Retained Business Balance Sheet definition

Retained Business Balance Sheet shall have the meaning set forth in Section 4.01(g) of the Merger Agreement.
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Retained Business Balance Sheet shall have the meaning set forth in Section 2.7(a).
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Examples of Retained Business Balance Sheet in a sentence

  • Section 4.01(i) of the Company Disclosure Schedule sets forth a true and complete list of all assets properly categorized as plant, property and equipment reflected on the Retained Business Balance Sheet.

  • The WC Amount equals Working Capital as set forth on the Retained Business Balance Sheet (as defined in the Merger Agreement) for December 31, 1996, provided to Parent by GBC prior to the execution of the Merger Agreement.

  • In each case, the elements of the Total Debt of Company shall be (i) set forth in accordance with generally accepted accounting principles, applied on a basis consistent with that used by Company in preparing the Company Retained Business Balance Sheet and (ii) pro forma for the Company Distribution (i.e., shall reflect the elements of the Total Debt of Company as if the Company Distribution had already occurred).

  • Notwithstanding the foregoing, for purposes of this Section 4.2, Company Assumed Liabilities shall be deemed to include, but not be limited to, the liabilities reflected on the Retained Business Balance Sheet.

  • Amounts reserved for all risks covered by self-insurance on the Retained Business Balance Sheet as of June 20, 1997 are reasonable and customary.

  • The Retained Business Balance Sheet fairly presents in all material respects the financial position of the Retained Business as of June 30, 1996.

Related to Retained Business Balance Sheet

  • SpinCo Balance Sheet means the pro forma combined balance sheet of the SpinCo Business, including any notes and subledgers thereto, as of June 30, 2018, as presented in the Information Statement made available to the Record Holders.

  • Company Balance Sheet means the consolidated balance sheet of the Company and its Subsidiaries as of December 31, 2016 and the footnotes thereto set forth in the Company’s annual report on Form 10-K for the fiscal year ended December 31, 2016.

  • Interim Balance Sheet has the meaning set forth in Section 3.06.

  • Off-Balance Sheet Liabilities of any Person shall mean (i) any repurchase obligation or liability of such Person with respect to accounts or notes receivable sold by such Person, (ii) any liability of such Person under any Sale-Leaseback Transactions that do not create a liability on the balance sheet of such Person, (iii) any obligation under a Synthetic Lease or (iv) any obligation arising with respect to any other transaction which is the functional equivalent of or takes the place of borrowing but which does not constitute a liability on the balance sheet of such Person.

  • Off-Balance Sheet Arrangement means any transaction, agreement or other contractual arrangement to which an entity unconsolidated with the Borrower is a party, under which the Borrower has:

  • Audited Company Balance Sheet means the consolidated balance sheet (and the notes thereto) of the Company and its consolidated Subsidiaries as of December 31, 2020, set forth in the Company’s Annual Report on Form 10-K filed by the Company with the SEC for the fiscal year ended December 31, 2020.

  • Retained Business means any business now, previously or hereafter conducted by Seller or any of its Subsidiaries or Affiliates other than the Business.

  • Interim Balance Sheet Date has the meaning set forth in Section 3.06.

  • Retained Businesses means all businesses, operations and activities directly or indirectly conducted or formerly conducted by the Seller Group other than the Business (including all businesses, operations and activities related to any dealerships sold or disposed of prior to the date hereof).

  • Company Balance Sheet Date means December 31, 2016.

  • Balance Sheets has the meaning set forth in Section 4.5(a).

  • Latest Balance Sheet has the meaning set forth in Section 3.4(a).

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

  • Latest Balance Sheet Date has the meaning set forth in Section 3.10.

  • Transferred Business has the meaning ascribed to such term in the Separation Agreement.

  • Off-Balance Sheet Liability of a Person means (a) any repurchase obligation or liability of such Person with respect to accounts or notes receivable sold by such Person, (b) any indebtedness, liability or obligation under any so-called “synthetic lease” transaction entered into by such Person, or (c) any indebtedness, liability or obligation arising with respect to any other transaction which is the functional equivalent of or takes the place of borrowing but which does not constitute a liability on the balance sheet of such Person (other than operating leases).

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

  • Reference Balance Sheet Date is defined in Section 3.5.

  • Consolidated Businesses means, at any time, the Borrower and Subsidiaries of the Borrower that the Borrower consolidates in its consolidated financial statements prepared in accordance with GAAP, provided, however, that UJVs which are consolidated in accordance with GAAP are not Consolidated Businesses.

  • Unaudited Interim Balance Sheet shall have the meaning specified in Section 2.4(a)(iii) of the Agreement.

  • Balance Sheet has the meaning set forth in Section 3.06.

  • Parent Balance Sheet Date shall have the meaning assigned to it in Section 5.13 hereof.

  • Excluded Businesses has the meaning set forth in Schedule 1.

  • Parent Liabilities shall have the meaning set forth in Section 2.3(b).

  • SEC Off-Balance Sheet Rules means the Disclosure in Management’s Discussion and Analysis About Off-Balance Sheet Arrangements, Securities Act Release No. 33-8182, 68 Fed. Reg. 5982 (Feb. 5, 2003) (codified at 17 CFR pts. 228, 229 and 249).

  • Current Balance Sheet Date means September 30, 1996.