Estimated Working Capital Underage definition

Estimated Working Capital Underage means the amount by which the Target Working Capital exceeds the Estimated Working Capital, if any.
Estimated Working Capital Underage shall have the meaning set forth in Section 2.06(b).
Estimated Working Capital Underage shall exist when (and shall be equal to the amount by which) the Target Net Working Capital exceeds the Estimated Net Working Capital.

Examples of Estimated Working Capital Underage in a sentence

  • As contemplated by Section 1.6(b) , if the Estimated Working Capital is less than the Target Working Capital, the Initial Merger Consideration will be reduced by the amount of such shortfall (the “ Estimated Working Capital Underage ”).

  • Prior to the Closing Date, the Seller shall deliver to the Buyer a written good faith estimate (the “Net Working Capital Estimate”) of the Net Working Capital as of the Closing without giving effect to any of the transactions contemplated by this Agreement and determined in accordance with the Applicable Accounting Principles, together with supporting calculations and any resulting Estimated Working Capital Overage or Estimated Working Capital Underage.

  • The term “Estimated Closing Amount” means the sum of (i) the Cash Estimate (expressed as a positive number), minus (ii) the Debt Estimate (expressed as a positive number), plus (iii) the Estimated Working Capital Overage (expressed as a positive number) or the Estimated Working Capital Underage (expressed as a negative number), minus (iv) the Accounts Payable Estimate (expressed as a positive number).

  • The applicant must also agree to promptly provide, upon request by the Exchange, information or documentation regarding the Person's financial condition and agree to comply with all terms, conditions or limitations imposed by the Exchange with respect to the exemption as well as with all Exchange rules.


More Definitions of Estimated Working Capital Underage

Estimated Working Capital Underage means the amount, if any, by which the Estimated Net Working Capital is less than Target Net Working Capital. If the Estimated Net Working Capital is equal to or greater than Net Working Capital, then Estimated Working Capital Underage shall be zero.
Estimated Working Capital Underage or the resulting estimated Working Capital Overage (the “Estimated Working Capital Overage”), as applicable, as of Closing and using the Preliminary Inventory Value (in lieu of Inventory Value) calculated pursuant to Section 2.06(a). Buyer shall have the opportunity to review all materials and information used by the Sellers in preparing such estimate, and the Sellers shall make available such personnel as are reasonably necessary to assist Buyer in its review of such estimate.
Estimated Working Capital Underage means the amount, if any, by which Estimated Net Working Capital is less than $130,000,000.
Estimated Working Capital Underage means the amount by which the WC Target exceeds the Working Capital Estimate.

Related to Estimated Working Capital Underage