FR EA

Extract to table

Pull the structured facts out of a document: parties, dates, amounts, obligations.

Extract to table / management-rollover-subscription-agreements.docx
management-rollover-subscription-agreements.docx · 1001-00007

Parties

ARDENT CAPITAL PARTNERS III LP
Ardent Healthcare Holdings Inc
Growth Equity Fund II LP
Ryland Family Holdings LLC
Ardent Capital Management III LLC
Pinnacle Commercial Credit Corp
Vail CPAs LLP
Harkness LLP

Dates

February 10, 2025
April 15, 2025
January 8, 2025

Amounts

$0.001
$290,000,000
$18,600,000
$340,000,000
$50,000,000
$10.00
$100,000,000
$7,560,000
$4,840,000
$3,480,000

Obligations

6, the Fair Market Value shall be determined by an Independent Appraiser selected in accordance with Section 9
6, each of the Sponsor and such Management Holder shall, within ten (10) Business Days thereafter, select one nationally recognized independent valuation firm, and those two firms shall, within ten (10) Business Days of their selection, select a third nationally recognized independent valuation firm to serve as the Independent Appraiser
"Permitted Transferee" means, with respect to any Management Holder, (i) such Management Holder's spouse, (ii) any lineal descendant (including by adoption) of such Management Holder, (iii) any trust established and maintained solely for the benefit of such Management Holder and/or one or more of the Persons described in clauses (i) and (ii), (iv) any family limited partnership or family limited liability company the partners or members of which consist solely of such Management Holder and/or one or more of the Persons described in clauses (i) and (ii), and (v) upon the death of such Management Holder, such Management Holder's estate, executors, administrators, personal representatives, or heirs; provided, in each case, that as a condition to any such Transfer, the Permitted Transferee shall have executed and delivered a Joinder Agreement in the form attached hereto as Exhibit B
The terms "Transferring," "Transferred," and "Transferee" shall have correlative meanings
Unless the context otherwise requires: (a) words in the singular include the plural and vice versa; (b) the words "herein," "hereof," "hereunder," and words of similar import refer to this Agreement as a whole and not to any particular Article, Section, subsection, Schedule, or Exhibit; (c) references to "Articles," "Sections," "Schedules," and "Exhibits" refer to Articles, Sections, Schedules, and Exhibits of and to this Agreement; (d) the word "including" means "including, without limitation"; (e) the word "or" is not exclusive; (f) references to "days" mean calendar days unless otherwise specified; and (g) all capitalized terms used but not defined herein shall have the meanings ascribed to them in the Purchase Agreement
1, the Company shall issue to such Management Holder the number of shares of Class A Common Stock set forth opposite such Management Holder's name on Schedule A, at a price of $10