Pro Forma Operating Cash Flow means, for any relevant period, Operating Cash Flow of the Borrower and its Subsidiaries on a consolidated basis adjusted to include the Operating Cash Flow of any operating units or entities acquired during such relevant period and to exclude the Operating Cash Flow of any operating units or entities divested or sold during such relevant period (in each case, as if the acquisition or divestiture had occurred at the beginning of such relevant period); provided, that (a) for purposes of determining Pro Forma Operating Cash Flow, that portion of total Operating Cash Flow attributable to any Restricted Joint Venture shall, to the extent positive, and subject to clause (b) below, be excluded to the extent required in order that not more than 5% of total Operating Cash Flow shall be attributable to any one or more Restricted Joint Ventures, and (b) any portion of Operating Cash Flow attributable to a Restricted Joint Venture that would otherwise be excluded under the preceding proviso may nevertheless be included in Pro Forma Operating Cash Flow to the extent it does not exceed the cash dividends or other cash distributions received by the Borrower and its other Subsidiaries from such Restricted Joint Venture during the relevant period.
Pro Forma Operating Cash Flow means, for any period, (A) the sum of the amount for such period of (i) Net Income, (ii) Interest Expense, (iii) provisions for taxes based on income (excluding taxes related to gains and losses excluded from the definition of Consolidated Net Income or Net Income), (iv) depreciation expense, (v) amortization expense, and (vi) any other non-cash items reducing the Net Income of such Person for such period, minus (B) all non-cash items increasing Net Income of such Person for such period; all as determined on a consolidated basis for the Company and its Restricted Subsidiaries in accordance with GAAP after giving effect to the following: (i) if, during such period, the Company or any of its Restricted Subsidiaries shall have made any Asset Sale, Pro Forma Operating Cash Flow of the Company for such period shall be reduced by an amount equal to the Pro Forma Operating Cash Flow (if positive) directly attributable to the assets which are the subject of such Asset Sale for the period subsequent to such sale or increased by an amount equal to the Pro Forma Operating Cash Flow (if negative) directly attributable thereto for such period and (ii) if, during such period, Indebtedness is incurred by the Company or any of its Restricted Subsidiaries for or in connection with the acquisition of any Person or business which immediately after acquisition is a Subsidiary or whose assets are held directly by the Company or a Subsidiary, Pro Forma Operating Cash Flow shall be computed so as to give pro forma effect to the acquisition of such Person or business.
Pro Forma Operating Cash Flow means, for the twelve (12) month period ended most recently prior to the date of determination, (a) EBITDA for such twelve (12) month period, minus (b) the sum of (i) Capital Expenditures paid or payable in cash during such twelve (12) month period, plus (ii) Interest Expense to the extent paid or payable in cash during such twelve (12) month period, plus (iii) all scheduled payments of principal and interest required to be paid under the Term Note during the next succeeding twelve (12) month period.
Examples of Pro Forma Operating Cash Flow in a sentence
For the purposes of this definition, the "Exchange Excess Percentage" with respect to any Exchange that results in an Exchange Excess Amount shall equal the quotient (expressed as a percentage) of such Exchange Excess Amount divided by Annualized Pro Forma Operating Cash Flow determined as of the relevant Exchange Date.
These flaws represent a significantly more severe notch condition than does the backing itself.
The Borrower will not permit the ratio of Pro Forma Operating Cash Flow to Interest Expense for any period of four consecutive fiscal quarters ending after the Effective Date to be less than 2.5 to 1.0.
The profit of the year already reflects in the amount of 204.853euros for the short term variable remuneration of executive directors and personal, in the form of distribution of profits for the year, pursuant to article 31, nr.2 of the Articles of Association and on proposal of the Remuneration Committee, which is responsible for implementing the remuneration policy approved at the Shareholders’ General Meeting of 28 April 2017.
The Borrower will not permit the ratio of Pro Forma Operating Cash Flow to Interest Expense for any period of four consecutive fiscal quarters ending after the Amendment and Restatement Effective Date to be less than 2.5 to 1.0.
More Definitions of Pro Forma Operating Cash Flow
Pro Forma Operating Cash Flow. The term "Pro Forma Operating Cash ----------------------------- Flow" shall mean, for any period, (A) the sum of the amount for such period of (i) Net Income, (ii) Interest Expense, (iii) provisions for taxes based on income (excluding taxes related to gains and losses excluded from the definition of Net Income), (iv) depreciation expense, (v) amortization expense, (vi) any other non-cash items reducing the Net Income of such Person for such period, minus (B) all non-cash items increasing Net Income of such Person for such period; all as determined on a consolidated basis for the Company and its Subsidiaries in accordance with GAAP after giving effect to the following: (i) if, during such period, the Company or any Subsidiary shall have any cable television systems held for resale, to the extent not otherwise included, Pro Forma Operating Cash Flow of the Company for such period shall be increased by an amount equal to the Pro Forma Operating Cash Flow (if positive) of such cable television system held for resale for such period or increased by an amount equal to the Pro Forma Operating Cash Flow (if negative) directly attributable thereto for such period; (ii) if, during such period, the Company or any of its Subsidiaries shall have made any Asset Sale, Pro Forma Operating Cash Flow of the Company for such period shall be reduced by an amount equal to the Pro Forma Operating Cash Flow (if positive) directly attributable to the assets which are the subject of such Asset Sale for the period or decreased by an amount equal to Pro Forma Operating Cash Flow (if negative) directly attributable thereto for such period; and (iii) if, during such period, Indebtedness is incurred by the Company or any of its Subsidiaries for or in connection with the acquisition of any Person or business which immediately after acquisition is a Subsidiary or whose assets are held directly by the Company or a Subsidiary, Pro Forma Operating Cash Flow shall be computed so as to give pro forma effect to the acquisition of such Person or business as if such acquisition had occurred as of the first day of such period.
Pro Forma Operating Cash Flow means, for any relevant period, Operating Cash Flow of the Borrower and its Subsidiaries on a consolidated basis adjusted to include the Operating Cash Flow of any operating units or entities acquired during such relevant period and to exclude the Operating Cash Flow of any operating units or entities divested or sold during such relevant period (in each case, as if the acquisition or divestiture had occurred at the beginning of such relevant period).
Pro Forma Operating Cash Flow means, for any period, Operating Cash Flow for such period, adjusted to include the Operating Cash Flow of any operating units or entities acquired during such period and to exclude the Operating Cash Flow of any operating units or entities divested or sold during such period (in each case, as if the acquisition or divestiture had occurred at the beginning of such period).
Pro Forma Operating Cash Flow means Pro Forma EBITDA for the twelve (12) month period preceding the date of determination minus "Maintenance Capital Expenditures" which for purposes of this calculation shall be equal to 4% of Pro Forma EBITDA for the twelve (12) month period preceding the date of determination, plus management fees paid to GTCR during the twelve (12) month period preceding the date of determination, if any, to the extent not already deducted in determining EBITDA.
Pro Forma Operating Cash Flow means, with respect to any period and any Person, EBITDA for such Person for such period, plus in respect of such Person:
Pro Forma Operating Cash Flow means, Operating Cash Flow after giving effect to the following: (a) if, during such period, the Company or any of its Restricted Subsidiaries shall have made any Asset Sale, Pro Forma Operating Cash Flow of the Company for such period shall be computed so as to give pro forma effect to such Asset Sale and (b) if, during such period, the acquisition of any Person or business shall occur and immediately after such acquisition such Person or business is a Subsidiary or its assets are held directly by the Company or a Subsidiary, Pro Forma Operating Cash Flow shall be computed so as to give pro forma effect to the acquisition of such Person or business.
Pro Forma Operating Cash Flow for any period, Operating Cash Flow for such period plus, for any portion of such period prior to the (i) Closing, the Operating Cash Flow of the Xxxx Atlantic Sellers derived from the operation of the Xxxx Atlantic System, (ii) Funding Date of the Merger Portion, the Operating Cash Flow of Paging Partners derived from the operation of the Paging Partners System, or (iii) Funding Date of any Advance, the Operating Cash Flow derived from the Paging Business which is the subject of the applicable Subsequent Acquisition, in each case as adjusted in Agent's sole discretion for expenses intended to be eliminated following the consummation of the Xxxx Atlantic Acquisition, the Paging Partners Merger or such Subsequent Acquisition, as applicable. Property: all types of real, personal or mixed property and all types of tangible or intangible property.