Formula Value definition

Formula Value means the sum of:

Formula Value means, in respect of a stock option award to purchase Honeywell Common Stock granted in 2018 under the Honeywell Equity Plans, the product of (a) the number of shares of Honeywell Common Stock subject to such option award, multiplied by (b) $23.65.

Formula Value means, with respect to any date, the amount which is equal ------- ----- to the aggregate of (a) the product obtained by multiplying EBITDA (as defined below) during the 12 full calendar months immediately preceding such date by -- five and seven-tenths (5.7), less (b) the sum of (i) the Company's consolidated ---- funded indebtedness outstanding on such date, including (without limitation) obligations under capitalized leases, and (ii) the liquidation value of, and accrued dividends on, any preferred stock of the Company outstanding on such date, plus (c) the aggregate cash balances and cash equivalents of the Company ---- and its Subsidiaries on such date. As used in this definition, "EBITDA" for any ------ period, means the Consolidated Net Income (as defined below) of the Company and its Subsidiaries for such period plus to the extent deducted in determining Consolidated Net Income all (a) income taxes (including reserves for deferred income taxes), (b) gross interest expense, (c) depreciation and (d) amortization, all determined on a consolidated basis in accordance with generally accepted accounting principles consistently applied for such period. As used in this definition, "Consolidated Net Income" means, for any period, the ------------ --- ------ net income (or loss) of the Company and its Subsidiaries for such period on a consolidated basis, after deducting all operating expenses, provisions for all taxes and reserves (including reserves for deferred income taxes) and all other proper deductions, all determined in accordance with generally accepted accounting principles consistently applied, after eliminating all intercompany items and after adjustment for any add-backs or other similar adjustments properly made in connection with the transactions contemplated by the Merger Agreement and the Investment Agreement, but excluding from the definition of Consolidated Net Income any extraordinary gains and/or losses and any gains and/or losses from the sale or other disposition of assets other than in the ordinary course of business, all determined in accordance with generally accepted accounting principles consistently applied.

Examples of Formula Value in a sentence

• Shares of stock issued under the Plan may be in whole or in part authorized and unissued or treasury shares of the Corporation's common stock, par value $1.00 ("Common Stock"), or "Formula Value Stock" as defined in Section 8.12(d) (Common Stock and Formula Value Stock severally and collectively referred to in the Plan as "Stock").

• Shares of stock issued under the Plan may be in whole or in part authorized and unissued or treasury shares of the Corporation's Class A Common Stock, par value $0.01 per share ("Common Stock"), or "Formula Value Stock" as defined in Section 8.12(d) (Common Stock and Formula Value Stock severally and collectively referred to in the Plan as "Stock").

• Formula: Value = Unit x Unit Cost x Overhead Factor Note: Numeric values reported for Value must be greater than or equal to zero.Notes:▪ The result is adjusted by area cost and inflation, as appropriate.▪ For leased and otherwise managed property, Unit should be based on the area as specified in the lease agreement.▪ Overhead Factor includes other costs that are associated with construction, such as planning and design, historic factor, supervision, inspection, and other overhead costs.

• The Independent Accountant shall determine the Base Cost, Company Value, Formula Value or Operating Profit of the Company within 30 days after its appointment and shall be instructed to deliver to the Company and the Executive a written report of its determination of the amount of such Base Cost, Company Value, Formula Value or Operating Profit.

• If the Board of Directors determines that the Formula Value (as defined herein) at the end of the fiscal year during which such determination is made is likely to be less than (i) the Formula Value at the end of the prior fiscal year less (ii) the aggregate amount of dividends declared on the Common Stock since the end of the prior fiscal year, the Board of Directors may suspend the Corporation's duty to repurchase shares of Common Stock in accordance with this Article VIII.

More Definitions of Formula Value

Formula Value. For any Accounting Period, the product of eight (8) and Operating Profit of the Company for such Accounting Period.

Formula Value means the price determined on a Valuation Date by subtracting (i) Total Debt and (ii) Total Preferred Stock from the Enterprise Value, adding Total Cash to this difference and dividing such sum by the aggregate of the number of shares of capital stock of the Company outstanding on such Valuation Date (including all vested and unvested Shares) and all shares of common equity of the Company which may be issuable upon the exercise of options and warrants of the Company outstanding on such Valuation Date (whether or not then exercisable); provided, however, that any option which is not subject to a specific vesting schedule and only becomes fully exercisable upon a DLJMB Liquidation Event which realizes an internal rate of return in excess of fifty percent shall not be included in the outstanding option number on such Valuation Date.

Formula Value means the sum of (I) the aggregate exercise price of all In-the-Money Options to purchase Common Stock exercisable as of the most recent fiscal year end plus (II) the greater of:

Formula Value means the average of annual net earnings as reported per share of Common Stock of the Company for five (5) Fiscal Years ending as of the end of that Fiscal Year. For purposes of calculating the five-year average of annual net earnings as reported per share of Common Stock of the Company, Five-Year Average Reported Net Earnings is divided by Five-Year Average Reported Average Basic Shares Outstanding. The Formula Value shall be rounded to the nearest cent.

Formula Value means the price determined on a Valuation Date by subtracting (i) Total Debt and (ii) Total Preferred Stock from the Enterprise Value, adding Total Cash to this difference and dividing such sum by the aggregate of the number of shares of capital stock of the Company outstanding on such Valuation Date, all Potential Units and Earned Units that are outstanding on such Valuation Date and all shares of common equity of the Company which may be issuable upon the exercise of options and warrants of the Company outstanding on such Valuation Date (whether or not then exercisable).

Formula Value means: the product of (x) six (6), multiplied by (y) EBIT plus depreciation, amortization and other non-cash charges deducted in determining net income, calculated for the Company and its subsidiaries on a consolidated basis for the last four full fiscal quarters ended immediately preceding the Valuation Date, as determined in accordance with GAAP, by the accountants regularly engaged to audit the Company’s financial statements.

Formula Value means that dollar amount which shall be equal to (i) six (6) times the consolidated EBITDA of the Purchaser and its consolidated Subsidiaries (including the Company) for the Fiscal Year ended immediately prior to the date of any Triggering Event, LESS (ii) the outstanding indebtedness for borrowed money (including capitalized lease obligations) owed by the Purchaser and its consolidated Subsidiaries (including the Company), as at the date of the applicable Triggering Event.