Working Capital Peg definition

Working Capital Peg means $14,075,000.
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Working Capital Peg means an amount equal to $15,544,000.
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Working Capital Peg means the average of the Net Working Capital (as that term is defined in the Purchase Agreement) as of the end of each of the 12 months preceding the date the Working Capital Peg is determined pursuant to this Agreement.
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Examples of Working Capital Peg in a sentence

  • In that regard we note that the Cash Consideration is subject to adjustment for the amount, if any, by which the Closing Working Capital varies from the target working capital (Working Capital Peg).

  • It is hereby agreed and understood that the Purchase Price is based, in part, on the Companies having aggregate Working Capital equal to the Working Capital Peg at Closing.

  • If the amounts held in the Escrow Account at the time of such payment are insufficient to pay to Buyer the entire amount by which the Working Capital Peg exceeds the Working Capital Amount, then, on the same day as the Escrow Agent makes its payment to Buyer, Seller shall pay an amount equal to the shortfall to Buyer by bank wire transfer of immediately available funds to an account designated in writing by Buyer.

  • We do not consider it necessary to incorporate any valuation adjustment for the Working Capital Peg because, in our view, the target is reasonable relative to Main Event’s average working capital over the LTM 16 As defined in the Merger Agreement.

  • For exemplary purposes only, and subject to the foregoing, a calculation of the Working Capital as of March 31, 2016, is attached hereto as Schedule 1.1(c) (it being understood that in the event of any inconsistency in such attachment and the methodology herein (or miscalculation, deficiency, inaccuracy or error in the attachment), such methodology shall control and that the Arbitrating Accountant shall have no authority to modify the Working Capital Peg).

  • The Base Purchase Price will be increased or decreased dollar for dollar to the extent Seller's Working Capital is greater than or less than, respectively, the average working capital employed in the Businesses for the twelve (12) months ended July 31, 1998 of $7,090,000 (the "Working Capital Peg") based upon a Preliminary Closing Date Balance Sheet (the "Preliminary Closing Date Balance Sheet") and a Preliminary Working Capital Schedule (the "Preliminary Working Capital Schedule") provided for herein.

  • The parties hereto acknowledge and agree that in the event of a Modification Event, the Net Working Capital Peg shall be recalculated taking into account each Modified Methodology.

  • Working Capital Peg exceeds the Estimated MCK Net Working Capital, which amount shall be expressed as a negative number, or (iii) if the Estimated MCK Net Working Capital is equal to the MCK Net Working Capital Peg, zero.

  • When the Preliminary Working Capital Schedule is agreed upon, the Base Purchase Price shall be (i) increased dollar for dollar to the extent Working Capital shown on the Preliminary Working Capital Schedule is greater than the sum of Working Capital Peg and Customer Deposits and (ii) decreased dollar for dollar to the extent Working Capital shown on the Preliminary Working Capital Schedule is less than the sum of Working Capital Peg and Customer Deposits (the "Preclosing Price Adjustment").

  • The Base Purchase Price will be (i) increased dollar for dollar to the extent Seller's Working Capital as finally determined after the Closing pursuant to Section 1.3(e) is greater than the sum of the Working Capital Peg and Customer Deposits and (ii) decreased dollar for dollar to the extent Seller's Working Capital as finally determined after the Closing pursuant to Section 1.3(e) is less than the sum of the Working Capital Peg and Customer Deposits.


More Definitions of Working Capital Peg

Working Capital Peg means $[ ], and the Company’s “Working Capital” means the working capital of the Company determined in accordance with GAAP applied on a basis consistent with prior periods and, to the extent that the same are consistent with GAAP, the Company’s current accounting principles and policies as reflected in the Company’s books and records prior to the Closing Date and otherwise in the manner specified on Schedule 1.03(d).
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Working Capital Peg means negative $6,300,000.
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Working Capital Peg means Working Capital of $(200,000).
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Working Capital Peg has the meaning specified in Section 2.2(a)(iii).
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Working Capital Peg means (a) $(22,500,000) minus (b) the product of (i) $(235,000) multiplied by (ii) the number of Units related to Identified Capital Projects that initially commence operation during the period commencing at 12:00 a.m. Dallas, Texas time on March 1, 2022 and ending at 11:59 p.m. on the Closing Date.
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Related to Working Capital Peg

  • Working Capital Facility means, at any time, the aggregate amount of the Working Capital Lenders' Working Capital Commitments at such time.

  • Working Capital Target means $0.

  • Working Capital Amount means the difference between (x) the total current assets of the Company and its Subsidiaries and (y) the total current liabilities (other than the New Company Debt, the Existing Company Debt and Deal Expenses) of the Company and its Subsidiaries (in each case calculated in accordance with GAAP immediately prior to the Effective Time and after giving effect to the Contribution, the Distribution and the disposition of cash and cash equivalents contemplated by Section 6.24).

  • Working Capital Reserve means a cash reserve held in the Operating Account that is readily available to Manager during the Term to finance the services, repairs and maintenance described in Section 5.2 including Minor Capital Expenditures and Major Capital Expenditures, insurance premiums for the Property described in Section 9.1, and utilities for the Property, in such amounts as determined by the Owner in its sole discretion.

  • Working Capital Units shall have the meaning given in the Recitals hereto.

  • Working Capital Escrow Amount means $2,000,000.

  • Final Closing Working Capital has the meaning set forth in Section 2.5(d).

  • Working Capital means, with respect to the Borrower and the Subsidiaries on a consolidated basis at any date of determination, Current Assets at such date of determination minus Current Liabilities at such date of determination; provided, that, for purposes of calculating Excess Cash Flow, increases or decreases in Working Capital shall be calculated without regard to any changes in Current Assets or Current Liabilities as a result of (a) any reclassification in accordance with GAAP of assets or liabilities, as applicable, between current and noncurrent or (b) the effects of purchase accounting.

  • Working Capital Loans means any loan made to Acquiror by any of the Sponsor, an Affiliate of the Sponsor, or any of Acquiror’s officers or directors, and evidenced by a promissory note, for the purpose of financing costs incurred in connection with a Business Combination.

  • Working Capital Deficit means the amount, if any, by which the Closing Working Capital is less than the Target Working Capital.

  • Working Capital Loan has the meaning specified in Section 2.1(c).

  • Closing Working Capital means: (a) the Current Assets of the Company, less (b) the Current Liabilities of the Company, determined as of the open of business on the Closing Date.

  • Target Working Capital Amount means $75,000,000.

  • 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.

  • Working Capital Advance has the meaning specified in Section 2.01(a).

  • Target Working Capital means $0.

  • Net Working Capital Target means $0.00.

  • Net Working Capital means, at any time, Consolidated Current Assets at such time minus Consolidated Current Liabilities at such time.

  • Final Closing Net Working Capital has the meaning set forth in Section 2.6(c).

  • Working Capital Borrowings means borrowings incurred pursuant to a credit facility, commercial paper facility or similar financing arrangement that are used solely for working capital purposes or to pay distributions to the Partners; provided that when such borrowings are incurred it is the intent of the borrower to repay such borrowings within 12 months from the date of such borrowings other than from additional Working Capital Borrowings.

  • Base Working Capital means $25,000,000.

  • Target Net Working Capital Amount means $5,000,000.

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

  • Working Capital Assets has the meaning as set forth in the Recitals of this Agreement.

  • 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.

  • Estimated Closing Working Capital has the meaning set forth in Section 2.04(a)(ii).