Reference Date Working Capital definition

Reference Date Working Capital shall have the meaning set forth in Section 2.2(a).
Reference Date Working Capital means, on an aggregate basis for the Business as of the Reference Date and as reflected on the Reference Date Balance Sheet, an amount equal to (i) the sum of Receivables-Trade-net, Receivables-Other, Inventory-net, Prepaid & Other (excluding the amount of prepaid expenses that are not included in the Assets) and Current deferred tax asset of Acquired Companies, less (ii) the sum of Accounts Payable, Accrued Insurance, Accrued Salaries & Wages, Other Accrued Expenses, Current Non-Income Taxes Payable, Current Income Taxes Payable by Acquired Companies, Current Accrued Interest by Acquired Companies, Current Accrued Litigation Costs related to Acquired Companies and Current Other Liabilities related to Acquired Companies, in each case calculated and classified using Adjusted GAAP Principles. For purposes of clarity, (w) cash and cash equivalents and Intercompany Indebtedness shall not be included in the calculation of Reference Date Working Capital, (x) all Specified Liabilities, (y) the Exhibit J Liabilities as of the Reference Date shall be included in the calculation of Reference Date Working Capital and (z) each of the categories listed in clauses (i) and (ii) of the preceding sentence shall include the subcategories included within such categories on Exhibit I. As set forth on Exhibit I, the Reference Date Working Capital is equal to $16,541,620.
Reference Date Working Capital means the Working Capital as of the Reference Date.

Examples of Reference Date Working Capital in a sentence

  • If Heineken disagrees with the calculation of the Reference Date Balance Sheet or with the Reference Date Net Debt or Reference Date Working Capital shown on the Reference Date Certificate, Heineken shall notify FEMSA of such disagreement within twenty (20) Business Days after delivery of the Reference Date Certificate, which notice shall set forth any such disagreement in reasonable detail.

  • During the 20-Business Day period of its review, Heineken shall have reasonable access to all documents, schedules, employees and workpapers used by FEMSA and its legal counsel, accountants and financial advisors in the preparation of the Reference Date Balance Sheet, Reference Date Net Debt and Reference Date Working Capital.

  • Any Notice of Disagreement shall (i) specify in reasonable detail the nature of any disagreement so asserted and (ii) only include good faith disagreements based on Reference Date Working Capital, Assumed Indebtedness, the Reference Date Cash Amount, the Advances and/or Seller Transaction Expenses not being calculated in accordance with the Balance Sheet Rules.

Related to Reference Date Working Capital