Pro Forma Working Capital Statement definition

Pro Forma Working Capital Statement means the statement dated June 30, 2003 and set forth on Schedule 5.5(ii), which contains the calculation of the (i) the Current Assets contemplated by Section 4.3(b), including without limitation the Accounts Receivable Settlement Amount, minus (ii) the Current Liabilities contemplated by Section 4.3(c), in each case reasonably estimated by Seller, in good faith, to be the calculation as of such date that would be included in the Final Statement if the Closing had occurred on that date.
Pro Forma Working Capital Statement means the pro forma statement set out in Part 2 (Pro Forma Working Capital Statement) of Schedule 11 (Determination and Certification of Working Capital Adjustment);
Pro Forma Working Capital Statement has the meaning set forth in Section 12.1(a).

Examples of Pro Forma Working Capital Statement in a sentence

  • If either Party believes such a scenario has arisen, prior to Completion, such Party shall have the right to notify the other Party in writing, following which the Parties shall discuss in good faith in order to agree any such modification(s) as they may agree to be appropriate (acting reasonably) to the pro forma statement set out in Part IV (Pro Forma Working Capital Statement) of Schedule 11 (Pro Forma Statements).

  • The Accounts Receivable data set forth in the Aging Report provided to Buyer prior to entering into this Agreement and the Pro Forma Working Capital Statement is true and correct in all material respects as of the date thereof and has been prepared in accordance with GAAP consistent with past practice, excluding, as applicable, allocations for accounting, legal, regulatory, marketing overhead and other corporate overhead.

  • The Final Adjustment Amount in respect of each System Cash Payment shall be calculated in a manner consistent with the Pro Forma Working Capital Statement as set forth on Schedule 5.5(ii).

  • The Accounts Receivable data set forth in the Aging Reports and the Pro Forma Working Capital Statement is true and correct in all material respects and has been prepared consistent with past practice.

  • The Working Capital Statement shall be prepared by the Purchaser within sixty (60) Business Days following Completion in the same format (subject to Paragraph 2.1 (Debtors and Creditors) as set out in Part 2 (Pro Forma Working Capital Statement) of this Schedule 11.

  • The Company shall afford the Parent the opportunity to receive and review any information and any calculation relating to the preparation of the Pro Forma Working Capital Statement.

  • The Accounts Receivable data set forth in the Aging Report provided to Buyer prior to entering into this Agreement and the Pro Forma Working Capital Statement is true, complete and correct in all material respects as of the date thereof and has been prepared consistent with past practice.

  • The Closing Pro Forma Working Capital Statement shall be compiled from the books of account and other financial records of the Company and the Transferred Subsidiaries, shall be prepared in accordance with the Agreed Balance Sheet Principles.

  • For the purpose of the Working Capital Statement, the line item which comprise "proforma debtors" in the Pro Forma Working Capital Statement shall consist of Debtors only and the line items which comprise "proforma creditors" in the Pro Forma Working Capital Statement shall consist of Creditors only.

  • The Parent and Merger Sub shall have received from the Company and accepted, which acceptance shall not be unreasonably withheld, the Pro Forma Working Capital Statement.


More Definitions of Pro Forma Working Capital Statement

Pro Forma Working Capital Statement the pro-forma statement of the Working Capital of the Company in the form set out in Part B of Schedule 5 (Completion Accounts);