Backstop Multiple definition
Backstop Multiple means the lesser of (a) 10 and (b) 10 times one plus the percentage change of the Applicable Utility Index Multiple as measured on November 1, 2019 and the fifth business day prior to the Effective Date. For the avoidance of doubt, the Backstop Multiple shall never exceed 10.
Backstop Multiple means the lesser of (a) 10 and (b) 10 times one plus the percentage change of the Applicable Utility Index Multiple as measured on the date of this Backstop Commitment Letter and
Backstop Multiple means the lesser of (a) 10 and (b) 10 times one plus the percentage change of the Applicable Utility Index Multiple as measured on the date of this Backstop Commitment Letter and the fifth business day prior to the Effective Date. For the avoidance of doubt, the Backstop Multiple shall never exceed 10. “Backstop Price” means (a) the Backstop Multiple times (b) the Normalized Estimated Net Income as of the Determination Date, divided by (c) the number of fully diluted shares of PG&E (calculated using the treasury stock method) that will be outstanding as of the Effective Date (assuming all equity is raised by funding all Aggregate Backstop Commitments). “Board” means the Board of Directors of PG&E. With respect to any matter, references to the Board include a committee of the Board that is duly authorized to act with respect to such matter. “Code” means the Internal Revenue Code of 1986, as amended. “Determination Date” shall mean the earlier of (a) the first day of the Confirmation Hearing and (b) if (i) the Per Share Price for a Permitted Equity Offering is to be finally determined prior to such first day, the date of such determination or (ii) if the exercise price of the Rights is finally determined prior to such first day, the date of such determination. “Normalized Estimated Net Income” shall mean, in each case with respect to the estimated year 2021, (a) on a component-by-component basis (e.g., distribution, generation, gas transmission and storage, and electrical transmission), the sum of (i) the Utility’s estimated earning rate base for such component, times (ii) the equity percentage of the Utility’s authorized capital structure, times (iii) the Utility’s authorized rate of return on equity for such component, less (b) the projected post-tax difference in interest expense or preferred dividends for the entire company and the authorized interest expense or preferred dividends expected to be collected in rates, less (c) without duplication of any amount included in clause (b), the amount of any post-tax offset or credit to any charge imposed in connection with the issuance of Wildfire Victims Recovery Bonds, if any, less (d) the amount of the Utility’s post-tax annual contribution to the Go-Forward Wildfire Fund. “Section 382” means Section 382 of the Code, or any successor provision or replacement provision. “Treasury Regulations” means final, temporary and proposed tax regulations promulgated under the Code, as amended.