Average EBITDA definition

Average EBITDA is, as of any date of determination, expressed as a positive number, the average monthly EBITDA during the immediately preceding three (3) month period (as calculated by adding the EBITDA of Borrower for each month during such three (3) month period and then dividing such amount by three (3)) (provided, however, if such amount is greater than zero (0) (independent of the proviso set forth in the beginning of this definition providing that such number will be positive), then such amount shall be deemed to be one (1)).

Average EBITDA means, over a particular period of calendar months, (i) the sum of EBITDA for each calendar month in such period, divided by (ii) the number of calendar months in such period.

Average EBITDA means the amount equal to (a)(x) the highest EBITDA achieved by Surviving RFG for any twelve-month period during the Earn-Out Period, plus (y) the EBITDA achieved by Surviving RFG during the twelve-month period ended on the last calendar month of the Earn-Out Period, divided by (b) 2; provided, however, that for purposes of the Stage 3 Scale Earn-Out Trigger and the Xxxxx 0 Xxxxx Xxxx-Xxx Consideration, the periods set forth in subsection (x) and (y) may be replaced with any two twelve-month periods during the Earn-Out Period that do not overlap with respect to any month and result in a higher Average EBITDA. If the twelve-month period with the highest EBITDA is the twelve-month period ended on the last calendar month of the Earn-Out Period, both (x) and (y) shall be the same amount.

Examples of Average EBITDA in a sentence

• The fair value of the put and call agreement is based on a multiple of the Average EBITDA, net of Net Debt, of the two last years of the put and call agreement ending no sooner than 2021 and payable in the following year.

• The fair value of the option is estimated on a multiple of Average EBITDA 2016-2017, payable in 2018.

• The fair value of the put and call agreement is based on a multiple of the Average EBITDA over the period 2016-2017, payable in 2018.

• Earn Out Representative shall review the calculation of the Three Year Average EBITDA within fifteen (15) business days after delivery thereof and notify Purchaser in writing of any disagreement with such calculation.

• The Borrowers and their Subsidiaries will maintain, as of the last day of each calendar month (commencing on the earlier of (i) the last day of the first calendar month after May 31, 2013 in which Availability is at any time less than $10,000,000 and (ii) September 30, 2013), an Average EBITDA over each period set forth below of not less than the “Minimum Average Monthly EBITDA Amount” set forth below opposite such period.

More Definitions of Average EBITDA

Average EBITDA is equal to the quotient of (x) the sum of the EBITDA (earnings before interest, taxes, depreciation and amortization) of the Facility for each of the three calendar years ending on or before the first day of the tenth Contract Year, divided by (y) three. The computation of Average EBITDA will be made on a consolidated basis in accordance with the books and records of the Facility and IMCO, maintained in accordance with generally accepted accounting principles, consistently applied.

Average EBITDA means the quotient obtained by dividing the sum of the Company’s combined EBITDA for the year ended December 31, 2006 and the Company’s combined EBITDA for the year ended December 31, 2007, by 2.

Average EBITDA means the quotient of (a) EBITDA for the Earnout Period, divided by (b) two.

Average EBITDA means the sum of the Company's EBITDA for each Year of the Performance Period divided by 3.

Average EBITDA means the average of the 2012 EBITDA and the 2000 XXXXXX.

Average EBITDA means the average of New BCS’s actual EBITDA for those full calendar years specified in Section 0 that have elapsed prior to the Triggering Event and, on a pro rata basis, that portion of the calendar year in which the Triggering Event occurs). Stoneridge may exercise the Stoneridge Second Option by delivering to Old BCS and to Xxxxxx, his guardian or representative, as applicable, written notice of its exercise within sixty (60) days after the occurrence of a Triggering Event.

Average EBITDA means the aggregate of the highest four (4) EBITDA amounts for the first five full fiscal years following the Closing divided by four (4).