Extract to table
Pull the structured facts out of a document: parties, dates, amounts, obligations.
Extract to table / post-closing-obligations-memo.docx
post-closing-obligations-memo.docx
Parties
HARKNESS LLP
Solstice Biomedical Devices Ltd
Hargrove Bennett LLP
Lyle LLP
Albright LLP
Equity Inc
Dates
November 4, 2024
October 31, 2024
August 20, 2024
October 25, 2024
January 29, 2025
November 30, 2024
October 31, 2025
October 31, 2026
June 30, 2027
December 31, 2026
Amounts
$220,000,000
$255,000,000
$35,000,000
$11,500,000
$12,175,000
$675,000
$182,108,177.84
$26,400,000
$13,200,000
$2,500,000
Obligations
5 of the SPA, Buyer is required to prepare and deliver to the Sellers' Representative (Dr
The SPA provides that the final determination of post-closing Net Working Capital must be completed within ninety (90) days of the Closing Date — that is, by January 29, 2025
The determination of Hargrove Bennett LLP shall be final and binding on both parties, absent manifest error
The fees and costs of the referee shall be allocated between the parties based on the proximity of each party's position to the referee's final determination, as set forth in the SPA
the actual surplus over Target NWC is greater than the $675,000 initially estimated), Buyer shall pay the excess amount to the Sellers' Representative within five (5) business days of the final determination, by wire transfer of immediately available funds
the actual surplus is less than $675,000, or the actual Closing NWC is below the Target NWC), the Sellers' Representative shall pay the overage back to Buyer within five (5) business days of the final determination, by wire transfer of immediately available funds