C » Topics » 4.17 Purchase Price and Target Net Assets Level Adjustment

This excerpt taken from the C 10-Q filed Aug 7, 2009.
4.17       Purchase Price and Target Net Assets Level Adjustment.  The Purchaser may, at its option, no later than 30 Business Days prior to the Closing Date (or, with the consent of the Sellers, which shall not be unreasonably withheld, no later than 3 Business Days prior to the date of the NCS Demerger Agreement), notify the Sellers that each of the Purchase Price and Target Net Assets Level shall be adjusted upwards and Estimated Excess Capital shall be adjusted downwards, in each case in an equal amount that, in the Purchaser’s reasonable determination, will (to the extent practicable) optimize the working capital and capital structure of the New Securities Company.  In connection with the foregoing, the Sellers shall provide the Purchaser all information that it may reasonably request to allow it to make such determination.

 

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