Pre-Closing Working Capital Statement definition

Pre-Closing Working Capital Statement means the net working capital statement that sets forth the estimated Current Assets and Current Liabilities (including the Current Assets and Current Liabilities related to the Retained Franchises, if any) as of the Closing Time, prepared, or caused to be prepared, and as may be revised, by the Seller in accordance with Section 2.9(a) hereof.

Pre-Closing Working Capital Statement has the meaning set forth in Section 2.3(a).

Pre-Closing Working Capital Statement has the meaning given in Clause 6.1.1

Examples of Pre-Closing Working Capital Statement in a sentence

• Seller and Buyer each shall bear its own expenses in the preparation and review of the Pre-Closing Working Capital Statement.

• The Pre-Closing Working Capital Statement shall be prepared on a basis consistent with the accounting policies, practices, procedures and principles used in preparing the Detailed Balance Sheet.

• The Pre-Closing Working Capital Statement will contain a good faith estimate, set forth in reasonable detail, of the amount of Working Capital of the business conducted at the Property as of the Closing Date (the “Pre-Closing Working Capital”).

• Flamingo and Flamingo Buyer each shall bear its own expenses in the preparation and review of the Pre-Closing Working Capital Statement.

• The Current Assets and the Current Liabilities reflected in the Pre-Closing Working Capital Statement shall be prepared in a manner consistent with the Seller’s accounting methods, policies, practices and procedures used in the preparation of the Balance Sheet.

• The Pre-Closing Working Capital Statement shall be prepared in accordance with GAAP and on a basis consistent with the accounting policies, practices, procedures and principles used in preparing the Detailed Balance Sheet.

• Seller and Buyer each shall bear its own expenses in the preparation and review of the Pre-Closing Balance Sheet and Pre-Closing Working Capital Statement.

• As soon as reasonably practicable following the Closing Date, but in no event more than sixty (60) days after the Closing Date, Flamingo Buyer shall cause to be prepared and delivered to Flamingo a statement of Working Capital of Flamingo substantially in the form of the Pre-Closing Working Capital Statement and the Detailed Balance Sheet (the“ Working Capital Statement”).

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• Unless Parent delivers the Notice of Objection to Company within the Review Period, Parent shall be deemed to have accepted Company’s calculation of Pre-Closing Working Capital and the Pre-Closing Working Capital Statement shall be final, conclusive and binding.

More Definitions of Pre-Closing Working Capital Statement

Pre-Closing Working Capital Statement has the meaning ascribed to it in Section 6.17. “Proxy Statement/Prospectus” has the meaning ascribed to it in Section 3.25. “RCRA” means the Resource Conservation and Recovery Act, 42 U.S.C § 6901 et seq., as amended, and any regulations promulgated thereunder. “Registration Statement” has the meaning ascribed to it in Section 3.25.

Pre-Closing Working Capital Statement setting forth the Company’s calculation of estimated Working Capital as of the close of business on the Closing Date (“Estimated Working Capital”). Parent and the Company shall agree on the calculations set forth in the Pre-Closing Working Capital Statement prior to the Closing Date. For the purposes of the calculations in this Section 3.6(a), the absolute value of any negative numbers shall be used.