Closing Company Debt definition

Closing Company Debt has the meaning set forth in Section 1.3(b).

Closing Company Debt means the total amount of outstanding Company Debt as of the Closing.

Closing Company Debt means the aggregate amount of all Company Debt as of the Closing Date, less the Working Capital Balance, if positive, or plus the Working Capital Balance, if negative.

Examples of Closing Company Debt in a sentence

• The Reviewing Party shall be instructed to resolve the unresolved disputed items in accordance with the definitions of Closing Cash, Closing Net Working Capital, Company Transaction Expenses, Closing Company Debt and Accounts Receivables and shall be instructed not to independently investigate any other matters.

• On Closing Date, the Company shall pay to the Paying Agent the Pre-Closing Cash, which shall be applied to reduce the Closing Company Debt.

• Within 60 days after the Closing, Acquirer shall deliver to the Securityholders’ Agent a statement (the “ Acquirer Adjustment Statement”) setting forth Acquirer’s calculation of (i) the Company Cash, (ii) the Closing Company Debt, (iii) the Unpaid Company Transaction Expenses, (iv) the Closing Working Capital, and (v) the Adjusted Cash Consideration (collectively, the “Acquirer Adjustment Calculations”), together with supporting documentation and calculations.

More Definitions of Closing Company Debt

Closing Company Debt means the aggregate amount of outstanding Company Debt as of immediately prior to the Effective Time.

Closing Company Debt means the amount of Company Debt as set forth in the Company Closing Financial Certificate.

Closing Company Debt means, without duplication, (a) the sum of the items of Indebtedness listed on Exhibit 1.01(a) marked with an “x” under the column “Closing Company Debt” and (b) to the extent not included in such calculation, the sum of the amounts of Liabilities of the Acquired Companies with respect to:

Closing Company Debt means Company Debt as of the Closing Date.

Closing Company Debt means the aggregate amount of Company Debt of the Company and its Subsidiaries determined on a consolidated basis as of 11:59 p.m., Eastern Standard Time, on the day immediately prior to the Closing Date and in a manner consistent with the terms set forth in Section 2.5; provided, however, that, subject to the delivery of the documents and evidence required by Section 2.2(b)(iv) on the Closing Date, Closing Company Debt shall not include any Company Debt arising pursuant to the terms of the ABL Facility or the Indenture or any other Contracts entered into in connection therewith.

Closing Company Debt means the Company’s good faith estimate of Company Debt reflected in the updated Transaction Schedule to be delivered to Parent and Merger Sub not less than two (2) Business Days prior to the Closing.

Closing Company Debt means the Company’s good faith estimate of Company Debt delivered to Parent in accordance with Section 3.9(a)(ii).