Net Tangible Book Value definition

Net Tangible Book Value means the total net tangible assets reflected on the December 31 Balance Sheet less an amount equal to (i) the total liabilities reflected on the December 31 Balance Sheet, plus (ii) the January Payment. "Net Asset Payments" means all of the payments due to the Company Stockholders under this Section 3.1(b). "Bear Stearns Payment" shall mean an amoun▇ ▇▇▇▇▇ to the lesser of (i) all indebtedness outstanding under that certain line of credit among Bear Stearns, Pruitt and Hill (the "Exist▇▇▇ ▇▇▇e ▇▇ ▇▇▇dit"), ▇▇cluding without limitation, all principal, interest, fees and other amounts due under that certain promissory note dated November 3, 2000 among Hill, Pruitt and Bear Stearns (the "Promis▇▇▇▇ ▇ote"), and (▇▇) ▇he January Payment.
Net Tangible Book Value as of any date means the net book value of total assets less current liabilities of the Company after the elimination of any net inter-company balances due from or owing to SBI. "Purchase Price" means the Closing Payment plus or minus the Additional Payment plus the Holdback Amount.

Examples of Net Tangible Book Value in a sentence

  • The Reviewing Accountants shall determine all amounts in dispute with respect to the Closing Date Balance Sheet and shall determine the Actual Net Tangible Book Value.

  • The total purchase price to be paid for the New Interest (the “Exercise Price”) shall be an amount equal to eighty percent (80%) of Net Tangible Book Value (as defined in and determined in accordance with Section 2.3 below) at the time the Option is exercised.

  • The aggregate purchase price for the Stock (the "Purchase Price") to be paid by Buyer to Seller shall be (i) $35,000,000 to be paid at Closing, and (ii) plus the amount of the aggregate positive Net Tangible Book Value (as defined below) or minus the amount of the aggregate negative Net Tangible Book Value, as the case may be, of the Subsidiaries on the Closing Date to be paid pursuant to SECTION 2.3 below (the "Final Net Tangible Book Value").

  • The Reviewing Accountant’s determination with respect to the Closing Date Balance Sheet and Actual Net Tangible Book Value shall be final and binding on the parties.

  • Except for the amounts, if any, specifically included in the calculation of the Final Net Tangible Book Value, neither Seller nor the Subsidiaries will have any liability whatsoever for Taxes that, directly or indirectly, relate to any period prior to the Closing, whether relating to the Business, the Seller, the Subsidiaries or their respective Affiliates.


More Definitions of Net Tangible Book Value

Net Tangible Book Value means the net tangible book value of the Company and its subsidiary on a consolidated basis, calculated as total assets less intangible assets and total liabilities excluding intangible liabilities, as shown on the Company’s consolidated balance sheet as of the date that is the last day of the calendar month immediately preceding the delivery of the Exercise Notice, as certified to PCE in writing together with all relevant financial information necessary to support such determination; provided, that, for a period of five (5) business days following the certification of Net Tangible Book Value, PCE may elect to revoke its exercise of the Option, in which event the Option will remain outstanding and exercisable for the remaining Option Term as if PCE had not delivered an Exercise Notice.
Net Tangible Book Value as of the Measurement Date shall mean total consolidated shareholders equity less intangible assets, all as shown on the Measurement Date Balance Sheet.
Net Tangible Book Value means, at any date, all amounts that would, on a consolidated basis and in conformity with GAAP, represent total assets (excluding deferred policy acquisition costs), less intangible assets, reduced by our total liabilities.
Net Tangible Book Value means all of the tangible net assets of the Subsidiaries less all of the liabilities of the Subsidiaries set forth on the unaudited balance sheets of the Subsidiaries as of the Closing Date (the "Closing Balance Sheets"), determined using GAAP, consistently applied by Seller. The parties agree that the Final Net Tangible Book Value calculation shall specifically (i) exclude all Excluded Assets and all assets and liabilities associated with the Excluded Businesses and the Retained Music Business, (ii) exclude all intercompany payables and receivables to or from Seller and Affiliates of the Seller which shall be written-off, distributed to or purchased by Seller (as Seller may determine) or assumed by Seller, as the case may be, prior to the Closing and (iii) include the reserves referred to in Part 2.3(a) of the Disclosure Letter.
Net Tangible Book Value means the total amount of all assets less (a) the total amount of all intangible assets and (b) all liabilities, all as shown on an audited closing balance sheet to be included in audited closing financial statements to be prepared by PricewaterhouseCoopers as the auditors of the Partnership, MMI and Canacermex consistent with generally accepted accounting principles used by such entities and which shall include a schedule setting forth the Net Tangible Book Value as of the Closing Date;
Net Tangible Book Value means the total net tangible assets reflected on the December 31 Balance Sheet less an amount equal to (i) the total liabilities reflected on the December 31 Balance Sheet, plus (ii) the January Payment. "Net Asset Payments" means all of the payments due to the Company Stockholders under this Section 3.1(b). "Bear ▇▇▇▇▇▇▇ Payment" shall mean an amount equal to the lesser of (i) all indebtedness outstanding under that certain line of credit among Bear ▇▇▇▇▇▇▇, ▇▇▇▇▇▇ and ▇▇▇▇ (the "Existing Line of Credit"), including without limitation, all principal, interest, fees and other amounts due under that certain promissory note dated November 3, 2000 among Hill, ▇▇▇▇▇▇ and Bear ▇▇▇▇▇▇▇ (the "Promissory Note"), and (ii) the January Payment.
Net Tangible Book Value or “NTBV” shall mean the net book value of all assets of the Business (excluding goodwill, intangibles and Intercompany Balances) minus the liabilities of the Business (excluding Intercompany Balances). The calculation of Net Tangible Book Value shall not include (A) any deferred Tax assets or deferred Tax liabilities established to reflect timing differences between book and tax income or (B) any amounts required to be shown as a liability pursuant to Financial Accounting Standards Board Interpretation No.