SpinCo Adjustment Amount definition
SpinCo Adjustment Amount means, whether positive or negative, an amount equal to (i) Final SpinCo Closing Cash minus (ii) Final SpinCo Closing Indebtedness minus (iii) Final Excess Factored Customer Receivables, if any.
SpinCo Adjustment Amount means the amount equal to the sum of: (i) plus the Spinco Closing Net Working Capital; (ii) minus the Spinco Target Net Working Capital; (iii) plus the Spinco Closing Cash Amount; (iv) minus Spinco Minimum Cash Amount; (v) plus the amount of the Remainco Pre-Closing Commitment Fees; and (vi) minus the amount of the Spinco Closing Indebtedness Amount. “Spinco Adjustment Amount Decrease” shall have the meaning set forth in Section Error! Reference source not found.. “Spinco Adjustment Amount Increase” shall have the meaning set forth in Section Error! Reference source not found.. “Spinco Adjustment Consultation Period” shall have the meaning set forth in Section 2.6(e). “Spinco Adjustment Report” shall have the meaning set forth in Section 2.6(g).
SpinCo Adjustment Amount means the amount (which may be a positive or negative number) equal to the sum of: (i) the Spinco Closing Net Working Capital; (ii) minus the Spinco Target Net Working Capital; (iii) plus the Spinco Closing Cash Amount; (iv) minus Spinco Minimum Cash Amount; (v) minus the amount of the Spinco Closing Indebtedness Amount. “Spinco Adjustment Consultation Period” shall have the meaning set forth in Section 2.3(e). “Spinco Adjustment Dispute Notice” shall have the meaning set forth in Section 2.3(d). “Spinco Adjustment Report” shall have the meaning set forth in Section 2.3(g). “Spinco Adjustment Review Period” shall have the meaning set forth in Section 2.3(c). “Spinco Asset Transferee” means any Entity that is or shall be a member of the Spinco Group to which Spinco Assets shall be or have been transferred, directly or indirectly, at or prior to the Equity Sale Closing Time by an Asset Transferor to consummate Contemplated Transactions. “Spinco Assets” means all right, title and interest of the members of the Remainco Group to and under the following Assets of the Asset Transferors as of immediately prior to the Equity Sale Closing Time, excluding, in each case, the Remainco Retained Assets: (i) (A) any Contract to which any member of the Remainco Group is a party that is primarily related to or primarily used in the Spinco Business or set forth on Schedule 1.1(i) (collectively, the “Spinco Contracts”), including the real
More Definitions of SpinCo Adjustment Amount
SpinCo Adjustment Amount means, whether positive or negative, an amount equal to (i) SpinCo Closing Cash (as finally determined in accordance with the provisions above) minus (ii) SpinCo Closing Indebtedness Cash (as finally determined in accordance with the provisions above) minus (iii) Excess Factored Customer Receivables (as finally determined in accordance with the provisions above), if any.
SpinCo Adjustment Amount means the amount (which may be a positive or negative number) equal to the sum of: