Closing Date Financial Statement definition

Closing Date Financial Statement means the balance sheet of the Asset Vendor as at the Closing Date, showing (i) all of the current assets and current liabilities of the Asset Vendor, and (ii) all Accounts Receivable and Accounts Payable, prepared by the Asset Vendor on a basis consistent with that used in the Xxxxxxxx Financial Statements, and including a statement of the Net Working Capital as at the Closing Date;

Closing Date Financial Statement has the meaning set forth in Section 2.5.

Closing Date Financial Statement means the unaudited, internally-prepared balance sheet of Corporation as at the Closing Date, showing all of the assets and liabilities of the Corporation in connection with the Business, after giving effect to the proposed disposition of CNG Business, and the unaudited internally-prepared statement of income for the period January 1, 2001 to the Closing Date, also giving effect to the proposed disposition of CNG Business, and a statement of the Net Working Capital as at the Closing Date.

Examples of Closing Date Financial Statement in a sentence

• If, within 180 days after the Closing Date, the Accounts Receivable have not been collected in full, an amount equal to the sum of the face value of such uncollected Accounts Receivable minus the allowance for uncollectible accounts reflected on the Closing Date Financial Statement, shall forthwith be paid by Shareholder to the Company.

• The positions described in Clauses 3.2.2 to 3.2.4 are to be shown in each case with the amounts shown for them in the Closing Date Financial Statement.

• The Closing Date Financial Statement must be prepared in accordance with the principles of formal and substantive balance sheet continuity, maintaining all valuation methods and exercising as in the past all rights to capitalize or report as a liability in accordance with the applicable provisions of German law (principles of proper accounting in accordance with the German Commercial Code - " HGB").

• The Parties shall cooperate fully in the preparation of the Closing Date Financial Statement.

• The Buyer must ensure that the Seller and the Expert Arbitrator will at any time after the Closing Date (i) receive all information and documents which are necessary for the purposes of this Clause 6 in the assessment of the afore-mentioned persons, and (ii) will for the purposes of this Clause 6 receive unrestricted access to all sources of information, including the management and employees of the undertakings relevant to the Closing Date Financial Statement and the calculation according to Clause 6.1.1.

• The Closing Date Financial Statement and the Provisional Purchase Price Calculation are together referred to hereinafter as „Provisional Calculations“.

• The Company shall have delivered to the Purchaser Parent the Closing Date Financial Statement, the Closing Date Indebtedness Statement, the Closing Date Expense Statement and the Purchase Price Allocation Percentage Statement at least two (2) Business Days prior to the Closing Date.

• The Independent Accountant shall consider only those items or amounts in the Closing Date Financial Statement as to which the Vendors’ Representative has objected in accordance with Section 2.7(a).

• All accounts receivable constituting Purchased Assets to be reflected on the Closing Date Financial Statement arose and/or will arise from bona fide transactions in the ordinary course of business.

• The Purchaser shall cooperate fully with the Seller in the preparation of the Closing Date Financial Statement.

More Definitions of Closing Date Financial Statement

Closing Date Financial Statement means the consolidated balance sheet of the Acquired Companies as at the Closing Date, showing all of the assets and liabilities of the Acquired Companies, prepared by the Purchaser on a basis consistent with that used in the Financial Statements, and shall also include a statement of the Closing Net Working Capital, together with an unqualified opinion of the auditor designated by the Purchaser to the effect that the Closing Date Financial Statement has been prepared in accordance with IFRS consistently applied with those used in the Financial Statements and presents fairly in all material respects the assets and liabilities of the Acquired Companies on a consolidated basis as at the Closing Date.

Closing Date Financial Statement means the estimated financial statements of the Companies, dated as of the Closing Date, which contain separate balance sheets, income statements cash flow statements for each of PMACIC, PMA RE and HMR as of the Closing Date, specifically setting forth (i) the net loss and LAE reserves for each of PMACIC, PMA RE and HMR as of the Closing Date and (ii) the expense accruals and non-actuarial reserves for each of PMACIC, PMA RE and HMR as of the Closing Date; provided that (x) the statements with respect to PMACIC are prepared in accordance with SAP and (y) the statements with respect to HMR and PMA RE are prepared in accordance with GAAP.

Closing Date Financial Statement is defined in Section 2.3(A)(1).

Closing Date Financial Statement means the balance sheet of the Company as at December 31, 2002 and the accompanying statements of operations, retained earnings (deficit) and cash flows for the year then ended, prepared using the Purchaser's Completed Contract Method of Revenue Recognition, and showing all of the assets and liabilities of the Company, and shall also include a statement of the Closing Net Assets, together with an unqualified opinion of the Auditor to the effect that the Closing Date Financial Statement has been prepared in accordance with a disclosed basis of accounting