Effective Date Working Capital means the balance of the line item terms net inventory and trade accounts receivables less trade accounts payables as at the Effective Date (as determined in accordance with Article 3 below) and does not include, for the avoidance of doubt, any other working capital items (in particular other assets and other liabilities) or accruals for inventory received but not yet invoiced;
Effective Date Working Capital means the pro-forma consolidated amount of the line items set forth in Section 3 of Exhibit 6.2 under the heading “Effective Date Working Capital” of the Target Companies in Euro as per the Effective Date, as determined on the basis of the Final Effective Date Balance Sheet.
Effective Date Working Capital has the meaning set forth in Section 2.4(a).
Examples of Effective Date Working Capital in a sentence
The Consideration shall be the sum of: USD 19,500,000 (in words: Nineteen Million Five Hundred Thousand Dollars) (the “Base Amount”); plus the aggregate amount of the Effective Date Cash (as defined below); minus the aggregate amount of the Effective Date Financial Debt (as defined below); adjusted by the amount (either added or subtracted) that the Effective Date Working Capital (as defined below) differs from the Target Working Capital (as defined below) (the “Working Capital Adjustment”).
More Definitions of Effective Date Working Capital
Effective Date Working Capital means Current Assets less Current Liabilities, determined as of the close of business on the Effective Date.
Effective Date Working Capital means the amount, whether positive or negative, equal to the total of Anandia’s current assets less the total of its current liabilities as shown on the Effective Date Balance Sheet and, for these purposes, “current assets” and “current liabilities” shall consist of assets and liabilities so classified on the Effective Date Balance Sheet, excluding any current assets, current liabilities and cash payments related to expenditures for Anandia’s Comox site that are pre-approved by Aurora or are related to charges from Aurora affiliates, which includes any costs directed to be incurred by Aurora affiliates at Anandia’s Comox site, after taking into account any reasonable estimates required to determine amounts on the Effective Date that may differ from amounts on the date of preparation and after taking into account all proceeds that have been received in connection with the exercise of Anandia Options and Anandia Warrants pursuant to Conditional Exercise Notices and all payments to be made to Anandia Optionholders and Anandia Warrantholders pursuant to the Plan of Arrangement;
Effective Date Working Capital means the balance of the line items inventories (Vorräte) plus trade receivables (Forderungen aus Lieferungen und Leistungen) less trade payables (Verbindlichkeiten aus Lieferungen und Leistungen) (within the meaning of Section 266 (2) B I, B II 1, (3) C. 4 of the German Commercial Code (HGB), respectively), in each case including the respective balances on accounts of the RÜTGERS Group or any (direct or indirect) shareholder of RÜTGERS or any entity affiliated with it, accruals for outstanding invoices, notes and bills of exchange payable (account “Notes payable/Schuldwechsel”), in each case as specified for illustration purposes in Exhibit 2.1 (3). Effective Date Cash, Effective Date Financial Debt and Effective Date Working Capital shall be the relevant amounts as shown in, or derived from, the Effective Date Financial Statements and the Effective Date Certificate, prepared in accordance with Section 3. For the avoidance of doubt, Effective Date Cash, Effective Date Financial Debt or Effective Date Working Capital shall not include any items which are included in any other of these positions. Items included in Effective Date Cash, Effective Date Financial Debt and Effective Date Working Capital of InfraTec Duisburg GmbH and, for purposes of Exhibit 2.1, the EBITDA of InfraTec Duisburg GmbH shall be taken into account in proportion to the shareholding owned by Bakelite in InfraTec Duisburg GmbH (70% of the share capital). For illustration purposes, a sample calculation of the Purchase Price based on the consolidated financial statements of the Bakelite Group as of June 30, 2004, is attached hereto as Exhibit 2.1 (4).
Effective Date Working Capital means the sum of:
Effective Date Working Capital. See Section 4.8(a) hereof.
Effective Date Working Capital. Working Capital as of the Effective Date Date, determined consistently with Reference Working Capital.
Effective Date Working Capital equals the balance of the aggregate amount of the following items (it being understood that, in order to avoid a double counting, items which fall under the definition of Effective Date Financial Debt or Effective Date Cash shall be excluded from the definition of Effective Date Working Capital):