Definition of Pre-Closing Adjustment Amount


Pre-Closing Adjustment Amount means: (A) the Aggregate Merger Consideration, minus (B) the Estimated Trust Certificate Purchase Price, plus (C) the absolute value of all Reimbursable Liabilities, minus (D) all cash or cash equivalents reflected on the Estimated Pro Forma Balance Sheet (excluding any cash and cash equivalents taken into account in determining the Estimated Trust Certificate Purchase Price),

Examples of Pre-Closing Adjustment Amount in a sentence

If the Pre-Closing Adjustment Amount is greater than the Closing Adjustment Amount, then Buyer shall pay to CBNA the amount of such excess.
If the Pre-Closing Adjustment Amount is less than the Closing Adjustment, the CBNA shall pay to Buyer the amount of such deficit.
If the Pre-Closing Adjustment Amount is a positive number, the DWs Initial Capital Contribution shall be reduced by an amount equal to the Pre-Closing Adjustment Amount, and the initial Gross Asset Value of MGMs Initial Capital Contribution shall be decreased in an amount equal to two hundred percent (200%) of the amount of the Pre-Closing Adjustment Amount.
If the Pre-Closing Adjustment Amount is a positive number, the DW's Initial Capital Contribution shall be reduced by an amount equal to the Pre-Closing Adjustment Amount, and the initial Gross Asset Value of MGM's Initial Capital Contribution shall be decreased in an amount equal to two hundred percent (200%) of the amount of the Pre-Closing Adjustment Amount.
The "Pre-Closing Adjustment Amount" shall mean an amount equal to the Pre-Closing Development Cost Adjustment, plus the amount of the Initial Pre-Opening Cost Adjustment, minus the Pre-Closing Residential Proceeds Adjustment.