Company Book Value means $847,700,000, which is “total shareholders’ equity” as of December 31, 2006, as set forth in the Company Financial Statements as of and for the year ended December 31, 2006.
Company Book Value means the value of the Company’s common book value as of the Pricing Date, determined in accordance with the methodologies set forth on Schedule C .
Company Book Value means the value of the Company’s common book value as of the Pricing Date, determined in accordance with the methodologies set forth on Schedule C.
Examples of Company Book Value in a sentence
Seller shall, upon the reasonable written request of the Buyer Representative and subject to the terms and conditions of the Merger Agreement, exercise Seller’s right pursuant to Schedule C of the Merger Agreement to request that AMTG challenge the pricing methodologies used in determining the Company Book Value pursuant to the Merger Agreement.
The Company's accounting policies and practices as utilized for the calculation of Company Book Value as of December 31, 1995 are acceptable to United and PFC Acquisition, except for any personal holding company tax matters.
Book value shall be computed by subtracting all depreciation expense recorded on the books of Company against such Fixed Assets according to GAAP consistent with consistent with the past practices of Company ("Book Value").
As used in this Plan, the following terms shall have the meanings indicated: "Company Book Value" means the shareholders' equity of the Company, determined in accordance with GAAP.
Each of United and PFC Acquisition has reviewed the accounting policies and practices of the Company and the Bank utilized in connection with the calculation of Company Book Value and agrees that Company Book Value is calculated to be $22,386,184 as of December 31, 1995.
More Definitions of Company Book Value
Company Book Value means $2,880,000,000.
Company Book Value means, as of the date of determination, (i) the Company's total assets less (ii) the Company's Intangible Assets less (iii) all of the Company's liabilities, in each case determined on a consolidated basis in accordance with GAAP; provided, however, in calculating Company Book Value the assets, Intangible Assets and liabilities of the Dresden, Germany Unrestricted Subsidiary shall be excluded.
Company Book Value means the consolidated shareholders' equity of the Company and the Company Bank, determined in accordance with GAAP, as reflected on the audited balance sheet as of December 31, 1996, as adjusted (if at all) in accordance with Section 1.6 hereof, LESS (i) the Company's Deal Expenses, and (ii) 50% of the Retention Bonuses; PROVIDED, HOWEVER, that, except as otherwise agreed by the parties, if the allowance for loan and lease losses is less than $5,360,000 as shown on such balance sheet, then the Company Book Value shall be reduced by an amount equal to the after-tax effect of the difference between $5,360,000 and such lesser sum. "Company's Per Share Book Value" means the QUOTIENT obtained by dividing the Company Book Value by the aggregate number of fully-diluted shares of Company Common Stock outstanding immediately prior to the Effective Time, calculated in the manner set forth in the example provided in Annex 6 hereto. "Deal Expenses" means the sum of the after tax-effect of (i) all fees and expenses paid or accrued to a party's financial advisors and consultants arising out of or relating to this Plan, (ii) the fees and expenses of such party's independent accountants and attorneys paid or accrued in connection with the preparation and negotiation of this Plan and (iii) all costs paid pursuant to the last sentence of Section 1.6(c) hereof; PROVIDED, HOWEVER, that "Deal Expenses" shall not include any such expenses booked as an expense or otherwise deducted from consolidated shareholders' equity in the preparation of financial statements contemplated by Section 1.6. "GAAP" means generally accepted accounting principles applicable to bank holding companies, consistently applied. C-39
Company Book Value means that amount equal to the sum of the Company's capital, surplus and undivided profits account, plus year-to-date earnings through the Valuation Date, but excluding the net unrealized gains or losses on available-for-sale securities (recorded under the provisions of FASB 115), calculated in accordance with GAAP, or as required by regulatory accounting principles, consistently applied.
Company Book Value means the shareholders' equity of the Company, determined in accordance with GAAP. "GAAP" means generally accepted accounting principles applicable to bank holding companies, consistently applied. "Material" means material to Western or the Company (as the case may be) and their respective Subsidiaries, taken as a whole. "Material Adverse Effect", with respect to a person, means any condition, event, change or occurrence that is reasonably likely to have a Material adverse effect upon (A) the condition (financial or other), properties, assets, business, results of operations or prospects of such person and its Subsidiaries, taken as a whole, or (B) the ability of such person to perform its obligations under, and to consummate the transactions contemplated by, this Plan. "Person" includes an individual, corporation, partnership, association, trust or unincorporated organization. "Subsidiary", with respect to a person, means any other person controlled by such person. When a reference is made in this Plan to Sections or Annexes, such reference shall be to a Section of, or Annex to, this Plan unless otherwise indicated. The table of contents, index of defined terms and headings contained in this Plan are for ease of reference only and shall not affect the meaning or interpretation of this Plan. Whenever the words "include", "includes", or "including" are used in this Plan, they shall be deemed followed by the words "without limitation". Any singular term in this Plan shall be deemed to include the plural, and any plural term the singular. SECTION 8.2.
Company Book Value means, as of the date of determination, (a) the Company's total assets less (b) the Company's Intangible Assets less (c) all of the Company's liabilities, in each
Company Book Value means the consolidated shareholders' equity of the Company and the Company Bank, determined in accordance with GAAP, as reflected on the audited balance sheet as of December 31, 1996, as adjusted (if at all) in accordance with Section 1.6 hereof, less (i) the Company's Deal Expenses, and (ii) 50% of the Retention Bonuses; provided, however, that, except as otherwise agreed by the parties, if the allowance for loan and lease losses is less than $6,300,000 as shown on such balance sheet, then the Company Book Value shall be reduced by an amount equal to the after-tax effect of the difference between $6,300,000 and such lesser sum.