Pro Forma Leverage Ratio definition
Pro Forma Leverage Ratio means, at any time for the determination thereof, the ratio of (x) Consolidated Indebtedness at such time minus the amount, as of the last day of the Test Period then last ended, of cash and Cash Equivalents held by the Borrower and its Consolidated Subsidiaries in excess of $25,000,000 to (y) Consolidated EBITDA for the Test Period then last ended, with such Pro Forma Leverage Ratio to be determined on a pro forma basis as if any Permitted Acquisition that occurred during or subsequent to such Test Period (and the incurrence, assumption and/or repayment of any Indebtedness in connection with any such Permitted Acquisition), as the case may be, had occurred on the first day of such Test Period (and such Indebtedness, if any, had remained outstanding (or had not been outstanding, as the case may be) throughout such Test Period) it being understood that in calculating the Pro Forma Leverage Ratio in connection with each and every Permitted Acquisition, Consolidated EBITDA shall include the results of operations of the Person or assets acquired pursuant to each such Permitted Acquisition on a pro forma basis as if such acquisition had occurred on the first day of the respective Test Period and shall include any conforming accounting adjustments made in connection therewith, including any Permitted Acquisition Cost-Savings. On the date of any Permitted Acquisition pursuant to which the Pro Forma Leverage Ratio is to be calculated and on each date of calculation of Pro Forma Leverage Ratio, the Borrower shall deliver to the Administrative Agent a certificate of an Authorized Officer of the Borrower setting forth in reasonable detail the pro forma calculations required to establish the Pro Forma Leverage Ratio (with such pro forma calculations to be made on a basis reasonably satisfactory to the Administrative Agent and to assume that the interest expense attributable to any Indebtedness (whether existing or being incurred) bearing a floating interest rate shall be computed as if the rate in effect on the date of such Permitted Acquisition (taking into account any Interest Rate Protection Agreement applicable to such Indebtedness if such Interest Rate Protection Agreement has a remaining term in excess of 12 months) had been the applicable rate for the entire period).
Pro Forma Leverage Ratio means, on any date, the ratio of (a) Total Indebtedness as of such date (giving effect to any incurrence or repayment of Indebtedness on such date, including as a result of any acquisition to be consummated on such date) to (b) Adjusted Consolidated EBITDA for the period of four consecutive fiscal quarters of the Borrower most recently ended on or prior to such date (calculated by giving pro forma effect to any material acquisitions or dispositions consummated after the commencement of such period or to be consummated on the calculation date as if such acquisitions or dispositions had been consummated on the first day of such period).
Pro Forma Leverage Ratio means (a) all Indebtedness described in clauses (a), (b), (c), (d), (e) and (f) in the definition thereof of the Parent and its Subsidiaries (after giving effect to the consummation of the PCC Acquisition) to (b) Pro Forma Consolidated EBITDA.
Examples of Pro Forma Leverage Ratio in a sentence
The Pro Forma Leverage Ratio shall not exceed 5.65 to 1.0, and the Borrower shall have provided reasonably satisfactory support for such calculation, provided that the Sponsor shall have the ability to cure any shortfall with equity contributions in the same manner as provided for in Section 8.2 with respect to the Financial Condition Covenants.
The Pro Forma Leverage Ratio shall not be greater than 4.25 to 1.00.
As of the Settlement Date for such Advance (and in addition to any other requirements and covenants hereunder), Borrowers must be in compliance with the Pro Forma Leverage Ratio requirement under Section 4.1 using an amount for Funded Debt that is as of such Settlement Date and inclusive of the proposed Advance, provided that the $10,000,000 held in the Escrow Account shall be excluded from such calculation while it is held in the Escrow Account.
If, after giving effect thereto, the Pro Forma Leverage Ratio would be greater than 3.00 to 1, then the Company will not, and will not permit any Restricted Subsidiary to, in any fiscal year of the Company permit the aggregate amount of all Capital Expenditures and Acquisitions to exceed $50,000,000 (or its equivalent in other currencies as of the date of each relevant transaction).
The aggregate amount of Supplemental Term Loans shall not exceed (1) if the Supplemental Term Loan Pro Forma Leverage Ratio at the date of incurrence equals or exceeds 3.50:1.00, $125,000,000 or (2) if the Supplemental Term Loan Pro Forma Leverage Ratio at the date of incurrence is less than 3.50:1.00, $250,000,000.
More Definitions of Pro Forma Leverage Ratio
Pro Forma Leverage Ratio as at the Closing Date and calculated giving effect to the Transactions on a pro forma basis, the ratio of (a) Adjusted Debt on such date to (b) Adjusted EBITDAR for the four most-recent fiscal quarters ended not less than 45 days prior to the Closing Date (it being understood that Schedule 5.1 sets forth (i) the Consolidated EBITDA and (ii) the amount to be included in Adjusted EBITDAR pursuant to clause (b) of the definition thereof, in each case, for the fiscal quarters indicated thereon for the purposes of such calculation); provided that such calculation shall be made after giving effect to the application of cash proceeds from the issuance of equity on the Closing Date (including the Equity Contribution and any amounts in excess thereof) which are utilized to permanently reduce Indebtedness (including any utilization to reduce the amount of Indebtedness outstanding under the Facilities on such date) of the Borrower.
Pro Forma Leverage Ratio means, at any time for the determination thereof, the ratio of (x) Consolidated Debt at such time to (y) Consolidated EBITDA for the Test Period then last ended, with such Pro Forma Leverage Ratio to be determined on a pro forma basis (i) in the case of a Permitted Acquisition, as if such Permitted Acquisition (and any other Permitted Acquisition) that occurred during such Test Period (and the incurrence, assumption and/or repayment of any Indebtedness in connection with any such Permitted Acquisition), as the case may be, had occurred on the first day of such Test Period (and such Indebtedness, if any, had remained outstanding (or had not been outstanding, as the case may be) throughout such Test Period) it being understood that in calculating the Pro Forma Leverage Ratio in connection with each and every Permitted Acquisition, Consolidated EBITDA shall include the results of operations of the Person or assets acquired pursuant to each such Permitted Acquisition on a pro forma basis as if such acquisition had occurred on the first day of the respective Test Period and (ii) in the case of the Transaction, for the first three quarterly Test Periods for which the Pro Forma Leverage Ratio is being tested, Consolidated EBITDA for the purpose of determining the Pro Forma Leverage Ratio shall be calculated (x) for the first such Test Period as the product of Consolidated EBITDA for the fiscal quarter ending April 30, 1999 ("First Quarter EBITDA") times 4, (y) for the second such Test Period as the sum of (1) the product of First Quarter EBITDA times 2 plus (2) the product of the Consolidated EBITDA for the fiscal quarter ending July 31, 1999 ("Second Quarter EBITDA") times 2 and (z) for the third such Test Period as the product of (1) the sum of First Quarter EBIDTA plus Second Quarter EBITDA plus Consolidated EBITDA for the fiscal quarter ending October 31, 1999 times (2) 1 1/3. On any date pursuant to which the Pro Forma Leverage Ratio is to be calculated and on each date of calculation of Pro Forma Leverage Ratio, the Company shall deliver to the Landlord a certificate of the Company's chief financial officer setting forth in reasonable detail the pro forma calculations required to establish the Pro Forma Leverage Ratio (with such pro forma calculations to be made on a basis reasonably satisfactory to the Landlord and to assume that the interest expense attributable to any Indebtedness (whether existing or being incurred) bearing a floating interest rate shal...
Pro Forma Leverage Ratio means, in respect of a proposed acquisition, the ratio of (x) Total Senior Debt as of the last day of the accounting quarter of the Group then most recently ended for which the Agent has received financial statements pursuant to this Agreement (determined on the basis that any Financial Indebtedness assumed or incurred pursuant to the acquisition is included therein) to (y) EBITDA of the Group for the period of 12 months ending on such last day (determined on the basis that EBITDA of the business acquired for such 12 month period is included therein);
Pro Forma Leverage Ratio means, with respect to any person for any period, after giving effect to any potential Permitted Acquisition or Permitted De Novo Capital Expenditure, the ratio of (i) Pro Forma Adjusted Senior Debt of such person for such period to (ii) Pro Forma Adjusted EBITDA for such person for such period.
Pro Forma Leverage Ratio means with respect to any Asset Disposition the Leverage Ratio as at the last day of the last month ended prior to such Asset Disposition modified to subtract (x) from the Total Indebtedness included in determining such Ratio the gross proceeds received by the Borrower and its Subsidiaries from such Asset Disposition and
Pro Forma Leverage Ratio means, on any date, the ratio of:
Pro Forma Leverage Ratio means as of any date of determination, the Leverage Ratio calculated pursuant to Section 6.24.2, with the amounts set forth in clause (a) of such definition measured as of the date of determination and the amount set forth in clause (b) of such definition determined on a pro forma basis as of the last day of the most recent fiscal quarter of Parent for which financial statements are available and giving effect to the proposed repurchase and/or payment of dividends by Parent.