FR EA

Extract to table

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

Extract to table / ironside-rights-remedies-mae-memo.docx
ironside-rights-remedies-mae-memo.docx · 1023-00001

Parties

Ironside Capital Management LP
Harkness LLP
Meridian Infrastructure Partners LP
Meridian Infrastructure GP IV LLC
The LP
Cascadia Acquisition Corp
M. Weir
Greer LLP

Dates

November 18, 2022
July 29, 2022
October 28, 2022
November 10, 2022
November 14, 2022
November 20, 2022
July 22, 2022
September 15, 2022
December 31, 2022
August 30, 2022

Amounts

$64
$30,000
$299,970,000
$300,000,000
$1,950,000,000
$138
$487
$1,050,000,000
$1.95
$900

Obligations

The original outside date under the EPA is December 31, 2022, by which date the closing of the acquisition must occur unless the EPA is terminated or the outside date is extended by agreement of the parties
02(a) that, as of the closing date, no Material Adverse Effect shall have occurred with respect to Cascadia since the date of execution of the EPA that is continuing as of the closing date
02 of the LP Agreement provides that if the EPA is terminated and the acquisition does not close for any reason — including, without limitation, the occurrence of a Material Adverse Effect — the GP is required to take certain specified actions with respect to the Vehicle's capital and operations
However, the specific terms of the Northgate policy must be reviewed to determine the precise refund mechanics
Upon receipt of the written notice, the GP is required to commence an orderly wind-down of the Vehicle within 30 days
A claimant must demonstrate intentional wrongdoing, reckless indifference, or conscious disregard of known risks