Adjusted Consolidated Working Capital definition

Adjusted Consolidated Working Capital means, at any time, Consolidated Current Assets (but excluding therefrom all cash and Cash Equivalents) less Consolidated Current Liabilities at such time.

Adjusted Consolidated Working Capital means, at any time, Consolidated Current Assets (but excluding therefrom all cash and Cash Equivalents) less Consolidated Current Liabilities at such time. For purposes of calculating Adjusted Consolidated Working Capital for any period in which a Permitted Acquisition occurs, the “consolidated current assets” and “consolidated current liabilities” of any Acquired Entity or Business (determined on a basis consistent with the corresponding definitions herein, with appropriate reference changes) as of the date such Permitted Acquisition is consummated shall be added to Consolidated Current Assets or Consolidated Current Liabilities, as the case may be, as of the first day of the applicable period.

Adjusted Consolidated Working Capital means, at any time, Consolidated Current Assets (but excluding therefrom all cash and Permitted Investments) less Consolidated Current Liabilities (but excluding therefrom (x) liabilities with respect to customer advances that are included in the definition of Consolidated Current Liabilities and that are received under forward purchasing agreements entered into with customers in the ordinary course of business and (y) liabilities representing dividends payable with respect to minority interests in Subsidiaries) at such time; provided that for all purposes of determining Adjusted Consolidated Working Capital there shall be excluded the effects in changes to account values that represent non-cash items (i.e., changes to account values that neither utilize nor generate cash).

Examples of Adjusted Consolidated Working Capital in a sentence

• To the extent that Open Items under the CCBG Agreement involve matters other than the CCBG Adjusted Consolidated Working Capital and are not taken into account in payments to or by the TBG Shareholders, then the TBG Shareholders shall be paid, or shall pay, 50.7460136% of such amounts at the same time that the CCBG Shareholders are paid, or pay, 49.2539864% of such amounts under the CCBG Agreement.

• Upon completion of Sellers' audit, representatives of Sellers and Buyer shall meet and attempt to reach agreement on the actual Adjusted Consolidated Working Capital of the Company as at the Closing Date.

• The independent public accounting firm selected by Buyer (the "Accounting Firm") shall be engaged jointly by Buyer and Sellers and shall meet with representa- tives of Buyer and Sellers and be apprised of their respective calculations of the Adjusted Consolidated Working Capital as at the Closing Date.

• The Initial Merger Value shall be increased to the extent Adjusted Consolidated Working Capital (as hereinafter defined) is greater than ($2,384,646), and shall be reduced to the extent Adjusted Consolidated Working Capital is less than ($2,384,646).

• Except as otherwise specifically provided in this Agreement, the Buyers, TBG and the TBG Shareholders shall each pay all costs and expenses incurred by such party or on such party's behalf in connection with this Agreement and the transactions contemplated hereby (including those of investment bankers or other investment advisors); provided, however, that TBG may pay the TBG Shareholders' expenses so long as such payment is properly accounted for in the TBG Adjusted Consolidated Working Capital.

More Definitions of Adjusted Consolidated Working Capital

Adjusted Consolidated Working Capital means, as at any date of determination, Consolidated Current Assets (excluding Cash and Cash Equivalents) less Consolidated Current Liabilities.

Adjusted Consolidated Working Capital means, at any time, consolidated current assets of Parent and its Subsidiaries less consolidated current liabilities of Parent and its Subsidiaries at such time, in each case as would be set forth on the consolidated balance sheet of Parent in accordance with GAAP.

Adjusted Consolidated Working Capital means, at any time, Consolidated Current Assets (but excluding therefrom all cash and Cash Equivalents) l ess Consolidated Current Liabilities at such time.

Adjusted Consolidated Working Capital means, at any time, Consolidated Current Assets less Consolidated Current Liabilities at such time. “Adjustment” shall have the meaning provided in Section 2.16(a).

Adjusted Consolidated Working Capital at any date, the excess of (i) all amounts which would, in conformity with GAAP, be attributable to and reflected as accounts receivable, inventory and deferred costs on a consolidated balance sheet of the Borrower and its Subsidiaries at such date, over (ii) the sum of (A) all amounts which would, in conformity with GAAP, be attributable to and reflected as accounts payable on a consolidated balance sheet of the Borrower and its Subsidiaries and (B) the aggregate principal amount of all Indebtedness consisting of Revolving Credit Loans,

Adjusted Consolidated Working Capital at any time shall mean Consolidated Current Assets (but excluding therefrom all cash and Cash Equivalents) less Consolidated Current Li abilities.

Adjusted Consolidated Working Capital means the amount obtained by subtracting (x) the sum of (i) the current liabilities of the Company on a consolidated basis plus (ii) the non-current liabilities of the Company on a consolidated basis, each as of the Closing Date, from (y) the current assets of the Company on a consolidated basis as of the Closing Date. All such amounts shall be determined in accordance with generally accepted accounting practices, except as follows: