Closing Date Net Debt definition

Closing Date Net Debt means, as of the Effective Date but prior to giving effect to the Plan, the sum of, without duplication:

Closing Date Net Debt means the actual Net Debt of the Company on the Closing Date as calculated in accordance with the modalities and the Accounting Principles set forth in Exhibit 3.2.1. It is intended that the cash paid by Seller to the Company for the VAT relating to the Real Estate Transaction shall not be part of the Closing Date Net Debt.

Closing Date Net Debt means the amount (which may be a positive or a negative number), as of the Effective Time, equal to the difference of (i) the amount of Closing Date Indebtedness minus (ii) the amount of Retained Cash. Notwithstanding anything herein to the contrary, “Closing Date Net Debt” shall exclude obligations to the extent repaid or terminated without further obligation before Closing (or to the extent repaid at the Closing with funds that are both (x) not included as Retained Cash and (y) not provided by Purchaser on behalf of Sellers or the Target Entities).

Examples of Closing Date Net Debt in a sentence

• Closing Date Net Debt and GGO Promissory Note · The Closing Date Net Debt shall be determined in accordance with the CIA and the Plan and the GGO Promissory Note, if any, shall be issued on the Effective Date.

• As noted above, Closing Date Net Debt is calculated as (i) Proportionally Consolidated Debt plus any accrued and unpaid interest thereon plus the amount of the drawn portion of the New Debt, less (ii) the Reinstatement Adjustment Amount plus (iii) the Permitted Claims Amount less (iv) the amount of Proportionally Consolidated Unrestricted Cash.

• As described above, the determination of Net Debt Surplus Amount or Net Debt Excess Amount is based on a comparison of (i) Closing Date Net Debt and (ii) Target Net Debt for the Plan Debtors.

• Closing Date Net Debt and GGO Promissory Note • The Closing Date Net Debt shall be determined in accordance with the CIA and the Plan and the GGO Promissory Note, if any, shall be issued on the Effective Date.

• Buyer shall have ten (10) days to review and file any objections to the calculation of the Closing Date Net Debt Statement with the Seller.

More Definitions of Closing Date Net Debt

Closing Date Net Debt. Section 1.5(b)(i)

Closing Date Net Debt. Statement” Section 1.5(b)(iv) “Closing Form 8-K” Section 5.4(b) “Closing Press Release” Section 5.4(b) “Code” Recital E “Comfort Letter” Section 6.3(g) “Company” Header “Company Certificates” Section 1.6(a) “Company Closing Certificate” Section 6.3(a) “Company Capital Stock” Section 1.5(a) “Company Contracts” Section 2.19(a) “Company Contract Consents” Section 5.21 “Company Intellectual Property” Section 2.18 “Company Membership Interests” Section “Company Products” Section 2.18 “Company Registered Intellectual Property” Section 2.18 “Company Schedule” Article II Preamble “Company Stock Options” Section 2.3(c) “Company Warrants” Section 2.3(c) “Copyrights” Section 2.18 “Corporate Records” Section 2.1(c) “December 2006 Agreement” Header “Deductible” Section 7.4(c) “DGCL” Section 5.1(b) “Disclosure Schedules” Section 5.14(a) “Distribution Date” Section 1.15 “Due Date” Section 1.6(d)(v)

Closing Date Net Debt is as defined in Section 1.5(a).

Closing Date Net Debt means an amount equal to the Net Debt, on the calendar day immediately preceding the Closing Date.

Closing Date Net Debt. As defined in Section 2.3(d). "Closing Date Working Capital" As defined in Section 2.3(d). "Code" The United States Internal Revenue Code of 1986, as amended. "Commissioner" As defined in Section 8.1(a). "Companies" As defined in the Preamble, including from after the consummation of the relevant Spin-Offs, Nutrition Canada, Nutrition Italy and Nutrition Brazil. "Companies' Intellectual Property" As defined in Section 4.20(a). "Companies' Know-How" All Know-How owned by the Companies. "Competition Act" As defined in Section 4.19. "Confidentiality Agreement" As defined in Section 10.1. "Contest" As defined in Section 6.8(b). "Corporate Balance Sheet Items" As defined in Section 4.6(a). "Current Assets" The aggregate amount in US dollars of current assets included in accordance with the Accounting Principles consistently applied in the line items specified under the caption "Assets" in Schedule 1(a)(vii), to the extent not included in the calculation of the Net Debt Position.

Closing Date Net Debt has the meaning specified in Section 2.07(b).

Closing Date Net Debt means the Net Debt as of the Closing Date;