Closing Indebtedness definition
Closing Indebtedness means Indebtedness of the Company and its Subsidiaries as of immediately prior to the Closing (without giving effect to the Transactions but including any prepayment penalties, premia, breakage costs or similar amounts payable with respect to the Closing).
Closing Indebtedness has the meaning set forth in Section 2.05(a).
Closing Indebtedness means the aggregate amount of Indebtedness of the Company as of the Closing, excluding (i) any Indebtedness under the Warehouse Lines of the Company, (ii) any Indebtedness of Parent, Purchaser or their respective Subsidiaries, (iii) the Indebtedness contemplated by the Debt Commitment Letter and (iv) any Indebtedness that is included in the calculation of Closing Net Working Capital.
Examples of Closing Indebtedness in a sentence
During the 60-day period following delivery of a Dispute Notice, Seller and Buyer shall negotiate in good faith to reach agreement on the items under the Closing Net Working Capital Amount, Closing Cash, Closing Indebtedness, Transaction Expenses, Aggregate Forfeited Seller Equity Award Value or Specified Amount that are in dispute as set forth in the Dispute Notice (the “Disputed Items”).
More Definitions of Closing Indebtedness
Closing Indebtedness means, as of any date or time of determination, the Indebtedness of the Acquired Companies as calculated in accordance with the Transaction Accounting Principles.
Closing Indebtedness means all Indebtedness of the Company and the Subsidiaries to the extent outstanding as of the Closing.
Closing Indebtedness means the aggregate amount of Indebtedness of the Group Companies as of the Adjustment Time.
Closing Indebtedness means the Indebtedness of the Acquired Companies immediately prior to the Effective Time.
Closing Indebtedness means Indebtedness as of immediately prior to the Closing.
Closing Indebtedness means, as of the Reference Time, the aggregate amount of all Indebtedness of the Company determined in accordance with the Accounting Principles.
Closing Indebtedness means the aggregate amount of Indebtedness of the Acquired Companies that remains unpaid as of 12:01 a.m. Pacific Time on the Closing Date.