Common use of Draft Closing Statement Clause in Contracts

Draft Closing Statement. (i) As soon as practicable following the Effective Time, Parent will cause the Surviving Corporation to prepare a report setting forth the actual amounts of the Initial Merger Consideration Inputs as of the date hereof and the Effective Time, along with a summary showing in reasonable detail the Surviving Corporation’s calculation of such amounts (the “Draft Closing Statement”). Parent shall deliver the Draft Closing Statement to the Shareholders’ Representative not later than ninety (90) days following the Closing Date. (ii) The Draft Closing Statement shall also set forth the determination of Net Closing Cash and the Net Closing Cash True-Up Amount, if any.

Appears in 1 contract

Sources: Merger Agreement (Ligand Pharmaceuticals Inc)

Draft Closing Statement. (i) As soon as practicable following the Merger Effective Time, Parent will shall cause the Surviving Corporation to prepare a report setting forth the actual amounts of the Initial Additional Cash Merger Consideration Inputs as of the date hereof and the Merger Effective Time, along with a summary showing in reasonable detail the Surviving Corporation’s calculation of such amounts (the “Draft Closing Statement”). Parent shall deliver the Draft Closing Statement to the ShareholdersStockholders’ Representative not later than ninety (90) days following the Closing Date. (ii) The Draft Closing Statement shall also set forth the determination calculation of (1) Closing Date Net Closing Cash and the Net Closing Cash True-Up Amount, if anyand (2) Closing Date Net Working Capital Adjustment Amount.

Appears in 1 contract

Sources: Merger Agreement (Usa Technologies Inc)