Initial Net Worth definition

Initial Net Worth. As defined in Section 3.2.
Sample 1
Initial Net Worth means Eighty-Seven Million Four Hundred Thirty-Eight Thousand U.S. Dollars ($87,438,000).;
Sample 1
Initial Net Worth means the difference between (A) the total assets of the Company as of the close of business on December 31, 1996 reduced by (B) the total liabilities of the Company as of the close of business on December 31, 1996, in each case as reflected on the audited December 31, 1996 balance sheet provided by the Company. "Closing Net Worth" shall mean the difference between (A) the total assets of the Company as of the Closing Date reduced by (B) the total liabilities of the Company as of the Closing Date, in each case as reflected on the Closing Date Balance Sheet. The Closing Net Worth shall not be reduced by (i) any legal and accounting fees associated with the transactions contemplated by this Agreement or (ii) any other transactions contemplated by this Agreement, including, without limitation, the asset transfers set forth in Sections 6.17, 6.18 and 6.19 and the transactions set forth in Section 6.23.
Sample 1

Examples of Initial Net Worth in a sentence

  • Thereafter, Borrower shall not permit its Net Worth, on a consolidated basis, to be less than the Initial Net Worth Amount as positively increased by the “Increase Amount” as of the end of each fiscal quarter and fiscal year, with the first Increase Amount determined as of March 31, 2010 and as of the end of each fiscal quarter and fiscal year thereafter.

  • At the Closing, Buyer will pay to Seller, by wire ------------------ transfer of immediately available funds, the sum of $43 Million plus or minus the amount by which the Initial Net Worth (defined below) is greater or lesser than $33,230,000.

  • At that time, an adjustment will be made to the cash component of the Purchase Price to reflect any difference between the Initial Net Worth and the Closing Net Worth.

  • Notwithstanding the foregoing, for purposes of calculating the Base Payment, the Initial Net Worth shall not exceed Two Hundred Fifty Thousand Dollars ($250,000.00).

  • As of the Initial Delivery Date, the Initial Net Worth Standard is met.

  • If the Initial Net Worth Adjustment or the Net Worth Adjustment Balance, as the case may be, is negative, the amount thereof will be payable by Carlyle to Holding.

  • As of the initial Delivery Date, the Initial Net Worth Standard is met.

  • The Initial Net Worth, for purposes of determining the Base Payment, shall be equal to CoreWest's tangible net worth, calculated according to GAAP, including full reserve for all the foregoing liabilities and expenses related to the Acquisition as of and for the year ending December 31, 1996.

  • On the date the Closing Statements are deemed final, amounts payable as Earnout Consideration and, if necessary, on the Parent Promissory Note, shall automatically and without further action by any Person be reduced by an amount equal to the greater of: (i) the amount by which the Initial Net Worth exceeds the Closing Net Worth and (ii) the amount by which eighty percent (80%) of the Initial Working Capital exceeds the Closing Working Capital.

  • In the event the Closing Balance Sheet is not available at Closing, then the portion of the Base Payment representing $7,526,000 (i.e., 244,204 Exchange Shares) shall be paid at Closing and the balance of the Base Payment, representing the Initial Net Worth up to a maximum of $250,000, shall be paid once the Closing Balance Sheet is delivered by CoreWest to Buyer and Buyer determines that it is reasonably satisfactory in form and content.


More Definitions of Initial Net Worth

Initial Net Worth shall have the meaning set forth in Section 2.3(a).
Sample 1
Initial Net Worth means the Net Worth of Cirronet as of March 31, 2006, which was Two Million Four Hundred Forty-Five Thousand Two Hundred Thirty-Eight dollars ($2,445,238).
Sample 1
Initial Net Worth is defined in Section 6.1(k) hereof.
Sample 1
Initial Net Worth means Eighty-Five Million Six Hundred Ninety-Seven Thousand U.S. Dollars ($85, 697, 000).
Sample 1

Related to Initial Net Worth

  • Net Worth means the aggregate value of the paid-up share capital and all reserves created out of the profits and securities premium account, after deducting the aggregate value of the accumulated losses, deferred expenditure and miscellaneous expenditure not written off, as per the audited balance sheet, but does not include reserves created out of revaluation of assets, write-back of depreciation and amalgamation.

  • Minimum Net Worth means, for any Fiscal Quarter, the minimum Consolidated Net Worth required to be maintained by the Parent as of the end of such Fiscal Quarter pursuant to Section 6.12.

  • Minimum Tangible Net Worth means, with respect to the Parent, at any time, the sum of (a) $1,418,939,250 plus (b) 75% of the aggregate net proceeds received by the Parent or any of its Subsidiaries after September 30, 2013 in connection with any offering of Stock or Stock Equivalents of the Parent or its Subsidiaries; provided however, that any such net proceeds used solely for the purpose of redeeming the Parent’s preferred stock shall not be included in such sum.

  • Book Net Worth means the aggregate of the common and preferred stockholders' equity in the Borrower, determined in accordance with GAAP.

  • Effective Tangible Net Worth means the Borrower's stated net worth plus Subordinated Debt but less all intangible assets of the Borrower (i.e., goodwill, trademarks, patents, copyrights, organization expense and similar intangible items).

  • Final Net Working Capital shall have the meaning set forth in Section 2.3(b)(ii).

  • Adjusted Net Worth of each Guarantor shall mean the greater of (x) the Net Worth (as defined below) of such Guarantor and (y) zero; and (iii) the “Net Worth” of each Guarantor shall mean the amount by which the fair saleable value of such Guarantor’s assets on the date of any Relevant Payment exceeds its existing debts and other liabilities (including contingent liabilities, but without giving effect to any Guaranteed Obligations arising under this Guaranty or any guaranteed obligations arising under any guaranty of any Permitted Additional Indebtedness) on such date. Notwithstanding anything to the contrary contained above, any Guarantor that is released from this Guaranty pursuant to Section 17 hereof shall thereafter have no contribution obligations, or rights, pursuant to this Section 18, and at the time of any such release, if the released Guarantor had an Aggregate Excess Amount or an Aggregate Deficit Amount, same shall be deemed reduced to $0, and the contribution rights and obligations of the remaining Guarantors shall be recalculated on the respective date of release (as otherwise provided above) based on the payments made hereunder by the remaining Guarantors. All parties hereto recognize and agree that, except for any right of contribution arising pursuant to this Section 18, each Guarantor who makes any payment in respect of the Guaranteed Obligations shall have no right of contribution or subrogation against any other Guarantor in respect of such payment until the Termination Date. Each of the Guarantors recognizes and acknowledges that the rights to contribution arising hereunder shall constitute an asset in favor of the party entitled to such contribution. In this connection, each Guarantor has the right to waive its contribution right against any Guarantor to the extent that after giving effect to such waiver such Guarantor would remain solvent, in the determination of the Required Lenders.

  • Adjusted Tangible Net Worth As of the date of determination thereof, the sum of: (i) Servicer's Tangible Net Worth; plus

  • Tangible Net Worth is, on any date, the consolidated total assets of Borrower and its Subsidiaries minus, (i) any amounts attributable to (a) goodwill, (b) intangible items such as unamortized debt discount and expense, patents, trade and service marks and names, copyrights and research and development expenses except prepaid expenses, and (c) reserves not already deducted from assets, and (ii) Total Liabilities.

  • Consolidated Net Worth means at any time the consolidated stockholders’ equity of the Borrower and its Subsidiaries calculated on a consolidated basis as of such time.

  • Target Net Working Capital means $0.

  • Good Value means that the Benchmarked Rates are within the Upper Quartile

  • Consolidated Tangible Net Worth means, as of any date of determination, for the Borrower and its Subsidiaries on a consolidated basis, Shareholders’ Equity of the Borrower and its Subsidiaries on that date minus the Intangible Assets of the Borrower and its Subsidiaries on that date.

  • Estimated Closing Net Working Capital has the meaning set forth in Section 2.5.

  • Consolidated Net Working Capital means (a) all current assets of the Company and its Restricted Subsidiaries except current assets from Oil and Gas Hedging Contracts, less (b) all current liabilities of the Company and its Restricted Subsidiaries, except (i) current liabilities included in Indebtedness, (ii) current liabilities associated with asset retirement obligations relating to oil and gas properties and (iii) any current liabilities from Oil and Gas Hedging Contracts, in each case as set forth in the consolidated financial statements of the Company prepared in accordance with GAAP (excluding any adjustments made pursuant to FASB ASC 815).

  • Target Net Working Capital Amount means an amount equal to $23,085,000.00.

  • Estimated Net Working Capital has the meaning set forth in Section 2.3(a).

  • Closing Date Net Working Capital has the meaning set forth in Section 2.7(a).

  • Net Working Capital means, at any time, Consolidated Current Assets at such time minus Consolidated Current Liabilities at such time.

  • Unencumbered Asset Value means, at any time for the Consolidated Group, without duplication, the sum of the following: (a) an amount equal to (i) Unencumbered NOI from all Unencumbered Properties (other than Non-Stabilized Properties and acquisition properties described in clause (b) below) that have been owned by the Consolidated Group for four full fiscal quarter periods or longer (which amount for each individual Unencumbered Property as well as the aggregate amount for all Unencumbered Properties shall not be less than zero) divided by (ii) the Capitalization Rate, plus (b) the aggregate acquisition cost of all Unencumbered Properties acquired during the then most recently ended four fiscal quarter period, plus (c) the undepreciated book value of Unencumbered Properties that are Non-Stabilized Properties; provided that if the Unencumbered Asset Value attributable to Non-Stabilized Properties accounts for more than 15% of Unencumbered Asset Value, the amount of undepreciated book value of such Non-Stabilized Properties that exceeds such limit shall be deducted from Unencumbered Asset Value, plus (d) cash from like-kind exchanges on deposit with a qualified intermediary (“1031 proceeds”), plus (e) the value of Mezzanine Debt Investments and Mortgage Receivables owned by the Consolidated Group that are not more than ninety (90) days past due determined in accordance with GAAP, in each case that are not subject to a Lien or Negative Pledge; provided that if the Unencumbered Asset Value attributable to Mezzanine Debt Investments and Mortgage Receivables accounts for more than 10% of Unencumbered Asset Value, the amount of Mezzanine Debt Investments and Mortgage Receivables that exceeds such limit shall be deducted from Unencumbered Asset Value, plus (f) the undepreciated book value of all Unimproved Land and Construction in Progress owned by the Consolidated Group to the extent any such assets are not subject to a Lien or Negative Pledge, plus (g) Balance Sheet Cash; provided that, to the extent that Unencumbered Asset Value attributable to investments in Mezzanine Debt Investments, Mortgage Receivables, 1031 proceeds, Unimproved Land, and Construction in Progress account for more than 25% of Unencumbered Asset Value, in the aggregate, the amount that exceeds such limit shall be deducted from Unencumbered Asset Value. For clarification purposes, in determining whether clause (a) or clause (b) above applies, the date a Property will be deemed to have been acquired is the date it was acquired by the Consolidated Group or any prior Affiliate of the Consolidated Group.

  • Consolidated Adjusted Net Worth means, as of any day for the Consolidated Group, the sum of (a) total shareholders’ equity or net worth plus (b) accumulated depreciation and accumulated amortization, in each case, determined on a consolidated basis in accordance with GAAP; but excluding, in any event, for purposes hereof, unrealized gains and losses on Swap Contracts reported on a consolidated balance sheet as accumulated other comprehensive income or loss.

  • Final Closing Net Working Capital has the meaning set forth in Section 2.6(c).

  • Adjusted Consolidated Net Worth means, at any date, without duplication, the sum of (a) the consolidated shareholders’ equity, determined in accordance with GAAP, of the Guarantor and its Consolidated Subsidiaries, plus (b) the aggregate Hybrid Instrument Amount plus (c) the VA Adjustment Amount; provided that, in determining such Adjusted Consolidated Net Worth, there shall be excluded (i) any “Accumulated Other Comprehensive Income (Loss)” shown on the consolidated balance sheet of the Guarantor and its Consolidated Subsidiaries prepared in accordance with GAAP, (ii) the effect of any election under the fair value option in FASB ASC 825 permitting a Person to measure its financial assets or liabilities at the fair value thereof, and the related tax impact and (iii) all noncontrolling interests (as determined in accordance with Statement of Financial Accounting Standards No. 160, entitled “Noncontrolling Interests in Consolidated Financial Statements”) shown on the consolidated balance sheet of the Guarantor and its Consolidated Subsidiaries.

  • Closing Net Working Capital means the Net Working Capital as of the open of business on the Closing Date.

  • Total Unencumbered Assets means the sum of (i) those Undepreciated Real Estate Assets not subject to an Encumbrance for borrowed money and (ii) all other assets of the Company and its Subsidiaries not subject to an Encumbrance for borrowed money determined in accordance with GAAP (but excluding accounts receivable and intangibles).

  • Net Working Capital Target means $0.00.