Closing Cash on Hand definition

Closing Cash on Hand means the Cash on Hand as of the Measurement Time.

Closing Cash on Hand means the Cash on Hand as of the Effective Time, but disregarding any changes in Cash on Hand between the Execution Date and the Effective Time as a result of (i) actions taken at the direction of the Buyer in connection with integration planning or outside the ordinary course of business or (ii) purchase accounting adjustments or other changes arising from or resulting as a consequence of the Contemplated Transactions.

Closing Cash on Hand means, as of the close of business on the Closing Date (without giving effect to the transactions contemplated hereby), the aggregate amount of Cash, as determined in accordance with the Accounting Principles, other than Trapped Cash; provided, however, notwithstanding the foregoing, Closing Cash on Hand shall (i) be reduced by the amount of any checks and drafts issued by Transferred Press Subsidiaries and uncleared by the bank as of close of business on the Closing Date, and (ii) shall include the amount of any checks and drafts received or deposited for the account of the Transferred Press Subsidiaries and not credited to the account of the relevant Transferred Press Subsidiary as of close of business on the Closing Date.

Examples of Closing Cash on Hand in a sentence

• The Estimated Closing Working Capital, the Estimated Closing Cash on Hand, the Estimated Closing Indebtedness, and the Estimated Closing Transaction Expenses will be included in the determination of the Closing Merger Consideration as set forth in Section 3.1(a) above.

• In the event the Gundersen Debt is paid in full, the Conti Debt shall be repaid (A) first, using the remaining Estimated Closing Cash on Hand and (B) thereafter, using the cash received from the Existing Bookings.

• A17.4, [1999] 2015 edition, published by the American Society of Mechanical Engineers, for the price of $35.

• If the Mars Closing Cash on Hand as determined in accordance with the foregoing provision is less than the Mars Target Cash on Hand, SPLC shall pay to SHLX an amount equal to the Mars Post-Closing Adjustment.

• At the Closing, the Buyer shall (A) pay in cash the aggregate amount of the Purchase Price which is equal to (i) the Base Amount minus (ii) the Estimated Closing Seller Transaction Expenses, (B) cause the Company to pay the Estimated Closing Cash on Hand to Mark Gundersen (“Gundersen”) and (C) pay in cash the balance, if any, of the Gundersen Debt to Gundersen, to the extent the Estimated Closing Cash on Hand is less than the Gundersen Debt (collectively, the “Closing Payment”).

More Definitions of Closing Cash on Hand

Closing Cash on Hand is defined in Section 2.1(c).

Closing Cash on Hand means the sum of (i) Cash-on-Hand of the Company Entities and Blocker as of the Adjustment Calculation Time, minus, (ii) any Cash-on-Hand of the Company Entities and Blocker distributed to any Seller (by way of dividend or otherwise) after the Adjustment Calculation Time and prior to the Closing.

Closing Cash on Hand means the Cash on Hand of the Acquired Companies as of 11:59 PM ET on the day immediately preceding the Closing Date.

Closing Cash on Hand means all outstanding Cash on Hand calculated as of immediately prior to the Closing.

Closing Cash on Hand means the aggregate amount (which may be positive or negative) of the Company Parties’ cash and cash equivalents, to the extent convertible to cash within 90 days, on a consolidated basis, calculated as of the Measurement Time in accordance with the Agreed Principles and without taking into account any of the transactions occurring as part of the Closing, and which shall be calculated (a) to include the amount of third party checks and electronic funds transfers deposited in the Company Parties’ accounts or in transit but not cleared as of the Measurement Time (but excluding any such checks or electronic funds transfers otherwise included as, or taken into account as, current assets of the Company Parties in the calculation or determination of Closing Working Capital) and (b) to deduct the amount of all outstanding checks, wires, drafts and electronic funds transfers issued by the Company Parties to third parties as of the Measurement Time that have not yet cleared (but excluding any such checks or electronic funds transfers otherwise included as, or taken into account as, current Liabilities of the Company Parties in the calculation or determination of Closing Working Capital). Furthermore, Closing Cash on Hand shall exclude Restricted Cash and will be reduced by the aggregate amount, if any, of cash (y) paid or distributed by the Company Parties to the Seller, any Seller Related Party or any Seller Secondary Related Party (other than in the Ordinary Course of Business which reduce liabilities that otherwise would be captured in Closing Working Capital) or (z) used by the Company Parties to pay Company Debt, Company Expenses, Employee Payments, or Excluded Add-on Earnouts in each case of clauses (y) and (z), after the Measurement Time and prior to the Closing.

Closing Cash on Hand means, as of the Measurement Time, the aggregate of all cash (including checks received but not deposited) and readily marketable securities of the Company and its Subsidiaries, as determined in accordance with GAAP (including, for the avoidance of doubt, checks that have been issued, but not cashed as of such date of determination).

Closing Cash on Hand means the Cash on Hand as of the open of business on the Closing Date. “Closing Date” has the meaning set forth in Section 3.01.