Tpg pace holdings corp. to appoint kenneth b. rotman to the board as a class iii director
On november 6, 2019, tpg pace holdings corp., a cayman islands exempted company (the company), new pace llc, a delaware limited liability company (newco), clairvest equity partners v limited partnership, an ontario limited partnership (cep v), clairvest equity partners v-a limited partnership, an ontario limited partnership (cep v-a), and cep v co-investment limited partnership, a manitoba limited partnership (cep co-invest, and together with cep v and cep v-a, the clairvest investors), entered into a nominating and support agreement (the nominating agreement), whereby, in consideration for the clairvest investors delivering (a) a joinder agreement to that certain transaction agreement (as amended on july 22, 2019 and october 3, 2019 and as it may further be amended from time to time, the transaction agreement) between the company, certain shareholders of accel entertainment inc., an illinois corporation (accel), named as sellers therein and the shareholder representatives named therein, and previously announced on june 13, 2019, and (b) a cash election form setting a cash election with respect to the shares in all common and preferred stock, no par value per share, of accel (the accel stock) that the clairvest investors own, beneficially (as defined in rule 13d-3 under the securities exchange act) or of record, any security convertible or exchangeable into accel stock (together with the accel stock, the subject securities) and any additional subject securities that the clairvest investors acquired after the execution of the nominating agreement, the company has agreed to (x) appoint kenneth b. rotman to the board of directors of the company contemporaneously with the closing of the proposed business combination (the business combination) contemplated by the transaction agreement as a class iii director with a term expiring at the 2022 annual meeting of the stockholders of the company and (y) nominate kenneth b. rotman to the board as set in the nominating agreement. kenneth b. rotman is the chief executive officer and managing director of clairvest group inc.
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