FA Closing Net Debt means the FA Net Debt as of the close of business on the Business Day immediately preceding the Closing Date.
Final Closing Net Working Capital has the meaning set forth in Section 2.6(c).
Closing Net Working Capital means Net Working Capital as of the Adjustment Calculation Time.
Estimated Closing Net Working Capital has the meaning set forth in Section 2.5.
Final Closing Indebtedness means the aggregate amount of Closing Indebtedness set forth in the Final Closing Statement.
Estimated Closing Indebtedness has the meaning set forth in Section 2.4(a).
Second Closing has the meaning set forth in Section 2.2.
Final Closing Cash shall have the meaning set forth in Section 2.11(g).
Second Closing Date means the date of the Second Closing.
Final Closing Working Capital has the meaning set forth in Section 2.5(d).
Acquisition Closing Date means the date on which the Acquisition is consummated.
Target Closing Date means three (3) Business Days following receipt of the Approval and Vesting Order, or such other date as the Parties may agree.
Closing Indebtedness Amount means, as of immediately prior to the Effective Time, the aggregate amount of Indebtedness of the Company, including all accrued and unpaid interest, prepayment penalties or fees, and other unpaid fees and expenses payable in respect of such Indebtedness through the Effective Time.
First Closing has the meaning set forth in Section 2.1(a).
Closing Cash means the aggregate amount of all Cash of the Company as of the close of business on the day immediately preceding the Closing Date.
Merger Closing Date the Closing Date (as defined in the Merger Agreement).
Amendment Closing Date means the first date that all the conditions precedent set forth in this Amendment are satisfied or waived in accordance herewith.
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).
Net Debt is calculated by adding short-term and long-term debt and subtracting cash and liquid assets.
Closing Working Capital Statement has the meaning set forth in Section 2.04(b)(i).
First Closing Date shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A opposite the name of such Underwriter bears to the total number of Firm Shares. The Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.
Closing Date Net Working Capital means the Net Working Capital as of the Closing Date.
Estimated Closing Working Capital has the meaning set forth in Section 2.04(a)(ii).
First Amendment Closing Date has the meaning assigned to such term in the First Amendment.
Third Amendment Closing Date has the meaning assigned to such term in the Third Amendment.
Second Amendment Closing Date has the meaning assigned to such term in the Second Amendment.
Third Closing Date has the meaning set forth in Section 2.2(c).