Consolidated Pro Forma EBITDA definition

Consolidated Pro Forma EBITDA means the Pro Forma EBITDA of the Company and its Restricted Subsidiaries, determined on a consolidated basis.

Consolidated Pro Forma EBITDA means, for any Person, for any period, without duplication, Consolidated EBITDA of such Person, (i) plus the Consolidated EBITDA for such period of any Subsidiary of Person acquired during such period, as if acquired on the first day of such period and (ii) minus the Consolidated EBITDA for such period of any Subsidiary of such Person disposed of during such period, as if disposed of on the first day of such period, determined in a manner reasonably satisfactory to Administrative Agent.

Consolidated Pro Forma EBITDA means the sum of (a) Consolidated EBITDA, plus (b)

Examples of Consolidated Pro Forma EBITDA in a sentence

• The leverage ratio is defined in the credit facility as the ratio of Consolidated Funded Indebtedness (as defined in the credit facility) on the last day of any trailing four quarter period to Consolidated Pro Forma EBITDA (as defined in the credit facility) for such period.

• The debt service coverage ratio is defined in the credit facility as the ratio of Consolidated Pro Forma EBITDA less the sum of capital distributions paid in cash (other than those made with respect to the preferred stock issued under the Operating Agreement), Consolidated Unfunded Capital Expenditures (as defined in the credit facility), and net cash income taxes to the sum of cash interest expense, any dividends on the preferred stock paid in cash, and scheduled principal payments on funded indebtedness.

• Xxxxxxx to the Borrowers, Consolidated Pro Forma EBITDA shall be calculated after giving pro forma effect to the acquisition of the M/V Xxx X.

• The parties hereto agree with the Administrative Agent that for each period that Consolidated Pro Forma EBITDA is calculated after the delivery of the M/V Xxx X.

• The “Applicable Vesting Factor” shall be equal to either (i) the sole Vesting Factor that corresponds to the actual Cumulative Consolidated Pro Forma EBITDA set forth in the table in Section 1(m) above in the event there is no Vesting Factor Range, or (ii) the sum of (A) the lowest Vesting Factor in the applicable Vesting Factor Range that corresponds to the actual Cumulative Consolidated Pro Forma EBITDA set forth in the table in Section 1(m) above, plus (B) the ProRata Vesting Factor Increase.

More Definitions of Consolidated Pro Forma EBITDA

Consolidated Pro Forma EBITDA is defined in the Compliance Certificate.

Consolidated Pro Forma EBITDA means for any Relevant Period the Consolidated EBITDA, adjusted to:

Consolidated Pro Forma EBITDA means, for purposes of calculating the Consolidated Leverage Ratio in respect of any four Fiscal-Quarter period, Consolidated Adjusted EBITDA for such period calculated on a pro forma basis after giving effect to any acquisitions of new Subsidiaries by Company or any of its Subsidiaries during such period as if such acquisitions had been consummated on the first day of such period.

Consolidated Pro Forma EBITDA has the meaning given to it in Clause 21.3 (Financial Definitions);

Consolidated Pro Forma EBITDA. Consolidated EBITDA of any Person and any of its Subsidiaries acquired in a Permitted Acquisition calculated in a manner satisfactory to the Agent (and agreed to in writing by the Agent), adjusted by verifiable expense reductions, if any, which are reasonably expected to be realized, in each case calculated by the Borrowers’ Agent and approved by the Agent in its reasonable discretion based on Agent’s customary underwriting policy.

Consolidated Pro Forma EBITDA for any Relevant Period, means Consolidated EBITDA plus the EBITDA generated by Permitted Acquisitions completed during that Relevant Period from the date falling on the beginning of the Relevant Period through to the date on which such Permitted Acquisitions were closed and (i) in respect of each Quarter Period during 2005, plus EUR2,250,000; (ii) in respect of the Relevant Period ending on 31 December 2006, plus EUR10,600,000 and (iii) in respect of the Relevant Period ending on 31 March 2007, plus EUR5,300,000;

Consolidated Pro Forma EBITDA means the Company’s operating income, excluding depreciation and amortization expense and including the impact of foreign currency transactions and other expense, all determined in accordance with U.S. GAAP, adjusted to exclude the impact of those items excluded from the non-GAAP financial metric “pro forma EBITDA,” as publicly disclosed annually or quarterly, as applicable, by the Company in connection with the Company’s annual and quarterly earnings announcements. Consolidated Pro Forma EBITDA as publicly disclosed typically excludes and/or includes items that are, among other things, non-cash in nature, or related to unusual or non-recurring events, or in response to changes in laws or regulations, or to account for gains, losses or expenses determined to be extraordinary or unusual in nature or infrequent in occurrence, or are unpredictable as to amount or timing, not driven by core operating results and render comparisons with prior periods less meaningful, or related to the acquisition of a business or the disposition of a business or a segment of a business, or related to a change in accounting principles. Consolidated Pro Forma EBITDA shall also be adjusted (i) to exclude the financial results from any acquisition or to include the prospective forecasted results for any disposition of a business or a segment of a business made during the Performance Period and (ii) to exclude the on-going impact of change in accounting principles. Notwithstanding the foregoing, in determining Consolidated Pro Forma EBITDA, the Committee shall have the authority to make additional adjustments that it considers, in its good faith judgment, necessary to maintain the intent and principles consistent with the foregoing adjustments.