Common use of Closing Date Financial Statements Clause in Contracts

Closing Date Financial Statements. The "Closing Date Financial Statements" shall mean the financial statements of the Company Parties as of the Closing Date, which shall consist of a balance sheet and statements of profit and loss, retained earnings and changes in financial position as of the Closing Date and the results of the operations of the Company Parties for the portion of the fiscal year then ended. The Closing Date Financing Statements shall include, as a separate schedule, a computation of the Adjusted Net Working Capital and the long-term liabilities of the Company Parties (other than the Permitted Long-Term Liabilities) and the amount of the Purchase Price Adjustment. The Closing Date Financial Statements shall be prepared in accordance with GAAP consistently applied and with all adjustments which are necessary for the fair presentation of the periods indicated. The Closing Date Financial Statements shall be prepared using the general ledger accounts of the Company Parties consistent with the past practices of the Company Parties after the distribution to and the assumption by the Seller or an affiliate of the Seller as of the Closing Date of the assets and liabilities of the Company referred to in Section 1.1(d) and 1.1(j) and the schedules thereto (which include former assets and liabilities of CPLP that were distributed pursuant to Section 1.1(d)).

Appears in 1 contract

Sources: Purchase Agreement (Amerigas Finance Corp)

Closing Date Financial Statements. The "Closing Date Financial Statements" shall mean the financial statements of the Company Parties as of the Closing Date, which shall consist of a balance sheet and statements of profit and loss, retained earnings and changes in financial position as of the Closing Date and the results of the operations of the Company Parties for the portion of the fiscal year then ended. The Closing Date Financing Statements shall include, as a separate schedule, a computation of the Adjusted Net Working Capital and the long-term liabilities of the Company Parties (other than the Permitted Long-Term Liabilities) and the amount of the Purchase Price Adjustment. The Closing Date Financial Statements shall be prepared in accordance with GAAP consistently applied and with all adjustments which are necessary for the fair presentation of the periods indicated. The Closing Date Financial Statements shall be prepared using the general ledger accounts of the Company Parties consistent with the past practices of the Company Parties after the distribution to and the assumption by the Seller or an affiliate of the Seller as of the Closing Date of the assets and liabilities of the Company referred to in Section 1.1(d) and 1.1(j) and the schedules thereto (which include former assets and liabilities of CPLP that were distributed pursuant to Section 1.1(d)).

Appears in 1 contract

Sources: Purchase Agreement (Amerigas Finance Corp)