Estimated Working Capital Deficiency definition

Estimated Working Capital Deficiency has the meaning set forth in Section 2.04.

Estimated Working Capital Deficiency means the extent to which the Target Working Capital exceeds the Estimated Closing Date Working Capital.

Estimated Working Capital Deficiency means the absolute value of the amount, if any, by which (i) the Estimated Working Capital, is less than (ii) the Target Working Capital Amount.

Examples of Estimated Working Capital Deficiency in a sentence

• To the extent the Estimated Net Working Capital results in an Estimated Working Capital Deficiency Amount, the Purchase Price to be paid at Closing will be decreased on a dollar-for-dollar basis by the amount of such Working Capital Deficiency Amount.

• Exhibit A sets out the Sellers’ and the Buyer’s good faith estimates of (i) the Estimated Company Transaction Expenses, (ii) the Estimated Working Capital Deficiency, if any, (iii) the Estimated Working Capital Surplus, if any, (iv) the Estimated Indebtedness, (v) the Estimated Closing Cash, and (v) the Closing Net Purchase Price, in each case as of the Adjustment Time and, if applicable, determined in accordance with the Accounting Principles.

• In the event that the amount of the total current liabilities exceeds the amount of the total current assets of the Newspapers as set forth on the Estimated Working Capital Statement, then the Purchase Price shall be adjusted, i.e. decreased by the amount of such excess (the "Estimated Working Capital Deficiency").

• In the event that the Estimated Working Capital is less than the Target Working Capital (such deficiency, the "Estimated Working Capital Deficiency"), the amount of the Unadjusted Consideration shall be reduced by the amount of such Estimated Working Capital Deficiency.

• In consideration of the sale, transfer, assignment conveyance and delivery of the LLC Interests pursuant to Section 2.01, the aggregate purchase price for the LLC Interests is an amount equal to (a) $250.0 million, plus (b) the Estimated Working Capital Excess, if any, less (c) the Estimated Working Capital Deficiency, if any (collectively and in the aggregate, the “Purchase Price”), all subject to subsequent final adjustment as provided in Section 2.04.

More Definitions of Estimated Working Capital Deficiency

Estimated Working Capital Deficiency means the amount by which the Estimated Working Capital is less than zero dollars.

Estimated Working Capital Deficiency means the difference between the Target Working Capital and the Estimated Working Capital, if the latter is a smaller amount than the former.

Estimated Working Capital Deficiency means the estimated Working Capital Deficiency of the Company as of immediately prior to the Closing (determined in accordance with Exhibit A attached hereto), as set forth on the Closing Certificate delivered to the Buyer pursuant to Section 2.5.

Estimated Working Capital Deficiency as defined in Section 11.1.

Estimated Working Capital Deficiency has the meaning specified in Section 1.6(e).

Estimated Working Capital Deficiency means the estimated Working Capital Deficiency of the Companies as of the Adjustment Time (determined in accordance with Exhibit A and the Accounting Principles), as set forth in Exhibit A.

Estimated Working Capital Deficiency. The Closing Cash, the Closing Indebtedness, the Net Working Capital and the Unpaid Transaction Expenses are referred to herein collectively as the “Adjustment Items” and individually as an “Adjustment Item.”