Minimum Adjusted Net Worth definition

Minimum Adjusted Net Worth of the Company means, as of any date, the sum of (i) $___ million, (ii) the amount of Recourse Debt Incurred after the date of original issuance of the Securities that is outstanding on any date of determination but only to the extent the amount of such Debt then outstanding exceeds $___ million, and (iii) __% of the Company's consolidated net income (or zero in the case of a consolidated net loss) determined in accordance with generally accepted accounting principles for the period from _____ __, ____ through the date of any determination, determined on a consolidated basis in accordance with generally accepted accounting principles.
Sample 1
Minimum Adjusted Net Worth means, in respect of the relevant financial period, the Group's "total assets" as shown in the relevant Accounting Information adjusted to "fair market value" (on a consolidated basis) of the Group, as shown in the relevant Accounting Information, excluding "current and long term debt obligations" as shown in the relevant Accounting Information.
Sample 1Sample 2
Minimum Adjusted Net Worth means, at any date, the sum of (a) $80,000,000, plus (b) 90% (or, if as of the end of the fiscal quarter for which an amount is being calculated for purposes of this clause (b) "Minimum Adjusted Net Worth" exceeds $150,000,000, then 50%) of the excess of (i) Consolidated Net Income in respect of each fiscal quarter of the Borrower ending after December 9, 1996, and prior to such date of determination (adjusted as provided below), minus (ii) as long as the Borrower is a partnership, the decrease in Consolidated Adjusted Net Worth attributable to Tax Advances and Tax Distributions made in respect of the Tax Distribution Amount for such fiscal quarter, plus (c) 90% of each increase in Consolidated Adjusted Net Worth attributable to the issuance of additional partnership interests or equity securities by, or capital contributions to, or other equity investments in, the Borrower after the Effective Date; provided that (i) "Minimum Adjusted Net -------- Worth" shall not decrease if the amount determined pursuant to clause (b) above in respect of any fiscal quarter is negative (and any such negative amount shall be disregarded in calculating "Minimum Adjusted Net Worth") and (ii) for purposes of clause (b) above, Consolidated Net Income shall be adjusted to eliminate the effects thereon of [the amortization of the initial write-up of inventories resulting from the Acquisition and any accounting adjustments resulting from the Conversion.
Sample 1

Examples of Minimum Adjusted Net Worth in a sentence

  • If the Closing Balance Sheet reflects Consolidated Stockholders’ Equity equal to or greater than the Minimum Adjusted Net Worth, then there will be no adjustment to the Merger Consideration.

  • Consolidated Adjusted Net --------------------------- Worth will not at any date be less than Minimum Adjusted Net Worth at such date.

  • Compliance with Minimum Adjusted Net Worth and Maximum Leverage Position requirements shall be tested quarterly (based on the fiscal year of SEARCH FINANCIAL SERVICES INC.) based on the then most recent financial statements of SEARCH FINANCIAL SERVICES INC., and its subsidiaries, on a consolidated basis.

  • As of the Closing Date, the "adjusted working capital" of the Company shall not be less than $26,754,000 (the "Minimum Adjusted Working Capital") and the "adjusted net worth" of the Company shall not be less than $43,590,000 (the "Minimum Adjusted Net Worth").

  • As of the end of each fiscal quarter, Borrower covenants that: (i) it shall maintain, on a consolidated basis, a Minimum Adjusted Net Worth of not less than $20,000,000; and (ii) its Adjusted Net Worth shall exceed 30% of its Adjusted Total Assets.

  • Compliance with Minimum Adjusted Net Worth and Maximum Leverage Position requirements shall be tested quarterly (based on the fiscal year of Guarantor) based on the then most recent financial statements of Guarantor and its subsidiaries, on a consolidated basis.

  • In that regard, cash and the amount recorded as customer deposits in the Company's financial statements determined in a manner consistent with past practices shall be included for purposes of determining the Minimum Adjusted Net Worth, and shall be excluded for purposes of determining Minimum Adjusted Working Capital.

  • If the Closing Balance Sheet reflects the Adjusted Equity less than the Company Minimum Adjusted Net Worth, the Common Stock Merger Consideration shall be reduced as set forth in Section 2.1(b).

  • Seller agrees that to the extent that the Minimum Adjusted Working Capital and Minimum Adjusted Net Worth thresholds set forth above are not met on the Closing Date, that Seller will remit cash to Company so that the above-described thresholds will be satisfied at the Closing Date.

  • The payment required to be made hereunder shall not affect and shall not be taken into account in determining the Company's adjusted net worth and adjusted working capital as of the Closing Date for purposes of determining whether Company has met the Minimum Adjusted Net Worth and the Minimum Adjusted Working Capital thresholds on the Closing Date.


More Definitions of Minimum Adjusted Net Worth

Minimum Adjusted Net Worth means at any relevant time, the amount by which the Consolidated Adjusted Total Assets of the Group exceed the Consolidated Adjusted Total Liabilities of the Group.
Sample 1
Minimum Adjusted Net Worth means, at any date, the sum of (a) $100,000,000, plus (b) 90% (or, if as of the end of the fiscal quarter for which an amount is being calculated for purposes of this clause (b) "Minimum Adjusted Net Worth" exceeds $150,000,000, then 50%) of the excess of (i) Consolidated Net Income in respect of each fiscal quarter of the Borrower ending after August 2, 1997, and prior to such date of determination (adjusted as provided below), minus (ii) as long as the Borrower is a partnership, the decrease in Consolidated Adjusted Net Worth attributable to Tax Advances and Tax Distributions made in respect of the Tax Distribution Amount for such fiscal quarter, plus (c) 90% of each increase in Consolidated Adjusted Net Worth attributable to the issuance of additional partnership interests or equity securities by, or capital contributions to, or other equity investments in, the Borrower after August 2, 1997; provided that "Minimum Adjusted Net Worth" shall not decrease if the amount determined pursuant to clause (b) above in respect of any fiscal quarter is negative (and any such negative amount shall be disregarded in calculating "Minimum Adjusted Net Worth").
Sample 1
Minimum Adjusted Net Worth shall equal a deficit of Nine Hundred Thirty-Five Thousand Dollars ($935,000). However, Schedule 3.2 sets forth certain orders the Company anticipates will be received within five business days of the Closing Date and the anticipated gross profit (revenue less cost of goods sold) from each such order. If such orders are not received within such five (5) business days from the Closing so that the gross profit in the aggregate from such orders is less than Two Hundred Fifty Thousand Dollars ($250,000), the Minimum Adjusted Net Worth deficit shall be reduced dollar for dollar to the extent such gross profit is less than Two Hundred Fifty Thousand Dollars ($250,000). In no event shall Minimum Adjusted Net Worth be less than a deficit of Seven Hundred Thirty-Five Thousand Dollars ($735,000) after giving effect to such adjustment, and if no such orders are received within such five (5) business days, Minimum Adjusted Net Worth shall be equal to a deficit of Seven Hundred Thirty-Five Thousand Dollars ($735,000).
Sample 1
Minimum Adjusted Net Worth means, at any date, the sum of (a) $80,000,000, plus (b) 90% (or, if as of the end of the fiscal quarter for which an amount is being
Sample 1
Minimum Adjusted Net Worth of Forest City means, as of any date, the sum of (a) $675 million, (b) the amount of Recourse Debt Incurred after the date of original issuance of the 8.5% Senior Notes that is outstanding on any date of determination, but only to the extent the amount of such Debt then outstanding exceeds $425 million, and (c) 25% of Forest City's consolidated net income (or zero in the case of a consolidated net loss) determined in accordance with generally accepted accounting principles for the period from November 1, 1997 through the date of any determination, determined on a consolidated basis in accordance with generally accepted accounting principles.
Sample 1
Minimum Adjusted Net Worth being defined for purposes of this Subsection as at the date of initial disbursement of Loans under this Agreement of the greater of (x) Nine Million One Hundred Thousand Canadian Dollars (Cdn.$9,100,000), or (y) ninety percent (90%) of the actual Adjusted Net Worth as at such date ("CLOSING NET WORTH"). Adjusted Net Worth shall be increased by seventy-five percent (75%) of Borrower's net income during each quarter (but without reduction for any loss).
Sample 1

Related to Minimum Adjusted Net Worth

  • 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.

  • 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.

  • 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.

  • Adjusted Net Earnings means net earnings (loss) attributable to common stockholders as reported in the Company’s periodic reports filed with the Securities and Exchange Commission, provided that such amount shall be adjusted by reversing the following, to the extent such adjustments were made in calculating such net earnings (loss) attributable to common stockholders:

  • 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.

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

  • 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.

  • Adjusted Maximum Amount means, with respect to a Contributing Guarantor as of any date of determination, the maximum aggregate amount of the obligations of such Contributing Guarantor under this Guaranty or a Related Guaranty, in each case determined in accordance with the provisions hereof and thereof; provided that, solely for purposes of calculating the “Adjusted Maximum Amount” with respect to any Contributing Guarantor for purposes of this paragraph 2, the assets or liabilities arising by virtue of any rights to or obligations of contribution hereunder or under any similar provision contained in a Related Guaranty shall not be considered as assets or liabilities of such Contributing Guarantor. “Aggregate Payments” means, with respect to a Contributing Guarantor as of any date of determination, the aggregate amount of all payments and distributions made on or before such date by such Contributing Guarantor in respect of this Guaranty and the Related Guaranties (including, without limitation, in respect of this paragraph 2 or any similar provision contained in a Related Guaranty). The amounts payable as contributions hereunder and under similar provisions in the Related Guaranties shall be determined as of the date on which the related payment or distribution is made by the applicable Funding Guarantor. The allocation among Contributing Guarantors of their obligations as set forth in this paragraph 2 or any similar provision contained in a Related Guaranty shall not be construed in any way to limit the liability of any Contributing Guarantor hereunder or under a Related Guaranty. Each Contributing Guarantor under a Related Guaranty is a third party beneficiary to the contribution agreement set forth in this paragraph 2.

  • Adjusted Net Assets of a Guarantor at any date shall mean the lesser of the amount by which (x) the fair value of the property of such Guarantor exceeds the total amount of liabilities, including, without limitation, contingent liabilities (after giving effect to all other fixed and contingent liabilities), but excluding liabilities under the Guarantee, of such Guarantor at such date and (y) the present fair salable value of the assets of such Guarantor at such date exceeds the amount that will be required to pay the probable liability of such Guarantor on its debts and all other fixed and contingent liabilities (after giving effect to all other fixed and contingent liabilities and after giving effect to any collection from any Subsidiary of such Guarantor in respect of the obligations of such Guarantor under the Guarantee), excluding Indebtedness in respect of the Guarantee, as they become absolute and matured.

  • Adjusted Net Operating Income or “Adjusted NOI” means, for any period, the Net Operating Income of the applicable Hotel Properties for such period, subject to the following adjustments:

  • Adjusted Net Income ’ means net income adjusted for non-cash expenses (income) such as amortization of intangible assets, deferred income taxes, and certain other expenses (income). The Company believes that Adjusted net income is useful supplemental information as it provides an indication of the results generated by the Company’s main business activities prior to taking into consideration amortization of intangible assets, deferred income taxes, and certain other non-cash expenses (income) incurred or recognized by the Company from time to time. ‘‘Adjusted net income margin’’ refers to the percentage that Adjusted net income for any period represents as a portion of total revenue for that period.

  • Adjusted Quick Ratio is the ratio of (a) Quick Assets to (b) Current Liabilities minus the current portion of Deferred Revenue.

  • stipulated minimum threshold means that portion of local production and content as determined by the Department of Trade and Industry; and

  • Consolidated Adjusted Net Income means, for any period, the net income (or net loss) of the Company and the Restricted Subsidiaries for such period as determined on a consolidated basis in accordance with GAAP, adjusted to the extent included in calculating such net income or loss by excluding (without duplication):

  • 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.

  • Total adjusted capital means the sum of:

  • Adjusted Net Earnings from Operations means, with respect to any fiscal period of the Borrower, the Borrower’s net income after provision for income taxes for such fiscal period, as determined in accordance with GAAP and reported on the Financial Statements for such period, excluding any and all of the following included in such net income: (a) gain or loss arising from the sale of any capital assets; (b) gain arising from any write-up in the book value of any asset; (c) earnings of any Person, substantially all the assets of which have been acquired by the Borrower in any manner, to the extent realized by such other Person prior to the date of acquisition; (d) earnings of any Person in which the Borrower has an ownership interest unless (and only to the extent) such earnings shall actually have been received by the Borrower in the form of cash distributions; (e) earnings of any Person to which assets of the Borrower shall have been sold, transferred or disposed of, or into which the Borrower shall have been merged, or which has been a party with the Borrower to any consolidation or other form of reorganization, prior to the date of such transaction; (f) gain arising from the acquisition of debt or equity securities of the Borrower or from cancellation or forgiveness of Debt; (g) gains or non-cash losses arising from Hedge Agreements entered into by Borrower, and (h) gain arising from extraordinary items, as determined in accordance with GAAP, or from any other non-recurring transaction.

  • Unencumbered Adjusted NOI means, for any period, the aggregate Adjusted NOI of all Unencumbered Properties excluding any Dark Property for such period.

  • LEC Adjusted Market Flow means the real-time Market Flow incorporating the observed operation of the PARs at the Michigan-Ontario border.

  • Minimum Equity Amount shall have the meaning provided in the recitals to this Agreement.

  • Adjusted Net Maximum Mortgage Rate With respect to any Mortgage Loan (or the related REO Property), as of any date of determination, a per annum rate of interest equal to the applicable Maximum Mortgage Rate for such Mortgage Loan (or the Mortgage Rate in the case of any Fixed-Rate Mortgage Loan) as of the first day of the month preceding the month in which the related Distribution Date occurs minus the sum of (i) the Trustee Fee Rate and (ii) the Servicing Fee Rate.

  • Modified adjusted gross income means “federal adjusted gross income”:

  • Adjusted Leverage Ratio means, as of any date, the ratio of (a) Consolidated Total Funded Debt outstanding as of such date minus any Unrestricted Cash over $3,000,000 to (b) EBITDA for the period of four consecutive fiscal quarters ending on such date.

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

  • 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).

  • Adjusted Debt means, as of any date, the sum of (i) all Adjusted Indebtedness of the Company and its Subsidiaries on a Consolidated basis on such date and (ii) (x) Rent Expense for the four consecutive fiscal quarter period ended immediately prior to such date or then ending in respect of which financial statements have been delivered pursuant to Section 7.1(a) or 7.1(b) multiplied by six (6).