Final Working Capital Increase means the amount (if any) by which Final Working Capital exceeds Target Working Capital.
Final Working Capital Increase means the excess, if any, of (A) ------------------------------ the Final Working Capital Amount over (B) one hundred ten percent (110%) of the September 30 Working Capital Amount. The term "Final Working Capital Reduction" ------------------------------- shall mean the excess, if any, of (A) ninety percent (90%) of the September 30 Working Capital Amount over (B) the Final Working Capital Amount. All amounts payable under this Section 1.14(c) by Buyer to the Equityholders shall be distributed among the Equityholders on a pro rata basis in accordance with each such Equityholder's percentage ownership of capital stock of the Company immediately prior to the Merger (assuming conversion of all Preferred Stock to Common Stock and the exercise of all Incentive Stock Options, Non-Qualified Stock Options and warrants). The merger consideration, the Per Share Purchase Price and the Option Purchase Price shall be adjusted in accordance with any amounts payable under this Section 1.14(c).
Examples of Final Working Capital Increase in a sentence
In consideration for the sale of all of the Transferred Equity Interests set forth in this Agreement (the “ Purchase Price ”), on the terms set forth herein, Buyer shall pay to Seller (or its designees) an amount in cash equal to (w) Six Hundred Forty Million U.S. Dollars ($640,000,000) (the “ Base Purchase Price ”), plus (x) the Final Working Capital Increase (if any), minus (y) the Final Working Capital Decrease (if any), minus (z) the Final Assumed Indebtedness Decrease (if any).
The School Committee establishes educational policies for the district, consistent with the requirements of law and the statewide goals and standards established by the Massachusetts Department of Elementary and Secondary Education.