Estimated Net Working Capital Deficit definition

Estimated Net Working Capital Deficit means the amount, if any, by which the Target Working Capital exceeds the Estimated Closing Working Capital as set forth on the Estimated Closing Statement.

Estimated Net Working Capital Deficit means the amount, if any, by which the NWC Purchase Price Component is greater than the Estimated Net Working Capital Amount as set forth on the Estimated Closing Statement.

Estimated Net Working Capital Deficit means the amount by which the Estimated Net Working Capital is less than the Net Working Capital Target.

Examples of Estimated Net Working Capital Deficit in a sentence

• Parent has prepared in good faith and delivered to Purchaser a statement (the “Estimated Statement”) setting forth the (A) the Estimated Cash and Cash Equivalents, (B) the Estimated Closing Indebtedness, (C) the Estimated Net Working Capital Amount, and (D) the Estimated Net Working Capital Deficit, if any, or the Estimated Net Working Capital Surplus, if any.

• The Retention Plan and this Retention Award Agreement constitute the entire agreement of the parties with respect to the subject matter hereof and supersede in their entirety all prior undertakings and agreements of the Company and the Participant with respect to the subject matter hereof, and may not be modified adversely to the Participant’s interest except by means of a writing signed by the Company and the Participant.

• If the Estimated Net Working Capital is less than the Assumed Net Working Capital (the amount by which the Assumed Net Working Capital exceeds the Estimated Net Working Capital being referred to herein as the “Estimated Net Working Capital Deficit”), then the Base Purchase Price shall be decreased pursuant to Section 1.2 by an amount equal to the Estimated Net Working Capital Deficit.

• The cash portion of the Purchase Price payable at the closing shall be increased or decreased, as the case may be, by the Estimated Net Working Capital Surplus or Estimated Net Working Capital Deficit as calculated by Seller.

• The Merger Consideration shall be reduced dollar for dollar by the amount of any Indebtedness, the amount of any Transaction Expenses and the amount of the Estimated Net Working Capital Deficit, if any, each as set forth on the Estimated Closing Balance Sheet and the Statement of Estimated Closing Liabilities.

More Definitions of Estimated Net Working Capital Deficit

Estimated Net Working Capital Deficit means the amount, if any, by which Estimated Net Working Capital is less than Target Net Working Capital.

Estimated Net Working Capital Deficit means the absolute value of the amount, if any, by which the Baseline Net Working Capital exceeds the Estimated Closing Net Working Capital.

Estimated Net Working Capital Deficit has the meaning set forth in Section 2.04(a).

Estimated Net Working Capital Deficit means the amount, if any, by which the Target Net Working Capital is greater than the Estimated Closing Net Working Capital (as set forth on the Closing Date Financial Certificate).

Estimated Net Working Capital Deficit means the dollar amount, if any, by which the Estimated Closing Net Working Capital Amount is less than negative $610,000.

Estimated Net Working Capital Deficit means the Net Working Capital Deficit, if any, estimated by Parent and set forth on the Estimated Statement.

Estimated Net Working Capital Deficit means the Net Working Capital Deficit, if any, estimated by the Stockholder Representative and set forth on the Closing Date Statement.