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

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.
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.

Related to Reference Date Working Capital

Closing Date Working Capital has the meaning specified in Section 2.3(b).
Adjusted Working Capital means the remainder of (a) the consolidated current assets of the Obligors minus the amount of cash and cash equivalents included in such consolidated current assets, minus (b) the consolidated current liabilities of the Obligors minus the amount of consolidated short-term Debt (including current maturities of long-term Debt) of the Obligors included in such consolidated current liabilities.
Closing Date Net Working Capital has the meaning specified in Section 3.4(a).
Base Working Capital means $25,000,000.
Adjusted Consolidated Working Capital means, at any time, Consolidated Current Assets (but excluding therefrom all cash and Cash Equivalents) less Consolidated Current Liabilities at such time.
Consolidated Working Capital at any date, the excess of Consolidated Current Assets on such date over Consolidated Current Liabilities on such date.
Actual Working Capital has the meaning set forth in Section 2.7(a).
Net Working Capital means, at any time, Consolidated Current Assets at such time minus Consolidated Current Liabilities at such time.
Consolidated Working Capital Adjustment means, for any period on a consolidated basis, the amount (which may be a negative number) by which Consolidated Working Capital as of the beginning of such period exceeds (or is less than) Consolidated Working Capital as of the end of such period.
Estimated Working Capital has the meaning set forth in Section 2.3(a).
Estimated Closing Net Working Capital has the meaning set forth in Section 2.5.
Target Working Capital has the meaning set forth in Section 2.06(a)(ii).
Target Net Working Capital means $36,500,000.
Estimated Net Working Capital shall have the meaning set forth in Section 2.3(a).
Net Working Capital Target means $0.00.
Estimated Closing Working Capital has the meaning set forth in Section 2.04(a)(ii).
Net Working Capital Adjustment Amount means an amount, which may be a positive or negative number, equal to the Net Working Capital as of the Effective Time minus the Net Working Capital Threshold.
Closing Net Working Capital has the meaning set forth in Section 2.6(a).
Net Working Capital Adjustment means (a) the amount by which Net Working Capital as of immediately prior to the Closing exceeds Target Net Working Capital or (b) the amount by which Net Working Capital as of immediately prior to the Closing is less than Target Net Working Capital, in each case, if applicable; provided, that any amount which is calculated pursuant to clause (b) above shall be deemed to be a negative number.
Net Working Capital Amount means, with respect to a Participating McNeil Partnership, the excess of the Positive Excess Cash Balance of such Participating McNeil Partnership over the cash on hand of such Participating McNeil Partnership immediately prior to the Effective Time.
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.
Target Net Working Capital Amount means $0.
Working Capital Target has the meaning set forth in Section 1.3(b).
Working Capital Deficit means the amount by which the Net Working Capital is less than the Target Net Working Capital.
Estimated Working Capital Adjustment means the amount by which the Estimated Working Capital is greater or less than the Base Working Capital, any such excess amount being treated as a positive number and any shortfall being treated as a negative number;
Final Working Capital has the meaning set forth in Section 2.4(b)(iii).

Reference Date Working Capital definition

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