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Re: ERASERHEAD post# 6505

Tuesday, 07/06/2010 11:01:15 PM

Tuesday, July 06, 2010 11:01:15 PM

Post# of 17111
HUGE !!!!!!The Purchase Price remains to be determined by the formula of the product of (i) H&M’s twelve (12) month trailing cumulative, “adjusted” earnings before interest, taxes, depreciation and amortization (“EBITDA”) as of the closing date (the “12-Month EBITDA”) multiplied by (ii) 2.99, with a maximum Purchase Price of Eight million, four hundred ten thousand U.S. Dollars ($8,410,000.00) (the “Purchase Price”). H&M has the opportunity, following the expected closing of the agreement, to realize up to the full amount of the Purchase Price as stated in the initial H&M Stock Purchase Agreement, payable within three (3) months following GeoBio’s 2011 fiscal year, in the event, and to the extent, that H&M subsequently achieves a trailing twelve (12) month EBITDA for the applicable year greater than the 12-Month EBITDA calculated as of the closing date of the H&M Stock Purchase Agreement.


Also, under the July 1, 2010 Amendment, the parties changed the closing date from July 1, 2010 to August 6, 2010 (the “Closing Date”), subject to GeoBio becoming current in its 1934 Exchange Act public filings. In the event that GeoBio is not current in its public filings as of the Closing Date, GeoBio shall have the option to extend the Closing Date to September 10, 2010 (the “Extended Closing Date”).
http://ih.advfn.com/p.php?pid=nmona&article=43503934&symbol=NO%5EGBOE
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