Company Working Capital means the sum of the Current Assets of the Company and the Company Subsidiaries, minus the Current Liabilities of the Company and the Company Subsidiaries, as of the Adjustment Calculation Time. A calculation of the Company Working Capital as of June 30, 2020 is set forth on Schedule II.
Company Working Capital means the Working Capital of the Company on a specified date; provided, that Company Working Capital shall be adjusted upwards for the amount of any Closing Date Company Transaction Expense Amount. Company Working Capital Deficit Adjustment. “Company Working Capital Deficit Adjustment” shall be equal to the amount by which the Final Company Working Capital Deficit Amount exceeds the Estimated Company Working Capital Deficit Amount, if any.
Company Working Capital means the Working Capital of the Company.
Examples of Company Working Capital in a sentence
Upon closing the Company Working Capital Loan, the Company will draw down funding on the Company Working Capital Loan in an amount sufficient to repay the GCI Working Capital Loan in full.
The Closing Date Company Balance Sheet shall be accompanied by a written statement of any Company Working Capital Deficit Adjustment as determined by Parent resulting from the information set forth in the Closing Date Company Balance Sheet (the “Parent Proposed Company Working Capital Deficit Amount”).
Stockholders’ Representative Proposed Company Working Capital Deficit Amount.
Purchaser shall have four (4) calendar days to review the Company’s Closing Balance Sheet, Company’s Closing Working Capital Statement and the attached calculations based thereon, after which, unless reasonably objected by Purchaser, for purposes of this Section 2.6, the Company Closing Balance Sheet and Company Working Capital Statement shall be binding on the Parties hereto, subject to the terms of Section 2.6(b).
If the Sponsor Loan is insufficient, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors intend, but are not obligated to, provide the Company Working Capital Loans (see Note 4).
More Definitions of Company Working Capital
Company Working Capital shall be equal to the current assets minus the current liabilities of the Company (each as determined in accordance with GAAP and the working capital worksheet attached as Exhibit B hereto), including as a payable of the Company (i) any fees and out-of-pocket expenses incurred by the Company or the Unitholder (including fees and expenses of counsel and of any broker or finder), to be paid by the Company but which has not previously been paid by the Company, in connection with this Agreement or any of the other Transaction Documents or the consummation of any of the Contemplated Transactions, (ii) any liability for Taxes directly or indirectly arising out of or related to the consummation of any of the Contemplated Transactions and (iii) any liability for Transfer Taxes arising out of or related to any of the Contemplated Transactions and accrued or paid by the Company. The Estimated Closing Date Working Capital Statement shall fairly and accurately present the Estimated Closing Date Working Capital, determined in the manner set forth in the immediately preceding sentence. If the Estimated Closing Date Working Capital is less than the Working Capital Threshold, then the Cash Consideration payable on the Closing Date shall be reduced by the amount of such difference. If the Estimated Closing Date Working Capital is greater than the Working Capital Threshold, then the Cash Consideration payable on the Closing Date shall be increased by the amount of such excess.
Company Working Capital means (A) Adjusted Current Assets, minus (B) the sum of (i) Adjusted Current Liabilities, plus (ii) Non-Reimbursable Spend, plus (iii) February Budget Underspend, plus (iv) Exceeded Liability Amount.
Company Working Capital means the aggregate value of the current assets of the Acquired Companies less the aggregate value of the current liabilities of the Acquired Companies, in each case determined on a consolidated basis without duplication as of 11:59 p.m. Eastern Time on the day immediately preceding the Closing Date and calculated in accordance with, and on a basis consistent with, the practices and methodologies applied in preparing the Example Statement of Company Working Capital (including by (i) including only current assets and current liabilities to the extent that such assets and liabilities are included in the Example Statement of Company Working Capital and (ii) establishing levels of reserves in the same manner as and on a basis consistent with how such reserves were established in preparing the Example Statement of Company Working Capital). Notwithstanding anything to the contrary herein, in no event shall “Company Working Capital” include any amounts which are otherwise included in Company Cash, Company Debt, Company Transaction Expenses or Tax assets or liabilities.
Company Working Capital shall have the meaning assigned to such term on Annex D;
Company Working Capital means an amount calculated in accordance with the Accounting Principles, which, except as otherwise required by the Accounting Principles and except for adjustments indicated on the Sample Working Capital Statement, reflects, as of the Reference Time, (a) the consolidated total current assets (excluding (A) any assets included in the calculation of Cash, (B) any provision for deferred Tax assets and (C) any Tax asset constituting a Transaction Tax Benefit) of the Company and its Subsidiaries, minus (b) the sum of (i) the consolidated total current liabilities of the Company and its Subsidiaries (excluding any liabilities included in the calculation of Transaction Expenses or Closing Debt and any provision for deferred Tax liabilities), plus (ii) the aggregate amount of the current and the non-current portion of deferred revenue of the Company and its Subsidiaries.
Company Working Capital means the amount of the current assets over the amount of current liabilities (excluding current maturities on long-term debt and Inventories) of the Company and its Subsidiaries as of a specified date, calculated in accordance with generally accepted accounting principles.
Company Working Capital means the consolidated current assets minus the consolidated current liabilities of the Company, excluding (i) any portion of the Company's long-term debt that is classified as current to the extent such current portion exceeds that which is reflected in the Company's Financial Statements solely as a result of the events of default that are described as requiring the going concern qualification should such qualification be contained in the opinion of the Company's auditors on the Company's Audited Financial Statements, and (ii) the effects of the Hedging Transactions, as determined in accordance with GAAP.