Consolidated Tangible Net Worth

Consolidated Tangible Net Worth. : As of a particular date, (a) all amounts which would be included under capital (or any like caption) on a consolidated balance sheet of any Person(s) at such date determined in accordance with GAAP, less (b) amounts owing to such Person(s) from any Affiliates thereof, or from officers, employees, partners, members, directors, shareholders or other Persons similarly affiliated with such Person(s) or their respective Affiliates, (ii) intangible assets (other than Interest Rate Protection... Agreements specifically related to the Purchased Assets) and (iii) prepaid taxes and/or expenses. View More

Consolidated Tangible Net Worth. Means, as of the date of any determination, the total of shareholders' equity (including capital stock, additional paid-in capital, the amount that is (a) the aggregate amount outstanding of Hybrid Capital Securities multiplied by (b) the Hybrid Capital Securities Percentage, and retained earnings after deducting treasury stock), less the sum of the total amount of goodwill, organization expenses, unamortized debt issue costs (determined on an after-tax basis), deferred assets other than... prepaid insurance and prepaid taxes, the excess of cost of shares acquired over book value of related assets, surplus resulting from any revaluation write-up of assets subsequent to December 31, 2002 and such other assets as are properly classified as intangible assets, all determined in accordance with generally accepted accounting principles in the United States of America consolidating the Company and its Subsidiaries. View More

Consolidated Tangible Net Worth. Means, in respect of a Person, the consolidated stockholders' equity in such Person and its Subsidiaries determined in accordance with GAAP, except that there shall be deducted therefrom all intangible assets (other than leasehold improvements) of such Person and its Subsidiaries, such as organization costs, unamortized debt discount and expense, goodwill, patents, trademarks, copyrights, contractual franchises, and research and development expenses.

Consolidated Tangible Net Worth. Means, as of the date of the determination, the consolidated shareholders' equity of the Borrower and its Current Subsidiaries, less any goodwill, patents, trademarks, trade secrets, and any other assets which would be classified as intangible assets in accordance with Agreement Accounting Principles, and less the Investment of the Borrower or any Current Subsidiary in all Non-Current Subsidiaries.

Consolidated Tangible Net Worth. Means Tangible Net Worth of the Borrower and its Consolidated Subsidiaries, as determined on a consolidated basis in accordance with GAAP.

Consolidated Tangible Net Worth. On any date shall mean, for the Borrower and its subsidiaries on a consolidated basis, Shareholders' Equity on such date minus the sum of any amounts attributable to any of the following: (i) goodwill, (ii) intangible items, including, but not limited to, unamortized debt discount and expense, future income tax benefits, patents, trade and service marks and names, copyrights and other intellectual property, and organizational or research and development expenses except... prepaid expenses, (iii) reserves not already deducted from assets in determining Shareholders' Equity, (iv) any equity investments in persons that are not subsidiaries of the Borrower and (v) any write-up in the book value of assets resulting from any revaluation thereof subsequent to December 31, 2003, all as determined in accordance with GAAP. View More

Consolidated Tangible Net Worth. – with respect to the Borrower, a sum equal to: (a) the net book value (after deducting related depreciation, obsolescence, amortization, valuation, and other proper reserves) at which the Consolidated assets of Borrower and its Subsidiaries would be shown on a balance sheet of Borrower in accordance with GAAP, minus (b) the Consolidated Total Liabilities of Borrower and its Subsidiaries, minus (c) assets which would be considered intangible assets under GAAP, including without limitation... goodwill, trademarks, trade names, service marks, brand names, copyrights, patents, licenses, the purchase price of acquired assets in excess of the fair market value thereof, and rights with respect to the foregoing; provided, that for the purposes of calculating Consolidated Tangible Net Worth, the following assets in existence on the Closing Date, plus an additional aggregate amount thereof acquired or existing after the Closing Date not to exceed $1,000,000 during each calendar year thereafter, shall not be considered intangible assets: capitalized computer software and related systems costs, website -2- development costs, prepaid assets and related goodwill, subject to established amortization schedules and as evidenced by an itemization of such assets in form and substance satisfactory to the Lender. provided that, solely for the purpose of determining Consolidated Tangible Net Worth, without duplication, (a) the Consolidated Total Liabilities of the Borrower and its Subsidiaries shall not include the increase in accrued pension liabilities that are required to be included as liabilities as of December 28, 2002 or any subsequent date solely by virtue of FAS 87, and (b) any net amount by which the Consolidated Tangible Net Worth of the Borrower and its Subsidiaries as of December 28, 2002 or any subsequent date is reduced due to a reduction of the Consolidated assets of the Borrower and its Subsidiaries solely by virtue of FAS 87 shall be added back to the Consolidated assets of the Borrower and its Subsidiaries. View More

Consolidated Tangible Net Worth. Means, as of any date, (i) Guarantor's GAAP net worth minus (ii) goodwill, patents, trademarks, tradenames, organization expense, unamortized debt discount and expense, deferred marketing expenses and other intangibles as shown in the Financial Statements as of the last day of the Last Reported Fiscal Quarter plus (iii) the amount of any unfunded liability attributable to Guarantor's Supplemental Executive Retirement Plan (but only to the extent of any intangible asset attributable to such... plan). View More

Consolidated Tangible Net Worth. Means, as calculated for any date after June 30, 2007, (i) Guarantor's GAAP net worth (excluding the effects of any other comprehensive income (loss) attributable to any Swap Contract) minus (ii) goodwill, patents, trademarks, tradenames, organization expense, unamortized debt discount and expense and other intangibles as shown in the Financial Statements as of the last day of the Last Reported Fiscal Quarter plus (iii) the amount of any unfunded liability attributable to Guarantor's... Supplemental Executive Retirement Plan (but only to the extent of any intangible asset attributable to such plan) and as calculated for any date on or prior to June 30, 2007 "Consolidated Tangible Net Worth" has the meaning set forth in the Agreement prior to this Amendment. View More

Consolidated Tangible Net Worth. Shall mean: as at any date of determination, the total member's equity of the Borrower and its consolidated Subsidiaries, less any goodwill and any items included in the balance sheet (in a manner not inconsistent with the Borrower's unaudited balance sheet as of December 31, 2008) as "Intangible assets, net" of the Borrower and its consolidated Subsidiaries and excluding the "Accumulated other comprehensive income (loss)" component of member's equity to the extent such component is associated... with non-cash gains or non-cash losses relating to changes in fair value of, and accounting related to, interest rate derivatives or foreign exchange derivatives, all as determined in accordance with GAAP, provided, that Borrower may (without duplication) add back to Consolidated Tangible Net Worth the amount of any deductions therefrom relating to the fees, premiums, penalties, costs and expenses arising out of refinancing or repayment of the Facilities and the 2 Second Lien Facility (including any applicable OID charges) from time to time (including (x) such fees, premiums, penalties, costs and expenses capitalized by the Borrower on or prior to December 31, 2008 and being amortized over the term of the Facilities or the Second Lien Facility, as applicable, and (y) the retirement of all or a portion of the "Obligations" (as defined in the Second Lien Agreement) in connection with the Qualified IPO in June 2008 but not the fee paid to the Kelso Group in exchange for terminating the Management Agreement). View More