Initial Closing Working Capital definition

Initial Closing Working Capital means, without duplication, (a) the Current Assets of Newco and its Subsidiaries (including the Contributed Entities), less (b) the Current Liabilities of Newco and its Subsidiaries (including the Contributed Entities), determined as of the Initial Closing.
Initial Closing Working Capital is defined in Section 2.3(a)(i).
Initial Closing Working Capital prepared on a basis consistent with the preparation of the Balance Sheet, GAAP and the example set forth on Schedule 3.3 of the Disclosure Schedules, which schedule sets forth an example of the calculation of the Closing Working Capital as if the Closing Date had occurred on June 30, 2006, and the corresponding

Examples of Initial Closing Working Capital in a sentence

  • All 2009 Bonus Payments made by the Seller or accruals therefor shall not be taken into account in the calculation of Initial Closing Working Capital or Closing Working Capital.


More Definitions of Initial Closing Working Capital

Initial Closing Working Capital means an amount equal to the excess of (i) the aggregate current accounts receivable in the Acquired Business plus the current assets in the Acquired Business set forth on Schedule 2.5 over (ii) the aggregate current accounts payable in the Acquired Business plus current liabilities in the Acquired Business set forth on Schedule 2.5, calculated as of the Closing Date, in a manner consistent with the standards, procedures and policies used in preparing the Financial Statements.
Initial Closing Working Capital has the meaning set forth in Section 2.05(b)(i).

Related to Initial Closing Working Capital

  • Estimated Closing Working Capital has the meaning set forth in Section 2.04(a)(ii).

  • Closing Working Capital means: (a) the Current Assets of the Company, less (b) the Current Liabilities of the Company, determined as of the close of business on the Closing Date.

  • Closing Date Working Capital has the meaning specified in Section 2.3(b).

  • Closing Net Working Capital has the meaning set forth in Section 2.6(a).

  • Target Working Capital has the meaning set forth in Section 2.06(a)(ii).

  • Base Working Capital means $25,000,000.

  • First Closing Date shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A opposite the name of such Underwriter bears to the total number of Firm Shares. The Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

  • Initial Closing Date shall have the meaning assigned to such term in Section 1.2 hereof.

  • First Closing has the meaning set forth in Section 2.1(a).

  • Target Net Working Capital means $36,500,000.

  • Estimated Working Capital has the meaning set forth in Section 2.3(a).

  • Second Closing Date means the date of the Second Closing.

  • Net Working Capital means, at any time, Consolidated Current Assets at such time minus Consolidated Current Liabilities at such time.

  • Initial Closing shall have the meaning ascribed to such term in Section 2.1.

  • Final Closing Date shall have the meaning specified in Section 7.2(a) hereof.

  • Working Capital Facility means, at any time, the aggregate amount of the Working Capital Lenders' Working Capital Commitments at such time.

  • Additional Closing Date shall have the meaning set forth in Section 2.3.2.

  • Working Capital means, with respect to the Borrower and the Subsidiaries on a consolidated basis at any date of determination, Current Assets at such date of determination minus Current Liabilities at such date of determination; provided, that, for purposes of calculating Excess Cash Flow, increases or decreases in Working Capital shall be calculated without regard to any changes in Current Assets or Current Liabilities as a result of (a) any reclassification in accordance with GAAP of assets or liabilities, as applicable, between current and noncurrent or (b) the effects of purchase accounting.