Business Unit EBITDA definition

Business Unit EBITDA means the EBITDA of the Business Unit for each period during the Earn-out Period, provided, that for purposes of the earn-out calculations in Section 3.4, (x) directly allocable expenses and costs incurred or accrued by the Buyer Parties with respect to the business and operations of the Business Unit, to the extent not already reflected in the EBITDA calculation in such applicable period, shall be included as expenses and costs of the Business Unit in such period, (y) a ratable overhead allocation consistent with Parent’s practices for each of its business segments, to the extent not already reflected in the EBITDA calculation in such applicable period, shall be included as expenses and costs of the Business Unit in such period and (z) EBITDA of the Business Unit for any fiscal year shall be (A) increased by an amount equal to a percentage to be agreed by Buyer and Seller of any consolidated revenue of Buyer that does not constitute revenue of the Business Unit in the relevant period but that Buyer determines was attributable to referral efforts of the Business Unit and (B) decreased by an amount equal to a percentage to be agreed by Buyer and Seller of any consolidated revenue of the Business Unit in the relevant period that Buyer determines was attributable to referral efforts by businesses of Buyer other than the Business Unit (in each case under clauses (z)(A) and (z)(B) Buyer’s determinations of whether revenue is attributable to referral efforts shall be reasonable and made in good faith on a consistent basis); and provided further that for any relevant period in which the Acquisition of the Acquired Entity has been completed and for each subsequent period during the Earn-out Period, (i) there shall be a charge against Business Unit EBITDA in an amount equal to Parent’s ***, determined annually, of the aggregate capital value for such Acquisition, including any earn-out obligation (such charge to be pro rated with respect to an Acquisition for any partial fiscal year), and (ii) the Business Unit EBITDA shall include Acquired Entity EBITDA of the Acquired Entity (for the year of such acquisition, only Acquired Entity EBITDA that is generated following the acquisition of an Acquired Entity).
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Business Unit EBITDA means (A) with respect to the Earn-Out Year ending June 30, 2013, Company EBITDA, and (B) with respect to any Earn-Out Year ending after June 30, 2013, Combined Business EBITDA.
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Business Unit EBITDA shall have the meaning set forth in Section 1.8(f)(ii).
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Examples of Business Unit EBITDA in a sentence

  • TFR is at or below median for companies of similar size.Short Term Incentive (STI)Gateway of EBITDA/Business Unit EBITDA‐ EBITDA/specific Business Unit EBITDA (60%)‐ Non‐financial measures linked to key strategic initiatives built around a balanced scorecard (40%) Long Term Incentive Plan (LTI)‐ EPS Hurdles based on pre‐ defined growth rates over 3 year period.

  • Segment and Business Unit EBITDA, EBITDA Margin and EBITDA Service MarginDollars in millions Communications Segment Adjusting Items Adjusting items include revenues and costs we consider non-operational in nature, including items arising from asset acquisitions or dispositions.

  • Parent and Buyer shall make available to Seller all books and records maintained by Parent and Buyer as Seller may reasonably require in order for Seller to review and confirm Buyer’s calculation of Business Unit EBITDA.

  • In addition, Seller (and the Members’ Representative on behalf of each Member) agrees and acknowledges that the Buyer Parties may make from time to time such business decisions as they deem appropriate in the conduct of the Business Unit’s business, including actions that may have an impact on Business Unit EBITDA, Acquired Entity EBITDA and achievement of all or any portion of Earn-out Consideration.

  • In the Ukraine Business Unit, EBITDA decreased by 9% to USD 0.8 billion and to UAH 6.2 billion.

  • In the event that the Members’ Representative disputes the calculation of the Business Unit EBITDA and Earn-out Consideration for any relevant period, the Members’ Representative shall notify Buyer in writing by delivery of a notice (an “Earn-out Dispute Notice”) within 30 days after delivery of Buyer’s calculation of the Business Unit EBITDA and Earn-out Consideration for such period, which Earn-out Dispute Notice shall set forth in reasonable detail the basis for such dispute.

  • Unless the Members’Representative disputes Buyer’s determination of the Business Unit EBITDA and Earn-out Consideration for the relevant period in accordance with the provisions of Section 3.4(c), Buyer’s determination for such period shall be conclusive and binding upon the Members’ Representative and Seller.

  • Short Term Incentives (STI) • Budgeted EBITDA • Specific Business Unit EBITDA • Up to 50% of STI is at risk if certain qualitative measures are not achieved.

  • Short Term Incentives (STI) s Budgeted EBITDA s Specific Business Unit EBITDA s Up to 50% of STI is at risk if certain qualitative measures are not achieved.

  • Unless the Members’ Representative disputes Buyer’s determination of the Business Unit EBITDA and Earn-out Consideration for the relevant period in accordance with the provisions of Section 3.4(c), Buyer’s determination for such period shall be conclusive and binding upon the Members’ Representative and Seller.


More Definitions of Business Unit EBITDA

Business Unit EBITDA means, for the calendar year of 2012, operating income (or operating loss) (1) plus, to the extent included the calculation of operating income for such period in accordance with GAAP, the sum of (a) depreciation expense, (b) amortization expense, (c) impairment charges, (d) charges related to the accelerated recognition of asset retirement obligations, (e) any losses from sales of assets or a business other than in the ordinary course of business, (f) expenses related to natural disasters such as hurricanes or earthquakes that disrupt operations, (g) any non-cash compensation expense arising from the grant of stock based compensation to officers and employees of the Business and (h) any non-recurring expenses associated with an acquisition during the year that is integrated into the Business including the mark-up of inventory held by the acquired business at the date of acquisition, the write-off of in-process R&D and transaction related expenses (2) minus any gains from sales of assets or a sub-segment of the Business other than in the ordinary course of business.
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Related to Business Unit EBITDA

  • Business Unit means the assets constituting the business or a division or operating unit thereof of any Person.

  • EBITDA means, with respect to any Person for any period, the Consolidated Net Income of such Person for such period

  • Target EBITDA means, for each fiscal year, the EBITDA set forth in the operating budget of the Company, as approved by the Board, for the particular year.

  • TTM EBITDA means, as of any date of determination, EBITDA of Borrower determined on a consolidated basis in accordance with GAAP, for the 12 month period most recently ended.

  • EPS means earnings per share.

  • Adjusted EBITDA means, for the twelve (12) month period preceding the calculation date, for any Person, the sum of (a) Net Income, plus (b) to the extent deducted in determining Net Income, the sum, without duplication, of such Person’s (i) Interest Expense, (ii) income tax expense, including, without limitation, taxes paid or accrued based on income, profits or capital, including state, franchise and similar taxes and foreign withholding taxes, (iii) depreciation and amortization (including, without limitation, amortization of goodwill and other intangible assets), (iv) extraordinary losses and non-recurring non-cash charges and expenses, (v) all other non-cash charges, expenses and interest (including, without limitation, any non-cash losses in respect of Hedge Agreements, non-cash impairment charges, non-cash valuation charges for stock option grants or vesting of restricted stock awards or any other non-cash compensation charges, and losses from the early extinguishment of Indebtedness), (vi) non-recurring integration costs and expenses resulting from operational changes and improvements (including, without limitation, severance costs and business optimization expenses) and (vii) non-recurring charges and expenses, restructuring charges, transaction expenses (including, without limitation, transaction expenses incurred in connection with any merger or acquisition) and underwriters’ fees, and severance and retention payments in connection with any merger or acquisition, in each case for such period, less extraordinary gains and cash payments (not otherwise deducted in determining Net Income) made during such period with respect to non-cash charges that were added back in a prior period; provided, however, (A) with respect to any Person that became a Subsidiary of the Borrower, or was merged with or consolidated into the Borrower or any of its Subsidiaries, during such period, or any acquisition by the Borrower or any of its Subsidiaries of the assets of any Person during such period, “Adjusted EBITDA” shall, at the option of the Borrower in respect of any or all of the foregoing, also include the Adjusted EBITDA of such Person or attributable to such assets, as applicable, during such period as if such acquisition, merger or consolidation, including any concurrent transaction entered into by such Person or with respect to such assets as part of such acquisition, merger or consolidation, had occurred on the first day of such period and (B) with respect to any Person that has ceased to be a Subsidiary of the Borrower during such period, or any material assets of the Borrower or any of its Subsidiaries sold or otherwise disposed of by the Borrower or any of its Subsidiaries during such period, “Adjusted EBITDA” shall exclude the Adjusted EBITDA of such Person or attributable to such assets, as applicable, during such period as if such sale or disposition of such Subsidiary or such assets had occurred on the first day of such period.

  • EBIT means earnings before interest and taxes.

  • LTM EBITDA means Consolidated EBITDA of the Company measured for the period of the most recent four consecutive fiscal quarters ending prior to the date of such determination for which internal consolidated financial statements of the Company are available, in each case with such pro forma adjustments giving effect to such Indebtedness, acquisition or Investment, as applicable, since the start of such four quarter period and as are consistent with the pro forma adjustments set forth in the definition of “Fixed Charge Coverage Ratio.”

  • Revenue Growth means the percentage change in revenue (as defined in Statement of Financial Accounting Concepts No. 6, published by the Financial Accounting Standards Board) from one period to another.

  • Annualized EBITDA means, for the four consecutive quarters ending on each Reporting Date, the Operating Partnership’s Pro Rata Share (as defined below) of earnings before interest, taxes, depreciation and amortization (“EBITDA”), with other adjustments as are necessary to exclude the effect of all realized or unrealized gains and losses related to hedging obligations, items classified as extraordinary items and impairment charges in accordance with generally accepted accounting principles, adjusted to reflect the assumption that (i) any EBITDA related to any assets acquired or placed in service since the first day of such four-quarter period had been earned, on an annualized basis, from the beginning of such period, and (ii) any assets disposed of during such four-quarter period had been disposed of as of the first day of such period and no EBITDA related to such assets had been earned during such period.

  • ROIC means the Company’s return on Invested Capital calculated as a percentage for the twelve month period ending on the last day of the Performance Period by dividing net operating profit after tax by Invested Capital. For the purposes of calculating ROIC under this Agreement, “net operating profit” shall be adjusted to exclude the impact of all restructuring, foreign exchange, impairments, legal settlements, employee separation costs, product liability charges, pension plan and SERP terminations and retroactive tax law changes to the extent such items were not contemplated and included in the Company’s 2013-2018 Strategic Plan, upon which the ROIC goals were based.

  • Cumulative EBITDA means, as of any date of determination, EBITDA of the Company from the Existing Notes Issue Date to the end of the Company’s most recently ended full fiscal quarter prior to such date, taken as a single accounting period.

  • Combined EBITDA means, for any period, Combined Net Income for such period plus, (a) without duplication and to the extent reflected as a charge in the statement of such Combined Net Income for such period, the sum of (i) income tax expense, (ii) Combined Interest Expense, (iii) amortization or write-off of debt discount and debt issuance costs and commissions, discounts and other fees and charges associated with Indebtedness (including the Notes), (iv) depreciation and amortization expense, (v) amortization of intangibles (including, but not limited to, goodwill) and organization costs, (vi) any extraordinary, unusual or non-recurring expenses or losses (including, whether or not otherwise includable as a separate item in the statement of such Combined Net Income for such period, losses on sales of assets outside of the ordinary course of business) and (vii) any non-cash charges, including non-cash charges resulting from the vesting or issuance of equity to employees, principals or others, and minus, (b) without duplication and to the extent included as income or gain in the statement of such Combined Net Income for such period, the sum of (i) any extraordinary, unusual or non-recurring non-cash income or gains (including, whether or not otherwise includable as a separate item in the statement of such Combined Net Income for such period, non-cash gains on the sales of assets outside of the ordinary course of business) and (ii) any other non-cash income, all as determined on a combined basis, and plus or minus, as appropriate, (c) without duplication of the items set forth in clauses (a) and (b) above, the adjustments equivalent to those that OCG made to arrive at its “Adjusted Net Income” in its Annual Report on Form 10-K for the fiscal year ended December 31, 2018 (as filed with the SEC), to the extent relevant to the Obligors, and (d) without duplication of the items set forth in clauses (a), (b) and (c) above, the adjustments replacing investment income (loss) with receipts of investment income from funds and companies equivalent to those that OCG made to arrive at its “Distributable Earnings” in its Annual Report on Form 10-K for the fiscal year ended December 31, 2018 (as filed with the SEC), to the extent relevant to the Obligors; provided that the contribution to Combined EBITDA of a subsidiary that is not a wholly owned subsidiary shall be calculated in proportion to the Obligors’ aggregate direct or indirect economic interests in such subsidiary.

  • Adjusted EPS means earnings per share further adjusted for share-based payments, amortization of acquired intangible assets, items outside the normal scope of our ordinary activities (including other items, within selling, general and administrative expenses, losses/(gains) on items held at fair value and remeasurements through profit and loss, impairment losses on tangible assets, and impairment losses on intangible assets) and the related tax effects of these adjustments. Adjusted EPS provides a basis for comparison of our business operations between current, past and future periods by excluding items that we do not believe are indicative of our core operating performance. Adjusted EPS may not be comparable to other similarly titled metrics of other companies.

  • Performance Measurement Period has the meaning set forth in Section 3.1(e)(ii).

  • net non-operating income means the difference between:

  • Performance Metrics means criteria established by the Administrator relating to any of the following, as it may apply to an individual, one or more business units, divisions, or Affiliates, or on a company-wide basis, and in absolute terms, relative to a base period, or relative to the performance of one or more comparable companies, peer groups, or an index covering multiple companies:

  • Adjusted EBIT means, for any accounting period, net income (or net loss) of NAI and its Subsidiaries (determined on a consolidated basis), plus the amounts (if any) which, in the determination of net income (or net loss) for such period, have been deducted for (a) interest expense, (b) income tax expense (c) rent expense under leases of property, and (d) Permitted Non-Cash Charges.

  • Adjusted EBITDA Margin means Adjusted EBITDA divided by operating revenue;

  • net earnings means such earnings as are calculated in accordance with paragraph 42 or 52, as the case may be;

  • Net Operating Income With respect to any Mortgaged Property, for any Mortgagor’s fiscal year end, Net Operating Income will be calculated in accordance with the standard definition of “Net Operating Income” approved from time to time endorsed and put forth by CREFC®.

  • Property EBITDA means for any property owned by Ventas, Inc. or any of its Subsidiaries as of the date of determination, for any period of time, the net income (loss) derived from such property for such period, before deductions for (without duplication):

  • Performance Target means the level of performance expected of the HSP in respect of a Performance Indicator or a Service Volume; “person or entity” includes any individual and any corporation, partnership, firm, joint venture or other single or collective form of organization under which business may be conducted;

  • Earnings Per Share means as to any Fiscal Year, the Company’s or a business unit’s Net Income, divided by a weighted average number of common shares outstanding and dilutive common equivalent shares deemed outstanding, determined in accordance with generally accepted accounting principles.

  • Target Bonus Percentage means, with respect to any Executive, the target bonus percentage specified for such Executive in his or her Employment Agreement.

  • Performance Year means the calendar year prior to the year in which an Annual Award is made by the Committee.