Extract to table
Pull the structured facts out of a document: parties, dates, amounts, obligations.
Extract to table / internal-memo-ecf-sweep-analysis.docx
internal-memo-ecf-sweep-analysis.docx
Parties
Solara Digital Acquisition Holdings LLC
Meridian Cloud Solutions Inc
Digital Infrastructure Fund IV LP
Thayer LLP
Refinitiv LP
Sable LLP
Obsidian Data Corp
Consolidated Net Inc
Dates
March 27, 2026
March 21, 2026
March 28, 2026
December 31, 2026
June 30, 2026
April 30, 2027
Amounts
$200,000,000
$130,000,000
$2,500,000
$5,000,000
$1.8
$315,000,000
$18,700,000
$62,400,000
$175
$9.2
Obligations
This is a "must-have" item for the markup
Given Meridian's business model as a cloud-native SaaS platform, capitalized software development costs represent a material annual expenditure (estimated at $6–8 million annually) and must be treated as a deduction in the ECF computation to avoid overstating available cash flow
0% soft call premium applicable during the first twelve months following closing) shall be credited on a dollar-for-dollar basis against the ECF mandatory prepayment obligation for such fiscal year
If the aggregate voluntary prepayments exceed the calculated ECF sweep amount, no ECF payment should be required for that fiscal year, and any excess should be carried forward as a credit against subsequent fiscal year ECF sweep obligations (though the carry-forward feature is a "nice-to-have" rather than a "must-have")
This is categorized as a "must-have" in our negotiation strategy
Overview The Draft Term Sheet provides that 100% of net cash proceeds from asset sales (other than asset sales generating net cash proceeds at or below $2,500,000 in any fiscal year) must be used to mandatorily prepay the term loan, subject to reinvestment rights