Tangible Net Asset Value definition

Tangible Net Asset Value means total assets minus (i) intangible assets, (ii) deferred tax assets, (iii) the aggregate liquidation value of the issued and outstanding Preferred Stock and (iv) total liabilities, in each case, calculated by the Company on a consolidated basis in accordance with generally accepted accounting principles (“GAAP”). For the avoidance of doubt and notwithstanding any provision of GAAP to the contrary, Tangible Net Asset Value shall be calculated net of goodwill and deposit premiums.
Tangible Net Asset Value means the aggregate of the NatWest Tangible Net Asset Value and the RBS Tangible Net Asset Value (which amount may be a positive or a negative number); ***Material has been omitted pursuant to a request for confidential treatment and has been filed separately.
Tangible Net Asset Value means, (i) with to respect to Bermuda Holdco, the meaning ascribed to such term in Exhibit C and (ii) with respect to any other Person as of any relevant date, the value of the total assets of such Person, calculated in accordance with (a) generally accepted accounting standards, practices and principles in the United Kingdom (in the case of the Corporate Member and the Managing Agency, if the Managing Agency is a UK company) or (b) IFRS (if the Managing Agency is formed in a jurisdiction other than the United States or the United Kingdom), as applicable, and, in the case of clause (ii), excluding assets constituting goodwill, intellectual property or other intangible assets, less the total liabilities of such Person, calculated in accordance with such applicable accounting standards.

Examples of Tangible Net Asset Value in a sentence

  • The Company Shareholders have agreed in Article I of the Merger Agreement that the Warranted Pre-Tax Profit and the Warranted Tangible Net Asset Value of the Company shall not be less than the amounts set forth in Section 1.3(a) of the Merger Agreement.

  • The relevant Business Seller shall pay to the Purchaser an amount in cash equal to the amount (if any) by which the Tangible Net Asset Value would have decreased had the value of the relevant property, right or asset been included in the relevant Closing Statement after taking account of any related liability which is an Assumed Liability and to the extent the same was taken into account in the calculation of the Tangible Net Asset Value.

  • If the Tangible Net Asset Value was a deduction from the Purchase Price, the Purchaser shall pay to the relevant Business Seller an amount in cash equal to any amount by which such deduction would have been reduced had the full value of the relevant property, rights or assets been included in the relevant Closing Statement after taking account of any related liability which is an Assumed Liability to the extent that the same was taken into account in the calculation of Tangible Net Asset Value.

  • If the Tangible Net Asset Value was a deduction from the Purchase Price, the relevant Business Seller shall pay to the Purchaser an amount in cash equal to any amount by which such deduction would have been increased had the value of the relevant property, rights or assets been included in the relevant Closing Statement after taking account of any related liability which is an Assumed Liability to the extent that the same was taken into account in the calculation of Tangible Net Asset Value.

  • The Purchaser shall pay to the relevant Business Seller an amount in cash equal to the amount (if any) by which the Tangible Net Asset Value would have increased had the value of the relevant property, right or asset been excluded from the Closing Statement after taking into account any related liability which is an Excluded Liability to the extent that the same was taken into account in the calculation of the Tangible Net Asset Value.

  • In the event the Buyer provides its written approval of the Preliminary Statement, the Purchase Price will be adjusted (up or down) at the Closing by the amount of the “Closing Adjustment,” equal to the estimated Tangible Net Asset Value set forth on the Seller’s updated Preliminary Statement minus the Target Tangible Net Asset Value.

  • In the event that Buyer does not provide its written approval of the Preliminary Statement, the Closing shall proceed subject to the fulfillment or waiver in accordance herewith of the conditions set forth in Article 8, and any adjustment to the Purchase Price with respect to Tangible Net Asset Value and/or Cash shall be determined in accordance with Section 2.4(b) and (c).

  • If the Tangible Net Asset Value was a deduction from the Purchase Price, the Purchaser shall pay to the relevant Business Seller an amount in cash equal to any amount by which such deduction would have been reduced had the full value of the relevant property, rights or assets been included in the Relevant Closing Statement after taking account of any related liability which is an Assumed Liability to the extent that the same was taken into account in the calculation of Tangible Net Asset Value.

  • As contemplated in Section 1.13(a), the Company shall have delivered the Tangible Net Asset Value Calculation, together with the specified chief financial officer's certificate with respect thereto.

  • If the Tangible Net Asset Value was a deduction from the Purchase Price, the Purchaser shall pay to the relevant Business Seller an amount in cash equal to any amount by which such deduction would have been decreased had the value of the relevant property, rights or assets not been included in the Closing Statement after taking into account any related liability which is an Excluded Liability to the extent that the same was taken into account in the calculation of the Tangible Net Asset Value.


More Definitions of Tangible Net Asset Value

Tangible Net Asset Value or “TNAV” means the total current assets of Integral Analytics minus the total current liabilities of Integral Analytics (excluding Company Debt and all current and deferred Income Tax accounts), as determined in accordance with Section 2.4. Schedule 2.4(a) attached hereto contains a sample calculation provided for purposes of illustrating the agreed-on calculation methodology for TNAV, and is not intended to be an actual calculation of the Final TNAV for this Transaction.
Tangible Net Asset Value means the aggregate of all tangible assets of the Company, determined in accordance with generally accepted accounting principles ("GAAP") including cash and cash equivalents, net accounts and notes receivable (less (without duplication) allowances for doubtful accounts), any amounts receivable in respect of an anticipated tax credit or refund, net value of inventory (adjusted for all applicable write-downs and write-offs) (but excluding Aggregate Stockholder Note Proceeds), prepaid expenses and other current assets, property and equipment, (net of allowances for accumulated depreciation and amortization) and other assets, less all liabilities of any kind, including, but not limited to, accounts payable, royalties payable, warranty and other reserves, accrued bonuses, accrued vacation, employee expense obligations and all other liabilities to the extent that such liabilities shall be required to be reflected in accordance with GAAP. Notwithstanding the foregoing, "Tangible Net Asset Value" shall be calculated without taking into account deferred revenue but shall include deferred tax assets and liabilities.
Tangible Net Asset Value means the difference determined by subtracting (i) all liabilities of the Company, excluding Indebtedness but including liabilities to pay amounts under the Company's MRICD Program Account, from (ii) all tangible assets of the Company, excluding Cash other than Cash in the Company's MRICD Program Account, determined in accordance with GAAP (except to the extent modified by this definition) and, solely to the extent consistent with GAAP, in a manner consistent with the Company’s past accounting practices.
Tangible Net Asset Value means total assets minus (i) intangible assets, (ii) deferred tax assets, (iii) the aggregate liquidation value of the issued and outstanding Preferred Stock and
Tangible Net Asset Value means, with respect to Bermuda Holdco, the value of the total assets of Bermuda Holdco excluding assets constituting goodwill, intellectual property or other intangible assets less the value of the total liabilities of Bermuda Holdco, in each case calculated in accordance with GAAP.
Tangible Net Asset Value shall have the meaning as set forth in Section 3.6(a) of this Agreement.

Related to Tangible Net Asset Value

  • Net Asset Value or "NAV” means per Unit value of the Trust arrived at by dividing the Net Assets by the number of Units outstanding.

  • Asset Value has the meaning assigned to such term in the Pricing Side Letter.

  • Consolidated Tangible Net Assets means, on any date of determination and with respect to any Person at any time, the total of all assets (including revaluations thereof as a result of commercial appraisals, price level restatement or otherwise) appearing on the consolidated balance sheet of such Person and its Consolidated Subsidiaries most recently delivered to the Lenders pursuant to Section 5.01(i) as of such date of determination, net of applicable reserves and deductions, but excluding goodwill, trade names, trademarks, patents, unamortized debt discount and all other like intangible assets (which term shall not be construed to include such revaluations), less the aggregate of the consolidated current liabilities of such Person and its Consolidated Subsidiaries appearing on such balance sheet.

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

  • Adjusted Net Assets of such Guarantor at any date shall mean the lesser of (1) the amount by which the fair value of the property of such Guarantor exceeds the total amount of liabilities, including contingent liabilities (after giving effect to all other fixed and contingent liabilities incurred or assumed on such date), but excluding liabilities under the Guarantee of such Guarantor at such date and (2) the amount by which 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 (after giving effect to all other fixed and contingent liabilities incurred or assumed on such date), excluding debt in respect of the Guarantee of such Guarantor, as they become absolute and matured.