Adjusted Net Current Assets definition

Adjusted Net Current Assets shall have the meaning ascribed to such term in Section 2.1.
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Adjusted Net Current Assets means current assets of the Company specifically identified on Schedule C, minus current liabilities of the Company specifically identified on Schedule C, all as of 11:59 p.m. EST on the Closing Date and prepared in a manner consistent with the Method and GAAP.
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Adjusted Net Current Assets means, without duplication, the sum of Accounts Receivable and prepaid expenses, but in each case excluding Excluded Assets and any amounts receivable under the Sony Agreement, less, without duplication, (i) current liabilities, if any, assumed by the Company as Assumed Liabilities, (ii) Third Party Costs, Taxes (if any), unpaid collection/distribution expenses and releasing costs included in Assumed Liabilities, and (iii) liabilities which can be quantified associated with Permitted Encumbrances, in each case calculated as of the Escrow Closing Date in accordance with the Agreed Procedures. To the extent not deducted in the calculation of Adjusted Net Current Assets in accordance with the foregoing sentence, there shall be a reduction in Adjusted Net Current Assets for the amount of any payable arising to Grundy
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Examples of Adjusted Net Current Assets in a sentence

  • For purposes hereof, the "Adjusted Net Current Assets" for the Companies shall mean an amount, calculated as of the date of determination, equal to the aggregate current assets of the Companies other than inventory (including all spare parts, stores and supplies relating to Company Vessels) reduced by the aggregate liabilities (both current and long-term, if any) of the Companies.

  • After the Closing Date, the Purchaser shall pay to the Stockholders the amount of the Closing Adjusted Net Current Assets less $5,748,234 (the “Closing Adjusted Net Current Assets Payment Amount”).

  • Failure by the SCF Representative to so dispute the amounts reflected in the Adjusted Net Current Assets within 15 days of delivery of the Closing Balance Sheet by SEACOR shall be deemed an acceptance thereof by the SCF Representative.

  • Not later than five Business Days prior to the Final Closing, the Sellers shall compute an estimate of the Adjusted Net Current Assets as of the Escrow Closing Date (the "Estimated Adjusted Net Current Assets") and provide Buyers with a schedule setting forth the basis of such computation in reasonable detail.

  • The Purchase Price provided for in Section 3.1 hereof has been determined on the assumption that the amount of Adjusted Net Current Assets of the Fitness Business as of the Closing Date and immediately prior to the Closing is not less than $3,600,00 and not greater than $4,200,000.

  • There is a 3- minute time limit per person, unless otherwise noted by the Chair.CONSENT AGENDA 1.

  • As used herein, the "Contribution" means the Adjusted Net Current Assets as of the Closing Date less the Baseline Amount.

  • The SCF Representative may dispute any amounts reflected in the Adjusted Net Current Assets by giving notice in writing to SEACOR specifying each of the disputed items and setting forth in reasonable detail the basis for such dispute.

  • At or prior to Closing, the Sellers shall pay or shall cause the Company to pay all Indebtedness of the Company (other than the MCG Debt Amount and any Indebtedness included in the calculation of Adjusted Net Current Assets as of the Closing Date), and shall deliver to the Purchaser documentation evidencing payoff of and release of claims in respect of such Indebtedness.

  • If the Stockholders’ Agent has any objections to the Closing Adjusted Balance Sheet or the Closing Adjusted Net Current Assets as prepared by the Purchaser, the Stockholders’ Agent must, within 45 days after the Stockholders’ Agent’s receipt thereof, give written notice (the “Objection Notice”) to the Purchaser specifying in reasonable detail such objections.


More Definitions of Adjusted Net Current Assets

Adjusted Net Current Assets means, subject to Section 3.4(a)(ii), an amount equal to the consolidated current assets of SCF and its subsidiaries (including, but not limited to, cash and cash equivalents, marketable securities, deposits, accounts receivable and prepaid expenses but excluding the value of any shares of SEACOR Common Stock held by SCF) less 50% of the current assets of SCF Towboat III reduced by all consolidated current liabilities (excluding 50% of the current portion of the long-term debt associated with the barges owned by SCF Towboat III), as determined in accordance with GAAP (it being understood, that all intercompany accounts will be eliminated prior to determining Adjusted Net Current Assets).
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Adjusted Net Current Assets means the current assets of Entrada less all current liabilities of Entrada, excluding any intercompany payables, and otherwise computed in accordance with generally accepted accounting principles, consistently applied, and the "Share Price" means the greater of (i) the average closing price per share of Sync's common stock as reported by Nasdaq for the five (5) trading days immediately preceding the Closing Date, and (ii) $3.30. At or prior to the Closing, the Shareholder will contribute cash to the capital of Entrada such that the Adjusted Net Current Assets of Entrada at the Closing are not less than (iii) the Adjusted Net Current Assets as of May 31, 2000 ($150,000, or the "Baseline Amount") plus (iv) the Share Price multiplied by One Million (1,000,000). In it sole discretion, the Shareholder may contribute more cash to the capital of Entrada in an amount not to exceed the Share Price multiplied by Three Million (3,000,000). As used herein, the "Contribution" means the Adjusted Net Current Assets as of the Closing Date less the Baseline Amount.
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Adjusted Net Current Assets means the excess of (i) the sum of the inventory, receivables, prepaid expenses plus other current assets of the Fitness Business over (ii) the sum of the following liabilities (excluding, however, any payables attributable to employee benefits and wage expenses, intercompany accounts payable, product liability claims or taxes other than sales taxes and state income taxes relating to sales of products of the Fitness Business): accounts payable, royalties payable, accrued expenses, deferred service revenue plus accrued warranty of the Fitness Business computed on an accrual basis in accordance with GAAP, applied on a consistent basis with the prior application of GAAP and using the same accounting methods, policies, practices, principles and classifications as were used in the preparation of the balance sheet as of September 30, 1999 attached hereto as Schedule 1.1-4.
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Adjusted Net Current Assets has the meaning given thereto in Schedule 5;
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Adjusted Net Current Assets as of the Closing Date means, with respect to the Company on a consolidated basis, an amount equal to current assets minus current liabilities (excluding inter-company accounts payable and inter-company accounts receivable) as reflected in the Closing Date Balance Sheet prepared in accordance with GAAP (“Baseline Net Current Assets”), as such amount shall be (I) reduced by any outstanding liabilities (whether or not current liabilities but without duplication, i.e., unless already included in the calculation of Baseline Net Current Assets) (A) related to the acquisition of IT Stock International Limited or the acquisition of assets from Xxxxxxx X. Xxxxxx and (B) related to employee severance or change of control payments triggered by the transaction contemplated hereby and (II) increased by 50% of deferred subscription revenue. For the avoidance of doubt, Baseline Net Current Assets (prior to any reductions or increases pursuant to clauses (I) and (II) of the foregoing sentence) shall be computed in accordance with the following:
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Related to Adjusted Net Current Assets

  • Net Current Assets means for any date of determination the net current assets of such Person at such date of determination calculated as set forth on Exhibit H attached hereto.

  • Adjusted Net Assets of a Guarantor at any date shall mean the lesser of the amount by which (x) the fair value of the property of such Guarantor exceeds the total amount of liabilities, including, without limitation, contingent liabilities (after giving effect to all other fixed and contingent liabilities), but excluding liabilities under the Guarantee, of such Guarantor at such date and (y) the present fair salable value of the assets of such Guarantor at such date exceeds the amount that will be required to pay the probable liability of such Guarantor on its debts and all other fixed and contingent liabilities (after giving effect to all other fixed and contingent liabilities and after giving effect to any collection from any Subsidiary of such Guarantor in respect of the obligations of such Guarantor under the Guarantee), excluding Indebtedness in respect of the Guarantee, as they become absolute and matured.

  • Adjusted Net Worth of each Guarantor shall mean the greater of (x) the Net Worth (as defined below) of such Guarantor and (y) zero; and (iii) the “Net Worth” of each Guarantor shall mean the amount by which the fair saleable value of such Guarantor’s assets on the date of any Relevant Payment exceeds its existing debts and other liabilities (including contingent liabilities, but without giving effect to any Guaranteed Obligations arising under this Guaranty or any guaranteed obligations arising under any guaranty of any Permitted Additional Indebtedness) on such date. Notwithstanding anything to the contrary contained above, any Guarantor that is released from this Guaranty pursuant to Section 17 hereof shall thereafter have no contribution obligations, or rights, pursuant to this Section 18, and at the time of any such release, if the released Guarantor had an Aggregate Excess Amount or an Aggregate Deficit Amount, same shall be deemed reduced to $0, and the contribution rights and obligations of the remaining Guarantors shall be recalculated on the respective date of release (as otherwise provided above) based on the payments made hereunder by the remaining Guarantors. All parties hereto recognize and agree that, except for any right of contribution arising pursuant to this Section 18, each Guarantor who makes any payment in respect of the Guaranteed Obligations shall have no right of contribution or subrogation against any other Guarantor in respect of such payment until the Termination Date. Each of the Guarantors recognizes and acknowledges that the rights to contribution arising hereunder shall constitute an asset in favor of the party entitled to such contribution. In this connection, each Guarantor has the right to waive its contribution right against any Guarantor to the extent that after giving effect to such waiver such Guarantor would remain solvent, in the determination of the Required Lenders.

  • Consolidated Adjusted Net Worth means, as of any day for the Consolidated Group, the sum of (a) total shareholders’ equity or net worth plus (b) accumulated depreciation and accumulated amortization, in each case, determined on a consolidated basis in accordance with GAAP; but excluding, in any event, for purposes hereof, unrealized gains and losses on Swap Contracts reported on a consolidated balance sheet as accumulated other comprehensive income or loss.

  • Consolidated Current Assets means, as at any date of determination, the total assets of Company and its Subsidiaries on a consolidated basis which may properly be classified as current assets in conformity with GAAP, excluding Cash and Cash Equivalents.

  • Adjusted Net Income ’ means net income adjusted for non-cash expenses (income) such as amortization of intangible assets, deferred income taxes, and certain other expenses (income). The Company believes that Adjusted net income is useful supplemental information as it provides an indication of the results generated by the Company’s main business activities prior to taking into consideration amortization of intangible assets, deferred income taxes, and certain other non-cash expenses (income) incurred or recognized by the Company from time to time. ‘‘Adjusted net income margin’’ refers to the percentage that Adjusted net income for any period represents as a portion of total revenue for that period.

  • Consolidated Adjusted Net Income means, for any period, the net income (or net loss) of the Company and the Restricted Subsidiaries for such period as determined on a consolidated basis in accordance with GAAP, adjusted to the extent included in calculating such net income or loss by excluding (without duplication):

  • Adjusted Net Earnings means net earnings (loss) attributable to common stockholders as reported in the Company’s periodic reports filed with the Securities and Exchange Commission, provided that such amount shall be adjusted by reversing the following, to the extent such adjustments were made in calculating such net earnings (loss) attributable to common stockholders:

  • Consolidated Net Assets means the aggregate amount of assets (less applicable reserves and other properly deductible items) after deducting therefrom all current liabilities, as set forth on the Consolidated balance sheet of the Consolidated Group most recently furnished to the Lenders pursuant to Section 5.01(i)(ii) prior to the time as of which Consolidated Net Assets shall be determined.

  • Consolidated Current Liabilities means, as at any date of determination, the total liabilities of Holdings and its Subsidiaries on a consolidated basis that may properly be classified as current liabilities in conformity with GAAP, excluding the current portion of long term debt.

  • Adjusted Net Operating Income or “Adjusted NOI” means, for any period, the Net Operating Income of the applicable Hotel Properties for such period, subject to the following adjustments:

  • Consolidated Net Working Capital means (a) all current assets of the Company and its Restricted Subsidiaries except current assets from Oil and Gas Hedging Contracts, less (b) all current liabilities of the Company and its Restricted Subsidiaries, except (i) current liabilities included in Indebtedness, (ii) current liabilities associated with asset retirement obligations relating to oil and gas properties and (iii) any current liabilities from Oil and Gas Hedging Contracts, in each case as set forth in the consolidated financial statements of the Company prepared in accordance with GAAP (excluding any adjustments made pursuant to FASB ASC 815).

  • Adjusted Consolidated Net Worth means, at any date, without duplication, the sum of (a) the consolidated shareholders’ equity, determined in accordance with GAAP, of the Guarantor and its Consolidated Subsidiaries, plus (b) the aggregate Hybrid Instrument Amount plus (c) the VA Adjustment Amount; provided that, in determining such Adjusted Consolidated Net Worth, there shall be excluded (i) any “Accumulated Other Comprehensive Income (Loss)” shown on the consolidated balance sheet of the Guarantor and its Consolidated Subsidiaries prepared in accordance with GAAP, (ii) the effect of any election under the fair value option in FASB ASC 825 permitting a Person to measure its financial assets or liabilities at the fair value thereof, and the related tax impact and (iii) all noncontrolling interests (as determined in accordance with Statement of Financial Accounting Standards No. 160, entitled “Noncontrolling Interests in Consolidated Financial Statements”) shown on the consolidated balance sheet of the Guarantor and its Consolidated Subsidiaries.

  • Consolidated Current Ratio means, as of any date of determination, the ratio of Consolidated Current Assets to Consolidated Current Liabilities as of such date.

  • non-current assets means all assets other than current assets

  • Consolidated Net Earnings means, for any period, the net income (loss) of Borrower for such period, as determined on a Consolidated basis and in accordance with GAAP.

  • Consolidated Net Income (Loss) of any Person means, for any period, the Consolidated net income (or loss) of such Person and its Subsidiaries for such period on a Consolidated basis as determined in accordance with GAAP, adjusted, to the extent included in calculating such net income (or loss), by excluding, without duplication, (i) all extraordinary gains or losses (exclusive of all fees and expenses relating thereto), (ii) the portion of net income (or loss) of such Person and its Subsidiaries on a Consolidated basis allocable to minority interests in unconsolidated Persons to the extent that cash dividends or distributions have not actually been received by such Person or one of its Subsidiaries, (iii) net income (or loss) of any Person combined with such Person or any of its Subsidiaries on a “pooling of interests” basis attributable to any period prior to the date of combination, (iv) any gain or loss, net of taxes, realized upon the termination of any employee pension benefit plan, (v) net gains (or losses) (except for all fees and expenses relating thereto) in respect of dispositions of assets other than in the ordinary course of business, (vi) the net income of any Subsidiary to the extent that the declaration of dividends or similar distributions by that Subsidiary of that income is not at the time permitted, directly or indirectly, by operation of the terms of its charter or any agreement, instrument, judgment, decree, order, statute, rule or governmental regulation applicable to that Subsidiary or its stockholders, (vii) any gain arising from the acquisition of any securities, or the extinguishment, under GAAP, of any Indebtedness of such Person, (viii) transaction costs charged in connection with the Refinancing, or (ix) amortization of intangible assets of such Person and its Subsidiaries on a consolidated basis under GAAP.

  • Consolidated Net Worth means at any time the consolidated stockholders’ equity of the Borrower and its Subsidiaries calculated on a consolidated basis as of such time.

  • Adjusted Consolidated Net Tangible Assets means (without duplication), as of the date of determination, the remainder of:

  • Adjusted Net Earnings from Operations means, with respect to any fiscal period of the Borrower, the Borrower’s net income after provision for income taxes for such fiscal period, as determined in accordance with GAAP and reported on the Financial Statements for such period, excluding any and all of the following included in such net income: (a) gain or loss arising from the sale of any capital assets; (b) gain arising from any write-up in the book value of any asset; (c) earnings of any Person, substantially all the assets of which have been acquired by the Borrower in any manner, to the extent realized by such other Person prior to the date of acquisition; (d) earnings of any Person in which the Borrower has an ownership interest unless (and only to the extent) such earnings shall actually have been received by the Borrower in the form of cash distributions; (e) earnings of any Person to which assets of the Borrower shall have been sold, transferred or disposed of, or into which the Borrower shall have been merged, or which has been a party with the Borrower to any consolidation or other form of reorganization, prior to the date of such transaction; (f) gain arising from the acquisition of debt or equity securities of the Borrower or from cancellation or forgiveness of Debt; (g) gains or non-cash losses arising from Hedge Agreements entered into by Borrower, and (h) gain arising from extraordinary items, as determined in accordance with GAAP, or from any other non-recurring transaction.

  • Current Assets means, at any time, the consolidated current assets (other than cash and Permitted Investments) of the Borrower and the Subsidiaries.

  • Adjusted Consolidated Net Income means, for any period, the aggregate net income (or loss) of the Company and its Restricted Subsidiaries for such period determined in conformity with GAAP; provided that the following items shall be excluded in computing Adjusted Consolidated Net Income (without duplication):

  • Average Net Assets means the average of all of the determinations of the Fund’s net asset value at the close of business on each business day during each month while this Contract is in effect. The fee is payable for each month within 15 days after the close of the month. The fees payable by the Fund to the Manager pursuant to this Section 3 will be reduced by any commissions, fees, brokerage or similar payments received by the Manager or any affiliated person of the Manager in connection with the purchase and sale of portfolio investments of the Fund, less any direct expenses approved by the Trustees incurred by the Manager or any affiliated person of the Manager in connection with obtaining such payments. In the event that expenses of the Fund for any fiscal year exceed the expense limitation on investment company expenses imposed by any statute or regulatory authority of any jurisdiction in which shares of the Fund are qualified for offer or sale, the compensation due the Manager for such fiscal year will be reduced by the amount of excess by a reduction or refund thereof. In the event that the expenses of the Fund exceed any expense limitation which the Manager may, by written notice to the Fund, voluntarily declare to be effective subject to such terms and conditions as the Manager may prescribe in such notice, the compensation due the Manager will be reduced, and if necessary, the Manager will assume expenses of the Fund, to the extent required by the terms and conditions of such expense limitation. If the Manager serves for less than the whole of a month, the foregoing compensation will be prorated.

  • Consolidated Net Income means, with respect to any specified Person for any period, the aggregate of the Net Income of such Person and its Restricted Subsidiaries for such period, on a consolidated basis, determined in accordance with GAAP; provided that:

  • Consolidated Net Loss for any fiscal period, means the amount which, in conformity with GAAP, would be set forth opposite the caption "net income" (or any like caption), as the case may be, on a consolidated statement of earnings of the Borrower and its Subsidiaries, if any, for such fiscal period.

  • average daily net assets of the Fund shall mean the average of the values placed on the Fund's net assets as of 4:00 p.m. (New York time) on each day on which the net asset value of the Fund is determined consistent with the provisions of Rule 22c-1 under the 1940 Act or, if the Fund lawfully determines the value of its net assets as of some other time on each business day, as of such time. The value of the net assets of the Fund shall always be determined pursuant to the applicable provisions of the Declaration and the Registration Statement. If the determination of net asset value does not take place for any particular day, then for the purposes of this section 6, the value of the net assets of the Fund as last determined shall be deemed to be the value of its net assets as of 4:00 p.m. (New York time), or as of such other time as the value of the net assets of the Fund's portfolio may be lawfully determined on that day. If the Fund determines the value of the net assets of its portfolio more than once on any day, then the last such determination thereof on that day shall be deemed to be the sole determination thereof on that day for the purposes of this section 6. You may waive all or a portion of your fees provided for hereunder and such waiver shall be treated as a reduction in purchase price of your services. You shall be contractually bound hereunder by the terms of any publicly announced waiver of your fee, or any limitation of the Fund's expenses, as if such waiver or limitation were fully set forth herein.