Consummation of the Merger is not subject to a financing condition. The completion of the merger is subject to certain customary closing conditions, affirmative vote of the holders of at least a majority of the voting power of the outstanding shares of Slack common stock, approval for listing on the New York Stock Exchange of the shares of Salesforce common stock to be issued, effectiveness of a registration statement on Form S-4 filed by Salesforce and expiration of the waiting period applicable to the Mergers under the Hart-Scott-Rodino Antitrust Improvements Act, The Boards of Directors of Salesforce and Slack have unanimously approved the merger and the Slack Board recommends that Slack stockholders approve the transaction and adopt the merger agreement. Slack will continue to be led by Chief Executive Officer Stewart Butterfield and his leadership team. Slack will be required to pay Salesforce a termination fee equal to $900 million in cash in case of termination. Upon the close of the transaction, Slack will become an operating unit of Salesforce. As of June 29, 2021, Salesforce announced a senior notes offering in amount of $8 billion to finance the cash portion of the transaction. In February 2021, the Company elected to further reduce its Bridge Facility commitments to $4 billion. for a $10 billion senior unsecured 364-day bridge loan facility, which were subsequently reduced to $7 billion in December 2020 following salesforce entering into a $3 billion three-year senior unsecured term loan agreement. Salesforce has obtained a commitment from Citigroup Global Markets Inc., Bank of America, N.A. Salesforce expects to fund the cash portion of the transaction consideration with a combination of new debt and cash on Salesforce's balance sheet. Each option, restricted stock unit award and each Slack restricted share award will be converted to receive the merger consideration.
Under the terms of the deal, each share of Slack Technologies will be converted into right to receive 0.0776 shares of Salesforce common stock and the right to receive $26.79 in cash. (NYSE:WORK) for $28.2 billion on December 1, 2020. (NYSE:CRM) entered into an agreement to acquire Slack Technologies, Inc.
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