Net Working Capital as of the Closing Date definition

Net Working Capital as of the Closing Date means the Company’s (x) current assets less (y) current liabilities as of the Closing Date.

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Net Working Capital as of the Closing Date means the Company’s (x) current assets less (y) current liabilities as of the Closing Date. “Order” means any order, injunction, judgment, decree, ruling, writ, assessment or arbitration award of a Governmental Body.

Net Working Capital as of the Closing Date means the dollar amount equal to (i) the book value of the Company and the Subsidiaries’ accounts receivable, accrued receivables, prepaid expenses (both current and long term), cash and cash equivalents, if any, and other current assets as of the close of business on the Closing Date m inus (ii) the book value of the Company and the Subsidiaries’ accounts payable and accrued liabilities as of the close of business on the Closing Date, in each case determined in accordance with GAAP consistently applied, but without giving effect to any purchase accounting or other adjustments resulting from or related to the consummation of the transactions contemplated by this Agreement (other than the other transactions contemplated by Section 2.1, it being understood that the Excluded Assets and the Excluded Liabilities shall not be included as assets or liabilities of the Company or any Subsidiary in determining the Net Working Capital as of the Closing Date).

Examples of Net Working Capital as of the Closing Date in a sentence

Buyer will then determine the Net Working Capital as of the Closing Date based upon the Closing Financial Statements, which will be calculated based upon GAAP, and will be determined in good faith by Buyer’s chief financial officer.
The Closing Net Working Capital as of the Closing Date determined in accordance with this Section 2.6(a) is referred to herein as the “Estimated Closing Net Working Capital.” The Estimated Closing Net Working Capital shall be subject to the reasonable and good faith approval of Buyers.
At least two (2) Business Days prior to the Closing Date, Contributors shall prepare and deliver or cause to be prepared and delivered to Acquiror a statement containing the Contributors’ good faith calculation of the Net Working Capital as of the Closing Date for the Company, based on the Company Financial Statements and consistent with the methodology for the Company set forth on Schedule 2.5 (collectively, the “Estimated Closing Net Working Capital”).
The Purchase Price shall be adjusted on a dollar-for-dollar basis to reflect any increases or decreases in the Preliminary Net Working Capital as of the Closing Date.
Accordingly, the parties agree that for purposes of determining the estimated Net Working Capital as of the Closing Date, inventory with respect to the operation of the Facilities shall be calculated as reflected by the latest available unaudited balance sheets of the Seller Entities if the results of such inventory are not available.
No later than fifty (50) days after receipt of the Seller Closing Balance Sheet, the Buyers will deliver to the Sellers the Buyers’ calculation of the Net Working Capital as of the Closing Date (the “Closing Statement”).
At least two (2) Business Days prior to the Closing Date, Contributor shall prepare and deliver or cause to be prepared and delivered to Acquiror a statement containing Contributor’s good faith calculation of the Net Working Capital as of the Closing Date for the SUN Retail Business, based on the Contributor Financial Statements and consistent with the methodology set forth on Schedule 2.5 (collectively, the “Estimated Closing Net Working Capital”).
As soon as practicable after the Closing but no later than sixty (60) Business Days after the Closing Date, Investor shall deliver to the Sellers’ Representative a final calculation of the Net Working Capital as of the Closing Date (the “Final Working Capital Statement”).
To the extent not completed by Seller prior to Closing, (i) appropriate reserves for the unfinished portion of the Textile Consolidation Project will be placed on the Closing Balance Sheet and taken into account in determining Net Working Capital as of the Closing Date and (ii) Buyer shall complete the Textile Consolidation Project including the closure or decommissioning of the Allach and Taylors facilities (as referenced in Schedule 4.13).
If as a result of such review, Seller disagrees with Purchaser’s Statement, Seller shall deliver to Purchaser a written notice of disagreement (a “Dispute Notice”) prior to the expiration of the Review Period, specifying in reasonable detail the nature and amount of such disagreement and including Seller’s determination of the Net Working Capital as of the Closing Date.

More Definitions of Net Working Capital as of the Closing Date

Net Working Capital as of the Closing Date means the dollar amount equal to (i) the book value of the Company and the Subsidiaries’ accounts receivable, accrued receivables, prepaid expenses (both current and long term), cash and cash equivalents, if any, and other current assets as of the close of business on the Closing Date minus (ii) the book value of the Company and the Subsidiaries’ accounts payable and accrued liabilities as of the close of business on the Closing Date, in each case determined in accordance with GAAP consistently applied, but without giving effect to any purchase accounting or other adjustments resulting from or related to the consummation of the transactions contemplated by this Agreement (other than the other transactions contemplated by Section 2.1, it being understood that the Excluded Assets and the Excluded Liabilities shall not be included as assets or liabilities of the Company or any Subsidiary in determining the Net Working Capital as of the Closing Date).

Net Working Capital as of the Closing Date means the Company’s (x) current assets less (y) current liabilities as of the Closing Date (for this purpose excluding liabilities included in the determination of Indebtedness to be deducted from Closing Amount pursuant toSection 3.2).

Related to Net Working Capital as of the Closing Date

Estimated Closing Net Working Capital has the meaning set forth in Section 2.5.
Final Closing Net Working Capital has the meaning set forth in Section 2.6(c).
Closing Net Working Capital means the Net Working Capital as of the Closing.
Estimated Closing Working Capital has the meaning set forth in Section 2.04(a)(ii).
Final Closing Working Capital has the meaning set forth in Section 2.4(e).

Related to Net Working Capital as of the Closing Date

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