Closing Date Leverage Ratio definition

Closing Date Leverage Ratio means, the ratio of (a) Funded Debt as of the Closing Date after giving pro forma effect to the Transactions, to (b) Closing Date EBITDA.

Closing Date Leverage Ratio means (i) prior to the consummation of the Empire Acquisition, the Total Leverage Ratio as of the Closing Date, (ii) upon the consummation of the Empire Acquisition and the Borrowing under Delayed Draw Term Loan A Facility related thereto, the Closing Date Leverage Ratio shall be the Total Leverage Ratio as of the date of the consummation of the Empire Acquisition and (iii) upon each Borrowing under the Delayed Draw Term Loan B Facility, the Closing Date Leverage Ratio shall be calculated on a Pro Forma Basis and in accordance with Section 1.09.

Closing Date Leverage Ratio shall have the meaning given to such term in the Ares Term Loan Agreement, as in effect on the Closing Date.

Examples of Closing Date Leverage Ratio in a sentence

• The Closing Date Leverage Ratio shall be no greater than 2.75 to 1.00 and the Administrative Agent shall have received a duly completed certificate executed by a Responsible Officer of the Borrower setting forth a calculation of such Closing Date Leverage Ratio, in form and substance satisfactory to the Administrative Agent (including a reasonably detailed calculation of Closing Date EBITDA).

• The Administrative Agent shall have received a compliance certificate in form acceptable to the Administrative Agent and executed by the chief executive officer or chief financial officer of the Borrower and reflecting a Closing Date Leverage Ratio of no greater than 1.50 to 1.00.

• The US Administrative Agent shall have received an officer’s certificate executed by a Responsible Officer of the US Borrower, reflecting the Closing Date Leverage Ratio of no greater than 3.50 to 1.00, after giving pro forma effect to the Transactions.

• The Administrative Agent shall have received a certificate substantially in the form of Exhibit G, certifying that the Closing Date Leverage Ratio determined on a pro forma basis after giving effect to the Transactions on the Effective Date and the use of proceeds thereof shall not exceed 6.20 to 1.0.

• I have executed this Closing Date Leverage Ratio Certificate on the date first written above.

• Closing Date Leverage Ratio.....................................................

• The Administrative Agent shall have received an officer’s certificate executed by a Responsible Officer of the Borrower, reflecting the Closing Date Leverage Ratio of no greater than 3.75 to 1.00, after giving pro forma effect to the Transactions.

• The Closing Date Leverage Ratio shall not be greater than 5.50 to 1.00.

• The Administrative Agent shall have received an officer’s certificate executed by a Responsible Officer of the Borrower, reflecting the Closing Date Leverage Ratio of no greater than 2.75 to 1.00, after giving pro forma effect to the Transactions.

More Definitions of Closing Date Leverage Ratio

Closing Date Leverage Ratio means the Total Leverage Ratio on the 2021 Note Purchase Closing Date after giving effect to the transactions contemplated under the 2021 Note Purchase Documents.

Closing Date Leverage Ratio means the ratio of (i) Consolidated Indebtedness (excluding for this purpose the Deferred Payment Obligation) of the Borrower as of the Closing Date to (ii) Consolidated EBITDA of the Borrower for the four consecutive fiscal quarter period ending on September 30, 2010, calculated on a Pro Forma Basis giving effect to the consummation of the Transactions.

Closing Date Leverage Ratio means, with respect to the four most-recent fiscal quarters of the Target ended not less than 45 days prior to the Effective Date, the ratio of total debt of the Target and its consolidated Subsidiaries on the last day of such period (as determined in accordance with GAAP) to Closing Date Target EBITDA for such period.

Closing Date Leverage Ratio means the ratio of (a) the Consolidated Total Debt on the Effective Date, after giving pro forma effect to the Transactions and any Advances made on the Effective Date, less available and unencumbered cash (other than (i) Liens in favor of the Administrative Agent pursuant to Security Documents, and (ii) Liens in favor of the depository institution holding such deposit accounts arising solely by virtue of such depository institution’s standard account documentation or any statutory or common law provision relating to banker’s liens, rights of set-off or similar rights and remedies burdening only such deposit accounts and only to the extent of any amounts owing in respect of such standard account documentation) of the Borrower and the Restricted Subsidiaries of the Borrower, to (b) the Consolidated EBITDA for the four-fiscal quarter period ended December 31, 2011.