Estimated Merger Consideration Amount definition

Estimated Merger Consideration Amount means, as determined five business days prior to the anticipated closing date of the transactions,
Estimated Merger Consideration Amount means, as determined five business days prior to the anticipated closing date of the transactions, (a) the Base Merger Consideration Amount minus (b) the amount, if any, by which the estimated total net debt exceeds the Target Total Net Debt plus (c) the amount, if any, by which the Target Total Net Debt exceeds the estimated total net debt, plus (d) the amount, if any, by which the estimated closing net working capital exceeds the Target Net Working Capital, minus (e) the amount, if any, by which the Target Net Working Capital exceeds the estimated closing net working capital;
Estimated Merger Consideration Amount means (a) the Base Merger Consideration Amount, minus (b) the amount (if any) by which Estimated Total Net Debt exceeds the Target Total Net Debt, plus (c) the amount (if any) by which Target Total Net Debt exceeds Estimated Total Net Debt, plus (d) the amount (if any) by which Estimated Closing Net Working Capital exceeds the Target Net Working Capital, and minus (e) the amount, if any, by which Target Net Working Capital exceeds Estimated Closing Net Working Capital.

More Definitions of Estimated Merger Consideration Amount

Estimated Merger Consideration Amount means an amount equal to: (a) $45,000,000, plus (b) the aggregate cash exercise price payable upon the exercise in full of all Vested Stock Options outstanding and unexercised immediately prior to the Effective Time, plus (c) the Estimated Closing Cash, minus (d) the Estimated Closing Indebtedness, minus (e) the Estimated Unpaid Company Transaction Expenses, minus (f) the Estimated Closing Working Capital Adjustment Amount.

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