Capital Deployment Hurdle definition

Capital Deployment Hurdle means the Capital Deployment Hurdle Numerator divided by the Capital Deployment Hurdle Denominator.
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Capital Deployment Hurdle means the threshold at which the PI Transaction Value of all completed Permitted Investments exceeds 75% of the Escrow Proceeds. For purposes of this Agreement, “Escrow Proceeds” means 98% of the Net Proceeds, which will be placed in escrow with The Bank of New York Mellon, as escrow agent, solely for use in connection with Permitted Investments. For purposes of this Agreement, “PI Transaction Value” means, without duplication, the sum of (i) the cost of such Permitted Investment, whether consummated or subject to definitive documentation pursuant to which the Company provides a commitment of capital to consummate such Permitted Investment; (ii) the amount of debt which is senior in the capital structure to, or pari passu with, each Permitted Investment (such as, in the event the Company makes a mezzanine loan to a hotel owner, the amount of any mortgage loan encumbering the hotel), only to the extent such Permitted Investment, after consultation with third party accountants, would reasonably be expected to be required to be consolidated on the Company’s balance sheet pursuant to U.S. generally accepted accounting principles (“GAAP”); (iii) any equity with a liquidation preference which is senior to, or pari passu with, each Permitted Investment (such as, in the event the Company purchases common equity in an entity that owns hotel properties, any outstanding preferred equity issued by such entity which has a liquidation preference senior in priority to the Company’s investment), only to the extent such Permitted Investment, after consultation with third party accountants, would reasonably be expected to be required to be consolidated on the Company’s balance sheet pursuant to GAAP; (iv) estimated closing costs, due diligence costs and applicable transaction expenses; and (v) estimated amounts needed to cover future capital and funding commitments relating to such Permitted Investment (as set forth in a written agreement or budget) including, without limitation, capital expenditures, escrows and follow-on investments or advances. For purposes of this Agreement, “Permitted Investment” means hospitality and related investments, with a focus on distressed opportunities primarily in the United States and Canada. For purposes of this Agreement, “Net Proceeds” means the gross proceeds from the Offering less the underwriting discounts and commissions and estimated offering and organizational costs and offering expenses.
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Examples of Capital Deployment Hurdle in a sentence

  • From the Effective Date until the occurrence of the earlier of (x) the satisfaction of the Capital Deployment Hurdle (as defined herein) or (y) 12 months from the Effective Date, the Company agrees to pay the Employee an annual base salary that initially shall be $150,000 (the “Initial Base Salary”).

  • From the Effective Date through the earlier of (i) the date on which the Company satisfies the Capital Deployment Hurdle (as defined in the Registration Statement) or (ii) July 31, 2012, the Employee will not be entitled to receive any salary from the Company pursuant to this Agreement, except that nothing herein shall prohibit the Employee from receiving any discretionary bonus approved by the Board or the compensation committee of the Board (the “Compensation Committee”).

  • Commencing the earlier of (i) the date following the date on which the Company satisfies the Capital Deployment Hurdle or (ii) August 1, 2012, the Company agrees to pay the Employee an annual base salary of $400,000 (as increased from time to time in accordance with Section 5 below, the “Annual Base Salary”).

  • The undersigned acknowledges that Escrow Agent is not responsible for independently verifying that the Capital Deployment Hurdle has been satisfied.

  • Upon termination of this Agreement prior to the satisfaction of the Capital Deployment Hurdle, Escrow Property then held hereunder shall be distributed in accordance with Article II, Section 11.

  • This Section 5.10 shall apply during the period commencing upon the filing of these Articles of Amendment and Restatement and terminating upon the earlier to occur of: (i) the satisfaction of the Capital Deployment Hurdle (as defined below) or (ii) July 27, 2011 (such date being hereinafter referred to as the “Termination Date”).

  • The closing of the tender offer and the other terms and conditions thereof will be subject to the requirements and limitations as more particularly described in the Registration Statement, the condition that the Capital Deployment Hurdle is not satisfied by the Termination Date and other customary closing conditions.

  • This Section 5.10 shall apply during the period commencing upon the filing of these Articles of Amendment and Restatement and terminating upon the earlier to occur of: (i) the satisfaction of the Capital Deployment Hurdle (as defined below) or (ii) 12 months from the date the Corporation closes its initial public offering (the “IPO”) and the concurrent private placement (such date being hereinafter referred to as the “Termination Date”).

  • In the event the Capital Deployment Hurdle is not satisfied by June 28, 2012, the Corporation will launch a tender offer for the Common Stock (as defined in Section 6.1) as contemplated by this Section 5.10(d) on or before June 29, 2012, which must be completed by the Termination Date.

  • In addition to the amounts required by this Section 4, the Company agrees to pay to the Representatives, for the account of the several Underwriters, an amount equal to $[•] multiplied by the aggregate number of Shares purchased by the Underwriters pursuant to this Section 4 hereof (the “Conditional Payment”), if and when the Capital Deployment Hurdle Rate (as hereinafter defined) is satisfied.

Related to Capital Deployment Hurdle

  • Class D Par Value Test means the test which will be satisfied as of any Measurement Date if, on such Measurement Date, the Class D Par Value Ratio is at least equal to the percentage specified in the definition of "Coverage Test".

  • Working Capital Target means $0.

  • Class C Par Value Test means the test which will be satisfied as of any Measurement Date if, on such Measurement Date, the Class C Par Value Ratio is at least equal to the percentage specified in the definition of "Coverage Test".

  • Average Invested Capital means the average of invested capital as of December 31, 2023 and the invested capital as of December 31, 2024 where the invested capital is defined as the sum of the Company’s long-term debt plus the current portion of long-term debt, less cash, cash equivalents and investments, plus stockholder equity.

  • Net Working Capital Target means $0.00.

  • Invested Capital means the amount calculated by multiplying the total number of Shares purchased by Stockholders by the issue price at the time of such purchase, reduced by the portion of any Distribution that is attributable to Net Sales Proceeds and by any amounts paid by the Company to repurchase Shares pursuant to the Company’s plan for the repurchase of Shares.

  • Original Pre-Funded Amount The amount deposited by the Depositor in the Pre-Funding Account on the Closing Date, which amount is $36,215,225.

  • Equity Conditions Measuring Period means each day during the period beginning twenty (20) Trading Days prior to the applicable date of determination and ending on and including the applicable date of determination.

  • Total Open-End Mutual Fund Average Net Assets means the average of all of the determinations of the aggregate net assets of all open-end funds sponsored by Xxxxxx Management (excluding the net assets of such funds investing in, or invested in by, other such funds, such as Xxxxxx RetirementReady® Funds and Xxxxxx Money Market Liquidity Fund, to the extent necessary to avoid "double-counting" of such net assets) at the close of business on each business day during each month while the Management Contract is in effect.

  • Pre-Funded Amount With respect to any date of determination, the amount on deposit in the Pre-Funding Account.

  • Performance Milestone means an act or event specified in section 5.1 and described in section 9 of the EPLA.

  • AHYDO Catch-Up Payment means any payment on any Indebtedness that would be necessary to avoid such Indebtedness being characterized as an “applicable high yield discount obligation” under Section 163(i) of the Code.

  • M5 Target Amount With respect to any Distribution Date, an amount equal to the lesser of (a) the product of (i) 94.50% and (ii) the Aggregate Pool Balance for such Distribution Date determined as of the last day of the related Collection Period and (b) the amount, if any, by which (i) the Aggregate Pool Balance for such Distribution Date determined as of the last day of the related Collection Period exceeds (ii) the Targeted Overcollateralization Amount for such Distribution Date.

  • Pre-Funding Amount With respect to any date, the amount on deposit in the Pre-Funding Account.

  • Accelerated Purchase Minimum Price Threshold means, with respect to any Accelerated Purchase made pursuant to Section 2(b) hereof, any minimum per share price threshold set forth in the applicable Accelerated Purchase Notice.

  • Target Capital Account means the Capital Account of a Member as of the end of each fiscal year, increased by any amount that such Member is obligated to restore under this Agreement, is treated as obligated to restore under Treasury Regulations Section 1.704-1(b)(2)(ii)(c), or is deemed obligated to restore under the penultimate sentences of Treasury Regulations Section 1.704-2(g)(1) and (i)(5).

  • Total adjusted capital means the sum of:

  • Acquisition Amount means, for an Acquired Receivable for which the Acquisition Amount is to be included in Available Funds for a Payment Date, the excess of (i) the present value of the Principal Balance of the Receivable as of the last day of the Collection Period immediately preceding the related Collection Period (calculated using the Discount Rate on the basis of a 360-day year of twelve 30-day months and assuming each amount is received at the end of the Collection Period in which the amount is scheduled to be received) over (ii) all cash collections and any other cash proceeds received by the Issuer on the related Receivable from (but excluding) the last day of the Collection Period immediately preceding the related Collection Period to the day on which such Receivable becomes an Acquired Receivable.

  • Pre-Incentive Fee Net Investment Income means interest income, dividend income and any other income (including any other fees, other than fees for providing managerial assistance, such as commitment, origination, structuring, diligence and consulting fees or other fees that the Corporation receives from portfolio companies) accrued during the calendar quarter, minus the Corporation’s operating expenses for the quarter (including the Base Management Fee, expenses reimbursed to the Adviser under this Agreement and any interest expense and dividends paid on any issued and outstanding preferred stock, but excluding the Incentive Fee). Pre-Incentive Fee Net Investment Income includes, in the case of investments with a deferred interest feature (such as original issue discount debt instruments with payment-in-kind interest and zero coupon securities), accrued income that the Corporation has not yet received in cash. Pre-Incentive Fee Net Investment Income does not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation.

  • Adjusted Capital and Reserves means a sum equal to the aggregate of:

  • Adjusted Capital means cumulative gross proceeds generated by the Corporation from sales of shares of Common Stock (including proceeds from the Corporation’s distribution reinvestment plan) reduced for amounts paid for share repurchases pursuant to the Corporation’s share repurchase program. The calculation of the Subordinated Incentive Fee on Income for each quarter is as follows:

  • Adjusted Operating Income for each year in the Performance Period is defined as the Company’s net income from continuing operations as reported in the Company’s financial statements (including accompanying footnotes and management’s discussion and analysis), adjusted as set forth in the immediately following sentence. In calculating Adjusted Operating Income, net income from continuing operations shall be adjusted as follows: first (A) remove the after-tax effects of the following items: (i) losses (net of reinsurance) from catastrophes (as designated by the Insurance Service Office’s Property Claims Service Group, the Lloyd’s Claim Office, Swiss Reinsurance Company’s sigma report, or a comparable report or organization generally recognized by the insurance industry, and reported by the Company as a catastrophe); asbestos and environmental reserve charges (or releases); net realized investment gains or losses in the fixed maturities and real estate portfolios; and (ii) extraordinary items, the cumulative effect of accounting changes and federal income tax rate changes, and restructuring charges, each as defined by generally accepted accounting principles in the United States, and each as reported in the Company’s financial statements (including accompanying footnotes and management’s discussion and analysis); (B) reduced, as to the first year in the Performance Period (20XX), by $XXXXXX, as to the second year in the Performance Period (20XX), by $XXXXXX times the ratio of: the Company’s 20XX consolidated personal lines homeowners net written premium plus commercial lines property net written premium plus 50% of commercial lines multi peril net written premium divided by the Company’s 20XX consolidated personal lines homeowners net written premium plus commercial lines property net written premium plus 50% of commercial lines multi peril net written premium, and as to the third year in the Performance Period (20XX), by $XXXXXX times the ratio of: the Company’s 20XX consolidated personal lines homeowners net written premium plus commercial lines property net written premium plus 50% of commercial lines multi peril net written premium divided by the Company’s 20XX consolidated personal lines homeowners net written premium plus commercial lines property net written premium plus 50% of commercial lines multi peril net written premium; and (C) reduced by an amount intended, as of the date of this award, to approximate historical levels of credit losses (on an after-tax basis) associated with the Company’s fixed income investments, determined by (i) multiplying a fixed factor, expressed as 2.25 basis points, by the amortized cost of the Company’s fixed maturity investment portfolio at the beginning of each quarter during the relevant year in the Performance Period and (ii) adding the after-tax sum of the amounts resulting from (i) for such year in the Performance Period.

  • Applicable Par Call Date means with respect to the 2024 Notes, March 2, 2024, and with respect to the 2029 Notes, July 1, 2029.