporation Law of the State of Delaware (the "DGCL"), pursuant to which Merger Sub will merge with and into Skybridge, with Skybridge surviving the merger as a wholly owned subsidiary of the domesticated Pinnacle entity, which shall be renamed Skybridge Fintech Holdings, Inc

All capitalized terms used but not defined herein shall have the respective meanings ascribed to them in the BCA

3(d) of the BCA provides that, as a condition to Skybridge's obligation to consummate the merger, the Combined Company shall have no less than $200,000,000 of Available Cash at the closing

A payoff letter must be obtained from Velthorn Commerce Bank, N

Requests for certificates of good standing (or equivalent certificates of status or existence) for Skybridge must be submitted to the Delaware Secretary of State and each state in which Skybridge is qualified to do business as a foreign corporation

1(a) of the BCA provides that no order, decree, or ruling of any governmental authority shall be in effect that restrains, enjoins, or otherwise prohibits the consummation of the business combination