Equity Valuation definition

Equity Valuation means, with respect to a particular Fiscal Year, (i) the product of (A) ten (10) and (B) the Consolidated EBITDA for such Fiscal Year, less (ii) Consolidated Net Debt as of the end of such Fiscal Year.

Equity Valuation means, in respect of a Sale, SPAC Transaction, Reverse Merger or Triggering Event, the value received by the equity holders of the GSRP Entities in connection with such transaction (whether directly or indirectly following a distribution by the GSRP Entities of such consideration), including (i) any cash consideration to be paid by the counterparty or to be distributed by the GSRP Entities in connection with such transaction, (ii) for any common stock of the counterparty that is listed on a National Securities Exchange, the value of any such common stock to be issued by the counterparty (or issued by any entity newly formed for the purpose of owning the combined business of the GSRP Entities and the counterparty), with such common stock being valued at the volume weighted average trading price for the common stock of the counterparty for the ten trading days immediately preceding the second trading day prior to the closing of such transaction (on any applicable split adjusted basis), and (iii) for all other securities and assets, the fair market value of such securities and assets to be paid by the counterparty as of the time the definitive documents for such transaction are executed as determined by the GSRP Board, subject to the GSAM’s right to dispute such value to an independent valuation firm pursuant to the Valuation Dispute Procedures. The value of any amounts to be paid by the counterparty contingent upon future events shall be determined by the GSRP Board for purposes of the Equity Valuation calculation, subject to GSAM’s right to dispute such fair market value to an independent valuation firm pursuant to the Valuation Dispute Procedures.

Equity Valuation shall have the meaning ascribed in Schedule IV;

Examples of Equity Valuation in a sentence

• Gains and losses are fully recognized in Equity Valuation adjustments.Pension plans - defined contributionFor defined contribution plans, contributions to plans made by ITAÚ UNIBANCO HOLDING CONSOLIDATED, through pension plan funds, are recognized as expenses when due.Other post-employment benefit obligationsCertain companies that merged into ITAÚ UNIBANCO HOLDING CONSOLIDATED over the past few years were sponsors of post-employment healthcare benefit plans.

• Subject to Section 3(c)(ii) and to the Holder’s continued employment with the Company on each vesting date, the Performance Vesting Restricted Shares shall vest in three (3) equal installments following the three successive Fiscal Years, beginning with the Fiscal Year ending on December 31, 2009 (for the 2009 Fiscal Year) if the Equity Valuation, measured as of the end of such Fiscal Year, is no less than the Performance Target for such Fiscal Year.

• If the Performance Target for any of the first two Fiscal Years referred to above is not attained, the Yearly Amount for the previous unvested Fiscal Year which is not then vested (or, if the Yearly Amount for the previous Fiscal Year has vested, then the Yearly Amount for the prior unvested Fiscal Year) shall become vested and exercisable at the end of the first Fiscal Year thereafter in which the Equity Valuation for such Fiscal Year is no less than the Performance Target for such Fiscal Year.

• EMBRAER – EMPRESA BRASILEIRA DE AERONÁUTICA S.A. Shareholder’s Equity Valuation Report – As of September 30, 2005 3 The liquidation value may be determined considering both an orderly liquidation as well as a faster and forced liquidation of the business.

• The number of Warrant Shares that may be purchased by the Holder upon exercise of this Contingent Warrant is contingent upon the Equity Valuation of the Company determined as of the fifth anniversary date of the Closing Date (or, if such date is earlier, the date upon which this Warrant first becomes exercisable).

More Definitions of Equity Valuation

Equity Valuation means the sum of the aggregate fair market value of any securities issued or notes or other property distributed, and any cash consideration paid, to the Corporation and any of its subsidiaries in connection with the liquidation, dissolution, winding-up, sale, merger or consolidation of the Corporation and any of its subsidiaries (or any related series of such transactions) available for distribution to all the equity holders of the Corporation less the amount of any and all cumulative dividends due at the time of liquidation to the holders of shares of any class of then outstanding capital stock that are (i) issued in connection with the repurchase, redemption or exchange by the Corporation of shares of its Common Stock entitled to receive dividends not in excess of six percent per annum; provided that, for the purposes of any public offering, "Equity Valuation" shall mean the aggregate value of the entire equity of the Corporation (immediately prior to such public offering) assuming each share of Common Stock (including all securities or obligations which are by their terms convertible into Common Stock of the Corporation and any warrant, option or other subscription or purchase right with respect to the Corporation's Common Stock, each of which shall be treated as if they had been converted to Common Stock immediately prior to any public offering) is valued at the public offering price.

Equity Valuation means, in respect of a Qualified Exit, the value per share of the ordinary issued share capital of the Borrower on such date after dividing such figure by the number of fully diluted shares in the Borrower then existing immediately following such Qualified Exit.

Equity Valuation. Enterprise Valuation (Less) Second Tranche Net Debt

Equity Valuation means the aggregate value for the number of shares of Common Stock outstanding immediately following the Restructuring (appropriately adjusted for stock splits, recombinations and similar events) (the “Original Shares”) based on (i) in the case of a Sale Event, the actual value per share received in respect of the Original Shares as a result of the Sale Event; (ii) in the case of a Public Merger Event, the per share VWAP of the equity securities received in such transaction in respect of the Original Shares during any Reference Period following such Public Merger Event and ending prior to the expiration date of the Warrants; (iii) in the case of a Qualified Offering, the per share VWAP of the Original Shares during any Reference Period following the Qualified Offering and ending prior to the expiration date of the Warrants; (iv) in the case of an Asset Sale Event, the per share value of the Original Shares, after reduction for all liabilities (including contingent liabilities) of DBSD, of the consideration received by DBSD as a result of the sale; and (v) in the case of a Liquidation Event, the per share value of the consideration received by DBSD Stockholders in respect of the Original Shares as a result of the Liquidation Event; in each case increased by the aggregate value of any dividends or distributions made to DBSD stockholders from the date of the consummation of the Restructuring until the Valuation Event.

Equity Valuation means, as of any date, the amount calculated by taking the weighted average last closing sale price of the Company's Common Stock as reported on the American Stock Exchange (or such other exchange or automated quotation system as the Common Stock shall then be listed upon) for the 180 day period prior to such date of determination multiplied by the number of shares of Fully Diluted Common Stock of the Company as of such date; provided, however, that if a Non-Surviving Combination is the event giving rise to the Equity Valuation, then the Equity Valuation shall equal the higher of (i) the calculation above and (ii) the valuation of the Company implied by such Non-Surviving Combination.

Equity Valuation shall have the meaning set forth in Section 7.8(c) hereof.

Equity Valuation means the Enterprise Value less Net Debt as on 31st March 2025;