FR EA

Extract to table

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

Extract to table / secretarys-certificate-velopay.docx
secretarys-certificate-velopay.docx · 1003-00003

Parties

Private Equity Fund IV LP
Harrowgate Velocity Merger Sub Inc
General Corp
Surviving Corp
Officer Inc
Keystone Pacific Transfer Services Inc
VeloPay Canada Inc
Harrowgate Velocity Co-Invest LP

Dates

March 18, 2025
July 22, 2025
January 8, 2021
March 17, 2025
January 22, 2027
April 14, 2025

Amounts

$1,900,000,000
$20.00
$1,900,000,000.00
$8.50
$11.50
$20,700,000.00
$133,000,000.00
$66,500,000.00
$228,000,000.00
$76,000,000.00

Obligations

Capitalized terms used but not otherwise defined in this Secretary's Certificate shall have the respective meanings ascribed to such terms in the Merger Agreement
The escrow fund shall be subject to the following release provisions: (A) Sixty-Six Million Five Hundred Thousand Dollars ($66,500,000
The survival period for indemnification claims under the Merger Agreement shall be eighteen (18) months, expiring on January 22, 2027
The aggregate indemnification cap under the Merger Agreement shall be Two Hundred Twenty-Eight Million Dollars ($228,000,000
The Board resolved that the foregoing resolutions have not been and shall not be deemed rescinded, amended, revoked, supplemented, or otherwise modified and shall remain in full force and effect unless and until specifically rescinded or modified by subsequent action of the Board