Net Capitalization definition

Net Capitalization means the sum of (i) the equity purchase price payable in the Acquisition of €1,062.0 million, (ii) the aggregate amount of indebtedness under the Existing Facilities to be repaid on the Completion Date, (iii) the aggregate amount of any Inter-Group Debt to be repaid on the Completion Date and (iv) the total transaction costs relating to the Transactions (as of the date of this offering memorandum, such transaction costs are expected to amount to approximately €60.0 million);
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Net Capitalization means the increase of Net's capital stock as set forth in the Share Purchase Agreement, to be carried out within the scope of the Indebtedness Restructuring.
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Net Capitalization means the Total Capitalization of the Borrower minus Cash and Cash Equivalent;
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Examples of Net Capitalization in a sentence

  • The Company will not permit the ratio of Consolidated Net Indebtedness to Consolidated Net Capitalization, as of the last day of any fiscal quarter of the Company, to be greater than (a) on or prior to the fiscal quarter ending on or about September 30, 2024, 0.70 to 1.00, (b) thereafter and on or prior to the fiscal quarter ending on or about September 30, 2025, 0.65 to 1.00 and (c) thereafter, 0.60 to 1.00.

  • The Company will not permit the ratio of Consolidated Net Indebtedness to Consolidated Net Capitalization, as of the last day of any fiscal quarter of the Company, to be greater than (a) on or prior to the fiscal quarter ending on or about March 31, 2023, 0.70 to 1.00, (b) thereafter and on or prior to the fiscal quarter ending on or about March 31, 2024, 0.65 to 1.00 and (c) thereafter, 0.60 to 1.00.

  • The ratio of (i) the aggregate amount of Secured -------------------- Debt of the Parent and its Consolidated Subsidiaries to (ii) Adjusted Net Capitalization, to be greater than or equal to 0.250 to 1.000.

  • After the Effective Date, the Borrower will not permit the Obligors’ Net Capitalization to be less than $150,000,000.

  • The Borrower will not, at any time, permit Consolidated Funded Debt to exceed 50% of Consolidated Net Capitalization.

  • The ratio of (i) Debt of the Parent and its ---------------- Consolidated Subsidiaries to (ii) Adjusted Net Capitalization, to be greater than 0.450 to 1.000.

  • After the Effective Date, theThe Borrower will not permit the Obligors’ Net Capitalization to be less than $150,000,000.

  • The ratio of (i) the aggregate amount of Secured Debt of the Parent and its Subsidiaries determined on a consolidated basis to (ii) Adjusted Net Capitalization, to be greater than or equal to 0.250 to 1.000.

  • The Company will not permit the ratio of Consolidated Net Indebtedness to Consolidated Net Capitalization, as of the last day of any fiscal quarter of the Company that ends after the Amendment No. 1 Effective Date and prior to March 31, 2022, to be greater than 0.70 to 1.00.

  • The Company will not, at any time, permit the ratio of Consolidated Debt determined at such time to Consolidated Net Capitalization determined as of the last day of the most recently ended fiscal quarter of the Company to exceed 0.60:1.00.

Related to Net Capitalization

  • Market Capitalization means an amount equal to (i) the total number of issued and outstanding shares of common stock or common equity interests of the Borrower or its direct or indirect parent on the date of the declaration of a Restricted Payment multiplied by (ii) the arithmetic mean of the closing prices per share of such common stock or common equity interests on the principal securities exchange on which such common stock or common equity interests are traded for the thirty (30) consecutive trading days immediately preceding the date of declaration of such Restricted Payment.

  • Company Capitalization means the sum, as of immediately prior to the Equity Financing, of: (1) all shares of Capital Stock (on an as-converted basis) issued and outstanding, assuming exercise or conversion of all outstanding vested and unvested options, warrants and other convertible securities, but excluding (A) this instrument, (B) all other Safes, and (C) convertible promissory notes; and (2) all shares of Common Stock reserved and available for future grant under any equity incentive or similar plan of the Company, and/or any equity incentive or similar plan to be created or increased in connection with the Equity Financing.

  • Consolidated Capitalization means, as of any date on which the amount thereof is to be determined, the sum of Consolidated Indebtedness plus Consolidated Net Worth.

  • Total Capitalization means, on any date, the sum of (a) Total Debt and (b) the Net Worth on such date.

  • Fully Diluted Capitalization means the aggregate number, as of immediately prior to the First Equity Financing, of issued and outstanding shares of Capital Stock, assuming full conversion or exercise of all convertible and exercisable securities then outstanding, including shares of convertible Preferred Stock and all outstanding vested or unvested options or warrants to purchase Capital Stock, but excluding (i) the issuance of all shares of Capital Stock reserved and available for future issuance under any of the Company’s existing equity incentive plans, (ii) convertible promissory notes issued by the Company, (iii) any SAFEs, and (iv) any equity securities that are issuable upon conversion of any outstanding convertible promissory notes or SAFEs.