Pro Forma Closing Date Balance Sheet definition

Pro Forma Closing Date Balance Sheet means a balance sheet of the Borrower as of the Agreement Date to give effect to the transactions contemplated by the Transaction Documents and the Equity Documents.
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Pro Forma Closing Date Balance Sheet means a pro forma ------------------------------------- --- ----- balance sheet of the Company and its Subsidiaries, prepared as of the end of the most recent month prior to the Closing Date for which financial statements are available by a Responsible Officer of the Company), giving effect to the Transaction and the making of the Term Loans and initial Revolving Loan hereunder, and certified by such Responsible Officer that such pro forma balance --- ----- sheet was prepared in good faith, represents the Company's best estimate of the informa tion set forth therein and is based upon assumptions believed to be reasonable on the Closing Date and all relevant information available to the Company on the Closing Date.
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Pro Forma Closing Date Balance Sheet means the projected pro forma unaudited balance sheet of the Obligors dated February 4, 2000, reflecting the assets, liabilities and stockholders' equity of the Obligors as of February 4, 2000, adjusted to reflect the effect of the making of the initial Loans hereunder and the use of the proceeds thereof and the consummation of the Related Transactions, including the payment of related costs and expenses and including such reasonable estimates as are permitted or required by GAAP, all as if the date of Closing were February 4, 2000.
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Examples of Pro Forma Closing Date Balance Sheet in a sentence

  • The Final Closing Balance Sheet will be reasonably acceptable to Parent and shall be prepared by Company on a basis consistent with the Financial Statements and the Pro Forma Closing Date Balance Sheet.

  • United States of America),2 Provisional measures is named sometimes diffrently – see e.g. chapter 7, section 1 of act.

  • Seller shall have executed and delivered a Release, in the form attached hereto as Exhibit C, in favor of the Company, releasing the Company of all intercompany liabilities reflected on the Pro Forma Closing Date Balance Sheet, including any and all Net Advances.

  • The term "Pro Forma Closing Date Balance Sheet" shall mean the pro forma or specimen balance sheet for the Business which is attached hereto as Exhibit "A." The Pre-Closing Balance Sheet shall be prepared in substantially the same format as the Pro Forma Closing Date Balance Sheet.

  • Applicants take the ELPT (English Language Proficiency Test) at Testing Services at the UA in Week Testing Services sends the test results to the UA Admissions Office.

  • There has been furnished to each of the Lenders (a) the Pro Forma Closing Date Balance Sheet of the Holding Company and its Subsidiaries and (b) for the period then ended, a pro forma statement of income and statement of cash flow of the Holding Company and its Subsidiaries, each certified as true and correct by the Borrower (collectively, the "MANAGEMENT STATEMENTS").


More Definitions of Pro Forma Closing Date Balance Sheet

Pro Forma Closing Date Balance Sheet means the PRO FORMA balance sheet of the Company and its Subsidiaries, as provided in the Prospectus dated November 10, 1997, prepared by a Responsible Officer of Cali, giving effect to the transactions thereunder, and certified by such Responsible Officer that such PRO FORMA balance sheet was prepared in good faith, represents the Company's best estimate of the information set forth therein, is based upon reasonable assumptions and all relevant information available to Cali, and such balance sheet has not changed except for the Loan.
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Pro Forma Closing Date Balance Sheet as defined in Section 2.3.
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Pro Forma Closing Date Balance Sheet means the Pro Forma Closing Date Balance Sheet together with any revisions thereto pursuant to this section.
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Pro Forma Closing Date Balance Sheet means the pro forma or specimen balance sheet for the Business which is attached hereto as Exhibit "A." The Pre-Closing Balance Sheet shall be prepared in substantially the same format as the Pro Forma Closing Date Balance Sheet.
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Pro Forma Closing Date Balance Sheet means the pro forma Closing Date Balance Sheet attached hereto as Exhibit 3.3, which has been prepared on a basis consistent with the Recent Date Balance Sheet, except as described in Section 3.3(f), and except that the amount of the working capital shall be zero.
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Related to Pro Forma Closing Date Balance Sheet

  • Closing Date Balance Sheet has the meaning specified in Section 2.3(b).

  • Estimated Closing Date Balance Sheet shall have the meaning set forth in Section 2.3(a) hereof.

  • Pro Forma Balance Sheet as defined in Section 4.1(a).

  • Pro Forma Transaction means any transaction consummated as part of any Permitted Acquisition, together with each other transaction relating thereto and consummated in connection therewith, including any incurrence or repayment of Indebtedness.

  • Pro Forma Financial Statements shall have the meaning set forth in Section 5.5(b) hereof.

  • Pro Forma Note Balance means, with respect to any Distribution Date, the aggregate remaining principal amount of the Notes outstanding on such Distribution Date, after giving effect to distributions pursuant to clauses (i) through (xviii) of Section 5.7(a) hereof.

  • Preliminary Closing Balance Sheet shall have the meaning set forth in Section 2.3(c)(i).

  • Final Closing Balance Sheet shall have the meaning set forth in Section 2.3(e).

  • Required Pro Forma Note Balance means, with respect to any Distribution Date, a dollar amount equal to (x) the Pool Balance as of the end of the prior calendar month minus (y) the excess of (i) 14.75% of the Pool Balance as of the end of the prior calendar month over (ii) the Specified Reserve Balance.

  • Closing Date Business Plan means the set of Projections of Borrower for the 1 year period following the Closing Date (on a month by month basis), in form and substance (including as to scope and underlying assumptions) satisfactory to Agent.

  • Pro Forma Disposal Adjustment means, for any Test Period that includes all or a portion of a fiscal quarter included in any Post-Transaction Period with respect to any Sold Entity or Business, the pro forma increase or decrease in Consolidated EBITDA projected by the Borrower in good faith as a result of contractual arrangements between the Borrower or any Restricted Subsidiary entered into with such Sold Entity or Business at the time of its disposal or within the Post-Transaction Period and which represent an increase or decrease in Consolidated EBITDA which is incremental to the Disposed EBITDA of such Sold Entity or Business for the most recent Test Period prior to its disposal.

  • Interim Balance Sheet as defined in Section 3.4.

  • Company Balance Sheet has the meaning set forth in Section 3.04(e).

  • Final Balance Sheet has the meaning set forth in Section 3.3(b).

  • Closing Balance Sheet has the meaning set forth in Section 2.4(a).

  • Estimated Closing Balance Sheet has the meaning set forth in Section 2.6(a).

  • SpinCo Balance Sheet means the pro forma combined balance sheet of the SpinCo Business, including any notes and subledgers thereto, as of September 30, 2021, as presented in the Information Statement made available to the Record Holders.

  • Pro Forma EBITDA means, for any period, the Consolidated EBITDA of the Issuer and the Restricted Subsidiaries, provided that for the purposes of calculating Pro Forma EBITDA for such period, if, as of such date of determination:

  • Pro Forma means producing a balance sheet that reflects a reasonably accurate financial statement of the Failed bank through the date of closing. The pro forma financial statements serve as a basis for the opening entries of both the Assuming Institution and the Receiver.

  • Pro Forma Adjusted EBITDA shall have the meaning assigned to such term in Section 3.05(a).

  • Closing Date Net Working Capital has the meaning specified in Section 3.4(a).

  • Unaudited Interim Balance Sheet shall have the meaning specified in Section 4.4(a)(ii) of the Agreement.

  • Pro Forma Compliance Certificate means a certificate of a Responsible Officer of the Borrower containing reasonably detailed calculations of the financial covenants set forth in Section 7.11 recomputed as of the end of the period of the four fiscal quarters most recently ended for which the Borrower has delivered financial statements pursuant to Section 6.01(a) or (b) after giving effect to the applicable transaction on a Pro Forma Basis.

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

  • Pro Forma Basis and “Pro Forma Effect” mean, with respect to compliance with any test hereunder for an applicable period of measurement, that (A) to the extent applicable, the Pro Forma Adjustment shall have been made and (B) all Specified Transactions and the following transactions in connection therewith shall be deemed to have occurred as of the first day of the applicable period of measurement (as of the last date in the case of a balance sheet item) in such test: (a) income statement items (whether positive or negative) attributable to the property or Person subject to such Specified Transaction, (i) in the case of a Disposition of all or substantially all Equity Interests in any Restricted Subsidiary of the Parent Borrower or any division, product line, or facility used for operations of the Parent Borrower or any of its Restricted Subsidiaries, shall be excluded, and (ii) in the case of a Permitted Acquisition or Investment described in the definition of “Specified Transaction,” shall be included, (b) any retirement of Indebtedness, and (c) any Indebtedness incurred or assumed by the Parent Borrower or any of its Restricted Subsidiaries in connection therewith and if such Indebtedness has a floating or formula rate, shall have an implied rate of interest for the applicable period for purposes of this definition determined by utilizing the rate which is or would be in effect with respect to such Indebtedness as at the relevant date of determination; provided that, without limiting the application of the Pro Forma Adjustment pursuant to (A) above, the foregoing pro forma adjustments may be applied to any such test solely to the extent that such adjustments are consistent with the definition of Consolidated EBITDA and give effect to events (including operating expense reductions) that are (as determined by the Parent Borrower in good faith) (i) (x) directly attributable to such transaction, (y) expected to have a continuing impact on the Parent Borrower and its Restricted Subsidiaries and (z) factually supportable or (ii) otherwise consistent with the definition of Pro Forma Adjustment.

  • Financial Closing Date means the date of the closing of the initial agreements for any Financing of the Facility and of an initial disbursement of funds under such agreements.