DESIGNATED EVENT REPURCHASE NOTICE Clause Samples

The Designated Event Repurchase Notice clause requires a company to formally notify security holders when a specific triggering event—such as a merger, acquisition, or change of control—occurs, giving them the right to sell their securities back to the company. This notice typically outlines the details of the event, the repurchase price, and the procedures and deadlines for holders to exercise their repurchase rights. By mandating clear communication and a defined process, the clause ensures that investors are informed and able to act promptly to protect their interests in the event of significant corporate changes.
DESIGNATED EVENT REPURCHASE NOTICE. TO: ▇▇ ▇▇▇▇▇ OPERATING PARTNERSHIP, L.P. The Bank of New York, as Trustee The undersigned registered owner of this Note hereby irrevocably acknowledges receipt of a notice from ▇▇ ▇▇▇▇▇ Operating Partnership, L.P. (the “Issuer”) regarding the right of Holders to elect to require the Issuer to repurchase the Notes and requests and instructs the Issuer to repay the entire principal amount of this Note, or the portion thereof (which is $1,000 or an integral multiple thereof) below designated, in cash, in accordance with the terms of the Indenture at the price of 100% of such entire principal amount or portion thereof, together with accrued and unpaid interest to, but excluding, the Designated Event Repurchase Date, as the case may be, to the registered holder hereof. Capitalized terms used herein but not defined shall have the meanings ascribed to such terms in the Indenture. The Notes shall be repurchased by the Issuer as of the Designated Event Repurchase Date, as the case may be, pursuant to the terms and conditions specified in the Indenture.
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DESIGNATED EVENT REPURCHASE NOTICE. TO: COMMONWEALTH TELEPHONE ENTERPRISES, INC. THE BANK OF NEW YORK The undersigned registered owner of this Note hereby irrevocably acknowledges receipt of a notice from Commonwealth Telephone Enterprises, Inc. (the “Company”) regarding the right of holders to elect to require the Company to repurchase the Notes upon the occurrence of a Designated Event with respect to the Company and requests and instructs the Company to repay the entire principal amount of this Note, or the portion thereof (which is $1,000 or an integral multiple thereof) below designated, in accordance with the terms of the Indenture at the price of 100% of such entire principal amount or portion thereof, together with accrued Interest to, but excluding, the Designated Event Repurchase Date, to the registered holder hereof. Capitalized terms used herein but not defined shall have the meanings ascribed to such terms in the Indenture. The Notes shall be repurchased by the Company as of the portion thereof, together with accrued interest to, but excluding, the Designated Event Repurchase Date pursuant to the terms and conditions specified in the Indenture. $ principal amount of the Notes to which this Designated Event Repurchase Notice relates (if less than entire principal amount) Dated: Signature(s):
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DESIGNATED EVENT REPURCHASE NOTICE. To: American Medical Systems Holdings, Inc. The undersigned registered owner of this Security hereby irrevocably acknowledges receipt of a notice from American Medical Systems Holdings, Inc. (the “Company”) as to the occurrence of a Designated Event with respect to the Company and requests and instructs the Company to purchase the entire principal amount of this Security, or the portion thereof (which is $1,000 or an integral multiple thereof) below designated, in accordance with the terms of the Security and the Indenture referred to in the Security at the Designated Event Purchase Price, together with accrued and unpaid interest and Contingent Interest, if any, to, but excluding, such date, to the registered Holder hereof. Date: Signature (s) Signature(s) must be guaranteed by a qualified guarantor institution with membership in an approved signature guarantee program pursuant to Rule 17Ad-15 under the Securities Exchange Act of 1934. Signature Guaranty Principal amount to be redeemed (in an integral multiple of $1,000, if less than all): ________________
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DESIGNATED EVENT REPURCHASE NOTICE. If you wish to have this Note repurchased by the Company pursuant to Section 4.09 of the Indenture, check the Box: [_] If you wish to have a portion of this Note repurchased by the Company pursuant to Section 4.09 of the Indenture, state the amount (in multiples of $1,000): $____________, 000.
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DESIGNATED EVENT REPURCHASE NOTICE. A Holder may exercise its right specified in Section 13.01(a) upon delivery of a written notice of repurchase (a "DESIGNATED EVENT REPURCHASE NOTICE"), substantially in the form of EXHIBIT B hereto, at any time from the opening of business on the date of the Designated Event Company Notice until the close of business on the Designated Event Repurchase Date, stating: (i) the certificate number of the Security which the Holder will deliver to be repurchased or the appropriate Depositary procedures if Physical Securities have not been issued; (ii) the portion of the Principal Amount of the Security which the Holder will deliver to be repurchased, which portion must be in a Principal Amount of $1,000 or an integral multiple thereof; and (iii) that such Security shall be repurchased with respect to the Designated Event Repurchase Date pursuant to the terms and conditions specified in the Securities and in this Indenture (iv) in the event the Company elects, pursuant to Section 13.02, to pay the Designated Event Repurchase Price, in whole or in part, in shares of Common Stock but such portion of the Designated Event Repurchase Price shall ultimately be paid to such Holder entirely in cash because any of the conditions to payment of the Designated Event Repurchase Price in shares of Common Stock is not satisfied prior to 5:00 p.m., New York City time, on the Business Day immediately preceding the Designated Event Repurchase Date, as set forth in Section 13.02(b), whether such Holder elects to (A) withdraw such Designated Event Repurchase Notice as to some or all of the Securities to which such Designated Event Repurchase Notice relates (stating the Principal Amount and certificate numbers, if any, or the appropriate Depositary procedures, if applicable, of the Securities as to which such withdrawal shall relate), or (B) receive cash in respect of the entire Designated Event Repurchase Price for all Securities (or portions thereof) to which such Designated Event Repurchase Notice relates. The delivery of such Security to the Paying Agent with, or at any time after delivery of, the Designated Event Repurchase Notice (together with all necessary endorsements) at the offices of the Paying Agent shall be a condition to the receipt by the Holder of the Designated Event Repurchase Price therefor; provided, however, that such Designated Event Repurchase Price shall be so paid pursuant to this Section 13.01 only if the Security so delivered to the Paying Agent shall confo...
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DESIGNATED EVENT REPURCHASE NOTICE. If you wish to have this Note repurchased by the Company pursuant to Section 4.09 of the Indenture, check the Box: ¨ If you wish to have a portion of this Note repurchased by the Company pursuant to Section 4.09 of the Indenture, state the amount (in multiples of $1,000): $ , 000. Date: Your Signature: Medallion Signature Guarantee: [NAME AND ADDRESS OF COMMON STOCK TRANSFER AGENT] Re: Delta Air Lines, Inc. 8.00% Convertible Senior Notes due 2023 (the “Convertible Senior Notes”) Reference is hereby made to the Indenture dated as of June 2, 2003 (the “Indenture”) between Delta Air Lines, Inc. and The Bank of New York Trust Company of Florida, N.A., as Trustee. Capitalized terms used but not defined herein shall have the meanings given them in the Indenture. This letter relates to shares of Common Stock [represented by the accompanying certificate(s) that were] [to be] issued upon conversion of Convertible Senior Notes and which are held in the name of [name of transferor] (the “Transferor”) to effect the transfer of such Common Stock. In connection with the transfer of such shares of Common Stock, the undersigned confirms that such shares of Common Stock are being transferred: CHECK ONE BOX BELOW
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DESIGNATED EVENT REPURCHASE NOTICE to the Paying Agent at any time on or prior to the close of business on the Designated Event Repurchase Date stating:
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Related to DESIGNATED EVENT REPURCHASE NOTICE

  • Withdrawal of Fundamental Change Repurchase Notice (a) A Fundamental Change Repurchase Notice may be withdrawn (in whole or in part) by means of a written notice of withdrawal delivered to the Paying Agent in accordance with this Section 14.03 at any time prior to the close of business on the Business Day immediately preceding the Fundamental Change Repurchase Date, specifying: (i) the aggregate principal amount of the Notes with respect to which such notice of withdrawal is being submitted, which must be $1,000 or an integral multiple thereof, (ii) if Physical Notes have been issued, the certificate number of the Note in respect of which such notice of withdrawal is being submitted, and (iii) the aggregate principal amount, if any, of such Note that remains subject to the original Fundamental Change Repurchase Notice, which portion must be in principal amounts of $1,000 or an integral multiple of $1,000; provided, however, that if the Notes are Global Notes, the notice must comply with appropriate procedures of the Depositary.

  • Purchase Notice Revolving Creditors shall have the option to purchase from the Term Loan Creditors all but not less than all of the Term Loan Obligations at any time following (i) Term Loan Agent or Term Loan Creditors have accelerated the maturity of all or a material portion of the Term Loan Obligations, (ii) the commencement of an Enforcement Action by Term Loan Agent with respect to a material portion of the Term Loan Priority Collateral, (iii) the commencement of any Insolvency Proceeding, or (iv) the extension of the final maturity date of the Term Loan Obligations. The Term Loan Agent shall promptly deliver to the Revolving Agent notice of the first to occur of the events described in clauses (i), (ii), (iii) or (iv) of this paragraph (a). Revolving Agent (on behalf of the exercising Revolving Creditors (the “Term Obligations Purchaser”)) shall exercise this option by giving written notice (the “Revolving Agent’s Purchase Notice”) of its election to Term Loan Agent within ten (10) Business Days following the delivery of such notice. The Revolving Agent’s Purchase Notice, once delivered, shall be irrevocable and shall not be subject to withdrawal or rescission.

  • Contents of Fundamental Change Repurchase Notices Each Fundamental Change Repurchase Notice with respect to a Note must state: (1) if such Note is a Physical Note, the certificate number of such Note; (2) the principal amount of such Note to be repurchased, which must be an Authorized Denomination; and (3) that such Holder is exercising its Fundamental Change Repurchase Right with respect to such principal amount of such Note; provided, however, that if such Note is a Global Note, then such Fundamental Change Repurchase Notice must comply with the Depositary Procedures (and any such Fundamental Change Repurchase Notice delivered in compliance with the Depositary Procedures will be deemed to satisfy the requirements of this Section 4.02(F)).

  • Fundamental Change Repurchase Date The Fundamental Change Repurchase Date for any Fundamental Change will be a Business Day of the Company’s choosing that is no more than thirty five (35), nor less than twenty (20), Business Days after the date the Company sends the related Fundamental Change Notice pursuant to Section 4.02(E).

  • Fundamental Change Repurchase Price The Fundamental Change Repurchase Price for any Note to be repurchased upon a Repurchase Upon Fundamental Change following a Fundamental Change is an amount in cash equal to the principal amount of such Note plus accrued and unpaid interest on such Note to, but excluding, the Fundamental Change Repurchase Date for such Fundamental Change; provided, however, that if such Fundamental Change Repurchase Date is after a Regular Record Date and on or before the next Interest Payment Date, then (i) the Holder of such Note at the Close of Business on such Regular Record Date will be entitled, notwithstanding such Repurchase Upon Fundamental Change, to receive, on or, at the Company’s election, before such Interest Payment Date, the unpaid interest that would have accrued on such Note to, but excluding, such Interest Payment Date (assuming, solely for these purposes, that such Note remained outstanding through such Interest Payment Date, if such Fundamental Change Repurchase Date is before such Interest Payment Date); and (ii) the Fundamental Change Repurchase Price will not include accrued and unpaid interest on such Note to, but excluding, such Fundamental Change Repurchase Date. For the avoidance of doubt, if an Interest Payment Date is not a Business Day within the meaning of Section 2.05(C) and such Fundamental Change Repurchase Date occurs on the Business Day immediately after such Interest Payment Date, then (x) accrued and unpaid interest on Notes to, but excluding, such Interest Payment Date will be paid, in accordance with Section 2.05(C), on the next Business Day to Holders as of the Close of Business on the immediately preceding Regular Record Date; and (y) the Fundamental Change Repurchase Price will include interest on Notes to be repurchased from, and including, such Interest Payment Date.