Optional Redemption. (a) At any time prior to May 15, 2018, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that (1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 90 days of the date of the closing of such Equity Offering. (b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date. (c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020. (d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amounts, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 % (e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 3 contracts
Sources: Indenture (Viking Holdings LTD), Indenture (Viking Holdings LTD), Indenture (Viking Holdings LTD)
Optional Redemption. (a) At any time prior to May 15, 2018Except as described below, the Company 2028 Notes are not redeemable until April 1, 2023. On and after April 1, 2023, the Issuer may on any one or more occasions redeem up all or, from time to 35% time, part of the aggregate principal amount of 2028 Notes issued under this Indenture, upon giving not less than 30 10 nor more than 60 days’ notice, at the following redemption prices (expressed as a redemption price equal to 106.250% percentage of the principal amount of the Notes redeemed, amount) plus accrued and unpaid interest and Additional Amountsinterest, if anyto, to but not including including, the applicable redemption date of redemption (subject to the rights right of the Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amounts, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 April 1, of the years indicated below: 2023 103.750 % 2024 101.875 % 2025 101.250 % 2026 and thereafter 100.000 %
(b) Prior to April 1, 2023, the Issuer may redeem all, or from time to time, a part of the 2028 Notes upon not less than 10 nor more than 60 days’ notice at a redemption price equal to 100% of the principal amount thereof plus the Applicable Premium and accrued and unpaid interest, to, but not including, the applicable redemption date (subject to the rights right of Holders of Notes record on the relevant record date to receive interest due on the relevant interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %).
(ec) Prior to April 1, 2021, the Issuer may on any one or more occasions redeem up to 40% of the original principal amount of the 2028 Notes (including, in each case, the principal amount of any 2028 Additional Notes), upon not less than 10 nor more than 60 days’ notice, with funds in an aggregate amount not exceeding the Net Cash Proceeds of one or more Equity Offerings at a redemption price of 107.500% of the principal amount of the 2028 Notes, plus, accrued and unpaid interest to, but not including, the applicable redemption date (subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date); provided that: (1) at least 60% of the original principal amount of the 2028 Notes (including the principal amount of any 2028 Additional Notes remains outstanding after each such redemption); and (2) the redemption occurs within 180 days after the closing of such Equity Offering.
(d) Unless the Company Issuer defaults in the payment of the redemption price, interest will cease to accrue on the relevant series of 2028 Notes or portions the portion thereof called for redemption on the applicable redemption date.
(fe) Any redemption pursuant to this Section 3.07 shall be made pursuant to notice given in respect of the provisions redemption of Sections 3.01 through 3.06 hereof and notice any series of the 2028 Notes (including upon an Equity Offering or in connection with a transaction (or series of related transactions) or an event that constitutes a Change of Control) may, in at the CompanyIssuer’s discretion, be subject to the satisfaction of one or more conditions precedent, including, but not limited to, the completion or occurrence of the related transaction, as the case may be.
(f) Any redemption pursuant to this paragraph 5 shall be made pursuant to Sections 3.01 through 3.06 of the Indenture.
(g) If a series of 2028 Notes is listed on an exchange, and the rules of the exchange so require, the Issuer will notify the exchange of any such redemption and the principal amount of such 2028 Notes outstanding following any partial redemption of such series of 2028 Notes. In no event will the Trustee be responsible for monitoring, or charged with knowledge of, the maximum aggregate amount of 2028 Notes eligible under the Indenture to be redeemed.
(h) In connection with any tender offer or other offer to purchase for all of the 2028 Notes of a series, if Holders of not less than 90% of the aggregate principal amount of the then outstanding 2028 Notes of such series validly tender and do not validly withdraw such 2028 Notes in such tender offer and the Issuer, or any third party making such tender offer in lieu of the Issuer, purchases all of the 2028 Notes of such series validly tendered and not validly withdrawn by such Holders, the Issuer or such third party will have the right upon not less than 10 nor more than 60 days’ notice following such purchase date, to redeem all 2028 Notes of such series that remain outstanding following such purchase at a price equal to the price paid to each other Holder in such tender offer, plus, to the extent not included in the tender offer payment, accrued and unpaid interest, if any, thereon, to, but excluding, the repurchase date (subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date).
(i) If a redemption date is not a Business Day, payment may be made on the next succeeding day that is a Business Day, and no interest shall accrue on any amount that would have been otherwise payable on such redemption date if it were a Business Day for the intervening period.
Appears in 3 contracts
Sources: Indenture (Altice USA, Inc.), Indenture (Altice USA, Inc.), Indenture (Altice USA, Inc.)
Optional Redemption. (a) At any time prior to May 15, 2018, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this the Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment dateInterest Payment Date), with the net cash proceeds of an Equity Offering; provided that:
(1i) at least 65% of the aggregate principal amount of the Notes originally issued under this the Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2ii) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment dateInterest Payment Date.
(c) Except pursuant to Section 3.07(a), Section 3.07(bparagraph 6(a) and Section 3.10 6(b) and paragraph 10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amounts, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May October 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment dateInterest Payment Date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) % Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 3 contracts
Sources: Indenture (Viking Holdings LTD), Indenture (Viking Holdings LTD), Indenture (Viking Holdings LTD)
Optional Redemption. Except as set forth in subparagraphs (ab) At any time prior to May 15, 2018and (c) of this Paragraph (5), the Company may on any one or more occasions will not have the option to redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15November 30, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amounts, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) 2019. Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(fa) Any redemption pursuant to this Section 3.07 shall be made pursuant to Notwithstanding the provisions of Sections 3.01 through 3.06 hereof subparagraph (a) of this Paragraph (5), at any time prior to November 30, 2019, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under the Indenture at a redemption price equal to 105.8750% of the principal amount thereof, plus accrued and notice mayunpaid interest and Additional Amounts, in if any, to the Company’s discretion, be redemption date (subject to the satisfaction rights of the Holders on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of one or more conditions precedentEquity Offerings; provided that at least 65% in aggregate principal amount of the Notes originally issued under the Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption and that such redemption occurs within 45 days of the date of the closing of such Equity Offering.
(b) At any time prior to November 30, 2019, the Company may also redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice mailed by first-class mail to each Holder’s registered address, at a redemption price equal to 100% of the principal amount of Notes redeemed plus the Applicable Premium as of, and accrued and unpaid interest and Additional Amounts, if any, to the date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant interest payment date.
(c) The Notes may also be redeemed in the circumstances described in Section 3.10 and 3.11 of the Indenture.
Appears in 3 contracts
Sources: Indenture (STUDIO CITY INTERNATIONAL HOLDINGS LTD), Indenture (STUDIO CITY INTERNATIONAL HOLDINGS LTD), Indenture (Melco Crown Entertainment LTD)
Optional Redemption. (a) At any time prior to May 15, 2018, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this the Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment dateInterest Payment Date), with the net cash proceeds of an Equity Offering; provided that:
(1i) at least 65% of the aggregate principal amount of the Notes originally issued under this the Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2ii) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment dateInterest Payment Date.
(c) Except pursuant to Section 3.07(a), Section 3.07(bparagraph 6(a) and Section 3.10 6(b) and paragraph 10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amounts, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment dateInterest Payment Date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) % Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 3 contracts
Sources: Indenture (Viking Holdings LTD), Indenture (Viking Holdings LTD), Indenture (Viking Holdings LTD)
Optional Redemption. (a) At any time prior to May 15August 1, 20182023, the Company may may, on any one or more occasions occasions, redeem up to 3540% of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, Indenture (including any Additional Notes) at a redemption price equal to 106.250of 106.125% of the principal amount of the Notes redeemedamount, plus accrued and unpaid interest and Additional Amountsinterest, if any, to to, but not including excluding, the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an one or more Equity OfferingOfferings by the Company or a contribution to the equity capital of the Company (other than Disqualified Stock) from the net proceeds of one or more Equity Offerings by any Parent Company (in each case, other than Excluded Contributions); provided that
that (1) at least 6560% of the aggregate principal amount of the Notes originally issued under this Indenture (including any Additional Notes but excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
and (2) the redemption occurs within 90 days of the date of the closing of such Equity OfferingOffering or equity contribution.
(b) At any time prior to May 15On or after August 1, 20202023, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 ten nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interest and Additional Amountsinterest, if any, on the Notes redeemed, to to, but excluding, the applicable date of redemptionredemption date, if redeemed during the twelve12-month period beginning on May 15 August 1 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment dateInterest Payment Date: 2020 103.125 Year Percentage 2023 103.063 % 2021 102.083 2024 102.042 % 2022 101.042 2025 101.021 % 2023 2026 and thereafter 100.000 %
(ec) Prior to August 1, 2023, the Company may also redeem all or any portion of the Notes upon not less than ten nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount thereof plus the Applicable Premium as of, and accrued and unpaid interest thereon, if any, to, but excluding, the date of redemption (a “Make-Whole Redemption Date”).
(d) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(fe) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedentthis Indenture.
Appears in 3 contracts
Sources: Senior Notes Indenture (AdaptHealth Corp.), Senior Notes Indenture (AdaptHealth Corp.), Senior Notes Indenture (AdaptHealth Corp.)
Optional Redemption. (a) At On or after February 1, 2020, the Issuers may redeem all or a part of this series of Notes upon giving notice as provided in the Indenture, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Liquidated Damages, if any, on this series of Notes redeemed, to the applicable Redemption Date, if redeemed during the twelve-month period beginning on February 1 of each year indicated below, subject to the rights of Holders of this series of Notes on the relevant record date to receive interest on an Interest Payment Date that is on or prior to the Redemption Date: Year Percentage 2020 103.844 % 2021 102.563 % 2022 101.281 % 2023 and thereafter 100.000 %
(b) Notwithstanding the provisions of subparagraph (a) of this Paragraph 5, at any time prior to May 15February 1, 20182020, the Company Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of this series of Notes (including any Additional Notes of this series) issued under this Indenture, the Indenture upon giving not less than 30 nor more than 60 days’ noticenotice as provided in the Indenture, at a redemption price equal to 106.250of 105.125% of the principal amount of the Notes redeemedamount, plus accrued and unpaid interest and Additional AmountsLiquidated Damages, if any, to but not including the date of redemption Redemption Date (subject to the rights right of Holders of Notes record on the relevant record date to receive interest due on an Interest Payment Date that is on or prior to the relevant interest payment dateRedemption Date), with in an amount not greater than the net cash proceeds of an one or more Equity OfferingOfferings by Targa Resources Partners; provided that
(1) that at least 65% of the aggregate principal amount of the this series of Notes originally (including any Additional Notes of this series) issued under this the Indenture (excluding Notes of this series held by the Company Targa Resources Partners and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) redemption and the redemption occurs within 90 180 days of the date of the closing of such Equity Offering.
(bc) At Notwithstanding the provisions of subparagraph (a) of this Paragraph 5, at any time prior to May 15February 1, 2020, the Company Issuers may on any one or more occasions also redeem all or a part of the NotesNotes of this series, upon giving not less than 30 nor more than 60 days’ noticenotice as provided in the Indenture, at a redemption price equal to 100% of the principal amount of the Notes redeemed, of this series redeemed plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional AmountsLiquidated Damages, if any, to but not including the date of redemptionRedemption Date, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option an Interest Payment Date that is prior to May 15, 2020the Redemption Date.
(d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amounts, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 2 contracts
Sources: Indenture (Targa Resources Partners LP), Indenture (Targa Resources Corp.)
Optional Redemption. (a) At any time prior to May January 15, 2018, 2013 the Company may on any one or more occasions redeem up to 35% of the original aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, Indenture at a redemption price equal to 106.250of 112.25% of the principal amount of the Notes redeemedamount, plus accrued and unpaid interest and Additional AmountsSpecial Interest, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date)Redemption Date, with the net cash proceeds of an one or more Equity OfferingOfferings of the Company (or of Holdings or any Parent, to the extent such proceeds are contributed to the Company’s common equity capital); provided that:
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity OfferingOffering or contribution.
(b) At any time prior to May January 15, 2020, 2013 the Company may on any one or more occasions also redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ noticeprior notice mailed by first-class mail to each holder’s registered address, at a redemption price equal to 100% of the principal amount of the Notes redeemed, redeemed plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional AmountsSpecial Interest, if any, to but not including the date of redemptionRedemption Date, subject to the rights of Holders holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereofthe preceding paragraphs, the Notes will not be redeemable at the Company’s option prior to May January 15, 20202013.
(d) On or after May January 15, 2020, 2013 the Company may on any one or more occasions redeem all or a part of the Notes, Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interest and Additional AmountsSpecial Interest, if any, on the Notes redeemed, to the applicable date of redemptionredemption date, if redeemed during the twelve-month period beginning on May January 15 of the years indicated below, subject to the rights of Holders holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 2013 106.125 % 2021 102.083 % 2022 101.042 % 2023 2014 and thereafter 100.000 %
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 5.7 shall be made pursuant to the provisions of Sections 3.01 5.1 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent5.6 hereof.
Appears in 2 contracts
Sources: Indenture (Edgen Group Inc.), Indenture (Edgen Murray II, L.P.)
Optional Redemption. (a) At any time prior to May 15, 2018, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to clause (d) of this Section 3.07(a), Section 3.07(b) and Section 3.10 hereof3.07, the Notes will shall not be redeemable at the Company’s option prior to May 15, 20202021.
(db) On or and after May 15, 20202021, the Company may on any one or more occasions redeem all or a part of the Notes, in whole or in part, upon not less than 30 15 nor more than 60 days’ noticenotice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of the Depositary, at the redemption prices (expressed as percentages a percentage of principal amountamount of the Notes to be redeemed) set forth below, plus accrued and unpaid interest on the Notes and Additional Amounts, if any, on the Notes redeemedto, to but not including, the applicable date of redemptionredemption date, if redeemed during the twelve-month period beginning on May 15 of each of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 % 2021 102.083 106.000 % 2022 101.042 103.000 % 2023 and thereafter 100.000 %
(ec) Unless In addition, on and after May 15, 2021, the Company defaults may redeem the Notes, in whole or in part, with the payment proceeds from one or more offerings of secured or unsecured high yield bonds or any other senior secured or unsecured debt refinancing, upon not less than 15 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of the Depositary, at the redemption priceprices (expressed as a percentage of principal amount of the Notes to be redeemed) set forth below, plus accrued and unpaid interest will cease to accrue on the Notes or portions thereof called for redemption on and Additional Amounts, if any, to, but not including, the applicable redemption date, if redeemed during the twelve-month period beginning on May 15 of each of the years indicated below: 2021 103.000 % 2022 101.000 % 2023 and thereafter 100.000 %
(d) The Company may redeem the Notes, in whole but not in part, at its discretion at any time upon giving not less than 15 nor more than 60 days’ prior notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of the Depositary, at a redemption price equal to 100% of the aggregate principal amount of the Notes, plus accrued and unpaid interest thereon, if any, to, but not including, the date fixed by the Company for redemption (a “Tax Redemption Date”) and Additional Amounts, if any, then due or which will become due on the Tax Redemption Date as a result of the redemption or otherwise (subject to the right of Holders of the Notes on the relevant Record Date to receive interest due on the relevant Interest Payment Date and Additional Amounts, if any, in respect thereof), if on the next date on which any amount would be payable in respect of the Notes, the Company or a Guarantor is or would be required to pay Additional Amounts, and the Company or such Guarantor cannot avoid any such payment obligation by taking reasonable measures available, and the requirement arises as a result of (i) any change in, repeal of or amendment to the laws (or any regulations or rulings promulgated thereunder) of the applicable Relevant Tax Jurisdiction affecting taxation which change, repeal or amendment becomes effective on or after the Issue Date (or, if the applicable Relevant Tax Jurisdiction has changed since the Issue Date, the date on which the then current Relevant Tax Jurisdiction became the applicable Relevant Tax Jurisdiction under this Indenture) or (ii) any change in, repeal of or amendment to the existing official position or the introduction of an official position regarding the application, administration or interpretation of such laws, regulations or rulings (including a holding, judgment or order by a court of competent jurisdiction or a change in published practice), which change, repeal, amendment, application, administration or interpretation becomes effective on or after the Issue Date (or, if the applicable Relevant Tax Jurisdiction has changed since the Issue Date, the date on which the then current Relevant Tax Jurisdiction became the applicable Relevant Tax Jurisdiction under this Indenture) (each of the foregoing in clauses (i) and (ii), a “Change in Tax Law”). Notwithstanding the foregoing, no such notice of redemption shall be given earlier than 60 days prior to the earliest date on which the Company or a Guarantor would be obligated to make a payment of Additional Amounts if such a payment in respect of the Notes were then due, and at the time such notice is given, the obligation to pay Additional Amounts remains in effect. Prior to the publication, delivery or, where relevant, mailing of any notice of redemption of the Notes pursuant to the foregoing, the Company will deliver to the Trustee (1) an opinion of an independent tax expert, such tax expert being a law or accounting firm, to the effect that there has been a Change in Tax Law which would entitle the Company to redeem the Notes hereunder and (2) an Officers’ Certificate stating that the Company or the Guarantor, as the case may be, cannot avoid its obligation to pay Additional Amounts by taking reasonable measures available to it. Such opinion of the tax expert and Officers’ Certificate shall be sufficient evidence of the existence and satisfaction of the conditions precedent as described above and will be conclusive and binding on the Holders.
(fe) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof 3.06.
(f) If the optional redemption date is on or after a Record Date but on or prior to the related Interest Payment Date, then any accrued and notice mayunpaid interest in respect of Notes subject to redemption will be paid on the redemption date to the Person in whose name the Note is registered at the close of business on such Record Date, in the Company’s discretion, and no additional interest will be payable to Holders whose Notes will be subject to redemption by the satisfaction of one or more conditions precedentCompany.
Appears in 2 contracts
Sources: Senior Secured Notes Indenture (CIMPRESS PLC), Note and Warrant Purchase Agreement (CIMPRESS PLC)
Optional Redemption. (a) At any time or from time to time prior to May February 15, 20182025, the Company may on any one Issuer may, at its option, redeem all or more occasions redeem up to 35% a portion of the aggregate principal amount of Notes issued under this IndentureNotes, upon giving not less than 30 10 nor more than 60 days’ prior written notice, at a redemption price Redemption Price equal to 106.250101% of the principal amount of the Notes redeemed, so redeemed plus accrued and unpaid interest and Additional Amounts, thereon (if any) to, to but not including including, the date of redemption Redemption Date (subject to the rights right of Holders of Notes record on the relevant record date to receive interest due on the relevant interest payment dateInterest Payment Date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) . At any time prior or from time to May time on or after February 15, 20202025, the Company may on any one or more occasions Issuer may, at its option, redeem all or a part portion of the Notes, upon giving not less than 30 10 nor more than 60 days’ prior written notice, at a redemption price Redemption Price equal to 100% of the principal amount of the Notes redeemed, so redeemed plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest thereon (if any) to, but not including, the Redemption Date (subject to the right of Holders of record on the relevant record date to receive interest due on the relevant Interest Payment Date). Notwithstanding the foregoing, in connection with any tender offer for the Notes, including any offer to purchase Notes pursuant to Section 9.10 and Additional Amounts9.13 of the Indenture, if anyHolders of not less than 90% in aggregate principal amount of the outstanding Notes validly tender and do not withdraw such Notes in such tender offer and the Issuer, or any third party making such tender offer in lieu of the Issuer, purchases all of the Notes validly tendered and not withdrawn by such Holders, the Issuer or such third party will have the right, upon not less than 10 nor more than 60 days’ prior notice, given not more than 60 days following such purchase date, to redeem (with respect to the Issuer) or repurchase (with respect to a third-party) all Notes that remain outstanding following such purchase at a Redemption Price equal to the greater of (i) the highest price offered to any other Holder in such tender offer or other offer to purchase (which may be less than par and shall exclude any early tender premium or similar premium and any accrued and unpaid interest paid to any holder in such tender offer payment) and (ii) par, plus accrued and unpaid interest (if any) thereon, to, but not including excluding the date of redemptionredemption or Redemption Date, subject to the rights right of Holders of record of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant Interest Payment Date falling on or prior to the date of redemption or Redemption Date. Once notice of redemption is sent in accordance with Section 3.07(a), Section 3.07(b) and Section 3.10 10.05 hereof, Notes called for redemption become irrevocably due and payable on the Redemption Date at the Redemption Price. Notice of any redemption of the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ noticemay, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amounts, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the CompanyIssuer’s discretion, be given in connection with any equity offering, other transaction (or series of related transactions) or event that constitutes a Change of Control and prior to the completion or the occurrence thereof, and any such redemption thereof may, at the Issuer’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of the related equity offering, transaction or other event, as the case may be. If any redemption is so subject to the satisfaction of one or more conditions precedent, the notice thereof shall describe each such condition and, if applicable, shall state that, in the Issuer’s discretion, the Redemption Date may be delayed until such time as any or all such conditions shall be satisfied or waived, or such redemption or purchase may not occur and any such notice with respect to such redemption may be rescinded in the event that any or all such conditions shall not have been satisfied or waived by the Redemption Date, or by the Redemption Date as so delayed or such notice or offer may be rescinded at any time in the Issuer’s discretion if the Issuer reasonably believes that any or all of such conditions will not be satisfied or waived. If the Issuer has given notice of redemption as provided in the Indenture and made available funds for the redemption of the Notes (or any portion thereof) called for redemption on or prior to the redemption date referred to in such notice, those Notes will cease to bear interest on that redemption date and the only right of the holders of those Notes will be to receive payment of the redemption price. The Issuer and its Affiliates may acquire Notes by means other than a redemption, whether by tender offer, open market purchases, negotiated transactions or otherwise, so long as such acquisition does not otherwise violate the terms of the Indenture.
Appears in 2 contracts
Sources: Indenture (Qwest Corp), Indenture (Qwest Corp)
Optional Redemption. (a) At any time prior to May January 15, 20182017, the Company Issuer may on any one or more occasions redeem up to 35% of the aggregate principal amount of the Notes issued under this the Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250105.750% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amountsto, if any, to but not including including, the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date if the Notes have not been redeemed prior to such date), with the net cash proceeds of an Equity Offering; provided provided, that:
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this the Indenture (excluding Notes held by the Company Issuer and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 120 days of the date of the closing of such Equity Offering.
(b) At any time prior to May January 15, 20202017, the Company Issuer may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amountsinterest, if anyto, to but not including including, the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) this paragraph 5 and Section 3.10 hereofparagraph 7 below, the Notes will not be redeemable at the CompanyIssuer’s option prior to May January 15, 20202017.
(d) On or after May to July 15, 20202017, the Company Issuer may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amounts, if any, on the Notes redeemed, to to, but not including, the applicable date of redemption, if redeemed during the twelve-month period beginning on May January 15 of the years indicated below, below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date if the Notes have not been redeemed prior to such date: ): Year Percentage 2017 104.313 % 2018 102.875 % 2019 101.438 % 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) % Unless the Company Issuer defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 2 contracts
Sources: Supplemental Indenture (Endo International PLC), Indenture (Endo Health Solutions Inc.)
Optional Redemption. (a) At any time prior to May 15September 1, 20182012, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this the Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250110.625% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional AmountsSpecial Interest, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant regular record date to receive interest due on the relevant interest payment datedate that is on or prior to the applicable date of redemption), with the net cash proceeds of an Equity OfferingOffering by the Company; provided that:
(1i) at least 65% of the aggregate principal amount of the Notes originally issued under this the Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2ii) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15September 1, 20202012, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional AmountsSpecial Interest, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 September 1 of the years indicated below, subject to the rights of Holders of Notes on the relevant regular record date to receive interest due on the relevant interest payment datedate that is on or prior to the applicable date of redemption: 2020 103.125 Year Percentage 2012 105.313 % 2021 102.083 % 2022 101.042 % 2023 2013 and thereafter 100.000 %
(ec) At any time prior to September 1, 2012, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium, plus accrued and unpaid interest and Special Interest, if any, on the Notes redeemed, to the applicable date of redemption (subject to the rights of Holders of Notes on the relevant regular record date to receive interest due on the relevant interest payment date that is on or prior to the applicable date of redemption). Except pursuant to paragraphs 5(a) and 5(c), the Notes are not redeemable at the Company’s option prior to September 1, 2012. The Company is not, however, prohibited under the Indenture from acquiring the Notes by means other than a redemption, whether pursuant to open-market transactions, tender offers or otherwise so long as such acquisition does not otherwise violate the terms of the Indenture. Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 2 contracts
Sources: Indenture (CPM Holdings, Inc.), Indenture (CPM Holdings, Inc.)
Optional Redemption. (a) At any time prior to May 15April 1, 20182022, the Company Issuer may on any one or more occasions redeem up to 35% of the aggregate principal amount of the Notes issued under this the Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250107.500% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amountsto, if any, to but not including including, the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date if the Notes have not been redeemed prior to such date), with the net cash proceeds of an Equity Offering; provided that:
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this the Indenture (excluding Notes held by the Company Parent and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 120 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15April 1, 20202022, the Company Issuer may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amountsto, if any, to but not including including, the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) this clause 5 and Section 3.10 hereofclause 7 below, the Notes will not be redeemable at the CompanyIssuer’s option prior to May 15April 1, 20202022.
(d) On or after May 15to April 1, 20202022, the Company Issuer may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amounts, if any, on the Notes redeemed, to to, but not including, the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 April 1 of the years indicated below, below (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date if the Notes have not been redeemed prior to such date: 2020 103.125 % 2021 102.083 % ): Year Percentage 2022 101.042 105.625 % 2023 103.750 % 2024 101.875 % 2025 and thereafter 100.000 %
(e) % Unless the Company Issuer defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 2 contracts
Sources: Indenture (Endo International PLC), Supplemental Indenture (Endo International PLC)
Optional Redemption. (a) At any time prior and from time to May 15time on or after June 30, 20182016, holder(s) of at least 51% of the Class A Preferred Shares then outstanding may require the Company to redeem all of the then outstanding Class A Preferred Shares subject to and in accordance with this Article 8(iii). The holder(s) electing redemption pursuant to this Article 8(iii)(1)(a) shall deliver a written notice (the “Redemption Notice”) to the Company specifying the intended date of redemption, which date shall be no less than thirty (30) days after the date of delivery of the Redemption Notice (the “Redemption Date”). Within three (3) days from receipt of the Redemption Notice delivered pursuant to this Article 8(iii)(1)(a), the Company may on any one or more occasions redeem up shall forward a copy of such Redemption Notice to 35each holder of the Series A Preferred Shares, Series B Preferred Shares, the Series C Preferred Shares, the Series D Preferred Shares and the Series E Preferred Shares. Holder(s) of at least 51% of the aggregate principal amount then outstanding Series A Preferred Shares, holder(s) of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250least 45% of the principal amount then outstanding Series B Preferred Shares (including CDH as long as it holds more than one-third of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment datethen outstanding Series B Preferred Shares), with the net cash proceeds holder(s) of an Equity Offering; provided that
(1) at least 6550% of the aggregate principal amount Series C Preferred Shares (including GS as long as it holds more than one-third of the Notes originally issued then outstanding Series C Preferred Shares), holder(s) of at least 50% of the Series D Preferred Shares or holder(s) of at least 45% of the Series E Preferred Shares shall have the right, but not the obligation, to require the Company to redeem all of the then outstanding Series A Preferred Shares, Series B Preferred Shares, Series C Preferred Shares, Series D Preferred Shares or Series E Preferred Shares respectively on the same applicable Redemption Date, together with the Class A Preferred Shares, by written notice to the Company within 15 days from the Company’s receipt of the Redemption Notice delivered pursuant to this Article 8(iii)(1)(a). For the avoidance of doubt, holder(s) of at least 51% of the then outstanding Series A Preferred Shares, holder(s) of at least 45% of the Series B Preferred Shares (including CDH as long as it holds more than one-third of the then outstanding Series B Preferred Shares), holder(s) of at least 50% of the Series C Preferred Shares then outstanding (including GS as long as it holds more than one-third of the then outstanding Series C Preferred Shares), holder(s) of at least 50% of the Series D Preferred Shares then outstanding and holder(s) of at least 45% of the Series E Preferred Shares then outstanding may require the Company to redeem all of the then outstanding Series A Preferred Shares, Series B Preferred Shares, Series C Preferred Shares, Series D Preferred Shares or Series E Preferred Shares respectively at any time and from time to time on or after June 30, 2016, if holder(s) of the Class A Preferred Shares elect(s) redemption pursuant to this Article 8(iii)(1)(a). No redemption shall be effected under this Indenture (excluding Notes held by Article 8(iii)(1)(a) unless the Company and complies with its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days obligation to forward a copy of the date relevant Redemption Notice to the holders of the closing of such Equity OfferingSeries A Preferred Shares, Series B Preferred Shares, Series C Preferred Shares, Series D Preferred Shares and Series E Preferred Shares.
(b) At any time prior and from time to May 15time on or after June 30, 20202016, the Company may on any one or more occasions redeem all or a part holder(s) of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100least 51% of the principal amount Series A Preferred Shares then outstanding may require the Company to redeem all of the Notes redeemed, plus then outstanding Series A Preferred Shares subject to and in accordance with this Article 8(iii). The holder(s) electing redemption pursuant to this Article 8(iii)(1)(b) shall deliver a Redemption Notice to the Applicable Premium (as calculated by Company specifying the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the intended date of redemption, subject which date shall be no less than thirty (30) days after the Redemption Date. Within three (3) days from receipt of the Redemption Notice delivered pursuant to this Article 8(iii)(1)(b), the Company shall forward a copy of such Redemption Notice to each holder of the Class A Preferred Shares, the Series B Preferred Shares, the Series C Preferred Shares, the Series D Preferred Shares and the Series E Preferred Shares. Holder(s) of at least 51% of the Class A Preferred Shares, holder(s) of at least 45% of the then outstanding Series B Preferred Shares (including CDH as long as it holds more than one-third of the then outstanding Series B Preferred Shares), holder(s) of at least 50% of the Series C Preferred Shares (including GS as long as it holds more than one-third of the then outstanding Series C Preferred Shares), holder(s) of at least 50% of the Series D Preferred Shares or holder(s) of at least 45% of the Series E Preferred Shares shall have the right, but not the obligation, to require the Company to redeem all of the then outstanding Class A Preferred Shares, Series B Preferred Shares, Series C Preferred Shares, Series D Preferred Shares or Series E Preferred Shares respectively on the same applicable Redemption Date, together with the Series A Preferred Shares, by written notice to the rights of Holders Company within 15 days from the Company’s receipt of the Notes Redemption Notice delivered pursuant to this Article 8(iii)(1)(b). For the avoidance of doubt, holder(s) of at least 45% of the Series B Preferred Shares (including CDH as long as it holds more than one-third of the then outstanding Series B Preferred Shares), holder(s) of at least 50% of the Series C Preferred Shares then outstanding (including GS as long as it holds more than one-third of the then outstanding Series C Preferred Shares), holder(s) of at least 50% of the Series D Preferred Shares then outstanding and holder(s) of at least 45% of the Series E Preferred Shares then outstanding may require the Company to redeem all of the then outstanding Series B Preferred Shares, Series C Preferred Shares, Series D Preferred Shares or Series E Preferred Shares respectively at any time and from time to time on or after June 30, 2016, if holder(s) of the Series A Preferred Shares elect(s) redemption pursuant to this Article 8(iii)(1)(b). No redemption shall be effected under this Article 8(iii)(1)(b) unless the Company complies with its obligation to forward a copy of the relevant record date Redemption Notice to receive interest due on the relevant interest payment dateholders of Class A Preferred Shares, Series B Preferred Shares, Series C Preferred Shares, Series D Preferred Shares and Series E Preferred Shares.
(c) Except At any time and from time to time on or after June 30, 2016, holder(s) of at least 45% of the Series B Preferred Shares then outstanding (including CDH as long as it holds more than one-third of the then outstanding Series B Preferred Shares) may require the Company to redeem all of the then outstanding Series B Preferred Shares subject to and in accordance with this Article 8(iii). The holder(s) electing redemption pursuant to Section 3.07(athis Article 8(iii)(1)(c) shall deliver a Redemption Notice to the Company specifying the intended Redemption Date, which date shall be no less than thirty (30) days after the date of delivery of the Redemption Notice. Within three (3) days from receipt of the Redemption Notice delivered pursuant to this Article 8(iii)(1)(c), Section 3.07(b) and Section 3.10 hereofthe Company shall forward a copy of such Redemption Notice to each holder of the Class A Preferred Shares, the Notes will Series A Preferred Shares, the Series C Preferred Shares, the Series D Preferred Shares and the Series E Preferred Shares. Holder(s) of at least 51% of the then outstanding Class A Preferred Shares, holder(s) of at least 51% of the then outstanding Series A Preferred Shares, holder(s) of at least 50% of the Series C Preferred Shares, holder(s) of at least 50% of the Series D Preferred Shares or holder(s) of at least 50% of the Series E Preferred Shares shall have the right, but not be redeemable at the obligation, to require the Company to redeem all of the then outstanding Class A Preferred Shares, Series A Preferred Shares, Series C Preferred Shares, Series D Preferred Shares or Series E Preferred Shares respectively on the same applicable Redemption Date, together with the Series B Preferred Shares, by written notice to the Company within fifteen (15) days from the Company’s option prior receipt of the Redemption Notice delivered pursuant to May 15this Article 8(iii)(1)(c). For the avoidance of doubt, 2020holder(s) of at least 50% of the Series C Preferred Shares then outstanding, holder(s) of at least 50% of the Series D Preferred Shares then outstanding or holder(s) of at least 50% of the Series E Preferred Shares then outstanding may require the Company to redeem all of the then outstanding Series C Preferred Shares, Series D Preferred Shares or Series E Preferred Shares respectively at any time and from time to time on or after June 30, 2016, if holder(s) of the Series B Preferred Shares elect(s) redemption pursuant to this Article 8(iii)(1)(c). No redemption shall be effected under this Article 8(iii)(1)(c) unless the Company complies with its obligation to forward a copy of the relevant Redemption Notice to the holders of Class A Preferred Shares, Series A Preferred Shares, Series C Preferred Shares, Series D Preferred Shares and Series E Preferred Shares.
(d) On At any time upon and following the occurrence of a Series C Redemption Event (as defined in (i) below), and in any event at any time and from time to time on or after May 15June 30, 20202016, holder(s) of at least 50% of the Series C Preferred Shares then outstanding (including GS for so long as it holds at least one-third of the then-outstanding Series C Preferred Shares) may require the Company to redeem all of the then outstanding Series C Preferred Shares subject to and in accordance with this Article 8(iii). The holder(s) electing redemption pursuant to this Article 8(iii)(1)(d) shall deliver a Redemption Notice to the Company specifying the intended Redemption Date, which date shall be no less than thirty (30) days after the date of delivery of the Redemption Notice. Within three (3) days from receipt of the Redemption Notice delivered pursuant to this Article 8(iii)(1)(d), the Company may on any one shall forward a copy of such Redemption Notice to each holder of the Class A Preferred Shares, the Series A Preferred Shares, the Series B Preferred Shares, the Series D Preferred Shares and the Series E Preferred Shares. Holder(s) of at least 51% of the then outstanding Class A Preferred Shares, holder(s) of at least 51% of the then outstanding Series A Preferred Shares, holder(s) of at least 45% of the then outstanding Series B Preferred Shares (including CDH as long as it holds more than one-third of the then outstanding Series B Preferred Shares), holder(s) of at least 50% of the then outstanding Series D Preferred Shares or more occasions holder(s) of at least 45% of the then outstanding Series E Preferred Shares shall have the right, but not the obligation, to request the Company to redeem all or a part of the Notesthen outstanding Class A Preferred Shares, upon not less than 30 nor more than 60 days’ noticeSeries A Preferred Shares, Series B Preferred Shares or Series D Preferred Shares or Series E Preferred Shares respectively, by written notice to the Company within fifteen (15) days from the Company’s receipt of the Redemption Notice delivered pursuant to this Article 8(iii)(1)(d). For the avoidance of doubt, holder(s) of at least 50% of the redemption prices (expressed as percentages Series D Preferred Shares then outstanding or holder(s) of principal amount) set forth belowat least 45% of the Series E Preferred Shares then outstanding may require the Company to redeem all of the then outstanding Series D Preferred Shares or Series E Preferred Shares at any time and from time to time on or after June 30, plus accrued and unpaid interest and Additional Amounts2016, if any, on holder(s) of the Notes redeemed, Series C Preferred Shares elect(s) redemption pursuant to this Article 8(iii)(1)(d). No redemption shall be effected under this Article 8(iii)(1)(d) unless the Company complies with its obligation to forward a copy of the relevant Redemption Notice to the applicable date holders of redemptionClass A Preferred Shares, if redeemed during the twelve-month period beginning on May 15 of the years indicated belowSeries A Preferred Shares, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 Series B Preferred Shares, Series D Preferred Shares and thereafter 100.000 %Series E Preferred Shares.
(e) Unless At any time upon and following the occurrence of a Series D Redemption Event (as defined in (j) below), and in any event at any time and from time to time on or after June 30, 2016, holder(s) of at least 50% of the Series D Preferred Shares then outstanding may require the Company defaults in the payment to redeem all of the redemption pricethen outstanding Series D Preferred Shares subject to and in accordance with this Article 8(iii), interest will cease to accrue on the Notes or portions thereof called provided that ▇▇▇▇▇▇▇▇’▇ Series D Preferred Shares shall not be counted in favor of such demand for redemption on the applicable redemption date.
(fif a ▇▇▇▇▇▇▇▇ Default has occurred. The holder(s) Any electing redemption pursuant to this Section 3.07 Article 8(iii)(1)(e) shall deliver a Redemption Notice to the Company specifying the intended Redemption Date, which date shall be made no less than thirty (30) days after the date of delivery of the Redemption Notice. Within three (3) days from receipt of the Redemption Notice delivered pursuant to this Article 8(iii)(1)(e), the provisions Company shall forward a copy of Sections 3.01 through 3.06 hereof such Redemption Notice to each holder of the Class A Preferred Shares, the Series A Preferred Shares, the Series B Preferred Shares, the Series C Preferred Shares and the Series E Preferred Shares. Holder(s) of at least 51% of the then outstanding Class A Preferred Shares, holder(s) of at least 51% of the then outstanding Series A Preferred Shares, or at least 45% of the then outstanding Series B Preferred Shares (including CDH as long as it holds more than one-third of the then outstanding Series B Preferred Shares), holder(s) of at least 50% of the then outstanding Series C Preferred Shares or holder(s) of at least 45% of the then outstanding Series E Preferred Shares shall have the right, but not the obligation, to request the Company to redeem all of the then outstanding Class A Preferred Shares, Series A Preferred Shares, Series B Preferred Shares, Series C Preferred Shares or Series E Preferred Shares respectively, by written notice may, in to the Company within fifteen (15) days from the Company’s discretion, be subject receipt of the Redemption Notice delivered pursuant to the satisfaction of one or more conditions precedentthis Article 8(iii)(1)(e).
Appears in 2 contracts
Sources: Share Purchase Agreement (eHi Car Services LTD), Share Purchase Agreement (eHi Car Services LTD)
Optional Redemption. (a) At any time prior to May December 15, 20182008, the Company may may, on any one or more occasions occasions, redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture (including the principal amount of any Additional Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, ) at a redemption price equal to 106.250111.750% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional AmountsLiquidated Damages, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an one or more Equity OfferingOfferings; provided that:
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries, but including any Additional Notes) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of after the date of the closing of any such Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(bthe preceding paragraph and clause (e) and Section 3.10 hereofbelow, the Notes will not be redeemable at the Company’s 's option prior to May December 15, 20202009.
(dc) On or after May December 15, 20202009, the Company may on any one or more occasions redeem all or a part of the Notes, Notes upon not less than 30 nor more than 60 days’ notice' notice (except that redemption notices may be mailed more than 60 days prior to a redemption date if the notice is issued in connection with a defeasance of the Notes or a satisfaction and discharge of this Indenture pursuant to Article 8 or 11 hereof), at the redemption prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interest and Additional AmountsLiquidated Damages, if any, on the Notes redeemed, to the applicable date of redemptionredemption date, if redeemed during the twelve-month period beginning on May December 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.:
Appears in 2 contracts
Sources: Indenture (M & F Worldwide Corp), Indenture (M & F Worldwide Corp)
Optional Redemption. (a) At any The Issuer may redeem all or, from time prior to May 15time, 2018, the Company may on any one or more occasions redeem up to 35% part of the aggregate principal amount of 2021 September Notes issued under this Indenture, upon giving not less than 30 10 nor more than 60 days’ notice, at the following redemption prices (expressed as a redemption price equal to 106.250% percentage of the principal amount of the Notes redeemed, amount) plus accrued and unpaid interest and Additional Amountsinterest, if anyto, to but not including including, the applicable redemption date of redemption (subject to the rights right of the Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amounts, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 June 15, of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 2018 101.281 % 2021 102.083 % 2022 101.042 % 2023 2019 and thereafter 100.000 %
(eb) Unless the Company Issuer defaults in the payment of the redemption price, interest will cease to accrue on the relevant series of 2021 September Notes or portions the portion thereof called for redemption on the applicable redemption date.
(fc) Any redemption pursuant to this Section 3.07 shall be made pursuant to notice given in respect of the provisions redemption of Sections 3.01 through 3.06 hereof and notice any series of the 2021 September Notes (including upon an Equity Offering or in connection with a transaction (or series of related transactions) or an event that constitutes a Change of Control) may, in at the CompanyIssuer’s discretion, be subject to the satisfaction of one or more conditions precedent, including, but not limited to, the completion or occurrence of the related transaction, as the case may be.
(d) Any redemption pursuant to this paragraph 5 shall be made pursuant to Sections 3.01 through 3.06 of the Indenture.
(e) If a series of 2021 September Notes is listed on an exchange, and the rules of the exchange so require, the Issuer will notify the exchange of any such redemption and the principal amount of such 2021 September Notes outstanding following any partial redemption of such series of 2021 September Notes. In no event will the Trustee be responsible for monitoring, or charged with knowledge of, the maximum aggregate amount of 2021 September Notes eligible under the Indenture to be redeemed.
(f) In connection with any tender offer or other offer to purchase for all of the 2021 September Notes of a series, if Holders of not less than 90% of the aggregate principal amount of the then outstanding 2021 September Notes of such series validly tender and do not validly withdraw such 2021 September Notes in such tender offer and the Issuer, or any third party making such tender offer in lieu of the Issuer, purchases all of the 2021 September Notes of such series validly tendered and not validly withdrawn by such Holders, the Issuer or such third party will have the right upon not less than 10 nor more than 60 days’ notice following such purchase date, to redeem all 2021 September Notes of such series that remain outstanding following such purchase at a price equal to the price paid to each other Holder in such tender offer, plus, to the extent not included in the tender offer payment, accrued and unpaid interest, if any, thereon, to, but excluding, the repurchase date.
Appears in 2 contracts
Sources: Indenture (Altice USA, Inc.), Indenture (Altice USA, Inc.)
Optional Redemption.
(a) At Except as provided in this Section 5 and Section 6, the Notes are not redeemable until July 31, 2022.
(b) On and after July 31, 2022, the Issuers may redeem all or, from time to time, part of the Notes upon not less than 10 nor more than 60 days’ notice to the Holder, at the following redemption prices (expressed as a percentage of principal amount) plus accrued and unpaid interest and Additional Amounts (as defined below), if any, to, but not including, the applicable redemption date (subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date), if redeemed during the twelve-month period beginning on July 31 of the years indicated below: 2022 104.6875% 2023 102.34375% 2024 101.0000% 2025 100.000% Any such redemption and notice may, in the Issuers’ discretion, be subject to the satisfaction of one or more conditions precedent. If such redemption or notice is subject to satisfaction of one or more conditions precedent, such notice shall state that, in the Issuers’ discretion, the redemption date may be delayed until such time as any time or all such conditions shall be satisfied, or such redemption may not occur and such notice may be rescinded in the event that any or all such conditions shall not have been satisfied by the redemption date, or by the redemption date so delayed; provided that in no case shall the notice have been delivered less than 10 days or more than 60 days prior to May 15, 2018the date on which such redemption (if any) occurs. In addition, the Company Issuers may provide in such notice that payment of the redemption price and performance of the Issuers’ obligations with respect to such redemption may be performed by another Person.
(c) Prior to July 31, 2022, the Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of the Notes issued under this Indenture(including the principal amount of any Additional Notes), upon giving not less than 30 10 nor more than 60 days’ notice, with funds in an aggregate amount (the “Redemption Amount”) not exceeding the Net Cash Proceeds of one or more Equity Offerings at a redemption price equal to 106.250of 109.375% of the principal amount of the Notes redeemedNotes, plus accrued and unpaid interest and Additional Amounts, if any, to to, but not including including, the applicable redemption date of redemption (subject to the rights right of Holders of Notes record on the relevant record date to receive interest due on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that:
(1) at least 65% of the aggregate original principal amount of the Notes originally issued under this Indenture (excluding Notes held by including the Company and its Subsidiariesprincipal amount of any Additional Notes) remains outstanding immediately after the occurrence of each such redemption; and
(2) the redemption occurs within 90 120 days of the date of after the closing of such Equity Offering..
(bd) At any time prior Prior to May 15July 31, 20202022, the Company Issuers may on any one or more occasions redeem all or or, from time to time, a part of the Notes, Notes upon giving not less than 30 10 nor more than 60 days’ notice, notice at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to to, but not including including, the applicable redemption date of redemption, (subject to the rights right of Holders of the Notes record on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the . Any such redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amounts, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in at the Company’s Issuers’ discretion, be subject to the satisfaction of one or more conditions precedent..
Appears in 2 contracts
Sources: Indenture (Ferroglobe PLC), Indenture (Ferroglobe PLC)
Optional Redemption. (a) At any time prior to May 15, 2018Except as set forth in subparagraphs (b) and (c) of this Paragraph 5, the Company may on any one or more occasions will not have the option to redeem up the Notes prior to 35% August 15, 2011. The Company is not prohibited by the terms of the aggregate principal amount of Notes issued under this Indenture, upon giving however, from acquiring the Notes pursuant to an issuer tender offer, in open market transactions or otherwise, so long as such acquisition does not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250% otherwise violate the terms of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately Indenture. On or after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May August 15, 20202011, the Company may on any one or more occasions will have the option to redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interest and Additional AmountsSpecial Interest, if any, on the Notes redeemed, to the applicable date of redemptionredemption date, if redeemed during the twelve-month period beginning on May August 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 Year Percentage 2011 105.8750 % 2021 102.083 2012 102.9375 % 2022 101.042 % 2023 2013 and thereafter 100.000 100.0000 %
(eb) At any time prior to August 15, 2010, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under the Indenture at a redemption price equal to 111.750% of the principal amount, plus accrued and unpaid interest and Special Interest, if any, to the redemption date, with the net cash proceeds of one or more Equity Offerings by the Company or a contribution to the Company’s common equity capital made with the net cash proceeds of one or more Equity Offerings by a direct or indirect parent of the Company; provided that at least 50% in aggregate principal amount of Notes originally issued under the Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption and that such redemption occurs within 90 days of the date of the closing of such Equity Offering or equity contribution.
(c) At any time prior to August 15, 2011, the Company may also redeem all or a part of the Notes, upon not less than 30 nor more than 60 days, prior notice mailed by first-class mail to each Holder’s registered address, at a redemption price equal to 100% of the principal amount of Notes redeemed plus the Applicable Premium as of, and accrued and unpaid interest and Special Interest, if any, to the date of redemption (the “Redemption Date”), subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date.
(d) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 2 contracts
Optional Redemption. (a) At any time prior to May September 15, 20182020, the Company may on any one or more occasions redeem up to 3540% of the aggregate principal amount of Notes issued under this the Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250105.875% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment dateInterest Payment Date), with the net cash proceeds of an Equity Offering; provided that:
(1i) at least 6560% of the aggregate principal amount of the Notes originally issued under this the Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2ii) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May September 15, 20202022, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment dateInterest Payment Date.
(c) Except pursuant to Section 3.07(a), Section 3.07(bparagraph 6(a) and Section 3.10 6(b) and paragraph 10 hereof, the Notes will not be redeemable at the Company’s option prior to May September 15, 20202022.
(d) On or after May September 15, 20202022, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amounts, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May September 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment dateInterest Payment Date: 2020 103.125 % 2021 102.083 % 2022 101.042 102.938 % 2023 101.958 % 2024 100.979 % 2025 and thereafter 100.000 %
(e) % Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 2 contracts
Sources: Indenture (Viking Holdings LTD), Indenture (Viking Holdings LTD)
Optional Redemption. (a) At any time prior to May September 15, 20182020, the Company may on any one or more occasions redeem up to 3540% of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250105.875% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 6560% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May September 15, 20202022, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May September 15, 20202022.
(d) On or after May September 15, 20202022, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amounts, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May September 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 102.938 % 2023 101.958 % 2024 100.979 % 2025 and thereafter 100.000 %
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 2 contracts
Sources: Indenture (Viking Holdings LTD), Indenture (Viking Holdings LTD)
Optional Redemption. (a) At any time prior to Except as described below, the 2026 Notes are not redeemable until May 15, 20182021. On and after May 15, 2021, the Company Issuer may on any one or more occasions redeem up all or, from time to 35% time, part of the aggregate principal amount of 2026 Notes issued under this Indenture, upon giving not less than 30 10 nor more than 60 days’ notice, at the following redemption prices (expressed as a redemption price equal to 106.250% percentage of the principal amount of the Notes redeemed, amount) plus accrued and unpaid interest and Additional Amountsinterest, if anyto, to but not including including, the applicable redemption date of redemption (subject to the rights right of the Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amounts, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 15, of the years indicated below: 2021 102.750 % 2022 101.833 % 2023 100.917 % 2024 and thereafter 100.000 %
(b) Prior to May 15, 2021, the Issuer may redeem all, or from time to time, a part of the 2026 Notes upon not less than 10 nor more than 60 days’ notice at a redemption price equal to 100% of the principal amount thereof plus the Applicable Premium and accrued and unpaid interest, to, but not including, the applicable redemption date (subject to the rights right of Holders of Notes record on the relevant record date to receive interest due on the relevant interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date).
(fc) Any redemption pursuant Prior to this Section 3.07 shall be made pursuant May 15, 2019, the Issuer may on any one or more occasions redeem up to 40% of the provisions original principal amount of Sections 3.01 through 3.06 hereof and notice maythe 2026 Notes (including, in each case, the Company’s discretionprincipal amount of any 2026 Additional Notes), be subject to upon not less than 10 nor more than 60 days’ notice, with funds in an aggregate amount not exceeding the satisfaction Net Cash Proceeds of one or more conditions precedentEquity Offerings at a redemption price of 105.500% of the principal amount of the Notes, plus, accrued and unpaid interest to, but not including, the applicable redemption date (subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date); provided that:
(i) at least 60% of the original principal amount of the 2026 Notes (including the principal amount of any 2026 Additional Notes) remains outstanding after each such redemption; and
(ii) the redemption occurs within 180 days after the closing of such Equity Offering.
Appears in 2 contracts
Sources: Indenture (Altice USA, Inc.), Indenture (Altice USA, Inc.)
Optional Redemption. (a) At any time prior to May 15, 2018, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May July 15, 2020, the Company Issuers may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amountsinterest, if any, to to, but not including including, the applicable date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment datedate occurring prior to or on the date of redemption.
(b) Prior to July 15, 2020, the Issuers may on any one or more occasions redeem up to 40% of the original aggregate principal amount of the Notes (calculated after giving effect to any issuance of Additional Notes) with an amount not greater than the net cash proceeds of one or more Equity Offerings, upon notice as described under Section 3.03, at a redemption price equal to 105.75% of the principal amount of the Notes, plus accrued and unpaid interest, if any, to the applicable date of redemption; provided that (i) at least 60% of the original aggregate principal amount of the Notes (calculated after giving effect to any issuance of Additional Notes) remains outstanding after each such redemption (excluding Notes held by Venator and its Subsidiaries); and (ii) such redemption occurs within 120 days after the closing of such Equity Offering. Notice of any such redemption must be given within 90 days after the date of such Equity Offering.
(c) Except pursuant to Section 3.07(aSections 5(a), Section 3.07(b5(b), 5(e) and Section 3.10 5(f) hereof, the Notes will not be redeemable at the Company’s Issuers’ option prior to May July 15, 2020.
(d) On or after May July 15, 2020, the Company Issuers may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages a percentage of principal amountamount of the Notes to be redeemed) set forth below, plus accrued and unpaid interest and Additional Amountson the Notes, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May July 15 of each of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 104.313 % 2021 102.083 102.875 % 2022 101.042 101.438 % 2023 and thereafter 100.000 %
(e) Unless The Issuers are entitled to redeem Notes, at their option, at any time in whole but not in part, upon not less than 30 nor more than 60 days’ notice to the Company defaults Holders, at a redemption price equal to 100% of the outstanding principal amount thereof, plus accrued and unpaid interest, if any, to the date of redemption (subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date), in the event any Payor has become or would become obligated to pay, on the next date on which any amount would be payable with respect to the Notes, any Additional Amounts (but, in the case of a Guarantor, only if such amount could not be paid by the Issuers or another Guarantor who can pay such amount without the obligation to pay Additional Amounts), in each case, as a result of:
(A) a change in, or an amendment to, the laws (including any regulations or rulings promulgated thereunder) or treaties of any Relevant Taxing Jurisdiction; or
(B) any change in, amendment to, or introduction of any official published position regarding the application, administration or interpretation of such laws or treaties (including any regulations or rulings promulgated thereunder and including the decision of any court, governmental agency or tribunal), which change, amendment or introduction is publicly announced or becomes effective on or after the Issue Date and the Payor cannot avoid such obligation by taking reasonable measures available to it (including making payment through a paying agent located in another jurisdiction), provided that such Payor will not be required to take any measures that would result in the imposition on it of any material legal or regulatory burden or the incurrence by it of any material additional costs, or would otherwise result in any material adverse consequences. The foregoing provisions will apply mutatis mutandis to the laws and official positions of any jurisdiction in which any successor permitted under Article 5 of the redemption priceIndenture is incorporated, interest will cease to accrue on the Notes organized or portions otherwise resident for tax purposes or any political subdivision or taxing authority or agency thereof called for redemption on the applicable redemption dateor therein.
(f) Any redemption pursuant to this In the event that Holders of not less than 90% in aggregate principal amount of the outstanding Notes accept a Change of Control Offer or Alternate Offer and the Issuers (or any third party making such Change of Control Offer or Alternate Offer in lieu of the Issuers as described in Section 3.07 shall be made 4.10(c) of the Indenture) purchase all of the notes held by such Holders, the Issuers will have the right, upon not less than 30 nor more than 60 days prior notice, given not more than 30 days following the purchase pursuant to the provisions Change of Sections 3.01 through 3.06 hereof and notice mayControl Offer or Alternate Offer described above, to redeem all of the Notes that remain outstanding following such purchase at a redemption price equal to the Change of Control Payment or the Alternate Offer Payment, as the case may be, plus, to the extent not included in the Company’s discretionChange of Control Payment or the Alternate Offer Payment, be accrued and unpaid interest, if any, on the Notes that remain outstanding, to, but not including, the date of redemption (subject to the satisfaction rights of one Holders of record on the relevant record date to receive interest due on an interest payment date that is on or more conditions precedentprior to the redemption date).
Appears in 2 contracts
Sources: Indenture (Huntsman International LLC), Indenture (Venator Materials PLC)
Optional Redemption. (a) At any time prior to May 15February 1, 20182017, the Company Issuer may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this the Indenture, upon giving not less than 30 nor more than 60 days’ noticenotice to the Trustee and Holders of Notes, at a redemption price equal to 106.250106.25% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the redemption date of redemption (subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date), with the net cash proceeds of an one or more Equity OfferingOfferings; provided that:
(1i) at least 65% of the aggregate principal amount of the Notes originally issued under this the Indenture (excluding Notes held by the Company Issuer and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2ii) the such redemption occurs within 90 not more than 180 days of after the date of the closing of such the relevant Equity Offering.
(b) At any time prior to May 15, 2020, the Company The Issuer may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(bsubsections (a) and Section 3.10 hereof(b) of this Paragraph 5 and pursuant to Paragraph 6, the Notes will not be redeemable at the CompanyIssuer’s option prior to May 15, 2020option.
(d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amounts, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 2 contracts
Sources: 2019 Notes Indenture (North Atlantic Drilling Ltd.), 2019 Notes Indenture (North Atlantic Drilling Ltd.)
Optional Redemption. (a) At any time prior to May 15, 2018Except as set forth in subparagraph (b) and (c) of this Paragraph 5, the Company may on any one or more occasions will not have the option to redeem up the Notes prior to 35% August 15, 2011. The Company is not prohibited by the terms of the aggregate principal amount of Notes issued under this Indenture, upon giving however, from acquiring the Notes pursuant to an issuer tender offer, in open market transactions or otherwise, so long as such acquisition does not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250% otherwise violate the terms of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately Indenture. On or after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May August 15, 20202011, the Company may on any one or more occasions will have the option to redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interest and Additional AmountsSpecial Interest, if any, on the Notes redeemed, redeemed to the applicable date of redemptionredemption date, if redeemed during the twelve-month period beginning on May August 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 Year Percentage 2011 105.8750 % 2021 102.083 2012 102.9375 % 2022 101.042 % 2023 2013 and thereafter 100.000 100.0000 %
(eb) At any time prior to August 15, 2010, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under the Indenture at a redemption price equal to 111.750% of the principal amount, plus accrued and unpaid interest and Special Interest, if any, to the redemption date, with the net cash proceeds of one or more Equity Offerings by the Company or a contribution to the Company’s common equity capital made with the net cash proceeds of one or more Equity Offerings by a direct or indirect parent of the Company; provided that at least 50% in aggregate principal amount of Notes originally issued under the Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption and that such redemption occurs within 90 days of the date of the closing of such Equity Offering or equity contribution.
(c) At any time prior to August 15, 2011, the Company may also redeem all or a part of the Notes, upon not less than 30 nor more than 60 days, prior notice mailed by first-class mail to each Holder’s registered address, at a redemption price equal to 100% of the principal amount of Notes redeemed plus the Applicable Premium as of, and accrued and unpaid interest and Special Interest, if any, to the date of redemption (the “Redemption Date”), subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date.
(d) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 2 contracts
Optional Redemption. (a) At any time prior and from time to May 15time on or after June 30, 20182016, holder(s) of at least 51% of the Class A Preferred Shares then outstanding may require the Company to redeem all of the then outstanding Class A Preferred Shares subject to and in accordance with this Article 8(iii). The holder(s) electing redemption pursuant to this Article 8(iii)(1)(a) shall deliver a written notice (the “Redemption Notice”) to the Company specifying the intended date of redemption, which date shall be no less than thirty (30) days after the date of delivery of the Redemption Notice (the “Redemption Date”). Within three (3) days from receipt of the Redemption Notice delivered pursuant to this Article 8(iii)(1)(a), the Company may on any one or more occasions redeem up shall forward a copy of such Redemption Notice to 35each holder of the Series A Preferred Shares, Series B Preferred Shares, the Series C Preferred Shares, the Series D Preferred Shares and the Series E Preferred Shares. Holder(s) of at least 51% of the aggregate principal amount then outstanding Series A Preferred Shares, holder(s) of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250least 45% of the principal amount then outstanding Series B Preferred Shares (including CDH as long as it holds more than one-third of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment datethen outstanding Series B Preferred Shares), with the net cash proceeds holder(s) of an Equity Offering; provided that
(1) at least 6550% of the aggregate principal amount Series C Preferred Shares (including GS as long as it holds more than one-third of the Notes originally issued then outstanding Series C Preferred Shares), holder(s) of at least 50% of the Series D Preferred Shares or holder(s) of at least 45% of the Series E Preferred Shares shall have the right, but not the obligation, to require the Company to redeem all of the then outstanding Series A Preferred Shares, Series B Preferred Shares, Series C Preferred Shares, Series D Preferred Shares or Series E Preferred Shares respectively on the same applicable Redemption Date, together with the Class A Preferred Shares, by written notice to the Company within 15 days from the Company’s receipt of the Redemption Notice delivered pursuant to this Article 8(iii)(1)(a). For the avoidance of doubt, holder(s) of at least 51% of the then outstanding Series A Preferred Shares, holder(s) of at least 45% of the Series B Preferred Shares (including CDH as long as it holds more than one-third of the then outstanding Series B Preferred Shares), holder(s) of at least 50% of the Series C Preferred Shares then outstanding (including GS as long as it holds more than one-third of the then outstanding Series C Preferred Shares), holder(s) of at least 50% of the Series D Preferred Shares then outstanding and holder(s) of at least 45% of the Series E Preferred Shares then outstanding may require the Company to redeem all of the then outstanding Series A Preferred Shares, Series B Preferred Shares, Series C Preferred Shares, Series D Preferred Shares or Series E Preferred Shares respectively at any time and from time to time on or after June 30, 2016, if holder(s) of the Class A Preferred Shares elect(s) redemption pursuant to this Article 8(iii)(1)(a). No redemption shall be effected under this Indenture (excluding Notes held by Article 8(iii)(1)(a) unless the Company and complies with its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days obligation to forward a copy of the date relevant Redemption Notice to the holders of the closing of such Equity OfferingSeries A Preferred Shares, Series B Preferred Shares, Series C Preferred Shares, Series D Preferred Shares and Series E Preferred Shares.
(b) At any time prior and from time to May 15time on or after June 30, 20202016, the Company may on any one or more occasions redeem all or a part holder(s) of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100least 51% of the principal amount Series A Preferred Shares then outstanding may require the Company to redeem all of the Notes redeemed, plus then outstanding Series A Preferred Shares subject to and in accordance with this Article 8(iii). The holder(s) electing redemption pursuant to this Article 8(iii)(1)(b) shall deliver a Redemption Notice to the Applicable Premium (as calculated by Company specifying the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the intended date of redemption, subject which date shall be no less than thirty (30) days after the Redemption Date. Within three (3) days from receipt of the Redemption Notice delivered pursuant to this Article 8(iii)(1)(b), the Company shall forward a copy of such Redemption Notice to each holder of the Class A Preferred Shares, the Series B Preferred Shares, the Series C Preferred Shares, the Series D Preferred Shares and the Series E Preferred Shares. Holder(s) of at least 51% of the Class A Preferred Shares, holder(s) of at least 45% of the then outstanding Series B Preferred Shares (including CDH as long as it holds more than one-third of the then outstanding Series B Preferred Shares), holder(s) of at least 50% of the Series C Preferred Shares (including GS as long as it holds more than one-third of the then outstanding Series C Preferred Shares), holder(s) of at least 50% of the Series D Preferred Shares or holder(s) of at least 45% of the Series E Preferred Shares shall have the right, but not the obligation, to require the Company to redeem all of the then outstanding Class A Preferred Shares, Series B Preferred Shares, Series C Preferred Shares, Series D Preferred Shares or Series E Preferred Shares respectively on the same applicable Redemption Date, together with the Series A Preferred Shares, by written notice to the rights of Holders Company within 15 days from the Company’s receipt of the Notes Redemption Notice delivered pursuant to this Article 8(iii)(1)(b). For the avoidance of doubt, holder(s) of at least 45% of the Series B Preferred Shares (including CDH as long as it holds more than one-third of the then outstanding Series B Preferred Shares), holder(s) of at least 50% of the Series C Preferred Shares then outstanding (including GS as long as it holds more than one-third of the then outstanding Series C Preferred Shares), holder(s) of at least 50% of the Series D Preferred Shares then outstanding and holder(s) of at least 45% of the Series E Preferred Shares then outstanding may require the Company to redeem all of the then outstanding Series B Preferred Shares, Series C Preferred Shares, Series D Preferred Shares or Series E Preferred Shares respectively at any time and from time to time on or after June 30, 2016, if holder(s) of the Series A Preferred Shares elect(s) redemption pursuant to this Article 8(iii)(1)(b). No redemption shall be effected under this Article 8(iii)(1)(b) unless the Company complies with its obligation to forward a copy of the relevant record date Redemption Notice to receive interest due on the relevant interest payment dateholders of Class A Preferred Shares, Series B Preferred Shares, Series C Preferred Shares, Series D Preferred Shares and Series E Preferred Shares.
(c) Except At any time and from time to time on or after June 30, 2016, holder(s) of at least 45% of the Series B Preferred Shares then outstanding (including CDH as long as it holds more than one-third of the then outstanding Series B Preferred Shares) may require the Company to redeem all of the then outstanding Series B Preferred Shares subject to and in accordance with this Article 8(iii). The holder(s) electing redemption pursuant to Section 3.07(athis Article 8(iii)(1)(c) shall deliver a Redemption Notice to the Company specifying the intended Redemption Date, which date shall be no less than thirty (30) days after the date of delivery of the Redemption Notice. Within three (3) days from receipt of the Redemption Notice delivered pursuant to this Article 8(iii)(1)(c), Section 3.07(b) and Section 3.10 hereofthe Company shall forward a copy of such Redemption Notice to each holder of the Class A Preferred Shares, the Notes will Series A Preferred Shares, the Series C Preferred Shares, the Series D Preferred Shares and the Series E Preferred Shares. Holder(s) of at least 51% of the then outstanding Class A Preferred Shares, holder(s) of at least 51% of the then outstanding Series A Preferred Shares, holder(s) of at least 50% of the Series C Preferred Shares, holder(s) of at least 50% of the Series D Preferred Shares or holder(s) of at least 50% of the Series E Preferred Shares shall have the right, but not be redeemable at the obligation, to require the Company to redeem all of the then outstanding Class A Preferred Shares, Series A Preferred Shares, Series C Preferred Shares, Series D Preferred Shares or Series E Preferred Shares respectively on the same applicable Redemption Date, together with the Series B Preferred Shares, by written notice to the Company within fifteen (15) days from the Company’s option prior receipt of the Redemption Notice delivered pursuant to May 15this Article 8(iii)(1)(c). For the avoidance of doubt, 2020holder(s) of at least 50% of the Series C Preferred Shares then outstanding, holder(s) of at least 50% of the Series D Preferred Shares then outstanding or holder(s) of at least 50% of the Series E Preferred Shares then outstanding may require the Company to redeem all of the then outstanding Series C Preferred Shares, Series D Preferred Shares or Series E Preferred Shares respectively at any time and from time to time on or after June 30, 2016, if holder(s) of the Series B Preferred Shares elect(s) redemption pursuant to this Article 8(iii)(1)(c). No redemption shall be effected under this Article 8(iii)(1)(c) unless the Company complies with its obligation to forward a copy of the relevant Redemption Notice to the holders of Class A Preferred Shares, Series A Preferred Shares, Series C Preferred Shares, Series D Preferred Shares and Series E Preferred Shares.
(d) On At any time upon and following the occurrence of a Series C Redemption Event (as defined in (i) below), and in any event at any time and from time to time on or after May 15June 30, 20202016, holder(s) of at least 50% of the Series C Preferred Shares then outstanding (including GS for so long as it holds at least one-third of the then-outstanding Series C Preferred Shares) may require the Company to redeem all of the then outstanding Series C Preferred Shares subject to and in accordance with this Article 8(iii). The holder(s) electing redemption pursuant to this Article 8(iii)(1)(d) shall deliver a Redemption Notice to the Company specifying the intended Redemption Date, which date shall be no less than thirty (30) days after the date of delivery of the Redemption Notice. Within three (3) days from receipt of the Redemption Notice delivered pursuant to this Article 8(iii)(1)(d), the Company may on any one shall forward a copy of such Redemption Notice to each holder of the Class A Preferred Shares, the Series A Preferred Shares, the Series B Preferred Shares, the Series D Preferred Shares and the Series E Preferred Shares. Holder(s) of at least 51% of the then outstanding Class A Preferred Shares, holder(s) of at least 51% of the then outstanding Series A Preferred Shares, holder(s) of at least 45% of the then outstanding Series B Preferred Shares (including CDH as long as it holds more than one-third of the then outstanding Series B Preferred Shares), holder(s) of at least 50% of the then outstanding Series D Preferred Shares or more occasions holder(s) of at least 45% of the then outstanding Series E Preferred Shares shall have the right, but not the obligation, to request the Company to redeem all or a part of the Notesthen outstanding Class A Preferred Shares, upon not less than 30 nor more than 60 days’ noticeSeries A Preferred Shares, Series B Preferred Shares or Series D Preferred Shares or Series E Preferred Shares respectively, by written notice to the Company within fifteen (15) days from the Company’s receipt of the Redemption Notice delivered pursuant to this Article 8(iii)(1)(d). For the avoidance of doubt, holder(s) of at least 50% of the redemption prices (expressed as percentages Series D Preferred Shares then outstanding or holder(s) of principal amount) set forth belowat least 45% of the Series E Preferred Shares then outstanding may require the Company to redeem all of the then outstanding Series D Preferred Shares or Series E Preferred Shares at any time and from time to time on or after June 30, plus accrued and unpaid interest and Additional Amounts2016, if any, on holder(s) of the Notes redeemed, Series C Preferred Shares elect(s) redemption pursuant to this Article 8(iii)(1)(d). No redemption shall be effected under this Article 8(iii)(1)(d) unless the Company complies with its obligation to forward a copy of the relevant Redemption Notice to the applicable date holders of redemptionClass A Preferred Shares, if redeemed during the twelve-month period beginning on May 15 of the years indicated belowSeries A Preferred Shares, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 Series B Preferred Shares, Series D Preferred Shares and thereafter 100.000 %Series E Preferred Shares.
(e) Unless At any time upon and following the occurrence of a Series D Redemption Event (as defined in (j) below), and in any event at any time and from time to time on or after June 30, 2016, holder(s) of at least 50% of the Series D Preferred Shares then outstanding may require the Company defaults in the payment to redeem all of the redemption pricethen outstanding Series D Preferred Shares subject to and in accordance with this Article 8(iii), interest will cease to accrue on the Notes or portions thereof called provided that ▇▇▇▇▇▇▇▇’▇ Series D Preferred Shares shall not be counted in favor of such demand for redemption on if a ▇▇▇▇▇▇▇▇ Default has occurred. The holder(s) electing redemption pursuant to this Article 8(iii)(1)(e) shall deliver a Redemption Notice to the applicable redemption dateCompany specifying the intended Redemption Date, which date shall be no less than thirty (30) days after the date of delivery of the Redemption Notice. Within three (3) days from receipt of the Redemption Notice delivered pursuant to this Article 8(iii)(1)(e), the Company shall forward a copy of such Redemption Notice to each holder of the Class A Preferred Shares, the Series A Preferred Shares, the Series B Preferred Shares, the Series C Preferred Shares and the Series E Preferred Shares. Holder(s) of at least 51% of the then outstanding Class A Preferred Shares, holder(s) of at least 51% of the then outstanding Series A Preferred Shares, or at least 45% of the then outstanding Series B Preferred Shares (including CDH as long as it holds more than one-third of the then outstanding Series B Preferred Shares), holder(s) of at least 50% of the then outstanding Series C Preferred Shares or holder(s) of at least 45% of the then outstanding Series E Preferred Shares shall have the right, but not the obligation, to request the Company to redeem all of the then outstanding Class A Preferred Shares, Series A Preferred Shares, Series B Preferred Shares, Series C Preferred Shares or Series E Preferred Shares respectively, by written notice to the Company within fifteen (15) days from the Company’s receipt of the Redemption Notice delivered pursuant to this Article 8(iii)(1)(e).
(f) Any At any time upon and following the occurrence of a Series E Redemption Event (as defined in (k) below), and in any event at any time and from time to time on or after June 30, 2016, holder(s) of at least 45% of the Series E Preferred Shares then outstanding may require the Company to redeem all of the then outstanding Series E Preferred Shares subject to and in accordance with this Article 8(iii). The holder(s) electing redemption pursuant to this Section 3.07 Article 8(iii)(1)(f) shall deliver a Redemption Notice to the Company specifying the intended Redemption Date, which date shall be made no less than thirty (30) days after the date of delivery of the Redemption Notice. Within three (3) days from receipt of the Redemption Notice delivered pursuant to this Article 8(iii)(1)(f), the provisions Company shall forward a copy of Sections 3.01 through 3.06 hereof such Redemption Notice to each holder of the Class A Preferred Shares, the Series A Preferred Shares, the Series B Preferred Shares, the Series C Preferred Shares and the Series D Preferred Shares. Holder(s) of at least 51% of the then outstanding Class A Preferred Shares, holder(s) of at least 51% of the then outstanding Series A Preferred Shares, or at least 45% of the then outstanding Series B Preferred Shares (including CDH as long as it holds more than one-third of the then outstanding Series B Preferred Shares), holder(s) of at least 50% of the then outstanding Series C Preferred Shares or holder(s) of at least 50% of the then outstanding Series D Preferred Shares shall have the right, but not the obligation, to request the Company to redeem all of the then outstanding Class A Preferred Shares, Series A Preferred Shares, Series B Preferred Shares, Series C Preferred Shares or Series D Preferred Shares respectively, by written notice may, in to the Company within fifteen (15) days from the Company’s discretionreceipt of the Redemption Notice delivered pursuant to this Article 8(iii)(1)(f).
(g) In the event of any redemption pursuant to this Article 8(iii), be subject to the satisfaction redemption price per Series A Preferred Share shall equal 200% of one or more conditions precedent.the Original Series A Preferred Issue Price (As Adjusted) plus all declared but unpaid dividends on such Series A Preferred Share through the date of redemption thereof, the redemption price per Series B Preferred Share shall equal 200% of the Original Series B Preferred Issue Price (As Adjusted) plus all declared but unpaid dividends on such Series B Preferred Share,
Appears in 2 contracts
Sources: Share Purchase Agreement (eHi Car Services LTD), Share Purchase Agreement (eHi Car Services LTD)
Optional Redemption. (a) At The Securities of this series are subject to redemption upon not less than 30 or more than 60 days’ notice to the Holders of such Securities as provided in the Indenture, at any time or from time to time prior to May 15, 20182043, as a whole or in part, at the Company may on any one or more occasions redeem up to 35% election of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ noticeCompany, at a redemption price equal to 106.250the greater of: (i) 100% of the principal amount of the Notes redeemedSecurities of this series being redeemed and (ii) the sum of the present values of the remaining scheduled payments of principal of and interest on the Securities of this series being redeemed discounted to, but not including, the Redemption Date (not including any portion of such payments of interest accrued to the Redemption Date) on a semiannual basis (assuming a 360-day year consisting of twelve 30-day months) at a discount rate equal to the Treasury Rate plus 25 basis points, plus, for (i) or (ii) above, whichever is applicable, accrued and unpaid interest and Additional Amountson the Securities of this series to, if any, to but not including including, the date Redemption Date. The Securities of redemption (this series are subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor or more than 60 days’ noticenotice to the Holders of such Securities as provided in the Indenture, at any time or from time to time on and after May 15, 2043, as a whole or in part, at the election of the Company, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date Securities of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, this series being redeemed plus accrued and unpaid interest and Additional Amounts, if any, on the Notes redeemedSecurities of this series to, to but not including, the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption dateRedemption Date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 2 contracts
Sources: Ninth Supplemental Indenture, Ninth Supplemental Indenture (Midamerican Energy Holdings Co /New/)
Optional Redemption. (a) At Except as set forth in clause (b) of this Section 3.7, the Issuers shall not have the option to redeem the Notes pursuant to this Section 3.7 prior to January 15, 2009. The Notes shall be redeemable for cash at the option of the Issuers, in whole or in part, at any time on or after January 15, 2009, upon not less than 30 days nor more than 60 days prior notice mailed by first class mail to each Holder at its last registered address, at the following redemption prices (expressed as percentages of the principal amount) if redeemed during the 12-month period commencing January 15 of the years indicated below, in each case (subject to the right of Holders of record on a Record Date to receive the corresponding interest due on the corresponding Interest Payment Date that is on or prior to May such Redemption Date) together with accrued and unpaid interest thereon to the date of redemption of the Notes (the “Redemption Date”): 2009 103.875 % 2010 101.938 % 2011 and thereafter 100.000 %
(b) Notwithstanding the provisions of clause (a) of this Section 3.7, at any time or from time to time on or prior to January 15, 20182008, upon the Company may on any consummation of one or more occasions redeem Equity Offerings for cash, up to 35% of the aggregate principal amount of the Notes issued under pursuant to this IndentureIndenture (only as necessary to avoid any duplication, upon giving excluding any replacement Notes) may be redeemed at the Issuers’ option within 90 days of such Equity Offering, on not less than 30 nor days, but not more than 60 days’ notice, notice to each Holder of the Notes to be redeemed, with cash received by the Issuers from the Net Cash Proceeds of such Equity Offering, at a redemption price equal to 106.250107.750% of the principal amount of the Notes redeemedprincipal, plus together with accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject thereon to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date)Redemption Date; provided, with the net cash proceeds of an Equity Offering; provided that
(1) at least however, that immediately following such redemption not less than 65% of the aggregate principal amount of the Notes originally issued under pursuant to this Indenture (excluding Notes held by on the Company and its Subsidiaries) Issue Date remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At only as necessary to avoid any time prior to May 15duplication, 2020, the Company may on excluding any one or more occasions redeem all or a part of the replacement Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date).
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amounts, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 3.7 shall be made pursuant to the provisions of Sections 3.01 3.1 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent3.6 hereof.
Appears in 2 contracts
Sources: Indenture (Douglas Dynamics, Inc), Indenture (Douglas Dynamics, Inc)
Optional Redemption. (a) At The Notes may be redeemed, in whole or in part, at any time or from time to time prior to May September 15, 20182020, at the Company may on any one or more occasions redeem up to 35% option of the aggregate principal amount of Notes issued under this Indenture, Triumph upon giving not less than 30 nor more than 60 days’ noticeprior notice mailed by first class mail (and/or, to the extent permitted by applicable procedures or regulations, electronically) to each Holder’s registered address, at a redemption price equal to 106.250% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price Redemption Price equal to 100% of the principal amount of the Notes redeemed, to be redeemed plus the Applicable Premium (as calculated by the Company) as ofPremium, and plus accrued and unpaid interest and Additional Amountsinterest, if any, to to, but not including including, the applicable redemption date of redemption, (subject to the rights right of registered Holders of the Notes on the a relevant record date to receive interest due on the a relevant interest payment date).
(cb) Except pursuant The Notes are subject to Section 3.07(a)redemption, Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior of Triumph, in whole or in part, at any time or from time to May time on or after September 15, 2020.
(d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, notice at the redemption prices following Redemption Prices (expressed as percentages of the principal amountamount to be redeemed) set forth below, plus accrued and unpaid interest and Additional Amountsinterest, if any, on to, but not including, the redemption date (subject to the right of registered Holders of the Notes redeemed, on a relevant record date to the applicable date of redemptionreceive interest due on a relevant interest payment date), if redeemed during the twelve12-month period beginning on May September 15 of the years indicated belowindicated: Year Percentage 2020 103.125% 2021 101.563% 2022 and thereafter 100.000%
(c) In addition to the optional redemption provisions of the Notes in accordance with the provisions of the preceding paragraphs, prior to September 15, 2020, Triumph may at its option, with the net proceeds of one or more Qualified Equity Offerings, redeem up to 40% of the aggregate principal amount of the outstanding Notes (including Additional Notes) at a Redemption Price equal to 106.25% of the principal amount thereof, plus accrued and unpaid interest thereon, if any, to, but not including, the date of redemption (subject to the rights right of registered Holders of the Notes of record on the relevant record date to receive interest due on the a relevant interest payment date: 2020 103.125 ); provided that at least 60% 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) Unless the Company defaults in the payment of the principal amount of Notes (including Additional Notes) issued under the Indenture remains outstanding immediately after the occurrence of any such redemption price, interest will cease to accrue on (excluding Notes held by Triumph or its Subsidiaries) and that any such redemption occurs within 90 days following the Notes or portions thereof called for redemption on the applicable redemption dateclosing of any such Qualified Equity Offering.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 1 contract
Sources: Indenture (Triumph Group Inc)
Optional Redemption. (a) At any time prior to May April 15, 20182014, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ noticenotice to Holders (with a copy to the Trustee), at a redemption price equal to 106.250107.250% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional AmountsSpecial Interest, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date occurring prior to the applicable redemption date to receive interest on the relevant such interest payment date), ) with the net cash proceeds of an Equity OfferingOffering by the Company; provided that:
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 45 days of the date of the closing of such Equity Offering.
(b) At any time prior to May April 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 20202015, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ noticenotice to Holders (with a copy to the Trustee), at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest and Special Interest, if any, to the date of redemption, subject to the rights of Holders on any relevant record date occurring prior to the applicable redemption date to receive interest due on such interest payment date.
(c) Except pursuant to the preceding paragraphs, the Notes will not be redeemable at the Company’s option prior to April 15, 2015.
(d) On or after April 15, 2015, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice to Holders (with a copy to the Trustee), at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional AmountsSpecial Interest, if any, on the Notes redeemed, to the applicable date of redemptionredemption date, if redeemed during the twelve-month period beginning on May April 15 of the years indicated below, subject to the rights of Holders of Notes on the any relevant record date occurring prior to the applicable redemption date to receive interest on the relevant such interest payment date: 2020 103.125 Year Percentage 2015 103.625 % 2021 102.083 2016 101.813 % 2022 101.042 % 2023 2017 and thereafter 100.000 %
(e) % Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(fe) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections Section 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedenthereof.
Appears in 1 contract
Optional Redemption. (a) At any time prior to May 15June 1, 20182013, the Company may Issuers may, at their option, on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, Indenture at a redemption price equal to 106.250111.125% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional AmountsSpecial Interest, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), ) with the net cash proceeds of an Equity OfferingOffering by the Issuers; provided that
(1) that at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15June 1, 20202014, the Company may Issuers may, at their option, on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ noticeprior notice mailed by first-class mail to the registered address of each Holder of Notes or otherwise delivered in accordance with the procedures of DTC, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional AmountsSpecial Interest, if any, to but not including the applicable date of redemption, subject to the rights of Holders of the Notes record on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section Sections 3.07(a), Section 3.07(b) and Section 3.10 hereof3.07(b), the Notes will not be redeemable at the Company’s Issuers’ option prior to May 15June 1, 20202014.
(d) On or after May 15June 1, 20202014, the Company Issuers may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional AmountsSpecial Interest, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 June 1 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 2014 105.563 % 2021 102.083 2015 102.781 % 2022 101.042 % 2023 2016 and thereafter 100.000 %
(e) % Unless the Company defaults Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(fe) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof hereof. Any redemption and notice may, in the Company’s discretiondiscretion of the Issuers, be subject to the satisfaction of one or more conditions precedent.
Appears in 1 contract
Sources: Indenture (Stargazer Productions)
Optional Redemption. (a) At any time Except as set forth in the following paragraphs of this Section 5, the Notes shall not be redeemable at the option of the Issuer prior to May 15December 23, 20182026. On and after December 23, 2026, the Company Issuer may at its option redeem the Notes, in whole or in part, on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indentureoccasions, upon giving not less than 30 10 nor more than 60 days’ prior notice, at a the redemption price equal to 106.250% prices (expressed as percentages of the principal amount of the Notes to be redeemed) set forth below, plus accrued and unpaid interest and Additional Amountsinterest, if any, to to, but not including including, the applicable date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date“Redemption Date”), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights right of Holders of the Notes record on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant , if redeemed during the twelve-month period beginning on December 23 of each of the years indicated below: 2026 104.938 % 2027 102.469 % 2028 and thereafter 100.000 % At any time prior to Section 3.07(a)December 23, Section 3.07(b) and Section 3.10 hereof2026, the Notes will not be redeemable Issuer may, at the Company’s its option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company may and on any one or more occasions occasions, redeem up to 40% of the aggregate principal amount of Notes issued as of the time of such redemption (including Additional Notes, if any), upon not less than 10 nor more than 60 days’ prior notice, at a redemption price equal to the sum of: (a) 109.875% of the aggregate principal amount thereof, plus (b) accrued and unpaid interest, if any, to, but not including, the Redemption Date, subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date, with the net cash proceeds received by it from one or more Equity Offerings or a contribution to the Issuer’s common equity capital made with the net cash proceeds of a concurrent Equity Offering; provided, that:
(1) Notes in an aggregate principal amount equal to at least 60% of the aggregate principal amount of Notes originally issued under the Indenture (including Additional Notes, if any, but excluding Notes held by Holdings and its Subsidiaries) remains outstanding immediately after the occurrence of each such redemption; and
(2) each such redemption occurs within 120 days of the date of closing of each such Equity Offering. In addition, at any time prior to December 23, 2026, the Issuer may, at its option on one or more occasions, redeem all or a part of the Notes, upon not less than 30 10 nor more than 60 days’ prior notice, at a redemption price equal to the redemption prices sum of: (expressed as percentages a) 100% of the principal amount) set forth belowamount of the Notes redeemed, plus (b) the Applicable Premium as of the Redemption Date, plus (c) accrued and unpaid interest and Additional Amountsinterest, if any, on to, but not including, the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 of the years indicated belowRedemption Date, subject to the rights right of Holders of Notes record on the relevant record date to receive interest due on the relevant interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) Unless . In the Company defaults in event of a Prepayment Premium Trigger Event, the Issuer shall pay to the Trustee, for payment to the Holders of the redemption priceNotes, interest will cease to accrue on the aggregate principal amount of the Notes being or portions thereof called for redemption on required to be redeemed, repurchased or otherwise paid plus the applicable redemption datePrepayment Premium (without duplication).
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 1 contract
Optional Redemption. (a) At any time prior to May 15, 20182013, the Company Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, Indenture at a redemption price equal to 106.250of 108.500% of the principal amount of the Notes redeemedamount, plus accrued and unpaid interest and Additional AmountsInterest, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an a Public Equity OfferingOffering of the Company or a contribution to the Company’s or a Restricted Subsidiary’s common equity capital made with the net cash proceeds of a Public Equity Offering of any other direct or indirect parent of the Company; provided that:
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such sale of Equity OfferingInterests.
(b) At The Notes may be redeemed, in whole or in part, at any time prior to May 15, 2020, 2013 at the Company may on any one or more occasions redeem all or a part option of the NotesIssuers, upon giving not less than 30 nor more than 60 days’ notice, notice (prior notice mailed by first-class mail to each Holder’s registered address) at a the redemption price equal to 100% of the principal amount of the Notes redeemed, redeemed plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional AmountsInterest, if any, to but not including the applicable redemption date of redemption, (subject to the rights right of the Holders of the Notes record on the relevant record date to receive interest due on the relevant interest payment date).
(c) Except pursuant to Section 3.07(a), Section 3.07(bthe clauses (a) and Section 3.10 hereof(b) above, the Notes will not be redeemable at the Company’s Issuers’ option prior to May 15, 2020.
(d) 2013. On or after May 15, 20202013, the Company Issuers may on any one or more occasions redeem all or a part of the Notes, Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interest and Additional AmountsInterest, if any, on the Notes redeemed, to the applicable date of redemptionredemption date, if redeemed during the twelve-month period beginning on May 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant an interest payment date that is prior to the applicable redemption date: 2020 103.125 2013 104.250 % 2021 102.083 2014 102.125 % 2022 101.042 % 2023 2015 and thereafter 100.000 %
(e) % Unless the Company defaults Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(fd) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections Section 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedenthereof.
Appears in 1 contract
Sources: Indenture (Susser Holdings CORP)
Optional Redemption. (a) At any time prior to May December 15, 20182012, the Company may Issuers may, at their joint option, on any one or more occasions redeem up to 35% of the aggregate principal amount of their respective Notes issued under this Indenturethe Indenture as Units, upon giving not less than 30 thirty (30) nor more than 60 sixty (60) days’ notice, at a redemption price equal to 106.250113% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amountsinterest, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), ) with the net cash proceeds of an Equity OfferingOffering by the Company; provided that:
(1A) at least 65% of the aggregate principal amount of the Notes originally issued under this the Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2B) the redemption occurs within 90 sixty (60) days of the date of the closing of such Equity Offering.
(b) At any time prior to May December 15, 20202013, the Company may Issuers may, at their joint option, on any one or more occasions redeem all or a part of the NotesNotes as Units, upon giving not less than 30 thirty (30) nor more than 60 sixty (60) days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(bthe preceding paragraphs and paragraph (7) and Section 3.10 hereofbelow, the Notes will not be redeemable at the Company’s Issuers’ option prior to May December 15, 20202013.
(d) On or after May December 15, 20202013, the Company may Issuers may, at their joint option, on any one or more occasions redeem all or a part of the NotesNotes as Units, upon not less than 30 thirty (30) nor more than 60 sixty (60) days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amounts, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May December 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 Year Percentage 2013 106.500 % 2021 102.083 2014 103.250 % 2022 101.042 % 2023 2015 and thereafter 100.000 %
(e) % Unless the Company an Issuer defaults in the payment of the redemption price, interest will cease to accrue on the Canadian Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 1 contract
Optional Redemption. (a) At any time prior to May 15, 20182013, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250111.750% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional AmountsInterest, if any, to but not including the redemption date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an a sale of Equity OfferingInterests (other than Disqualified Stock) of the Company or a contribution to the Company’s common equity capital; provided that:
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) . Except pursuant to this Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 20202014. The Company is not, however, prohibited under this Indenture from acquiring Notes by means other than a redemption, whether pursuant to open-market transactions, tender offers or otherwise so long as such acquisition does not otherwise violate the terms of this Indenture.
(db) On or after May 15, 20202014, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional AmountsInterest, if any, on the Notes redeemed, to the applicable date of redemptionredemption date, if redeemed during the twelve-month period beginning on May 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 2014 105.875 % 2021 102.083 2015 102.938 % 2022 101.042 % 2023 2016 and thereafter 100.000 %
(e) % Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(fc) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedenthereof.
Appears in 1 contract
Optional Redemption. (a) At any time prior to May September 15, 20182012, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this the Indenture, upon giving not less than 30 nor more than 60 days’ ' notice, at a redemption price equal to 106.250114.250% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amountsinterest, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment dateInterest Payment Date), with the net cash proceeds of an from one or more Equity OfferingOfferings by the Company; provided that:
(1A) at least 65% of the aggregate principal amount of the Initial Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2B) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May September 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 20202012, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ ' notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to, the applicable date of redemption, subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant Interest Payment Date.
(c) Except pursuant to the preceding paragraphs, the Notes will not be redeemable at the Company's option prior to September 15, 2012.
(d) On or after September 15, 2012, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days' notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amountsinterest, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May September 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment dateInterest Payment Date: 2020 103.125 Year Percentage ---- ---------- 2012 107.1250% 2021 102.083 2013 103.5625% 2022 101.042 % 2023 2014 and thereafter 100.000 %
(e) 100.000% Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 1 contract
Sources: Indenture (Unisys Corp)
Optional Redemption. (a) At any time prior The Notes are not subject to May 15optional redemption except as provided in this Section 3.07.
(b) On or after March 1, 20182024, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On in whole or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notesin part, upon not less than 30 nor 15 or more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amountsinterest, if any, on to, but excluding, the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 of the years indicated below, redemption (subject to the rights right of Holders of Notes record on the relevant record date to receive interest due on an Interest Payment Date that is on or prior to the date of redemption), if redeemed during the 12-month period beginning on March 1 of the years indicated below: 2024 103.375% 2025 102.250% 2026 101.125% 2027 and thereafter 100.000%
(c) Prior to March 1, 2024, the Company may, at any time or from time to time, redeem up to 35% of the aggregate principal amount of Notes originally issued (calculated after giving effect to any issuance of Additional Notes), upon not less than 15 or more than 60 days’ notice, at a redemption price of 106.750% of the principal amount thereof, plus accrued and unpaid interest, if any, to, but excluding, the date of redemption (subject to the right of Holders of record on the relevant record date to receive interest payment date: 2020 103.125 due on an Interest Payment Date that is on or prior to the date of redemption), in an amount not greater than the Net Cash Proceeds of one or more Equity Offerings; provided that at least 65% 2021 102.083 of the aggregate principal amount of Notes originally issued (calculated after giving effect to any issuance of Additional Notes) remains outstanding immediately after such redemption (excluding Notes held by the Company and its Subsidiaries) and that such redemption occurs within 180 days following the closing of any such Equity Offering.
(d) In addition, prior to March 1, 2024, the Company may, on any one or more occasions, redeem the Notes, in whole or in part, upon not less than 15 or more than 60 days’ notice, at a redemption price equal to 100% 2022 101.042 % 2023 of the principal amount of the Notes redeemed plus the Applicable Premium as of, and thereafter 100.000 %accrued and unpaid interest, if any, to, but excluding, the redemption date (subject to the right of Holders of record on the relevant record date to receive interest due on an Interest Payment Date that is on or prior to the date of redemption).
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 3.1 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent3.06.
Appears in 1 contract
Sources: Indenture (Comstock Resources Inc)
Optional Redemption. (a) At any time prior to May 15April 1, 20182021, the Company may on any one or more occasions redeem up to 3540% of the aggregate principal amount of Notes issued under this Indenturethe Supplemental Indenture (including any Additional Notes), upon giving not less than 30 15 nor more than 60 days’ notice, at a redemption price equal to 106.250105.5% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amountsinterest, if anyto, to but not including including, the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity OfferingOffering by the Company; provided that:
(1A) at least 6560% of the aggregate principal amount of the Notes originally issued under this the Supplemental Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2B) the redemption occurs within 90 180 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15April 1, 20202021, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 15 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amountsinterest, if anyto, to but not including including, the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereofthe preceding paragraphs, the Notes will not be redeemable at the Company’s option prior to May 15April 1, 20202021.
(d) On or after May 15April 1, 20202021, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amounts, if anyinterest, on the Notes redeemed, to to, but not including, the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 April 1 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 % 2021 102.083 104.125% 2022 101.042 102.750% 2023 101.375% 2024 and thereafter 100.000 %
(e) 100.000% Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 1 contract
Sources: First Supplemental Indenture (Charles River Laboratories International Inc)
Optional Redemption. (a) At Except as set forth in Sections 3.3(b) and (c), the Issuer will not be entitled to redeem the Notes at its option prior to July 15, 2020. The Notes will be redeemable, at the Issuer’s option, in whole at any time prior or in part from time to May time, on and after July 15, 20182020, upon not less than 30 nor more than 60 days’ prior notice, at the following Redemption Prices (expressed as percentages of the principal amount thereof) if redeemed during the twelve-month period beginning on July 15 of the years set forth below, plus, in each case, accrued and unpaid interest, if any, thereon to, but excluding, the Company may date of redemption (subject to the right of Holders of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date): Year Percentage 2020 104.375 % 2021 102.188 % 2022 and thereafter 100.000 %
(b) Prior to July 15, 2020, the Issuer may, at its option, on any one or more occasions redeem up to 35% of the aggregate principal amount of the Notes (including Additional Notes) issued under this IndentureIndenture with an amount of cash not greater than the Net Cash Proceeds of one or more Equity Offerings at a redemption price of 108.750% of the principal amount thereof, plus accrued and unpaid interest, if any, to, but excluding, the redemption date (subject to the right of Holders of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date; provided that: (1) at least 60% of the original principal amount of the Notes on the Issue Date remains outstanding after each such redemption; and (2) such redemption occurs within 180 days after the closing of the related Equity Offering.
(c) In addition, the Notes may be redeemed, in whole or in part, at any time prior to July 15, 2020, at the option of the Issuer, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, redeemed plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amountsto, if anybut excluding, to but not including the applicable redemption date of redemption, (subject to the rights right of Holders of the Notes record on the relevant record date Record Date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(aInterest Payment Date), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amounts, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption and notice thereof pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice Indenture may, in the CompanyIssuer’s discretion, be subject to the satisfaction of one or more conditions precedent, including completion of an Equity Offering or other corporate transaction.
Appears in 1 contract
Sources: Indenture (Chaparral Energy, Inc.)
Optional Redemption. (a) The Notes will not be subject to any redemption at the option of the Company except as set forth in the following paragraphs.
(b) The Notes may be redeemed, in whole part or in part, at any time prior to January 15, 2009, at the option of the Company upon not less than 30 nor more than 60 days' prior notice mailed by first-class mail to each Holder's registered address, at a redemption price equal to, as determined by the Reference Treasury Dealer, the sum of the present values of the Remaining Scheduled Payments discounted to the redemption date on a semiannual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate, plus accrued and unpaid interest and Liquidated Damages, if any, to the applicable date of redemption.
(c) At any time prior to May January 15, 20182009, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, Indenture at a redemption price equal to 106.250of 110% of the principal amount of the Notes redeemedthereof, plus accrued and unpaid interest and Additional AmountsLiquidated Damages, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an one or more Equity OfferingOfferings; provided that:
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption); and
(2) the redemption occurs must occur within 90 120 days of the date of the closing of such Equity Offering.
(bd) At any time prior to May After January 15, 20202009, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ ' notice, at the redemption prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interest and Additional AmountsLiquidated Damages, if any, on the Notes redeemed, thereon to the applicable date of redemptionredemption date, if redeemed during the twelve-month period beginning on May 15 January 15th of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 Year Percentage ---- ---------- 2009........................................ 105.000% 2021 102.083 2010........................................ 103.333% 2022 101.042 2011........................................ 101.667% 2023 and thereafter 100.000 2012........................................ 100.000%
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedenthereof.
Appears in 1 contract
Sources: Indenture (Metaldyne Corp)
Optional Redemption. (a) At any time prior to May 15February 1, 20182024, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 6540% of the aggregate principal amount of the Notes originally (including Notes issued after the Issue Date, if any) issued under this Indenture at a redemption price of 106.125% of the principal amount thereof, plus accrued and unpaid interest to, but not including, the redemption date, with the net cash proceeds of one or more Equity Offerings; provided that:
(1) at least 60% of the aggregate principal amount of the Notes (including Notes issued after the Issue Date, if any) issued under this Indenture remains outstanding immediately after the occurrence of such redemption (excluding the Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption); and
(2) the redemption occurs within 90 180 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15On or after February 1, 20202024, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 10 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interest and Additional Amounts, if any, on the Notes redeemed, to to, but not including, the applicable date of redemptionredemption date, if redeemed during the twelve-month period beginning on May 15 February 1 of the years indicated below: 2024 103.063 % 2025 101.531 % 2026 and thereafter 100.000 %
(c) In addition, at any time prior to February 1, 2024, the Company may redeem the Notes, in whole or in part, at a redemption price equal to the principal amount of the Notes redeemed plus the Applicable Premium plus accrued and unpaid interest to, but not including, the date of redemption. The Company shall calculate the redemption price, including any Applicable Premium.
(d) In connection with any optional redemption of the Notes, any such redemption may, at the Company’s discretion, be subject to one or more conditions precedent. If a redemption is subject to satisfaction of one or more conditions precedent, the applicable redemption notice shall describe such condition, and if applicable, shall state that, in the Company’s discretion, the redemption date may be delayed until such time as any or all such conditions shall be satisfied, without the requirement of an additional notice period to the Holders, or such redemption may not occur and such notice may be rescinded in the event that any or all such conditions shall not have been satisfied by the Redemption Date, or by the Redemption Date as so delayed.
(e) If the Company or any Note Guarantor becomes obligated to pay, on the next date on which any amount will be payable with respect to the Notes, any Additional Amounts as a result of (i) any amendment to, or change in, the laws or regulations of a Relevant Taxing Jurisdiction (as defined in Section 4.21 herein), which amendment or change is publicly announced and becomes effective after January 27, 2022 (or, if the applicable Relevant Taxing Jurisdiction became a Relevant Taxing Jurisdiction on a date after January 27, 2022, after such later date) or (ii) any amendment to, or change in, an official written interpretation or application of such laws or regulations (including by virtue of a holding by a court of competent jurisdiction) which amendment or change is publicly announced and becomes effective after January 27, 2022 (or, if the applicable Relevant Taxing Jurisdiction became a Relevant Taxing Jurisdiction on a date after January 27, 2022, after such later date) (each of the foregoing clauses (i) and (ii), a “Change in Tax Law”) and the Company or the applicable Note Guarantor cannot avoid any such payment obligation by taking reasonable measures available to it (including making payment through a paying agent located in another jurisdiction, but not including the substitution of an obligor if the Company would be required to pay Additional Amounts), the Company may, at its option, redeem the Notes then outstanding, in whole but not in part, at a redemption price equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to, but not including, the redemption date (subject to the rights right of Holders of Notes record on the relevant record date to receive interest due on the relevant interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) Unless ), provided, however, that if such right to redeem is triggered by the obligation of a Note Guarantor to pay Additional Amounts, such right to redeem will apply only if the payment giving rise to such obligation cannot be made by the Company defaults in or another Note Guarantor without the payment obligation to pay Additional Amounts. Notice of the redemption price, interest will cease Company’s intent to accrue on redeem the Notes shall not be given until the Company delivers to the Trustee an opinion of tax counsel to the effect that there has been such Change in Tax Law which would entitle the Company to redeem the Notes hereunder and an Officers’ Certificate to the effect that the Company or portions thereof called for redemption on the applicable redemption dateNote Guarantor cannot avoid its obligation to pay Additional Amounts by taking reasonable measures available to it. The foregoing provisions shall apply mutatis mutandis to any successor Person to the Company or the applicable Note Guarantor, after such successor Person becomes a party to this Indenture, with respect to a Change in Tax Law that is publicly announced and becomes effective after such successor Person becomes a party to this Indenture.
(f) Any redemption pursuant to this Section 3.07 3.7 shall be made pursuant to the provisions of Sections 3.01 3.1 through 3.06 hereof and notice may3.6 hereof.
(g) In connection with any redemption under this Section 3.7, in the Company’s discretion, be subject Company shall deliver to the satisfaction Trustee an Officers’ Certificate and Opinion of one or more Counsel to the effect that all conditions precedentprecedent in this Indenture to the redemption have been complied with.
Appears in 1 contract
Optional Redemption. (a) Except as provided in this paragraph (5), the Notes will not be redeemable at the Company’s option prior to October 15, 2029.
(b) At any time prior to May October 15, 20182027, the Company may on any one or more occasions redeem up to 3540% of the aggregate principal amount of Notes issued under this the Indenture, upon giving not less than 30 10 days’ nor more than 60 days’ notice, at a redemption price equal to 106.250106.25% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amountsinterest, if any, to but not including the redemption date of redemption (subject to the rights of Holders holders of Notes on the relevant record date to receive interest on the relevant interest payment date), ) with an amount not to exceed the net cash proceeds of an one or more Equity OfferingOfferings of the Company consummated after the Issue Date; provided that:
(1i) at least 6550% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemptionredemption (unless all such Notes are otherwise repurchased or redeemed); and
(2ii) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(bc) At any time prior to May October 15, 20202029, the Company may on any one or more occasions redeem all or a part of the Notes, Notes upon giving not less than 30 10 days’ nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amountsinterest, if any, to but not including to, the date of redemption, subject to the rights of Holders holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a). The Company shall notify the Trustee of the Applicable Premium promptly after the calculation, Section 3.07(b) and Section 3.10 hereof, the Notes will Trustee shall not be redeemable at the Company’s option prior to May 15, 2020responsible for such calculation.
(d) On or after May October 15, 20202029, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 10 days’ nor more than 60 days’ notice, at the redemption prices (expressed as percentages a percentage of principal amountamount of the Notes) set forth below, plus accrued and unpaid interest and Additional Amountsinterest, if any, on the Notes redeemed, to the applicable date of redemptionredemption date, if redeemed during the twelve-month period beginning on May October 15 of the years indicated below, subject to the rights of Holders of Notes : 2029 103.125% 2030 102.083% 2031 101.042% 2032 and thereafter 100.000% If an optional redemption date is on the relevant or after an interest record date to receive interest and on or before the relevant related interest payment date: 2020 103.125 , the accrued and unpaid interest, if any, will be paid to the Persons in whose name the Notes are registered at the close of business on such record date, and no additional interest will be payable to Holders whose Notes will be subject to redemption by the Company. Notwithstanding the foregoing, in connection with any tender offer for the Notes (including, without limitation, any Change of Control Offer or Net Proceeds Offer), if not less than 90% 2021 102.083 % 2022 101.042 % 2023 in aggregate principal amount of the outstanding Notes are validly tendered and thereafter 100.000 %
not withdrawn in such offer and the Company, or any third party making such offer in lieu of the Company, purchases all of the Notes validly tendered and not withdrawn, the Company or such third party will have the right upon not less than 10 days’ nor more than 60 days’ prior notice, given not more than 10 days following such purchase date, to redeem (eand the Holders of the remaining Notes shall be deemed to have agreed to surrender) all Notes that remain outstanding following such purchase at a redemption price equal to the applicable price in such offer (excluding any early tender premium or consent payment), plus accrued and unpaid interest, if any, thereon, to, but excluding, the date of such redemption. The Company or any of its Restricted Subsidiaries may at any time and from time to time purchase Notes in the open market or otherwise. Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 1 contract
Sources: Indenture (Post Holdings, Inc.)
Optional Redemption. (a) At any time prior to May 15April 1, 20182014, the Company Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this the Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250111.500% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amountsinterest, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), Interest Payment Date) with the net cash proceeds of an from one or more Qualified Equity OfferingOfferings; provided that:
(1A) at least 65% of the aggregate principal amount of the Notes originally issued under this the Indenture (excluding Notes held directly or indirectly by the Company and or any of its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2B) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15April 1, 20202014, the Company Issuers may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amountsinterest, if any, to but not including the applicable date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment dateInterest Payment Date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereofthe preceding paragraphs, the Notes will not be redeemable at the Company’s option prior to May 15April 1, 20202014.
(d) On or after May 15April 1, 20202014, the Company Issuers may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amountamount on the applicable redemption date) set forth below, plus accrued and unpaid interest and Additional Amountsinterest, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 of the years indicated belowredemption date, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment dateInterest Payment Date: 2020 103.125 Year Percentage On or after April 1, 2014 105.750 % 2021 102.083 On or after April 1, 2015 100.000 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) Unless the Company defaults Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 1 contract
Sources: Indenture (PRETIUM CANADA Co)
Optional Redemption. (a) Except as provided in this paragraph (5), the Notes will not be redeemable at the Company’s option prior to March 1, 2020.
(b) At any time prior to May 15March 1, 20182020, the Company may on any one or more occasions redeem up to 3540% of the aggregate principal amount of Notes issued under this the Indenture, upon giving not less than 30 15 nor more than 60 days’ notice, at a redemption price equal to 106.250105.500% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amountsinterest, if any, to but not including the redemption date of redemption (subject to the rights of Holders holders of Notes on the relevant record date to receive interest on the relevant interest payment date), ) with an amount not to exceed the net cash proceeds of an one or more Equity OfferingOfferings of the Company consummated after the Issue Date; provided that:
(1i) at least 6550% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemptionredemption (unless all such Notes are otherwise repurchased or redeemed); and
(2ii) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(bc) At any time prior to May 15March 1, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, Notes upon giving not less than 30 15 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amountsinterest, if any, to but not including the date of redemption, subject to the rights of Holders holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a). The Company shall notify the Trustee of the Applicable Premium promptly after the calculation, Section 3.07(b) and Section 3.10 hereof, the Notes will Trustee shall not be redeemable at the Company’s option prior to May 15, 2020responsible for such calculation.
(d) On or after May 15March 1, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages a percentage of principal amountamount of the Notes) set forth below, plus accrued and unpaid interest and Additional Amountsinterest, if any, on the Notes redeemed, to the applicable date of redemptionredemption date, if redeemed during the twelve-month period beginning on May 15 March 1 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 104.125 % 2021 102.083 102.750 % 2022 101.042 101.375 % 2023 and thereafter 100.000 %
(e) % If an optional redemption date is on or after an interest record date and on or before the related interest payment date, the accrued and unpaid interest, if any, will be paid to the Person in whose name the Notes is registered at the close of business on such record date, and no additional interest will be payable to Holders whose Notes will be subject to redemption by the Company. The Company or any of its Restricted Subsidiaries may at any time and from time to time purchase Notes in the open market or otherwise. Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 1 contract
Sources: Indenture (Post Holdings, Inc.)
Optional Redemption. (a) At any time prior to May 15February 1, 20182008, the Company may at its option redeem all or part of the Notes upon not less than 30 nor more than 60 days' prior notice at a redemption price equal to the greater of (1) 100% of the principal amount of the Notes being redeemed and (2) as determined by the Quotation Agent, the sum of the present values of 104.688% of the principal amount of the Notes being redeemed, plus all scheduled payments of interest on such Notes to and including February 1, 2008 (but not including accrued and unpaid interest to the redemption date), in each case discounted to the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate plus 50 basis points, together in each case with accrued and unpaid interest and Special Interest, if any, to the applicable redemption date.
(b) At any time prior to February 1, 2006, the Company may at its option on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, Indenture at a redemption price equal to 106.250of 109.375% of the principal amount of the Notes redeemedamount, plus accrued and unpaid interest and Additional AmountsSpecial Interest, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an one or more Equity OfferingOfferings; provided that:
(1) at least 65% of the aggregate principal amount of Notes issued on the Notes originally issued under date of this Indenture remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption); and
(2) the redemption occurs within 90 120 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section Sections 3.07(a), Section 3.07(b) and Section 3.10 hereofor (b) above, the Notes will shall not be redeemable at the Company’s 's option prior to May 15February 1, 20202008.
(d) On or after May 15February 1, 20202008, the Company may on any one or more occasions redeem all or a part of the Notes, Notes upon not less than 30 nor more than 60 days’ ' prior notice, at the redemption prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interest and Additional AmountsSpecial Interest, if any, on the Notes redeemed, to the applicable date of redemptionredemption date, if redeemed during the twelve-month period beginning on May 15 February 1 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 45 Year Percentage ---- ---------- 2008.......................... 104.688% 2021 102.083 2009.......................... 103.125% 2022 101.042 2010.......................... 101.563% 2023 2011 and thereafter 100.000 thereafter........... 100.000%
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections Section 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedenthereof.
Appears in 1 contract
Sources: Indenture (Fort James Corp)
Optional Redemption. (a) At any time prior to May June 15, 20182007, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, Indenture at a redemption price equal to 106.250of 107.875% of the principal amount of the Notes redeemedamount, plus accrued and unpaid interest and Additional AmountsLiquidated Damages, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an one or more Equity OfferingOfferings by the Company; provided that:
(1i) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2ii) the redemption occurs within 90 120 days of the date of the closing of such Equity Offering. Notice of any redemption upon an Equity Offering may be given prior to completion of the related Equity Offering, and any such notice or redemption may, at the Company's discretion, be subject to the satisfaction of one or more conditions precedent, including, but not limited to, the completion of the related Equity Offering.
(b) At any time and from time to time prior to May June 15, 20202009, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ noticemay, at a redemption price equal to 100% of the principal amount of the Notes redeemedits option, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice' notice mailed by first class mail to each Holder's registered address, at a redemption price equal to the redemption prices greater of:
(expressed as percentages 1) 100% of their principal amount) set forth below, amount plus accrued and unpaid interest and Additional Amounts, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during or
(2) (A) the twelve-month period beginning on May 15 sum of the years indicated belowpresent values of (x) the remaining scheduled payments of principal and interest thereon from the date of redemption to June 15, subject 2009, except for currently accrued and unpaid interest, and (y) the redemption price of the Notes on June 15, 2009, discounted to the rights date of Holders redemption, on a semi-annual basis, assuming a 360-day year consisting of Notes on twelve 30-day months, at the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 Treasury Rate, plus 0.75%
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.plus
Appears in 1 contract
Sources: Indenture (Beverly Enterprises Inc)
Optional Redemption. (a) At any time prior to May 15April 1, 20182023, the Company may on any one or more occasions redeem up to 3540% of the aggregate principal amount of Notes (including any Additional Notes) issued under this Indenture, upon giving not less than 30 nor more than 60 daysprior notice in accordance with Section 3.03 hereof, (i) if the Company delivers to the Trustee an Officers’ noticeCertificate, upon which the Trustee can conclusively rely without any duty or inquiry, certifying that the Company reasonably expects to satisfy the Sustainability Performance Target in respect of the Observation Period, at a redemption price equal to 106.250of 107.625% of the principal amount and (ii) if the Company fails to deliver to the Trustee an Officers’ Certificate certifying that the Company reasonably expects to satisfy the Sustainability Performance Target in respect of the Notes redeemedObservation Period, at a redemption price of 107.875% of the principal amount thereof, in each case, plus accrued and unpaid interest and Additional Amountsinterest, if any, to to, but not including excluding, the date of redemption Redemption Date (subject to the rights right of Holders of Notes on the relevant record date to receive interest due on the relevant an interest payment datedate that is on or prior to the Redemption Date), with an amount of cash not greater than the net cash proceeds of an one or more Equity OfferingOfferings; provided that:
(1) at least 6560% of the aggregate principal amount of the Notes originally issued under this Indenture on the Issue Date (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 180 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) 3.07(d), and Section 3.10 4.13(d) hereof, the Notes will not be redeemable at the Company’s option prior to May 15April 1, 20202023.
(dc) On or after May 15April 1, 20202023, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ noticeprior notice in accordance with Section 3.03 hereof, at the redemption prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interest and Additional Amountsinterest, if any, on the Notes redeemedredeemed to, to but excluding, the applicable date of redemptionRedemption Date, if redeemed during the twelve-month period beginning on May 15 April 1 of the years each year indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest due on an interest payment date that is on or prior to the Redemption Date: 2023 103.8125% 103.9375% 2024 101.9063% 101.9688% 2025 100.0000% 100.0000%
(d) At any time prior to April 1, 2023, the Company may also redeem all or a part of the Notes, upon prior notice in accordance with Section 3.03 hereof, at a redemption price equal to 100% of the principal amount of Notes redeemed plus the Applicable Premium as of, and accrued and unpaid interest, if any, to, but excluding, the Redemption Date, subject to the rights of Holders on the relevant record date to receive interest due on an interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) Unless date that is on or prior to the Company defaults in Redemption Date. The notice need not set forth the payment Applicable Premium but only the manner of calculation of the redemption price. With respect to any redemption pursuant to this Section 3.07(d), interest the Company will cease to accrue (i) calculate the Treasury Rate on the Notes or portions thereof called for redemption on second Business Day preceding the applicable redemption dateRedemption Date and (ii) prior to such Redemption Date file with the Trustee an Officers’ Certificate setting forth the Applicable Premium and the Treasury Rate and showing the calculation of each in reasonable detail. The Trustee shall not be responsible for any such calculation.
(fe) Any redemption pursuant to this Section 3.07 or Section 4.13(d) shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedenthereof.
Appears in 1 contract
Optional Redemption. (a) At any time prior to May 15, 2018, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 151, 20202021, the Company may on any one or more occasions Issuers shall have the option to redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ noticein whole or in part, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Special Interest, if any, thereon to the applicable redemption date, if redeemed during the twelve month period beginning on May 1 of the years indicated below: 2021 102.938% 2022 101.469% 2023 100.734% 2024 and thereafter 100.000%
(b) At any time prior to May 1, 2018, the Issuers may on any one or more occasions redeem up to 40% of the aggregate principal amount of the Notes (including the principal amount of any Additional Notes), at a redemption price of 105.875% of the principal amount thereof, plus accrued and unpaid interest and Special Interest, if any, to the redemption date, with the net cash proceeds of one or more Equity Offerings; provided that:
(1) at least 60% of the original aggregate principal amount of Notes (including the principal amount of any Additional AmountsNotes) issued under the Supplemental Indenture remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Issuers and their Subsidiaries); and
(2) the redemption must occur within 180 days of the date of the closing of such Equity Offering.
(c) At any time and from time to time prior to May 1, 2021, the Issuers may redeem outstanding Notes, in whole or in part, at a redemption price equal to 100% of the principal amount thereof plus accrued and unpaid interest, if any, on such Notes to the redemption date plus the Make-Whole Premium.
(d) In the event that the Issuers have made a Change of Control Offer pursuant to Section 4.16 of the Supplemental Indenture, and have purchased not less than 90% of the then outstanding Notes pursuant to such Change of Control Offer, the Issuers may, upon not less than 10 nor more than 60 days’ prior notice, given not more than 30 days following the applicable Change of Control Payment Date, redeem all of the Notes redeemed, that remain outstanding following such Change of Control Payment Date at a redemption price equal to the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 101% of the years indicated below, subject to principal amount of the rights of Holders of Notes on the relevant record date to receive so redeemed plus accrued and unpaid interest on the relevant interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) Unless Notes so redeemed to the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 1 contract
Sources: Fifth Supplemental Indenture (Charter Communications, Inc. /Mo/)
Optional Redemption. (a) At any time prior to May 15, 2018, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption Except as set forth in clauses (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment dateb), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to and (d) of this Section 3.07(a), Section 3.07(b) and Section 3.10 hereof3.07, the Notes will shall not be redeemable at the Company’s option of the Company prior to May June 15, 2020.
(d) 2019. On or after May June 15, 20202019, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amountsinterest, if any, on the Notes redeemed, to to, but not including, the applicable date of redemption, if redeemed during the twelve-month period beginning on May June 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date Record Date to receive interest on the relevant interest payment dateInterest Payment Date: 2019 104.375 % 2020 103.125 102.188 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) % Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(b) At any time prior to June 15, 2019, the Company may, on any one or more occasions, redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.750% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to, but not including, the date of redemption (subject to the rights of Holders of Notes on the relevant Record Date to receive interest on the relevant Interest Payment Date), with an amount not greater than the net cash proceeds of an Equity Offering by the Company; provided that (i) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (ii) the redemption occurs within 180 days of the date of the closing of such Equity Offering.
(c) At any time prior to June 15, 2019, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to, but not including, the date of redemption, subject to the rights of Holders of Notes on the relevant Record Date to receive interest due on the relevant Interest Payment Date.
(d) The Notes will be subject to redemption, in whole but not in part, at the option of the Company at any time, at a redemption price equal to the outstanding principal amount thereof together with accrued and unpaid interest, if any, to, but not including, the date fixed by the Company for redemption upon the giving of a notice in accordance with Section 3.03, if:
(1) the Company determines that (i) as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of a Tax Jurisdiction affecting taxation, or any change in or amendment to official position of such Tax Jurisdiction regarding application or interpretation of such laws, regulations or rulings (including a holding by a court of competent jurisdiction), which change or amendment is announced and becomes effective on or after the date of issuance of the Notes, the Company has or will become obligated to pay, on the next succeeding day on which any amount would be payable in respect of the Notes, Additional Amounts or (ii) on or after the date of issuance of the Notes, any action has been taken by any taxing authority of, or any decision has been rendered by a court of competent jurisdiction in, a Tax Jurisdiction, including any of those actions specified in clause (i) above, whether or not such action was taken or decision was rendered with respect to the Company or a Guarantor, or any change, amendment, application or interpretation shall be officially proposed, which, in any such case, in the written opinion of independent tax counsel as referenced below, will result in an obligation to pay, on the next succeeding day on which any amount would be payable in respect of the Notes, Additional Amounts with respect to any Notes, and
(2) in any such case the Company in its business judgment determines, as evidenced by the Officer’s Certificate referenced in Section 3.07(e), that such obligation cannot be avoided by the use of reasonable measures available to the Company (including designating another Paying Agent); provided however, that, (x) no such notice of redemption may be given earlier than 60 days prior to the earliest date on which the Company would be obligated to pay such Additional Amounts and (y) at the time such notice of redemption is given, such obligation to pay such Additional Amounts remains in effect.
(e) Prior to the publication or, where relevant, sending of any notice of redemption of the Notes pursuant to Section 3.07(d), the Company will deliver to the Trustees an opinion of independent tax counsel of recognized standing, to the effect that there has been such change or amendment which would entitle the Company to redeem the Notes under Section 3.07(d). In addition, before the Company publishes or sends notice of redemption of the Notes pursuant to Section 3.07(d), it will deliver to the Trustees an Officer’s Certificate to the effect that it cannot avoid its obligation to pay Additional Amounts by the Company taking reasonable measures available to it and all other conditions for such redemption have been met. The Trustees shall be entitled to rely on such Officer’s Certificate and opinion of independent tax counsel as sufficient evidence of the existence and satisfaction of the conditions precedent as described above, in which event it will be conclusive and binding on the Holders.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedenthereof.
Appears in 1 contract
Sources: Indenture (Taseko Mines LTD)
Optional Redemption. (a) At any time prior to May 15, 2018Except as set forth in this paragraph 5 and paragraph 6 below, the Company may on any one or more occasions redeem up to 35% Euro 2029 Notes are not redeemable at the option of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity OfferingIssuer.
(b) At any time prior to May 15[•], 20202027, the Company Issuer may on any one redeem the Euro 2029 Notes in whole or more occasions redeem all or a part of the Notesin part, at its option, upon giving not less than 30 10 nor more than 60 days’ days prior notice, at a redemption price equal to 100% of the principal amount of the such Euro 2029 Notes redeemed, plus the relevant Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest to the redemption date and Additional Amounts, if any.
(c) At any time and from time to time on or after [•], 2027, the Issuer may redeem the Euro 2029 Notes in whole or in part, upon not less than 10 days nor more than 60 days prior notice, at a redemption price equal to 100% of the principal of such Euro 2029 Notes plus accrued and unpaid interest to the redemption date.
(d) In connection with any tender offer or other offer to purchase for all of the Euro 2029 Notes, if Holders of not less than 90% of the aggregate principal amount of the then-outstanding Euro 2029 Notes validly tender and do not validly withdraw such Euro 2029 Notes in such tender offer and the Issuer, or any third party making such tender offer in lieu of the Issuer, purchases all of the Euro 2029 Notes validly tendered and not validly withdrawn by such Holders, the Issuer or such third party will have the right upon not less than 10 nor more than 60 days’ notice following such purchase date, to redeem all Euro 2029 Notes that remain outstanding following such purchase at a price equal to the price paid to each other Holder in such tender offer (other than any incentive payment for early tenders), plus, to the extent not included in the tender offer payment, accrued and unpaid interest thereon, if any, to, but not including including, the repurchase date of redemption, (subject to the rights right of Holders of the Notes record on the relevant record date to receive interest due on the relevant interest payment dateInterest Payment Date).
(ce) Except pursuant At any time and from time to Section 3.07(a)time prior to [•], Section 3.07(b) and Section 3.10 hereof2027, the Issuer may redeem the Euro 2029 Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 10 days nor more than 60 days’ notice, days prior notice with the net cash proceeds received by the Issuer from any Equity Offering at the a redemption prices (expressed as percentages of principal amount) set forth below, price equal to 108.500% plus accrued and unpaid interest to the redemption date and Additional Amounts, if any, on the Notes redeemed, in an aggregate principal amount for all such redemptions not to the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 exceed 40% of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) Unless the Company defaults in the payment original aggregate principal amount of the redemption priceEuro 2029 Notes (including Additional Euro 2029 Notes), interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.provided that:
Appears in 1 contract
Sources: Indenture (Intrum ZRT)
Optional Redemption. (a) Except as provided in this paragraph (5), the Notes will not be redeemable at the Company’s option prior to June 15, 2018.
(b) At any time prior to May June 15, 20182017, the Company may on any one or more occasions redeem up to 3540% of the aggregate principal amount of Notes issued under this the Indenture, upon giving not less than 30 15 nor more than 60 days’ notice, at a redemption price equal to 106.250106.000% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amountsinterest, if any, to but not including the redemption date of redemption (subject to the rights of Holders holders of Notes on the relevant record date to receive interest on the relevant interest payment date), ) with an amount not to exceed the net cash proceeds of an one or more Equity OfferingOfferings of the Company consummated after the Issue Date; provided that:
(1i) at least 6550% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemptionredemption (unless all such Notes are otherwise repurchased or redeemed); and
(2ii) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(bc) At any time prior to May June 15, 20202018, the Company may on any one or more occasions redeem all or a part of the Notes, Notes upon giving not less than 30 15 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amountsinterest, if any, to but not including the date of redemption, subject to the rights of Holders holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May June 15, 20202018, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages a percentage of principal amountamount of the Notes) set forth below, plus accrued and unpaid interest and Additional Amountsinterest, if any, on the Notes redeemed, to the applicable date of redemptionredemption date, if redeemed during the twelve-month period beginning on May June 15 of the years indicated below, subject to the rights of Holders of Notes : 2018 103.0000% 2019 101.5000% 2020 and thereafter 100.0000% If an optional redemption date is on the relevant or after an interest record date to receive interest and on or before the relevant related interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 , the accrued and thereafter 100.000 %
(e) unpaid interest, if any, will be paid to the Person in whose name the Notes is registered at the close of business on such record date, and no additional interest will be payable to Holders whose Notes will be subject to redemption by the Company. The Company or any of its Restricted Subsidiaries may at any time and from time to time purchase Notes in the open market or otherwise. Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 1 contract
Sources: Indenture (Post Holdings, Inc.)
Optional Redemption. (a) At any time prior to May March 15, 20182024, the Company may on any one or more occasions Issuer may, at its option, redeem up to 3540% of the aggregate principal amount of Notes issued under this IndentureNotes, upon giving not less than 30 15 nor more than 60 days’ prior notice, at a redemption price equal to 106.250104.25% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amountsinterest, if any, to but not including including, the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date)redemption, with the net cash proceeds of an one or more Equity OfferingOfferings by the Issuer or a contribution to the Issuer’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by any direct or indirect parent company of the Issuer; provided that
(1i) at least 6550% of the aggregate principal amount of the Notes originally issued under this Indenture the indenture (excluding Notes held by the Company Issuer and its the Issuer’s Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2ii) notice of the redemption occurs is mailed or sent to holders of the Notes within 90 120 days of the date of the closing of such Equity Offering.
(b) At any time prior to May March 15, 20202024, the Company Issuer may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 15 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amountsinterest, if any, to but not including to, the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except as set forth in paragraphs (a) and (b) of this Section 3.08, the Issuer shall not have the option to redeem the Notes pursuant to this Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May March 15, 20202024.
(d) On or after May March 15, 20202024, the Company Issuer may on any one or more occasions redeem all or a part of the Notes, in whole at any time or in part from time to time, upon not less than 30 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amountsthereon, if any, on the Notes redeemedto, to but not including the applicable date of redemptionredemption date, if redeemed during the twelve12-month period beginning on May March 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 Year Percentage 2024 102.125 % 2021 102.083 2025 101.063 % 2022 101.042 % 2023 2026 and thereafter 100.000 %
(e) % Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 1 contract
Sources: Indenture (ACCO BRANDS Corp)
Optional Redemption. (a) At any time prior to May 15Except as set forth in subparagraphs (b), 2018(c) and (d) of this Paragraph 5, the Company may on any one or more occasions will not have the option to redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15November 1, 2020. On or after November 1, 2020, the Company may on any one or more occasions will have the option to redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interest and Additional Amounts, if any, on the Notes redeemedredeemed to, to but not including, the applicable redemption date of redemption, if redeemed during the twelve-month period beginning on May 15 of the years indicated below, (subject to the rights right of Holders of Notes on the relevant record date to receive interest on the relevant interest payment dateInterest Payment Date), if redeemed during the 12-month period beginning on November 1 of the years indicated below: 2020 103.125 104.875 % 2021 102.083 102.438 % 2022 101.042 100.000 % 2023 and thereafter 100.000 %
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(fb) Any redemption pursuant to this Section 3.07 shall be made pursuant to Notwithstanding the provisions of Sections 3.01 through 3.06 hereof and notice maysubparagraph (a) of this Paragraph 5, in at any time prior to November 1, 2020, the Company’s discretion, be subject Company may on any one or more occasions redeem up to 35% of the satisfaction aggregate principal amount of Notes issued under the Indenture with an amount of cash not greater than the net cash proceeds of one or more conditions precedentEquity Offerings at a redemption price equal to 109.750% of the aggregate principal amount thereof, plus accrued and unpaid interest to, but not including, the redemption date; provided that at least 65% in aggregate principal amount of the Notes originally issued under the Indenture remains outstanding immediately after the occurrence of such redemption and that each such redemption occurs within 90 days of the date of the closing of the related Equity Offering.
(c) At any time prior to November 1, 2020, the Company may also redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of Notes redeemed plus the Applicable Premium as of, and accrued and unpaid interest, if any, to, but not including, the date of redemption (subject to the right of Holders on the relevant record date to receive interest due on the relevant Interest Payment Date).
(d) In the event that Holders of not less than 90% of the aggregate principal amount of the outstanding Notes accept a Change of Control Offer and the Company (or the third party making the Change of Control Offer pursuant to Section 4.14(d) of the Indenture) purchases all of the Notes held by such Holders, the Company will have the right, upon not less than 30 nor more than 60 days’ prior notice to the Holders and the Trustee, given not more than 30 days following the purchase pursuant to Section 4.14, to redeem all of the Notes that remain outstanding following such purchase at a redemption price equal to the Change of Control Payment plus, to the extent not included in the Change of Control Payment, accrued and unpaid interest on the Notes that remain outstanding, to, but not including, the date of redemption (subject to the right of Holders on the relevant record date to receive interest due on the relevant Interest Payment Date).
Appears in 1 contract
Sources: Indenture (W&t Offshore Inc)
Optional Redemption. (aA) At any time prior to May 15June 1, 20182024, the Company Issuer may on any one redeem, at its option, all or more occasions redeem up to 35% part of the aggregate principal amount of Notes issued under this IndentureNotes, upon giving not less than 30 10 nor more than 60 days’ noticenotice to the Holders (with a copy to the Trustee), at a redemption price equal to 106.250% the sum of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1i) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemedthereof, plus (ii) the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including of the date of redemption, plus (iii) accrued and unpaid interest, if any, to, but excluding, the redemption date (subject to the rights right of Holders of the Notes record on the relevant record date to receive interest due on the relevant interest payment date falling on or prior to the redemption date).
(cB) Except pursuant to Section 3.07(a)At any time on or after June 1, Section 3.07(b) and Section 3.10 hereof2024, the Notes Issuer will not be redeemable entitled, at the Company’s option prior to May 15its option, 2020.
(d) On or after May 15, 2020, the Company may on any one or more occasions occasions, to redeem all or a part of the Notes, upon not less than 30 10 nor more than 60 days’ noticenotice to the Holders (with a copy to the Trustee), at the redemption prices (expressed as in percentages of the principal amount) set forth belowamount of the Notes to be redeemed), plus accrued and unpaid interest and Additional Amountsinterest, if any, on to, but excluding, the Notes redeemed, to the applicable redemption date of redemption, if redeemed during the twelve-month period beginning on May 15 of the years indicated below, (subject to the rights right of Holders of Notes record on the relevant record date to receive interest due on the relevant interest payment date falling on or prior to the redemption date), if redeemed during the 12-month period commencing on June 1 of the years set forth below: 2020 103.125 2024 102.438 % 2021 102.083 2025 101.219 % 2022 101.042 % 2023 2026 and thereafter 100.000 %
(eC) At any time prior to June 1, 2024, the Issuer may redeem the Notes with the net cash proceeds from any Equity Offering at a redemption price equal to 104.875% of the principal amount plus accrued and unpaid interest, if any, to, but excluding, the redemption date (subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date falling on or prior to the redemption date), in an aggregate principal amount for all such redemptions not to exceed 40.0% of the original aggregate principal amount of the Notes, including any Additional Notes; provided that (i) in each case the redemption takes place not later than 180 days after the closing of the related Equity Offering and (ii) at least 60.0% of the aggregate principal amount of the Notes (including any Additional Notes) remains outstanding immediately thereafter.
(D) Until 120 days after the Issue Date, the Issuer may redeem in the aggregate up to 35.0% of the original aggregate principal amount of the Notes with the net cash proceeds of any loans received pursuant to COVID-19 Relief Funds at a redemption price equal to 102.4375% of the principal amount plus accrued and unpaid interest, if any, to, but excluding, the redemption date (subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date falling on or prior to the redemption date); provided that at least 65.0% of the original aggregate principal amount of the Notes (including any Additional Notes) remains outstanding immediately thereafter.
(E) Unless the Company Issuer defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(fF) The Issuer or its Affiliates may at any time and from time to time purchase Notes. Any redemption such purchases may be made through open market or privately negotiated transactions with third parties or pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedenttender or exchange offers or otherwise, upon such terms and at such prices as well as with such consideration as the Issuer or any such Affiliates may determine.
Appears in 1 contract
Optional Redemption. (a) At any time prior to May 15July 31, 20182022, the Company may may, on any one or more occasions occasions, redeem up to 3540% of the aggregate principal amount of Notes issued under this Indenturethe Notes, upon giving not less than 30 10 nor more than 60 days’ notice, at a redemption price equal to 106.250of 105.00% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amountsinterest, if any, to but not including excluding the redemption date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date), with the net cash proceeds of an one or more Equity OfferingOfferings; provided that:
(1) at least 6550% of the aggregate principal amount of the Notes originally issued under this Indenture on the Issue Date (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 180 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15July 31, 20202022, the Company may may, on any one or more occasions occasions, redeem all or a part of the Notes, upon giving not less than 30 10 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amountsinterest, if any, to but not including excluding the date of redemptionredemption date, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(bclauses (a) and Section 3.10 hereof(b) above, the Notes will are not be redeemable at the Company’s option prior to May 15July 31, 20202022. The Company and its subsidiaries are not prohibited, however, from acquiring the Notes in market transactions by means other than a redemption, whether pursuant to a tender offer or otherwise.
(d) On or after May 15July 31, 20202022, the Company may may, on any one or more occasions occasions, redeem all or a part of the Notes, Notes upon not less than 30 10 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amountsinterest, if any, on the Notes redeemed, to but excluding the applicable date of redemptionredemption date, if redeemed during the twelve12-month period beginning on May 15 July 31 of the years indicated below, below (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 % 2021 102.083 % ): 2022 101.042 102.500 % 2023 101.250 % 2024 and thereafter 100.000 %
(e) Unless If a redemption date is not a Business Day, payment may be made on the Company defaults in the payment of the redemption pricenext succeeding day that is a Business Day, and no interest will cease to shall accrue on any amount that would have been otherwise payable on such redemption date if it were a Business Day for the Notes or portions thereof called for redemption on the applicable redemption dateintervening period.
(f) Any redemption pursuant Notwithstanding the foregoing, in connection with any tender offer for the Notes, including a Change of Control Offer, if Holders of not less than 90% in aggregate principal amount of the outstanding Notes validly tender and do not validly withdraw such Notes in such tender offer and the Company, or any third party making such a tender offer in lieu of the Company, purchase all of the Notes validly tendered and not withdrawn by such Holders, the Company or such third party will have the right upon not less than 10 nor more than 60 days’ notice, given not more than 30 days following such tender offer expiration date, to this Section 3.07 shall be made pursuant redeem the Notes that remain outstanding, in whole but not in part, following such purchase at a price equal to the provisions of Sections 3.01 through 3.06 hereof and notice mayprice paid to each other Holder (excluding any early tender, incentive or similar fee) in such tender offer, plus, to the extent not included in the Company’s discretiontender offer payment, be subject accrued and unpaid interest, if any, thereon, to, but excluding, such redemption date. In determining whether the Holders of at least 90% of the aggregate principal amount of the then outstanding Notes have validly tendered and not validly withdrawn Notes in a tender offer or other offer to purchase, the denominator in such calculation shall include all Notes owned by an Affiliate of the Company (notwithstanding any provision of the Indenture to the satisfaction of one or more conditions precedentcontrary).
Appears in 1 contract
Sources: Indenture (Vistra Energy Corp.)
Optional Redemption. (a) At The Securities will be redeemable at any time prior to May 15time, 2018, at the Company may on any one or more occasions redeem up to 35% option of the aggregate principal amount of Notes issued under this IndentureCompany, upon giving not less than 30 nor in whole or in part, on at least 15 days, but no more than 60 days’ noticedays prior written notice mailed to the registered holders of the Securities (with a copy to the Trustee) to be redeemed, on any date prior to July 1, 2023 at a redemption price equal to 106.250the greater of (i) 100% of the principal amount of the Notes redeemedSecurities to be redeemed or (ii) as determined by a Quotation Agent, plus accrued the sum of the present values of the remaining scheduled payments of principal and unpaid interest and Additional Amounts, if any, to but thereon (not including any portion of such payments of interest accrued to the date of redemption) discounted to the date of redemption (subject to the rights “Redemption Date”) on a semiannual basis (assuming a 360-day year consisting of Holders of Notes on twelve 30-day months) at the relevant record date to receive Adjusted Treasury Rate plus 25 basis points, plus, in each case, accrued and unpaid interest on the relevant interest payment date)Securities to, with but not including, the net cash proceeds Redemption Date. The Securities will be redeemable at any time, at the option of an Equity Offering; provided that
(1) the Company, in whole or in part, on at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 1515 days, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor but no more than 60 days’ noticedays prior written notice mailed to the registered holders of the Securities to be redeemed, on any date on or after July 1, 2023 at a redemption price equal to 100% of the principal amount of the Notes Securities to be redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amountsthereon to, if anybut not including, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption dateRedemption Date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 1 contract
Optional Redemption. (a) At any time prior to May November 15, 20182013, the Company may may, on any one or more occasions redeem occasions, redeem, in whole or in part, up to 35% of the aggregate principal amount of the Notes, including Additional Notes of the same class, if any, issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, Supplemental Indenture at a redemption price equal to 106.250of par plus the stated interest rate, or 105.75% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amountsinterest, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date“Redemption Date”), with the net cash proceeds of an one or more Equity OfferingOfferings; provided provided, that:
(1) at least 65% of the aggregate principal amount of the Notes, including Additional Notes originally of the same class, if any, issued under this Supplemental Indenture (remains outstanding immediately after the occurrence of such redemption, excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May November 15, 20202015, the Company Company, at its option, may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, redeemed plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amountsinterest, if any, to but not including the date of redemptionRedemption Date, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(bclauses (a) and Section 3.10 hereof(b) above, the Notes will not be redeemable at the Company’s option prior to May November 15, 20202015.
(d) On or after May November 15, 20202015, the Company Company, at its option, may on any one or more occasions redeem all or a part of the Notes, Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (prices, expressed as percentages of principal amount) , set forth below, plus accrued and unpaid interest and Additional Amounts, if any, on the Notes redeemed, to the applicable date of redemptionRedemption Date, if redeemed during the twelve-month period beginning on May November 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 2015 102.875 % 2021 102.083 2016 101.917 % 2022 101.042 2017 100.958 % 2023 2018 and thereafter 100.000 %
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 1 contract
Optional Redemption. (a) At any time prior to May September 15, 20182025, the Company may on any one or more occasions redeem up to 3540% of the aggregate principal amount of Notes issued under this Indenturethe Indenture (including Additional Notes, if any), upon giving not less than 30 10 nor more than 60 days’ notice, at a redemption price equal to 106.250108.000% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amountsinterest, if any, to but not including the date of redemption date, (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with ) in an amount not to exceed the net cash proceeds of an one or more Equity OfferingOfferings of the Company; provided that:
(1i) at least 6550% of the aggregate principal amount of the Notes originally issued under this the Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2ii) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May September 15, 20202025, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 10 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amountsinterest, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereofthe preceding paragraphs, the Notes will not be redeemable at the Company’s option prior to May September 15, 20202025.
(d) On or after May September 15, 20202025, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 10 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interest and Additional Amountsinterest, if any, on the Notes redeemed, to the applicable date of redemptionredemption date, if redeemed during the twelve-month period beginning on May September 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 2025 104.000 % 2021 102.083 2026 102.000 % 2022 101.042 % 2023 2027 and thereafter 100.000 %
(e) % Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(fe) Any redemption pursuant or notice of any redemption may, at the Company’s discretion, be subject to this Section 3.07 one or more conditions precedent, including, but not limited to, completion of an Equity Offering, other offering or other corporate transaction or event. In addition, the Company may provide in any notice of redemption that payment of the redemption price and the performance of its obligations with respect to such redemption may be performed by another person; provided, however, that the Company shall remain obligated to pay the redemption price and perform its obligations with respect to such redemption in the event such other person fails to do so. Notice of any redemption in respect of an Equity Offering may be made pursuant given prior to completion thereof. Further, the provisions redemption date of Sections 3.01 through 3.06 hereof and notice any redemption that is subject to satisfaction of one or more conditions precedent may, in the Company’s discretion, be subject delayed until such time as any or all such conditions shall be satisfied (or waived by the Company in its sole discretion), or such redemption may not occur and any notice with respect to such redemption may be modified or rescinded in the event that any or all such conditions shall not have been satisfied (or waived by the Company in its sole discretion) by the redemption date, or by the redemption date so delayed (which may exceed 60 days from the date of the redemption notice in such case). In addition, such notice of redemption may be extended if such conditions precedent have not been satisfied or waived by the Company by providing notice to the satisfaction of one or more conditions precedentHolders.
Appears in 1 contract
Sources: Indenture (B&G Foods, Inc.)
Optional Redemption. (a) Other than as set forth below (including paragraph 6 below), the Notes are not redeemable prior to maturity.
(b) At any time prior to May September 15, 20182020, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of the Notes issued (calculated after giving effect to any issuance of Additional Notes) outstanding under this the Supplemental Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250102.875% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest and Additional Amountsinterest, if any, to to, but not including including, the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an one or more Equity OfferingOfferings; provided that:
(1) at least 65% of the aggregate principal amount of the Notes originally (calculated after giving effect to any issuance of Additional Notes) issued under this the Supplemental Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemptionredemption (excluding notes held by the Company and its subsidiaries); and
(2) the redemption occurs must occur within 90 days of the date of the closing of such Equity Offering.
(bc) At any time prior to May On or after September 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ noticeoccasions, at the redemption prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interest and Additional Amountsthereon, if any, on the Notes redeemedto, to but not including, the applicable date of redemptionredemption date, if redeemed during the twelve-twelve or eighteen month period period, as applicable, beginning on May September 15 of the years indicated below: 2020 101.438 % 2021 100.719 % 2022 and thereafter 100.000 %
(d) At any time prior to September 15, 2020, the Company may also redeem all or a part of the Notes at a redemption price equal to 100% of the principal amount of Notes redeemed plus the Applicable Premium as of, and accrued and unpaid interest, if any, to, but not including, the date of redemption (the “Redemption Date”), subject to the rights of Holders of record of Notes on the relevant record date to receive interest due on the relevant interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %Interest Payment Date.
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 paragraph 5 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and ARTICLE 3 of the Supplemental Indenture.
(f) Any redemption or notice of redemption, other than a notice of redemption delivered pursuant to the Supplemental Indenture in connection with a Change in Tax Law, may, in at the Company’s discretion, be subject to the satisfaction of one or more conditions precedent, including completion of an Equity Offering or other corporate transaction.
Appears in 1 contract
Optional Redemption. (a) At any time prior to May 15June 1, 20182020, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this the Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250105.375% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amountsto, if any, to but not including including, the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment dateInterest Payment Date), with in an amount not to exceed the net cash proceeds of from an Equity OfferingOffering by the Company; provided that:
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this the Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15June 1, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amountsto, if any, to but not including including, the date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant Interest Payment Date.
(c) In the event that Holders of not less than 90% in aggregate principal amount of the then outstanding Notes accept a Change of Control Offer and the Company (or any third party making such Change of Control Offer in lieu of the Company as described in Section 4.15 of the Indenture) purchases all of the Notes held by such Holders, the Company will have the right, upon not less than 30 nor more than 60 days’ prior notice, given not more than 30 days following the repurchase pursuant to the Change of Control Offer described in Section 4.15 of the Indenture, to redeem all of the Notes that remain outstanding following such purchase at a redemption price equal to the Change of Control Payment plus accrued and unpaid interest on the Notes that remain outstanding, to, but not including, the date of repurchase, subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment dateInterest Payment Date.
(cd) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereofthe preceding paragraphs, the Notes will not be redeemable at the Company’s option prior to May 15June 1, 2020.
(de) On or after May 15June 1, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amounts, if any, on the Notes redeemed, to to, but not including, the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 June 1 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment dateInterest Payment Date: 2020 103.125 102.688% 2021 102.083 101.344% 2022 101.042 % 2023 and thereafter 100.000 %
(e) 100.000% Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 1 contract
Sources: Indenture (Firstcash, Inc)
Optional Redemption. (a) At any time Except as set forth in clauses (b), (c) and (d) of this Section 3.07, the Issuers shall not have the option to redeem the Notes pursuant to this Section 3.07 prior to May 15, 2018, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) . On or after May 15, 20202018, the Company may on any one or more occasions Issuers shall have the option to redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ noticein whole or in part at any time, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amountsinterest, if any, on the Notes redeemed, to the applicable redemption date (subject to the right of redemptionHolders of record on the relevant record date to receive interest due on an interest payment date that is on or prior to the redemption date), if redeemed during the twelve-month period beginning on May 15 of the years indicated below: Year Percentage 2018 104.500 % 2019 103.000 % 2020 101.500 % 2021 and thereafter 100.000 %
(b) Notwithstanding the provisions of clause (a) of this Section 3.07, at any time prior to May 15, 2018, the Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes (including any Additional Notes) issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price of 106.000% of the principal amount thereof, plus accrued and unpaid interest, if any, to the redemption date (subject to the rights right of Holders of Notes record on the relevant record date to receive interest due on an interest payment date that is on or prior to the redemption date), in an amount not greater than the net cash proceeds of one or more Equity Offerings, provided that:
(i) at least 65% of the aggregate principal amount of Notes (including any Additional Notes) issued under this Indenture remains outstanding immediately after the occurrence of each such redemption (excluding any Notes held by the Company and its Subsidiaries); and
(ii) each such redemption occurs within 120 days of the date of the closing of each such Equity Offering.
(c) Prior to May 15, 2018, the Issuers may redeem all or part of the Notes at a redemption price equal to the sum of:
(i) 100% of the principal amount thereof, plus
(ii) accrued and unpaid interest, if any, to the redemption date (subject to the right of Holders of record on the relevant record date to receive interest due on an interest payment date that is on or prior to the redemption date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %), plus
(eiii) Unless the Company defaults in Make-Whole Premium at the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(fd) The Notes may also be redeemed, as a whole, following certain Change of Control Offers, at the redemption price and subject to the conditions set forth in Section 4.15(h).
(e) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections Section 3.01 through Section 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedenthereof.
Appears in 1 contract
Optional Redemption. (a) At any time prior to May 15August 1, 20182016, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes (including Additional Notes) issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, the Indenture at a redemption price equal to 106.250of 106.000% of the principal amount of the Notes redeemedthereof, plus accrued and unpaid interest and Additional AmountsSpecial Interest, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an one or more Equity OfferingOfferings; provided that
(1) : at least 65% of the aggregate principal amount of the Notes originally issued under this the Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemptionredemption (excluding Notes held by Icahn Enterprises and its Subsidiaries (including any Guarantor)); and
(2) and the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15February 1, 20202017, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional AmountsSpecial Interest, if any, to but not including the applicable date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment dateInterest Payment Date.
(c) Except pursuant to Section 3.07(a), Section 3.07(bas set forth in subparagraph (a) and Section 3.10 hereof(b) of this Paragraph 5, the Notes will not be redeemable at the Company’s option prior to May 15February 1, 20202017.
(d) On or after May 15February 1, 20202017, the Company may on any one or more occasions will have the option to redeem all or a part of the Notes, Notes upon not less than 30 nor more than 60 days’ notice, (1) at a redemption price equal to 104.500% of the principal amount of the Notes redeemed plus accrued and unpaid interest and Special Interest, if any, to the applicable redemption date during the period on or after February 1, 2017 and prior to August 1, 2017, and (2) thereafter at the redemption prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interest and Additional AmountsSpecial Interest, if any, on the Notes redeemed, to the applicable date of redemptionredemption date, if redeemed during the twelve-month period beginning on May 15 August 1 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 2017 103.000 % 2021 102.083 2018 101.500 % 2022 101.042 % 2023 2019 and thereafter 100.000 %
(e) 100.0000 % Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 1 contract
Optional Redemption. (a) At any time prior to May 15March 1, 20182025, the Company may may, on any one or more occasions occasions, redeem up to 3540% of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, Indenture (including any Additional Notes) at a redemption price equal to 106.250of 105.125% of the principal amount of the Notes redeemedamount, plus accrued and unpaid interest and Additional Amountsinterest, if any, to to, but not including excluding, the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an one or more Equity OfferingOfferings by the Company or a contribution to the equity capital of the Company (other than Disqualified Stock) from the net proceeds of one or more Equity Offerings by any Parent Company (in each case, other than Excluded Contributions); provided that
that (1) at least 6560% of the aggregate principal amount of the Notes originally issued under this Indenture (including any Additional Notes but excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
and (2) the redemption occurs within 90 days of the date of the closing of such Equity OfferingOffering or equity contribution.
(b) At any time prior to May 15On or after March 1, 20202025, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 ten nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interest and Additional Amountsinterest, if any, on the Notes redeemed, to to, but excluding, the applicable date of redemptionredemption date, if redeemed during the twelve12-month period beginning on May 15 March 1 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment dateInterest Payment Date: 2020 103.125 2025 102.563 % 2021 102.083 2026 101.281 % 2022 101.042 % 2023 2027 and thereafter 100.000 %
(ec) Prior to March 1, 2025, the Company may also redeem all or any portion of the Notes upon not less than ten nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount thereof plus the Applicable Premium as of, and accrued and unpaid interest thereon, if any, to, but excluding, the date of redemption (a “Make-Whole Redemption Date”).
(d) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(fe) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedentthis Indenture.
Appears in 1 contract
Optional Redemption. (a) At any time prior to May 15, 20182016, the Company Issuer may on any one or more occasions redeem up to (i) 35% of the original aggregate principal amount of Notes issued under this Indenturethe Indenture on the Issue Date and (ii) all or a portion of any Additional Notes issued after the Issue Date, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250104.750% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amountsinterest, if any, to but not including excluding the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date)redemption, with an amount of cash no greater than the net cash proceeds (net of an underwriting discounts and commissions) of all Equity OfferingOfferings by the Issuer since the Issue Date; provided that:
(1) at least 65% (calculated after giving effect to any issuance of Additional Notes) of the original aggregate principal amount of the Notes originally issued under this the Indenture (excluding Notes held by the Company Issuer and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 120 days of the date of the closing of such Equity Offering.
(b) At any time . In addition, prior to May 15, 20202018, the Company Issuer may on any one redeem the Notes at their option, in whole or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ noticein part, at a redemption price equal to 100% of the principal amount of the Notes redeemedthereof, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amountsinterest, if any, to but not including excluding the date Make-Whole Redemption Date, plus the applicable Make-Whole Premium (a “Make-Whole Redemption”). The Issuer shall notify the Trustee of redemption, subject the Make-Whole Premium by delivering to the rights of Holders of Trustee, on or before the Notes on applicable Redemption Date, an Officers’ Certificate showing the relevant record date to receive interest due on calculation thereof in reasonable detail, and the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) Trustee shall have no responsibility for verifying or otherwise for such calculation. On or after May 15, 20202018, the Company Issuer may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amountsinterest, if any, on the Notes redeemed, to but excluding the applicable date of redemptionRedemption Date, if redeemed during the twelve-month period beginning on May 15 of the years indicated below: 2018 102.375 % 2019 101.583 % 2020 100.792 % 2021 and thereafter 100.000 % Notwithstanding the foregoing, the payment of accrued but unpaid interest in connection with the redemption of Notes is subject to the rights of Holders a Holder of Notes on a record date for the relevant payment of interest whose Notes are to be redeemed on or after such record date but on or prior to the related interest payment date to receive interest on the relevant such interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 1 contract
Sources: Indenture (LKQ Corp)
Optional Redemption. (aA) At any time prior to May 15, 20182024, the Company Issuers may on any one redeem, at their option, all or more occasions redeem up to 35% part of the aggregate principal amount of Notes issued under this IndentureNotes, upon giving not less than 30 10 nor more than 60 days’ noticenotice to the Holders (with a copy to the Trustee), at a redemption price equal to 106.250% the sum of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1i) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemedthereof, plus (ii) the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including of the date of redemption, plus (iii) accrued and unpaid interest, if any, to, but excluding, the redemption date (subject to the rights right of Holders of the Notes record on the relevant record date to receive interest due on the relevant interest payment date falling on or prior to the redemption date).
(cB) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On At any time on or after May 15, 20202024, the Company may Issuers will be entitled, at their option, on any one or more occasions occasions, to redeem all or a part of the Notes, upon not less than 30 10 nor more than 60 days’ noticenotice to the Holders (with a copy to the Trustee), at the redemption prices (expressed as in percentages of the principal amount) set forth belowamount of the Notes to be redeemed), plus accrued and unpaid interest and Additional Amountsinterest, if any, on to, but excluding, the Notes redeemed, to the applicable redemption date of redemption, if redeemed during the twelve-month period beginning on May 15 of the years indicated below, (subject to the rights right of Holders of Notes record on the relevant record date to receive interest due on the relevant interest payment date falling on or prior to the redemption date), if redeemed during the 12-month period commencing on May 15 of the years set forth below: 2020 103.125 2024 102.438 % 2021 102.083 2025 101.219 % 2022 101.042 % 2023 2026 and thereafter 100.000 %
(eC) At any time prior to May 15, 2024, the Issuers may redeem the Notes with the net cash proceeds from any Equity Offering at a redemption price equal to 104.875% of the principal amount plus accrued and unpaid interest, if any, to, but excluding, the redemption date (subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date falling on or prior to the redemption date), in an aggregate principal amount for all such redemptions not to exceed 40.0% of the original aggregate principal amount of the Notes, including any Additional Notes; provided that (i) in each case the redemption takes place not later than 180 days after the closing of the related Equity Offering and (ii) at least 60.0% of the aggregate principal amount of the Notes (including any Additional Notes) remains outstanding immediately thereafter.
(D) Unless the Company defaults Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(fE) The Issuers or their Affiliates may at any time and from time to time purchase Notes. Any redemption such purchases may be made through open market or privately negotiated transactions with third parties or pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedenttender or exchange offers or otherwise, upon such terms and at such prices as well as with such consideration as the Issuers or any such Affiliates may determine.
Appears in 1 contract
Optional Redemption. (a) The Notes may be redeemed, in whole or in part, at any time prior to March 15, 2005 at the option of the Company upon not less than 30 nor more than 60 days prior notice mailed by first-class mail to each Holder's registered address, at a redemption price equal to, as determined by the Reference Treasury Dealer, the sum of the present values of the Remaining Scheduled Payments discounted to the redemption date on a semiannual basis (assuming a 360-day year consisting of twelve 30-day months) at the Adjusted Treasury Rate, plus accrued and unpaid interest and Liquidated Damages, if any, to the applicable date of redemption.
(b) At any time on or prior to May March 15, 20182005, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, Indenture at a redemption price equal to 106.250of 110.25% of the principal amount of the Notes redeemedthereof, plus accrued and unpaid interest and Additional AmountsLiquidated Damages, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an a sale of Equity OfferingInterests (other than Disqualified Stock) of the Company or a capital contribution to the Company's common equity from Holdings; provided PROVIDED that:
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption); and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offeringsale or contribution.
(bc) At any This Section 3.07 does not restrict the Company's ability to separately make open market, privately negotiated or other purchases of Notes from time to time.
(d) Except pursuant to the first two paragraphs of this Section 3.07, the Notes are not redeemable at the Company's option prior to May March 15, 20202005.
(e) On or after March 15, 2005, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ ' notice, at the redemption prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interest and Additional AmountsLiquidated Damages, if any, on the Notes redeemedthereon, to the applicable date of redemptionredemption date, if redeemed during the twelve-month period beginning on May March 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.:
Appears in 1 contract
Optional Redemption. (a) At any time prior to May July 15, 20182015, the Company Issuer may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250107.750% of the principal amount of the Notes redeemed, redeemed plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders holders of the Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that:
(1i) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company Parent and its Subsidiaries) remains remain outstanding immediately after the occurrence of such redemption; and
(2ii) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May April 15, 2020, 2017 the Company Issuer may on any one or more occasions redeem all or a part of the Notes, Notes upon giving not less than 30 nor more than 60 days’ notice, notice delivered to each Holder pursuant to Section 3.03 and Section 13.01 at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by of the Company) as ofdate of redemption, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(bsubsections (a) and (b) of this Section 3.10 hereof3.07 and Section 3.08, the Notes will not be redeemable at the CompanyIssuer’s option prior to May April 15, 2020.
(d) 2017. On or after May April 15, 20202017, the Company Issuer may on any one or more occasions redeem all or a part of the Notes, Notes upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the redemption prices (expressed as percentages principal amount of principal amount) set forth below, the Notes redeemed plus accrued and unpaid interest and Additional Amounts, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %.
(ed) Unless the Company Issuer defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(fe) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the CompanyIssuer’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 1 contract
Sources: Indenture (Sappi LTD)
Optional Redemption. (a) At any time Except as set forth below, the Notes are not redeemable at the option of the Company prior to May 15July 1, 2018, 2002. Subject to earlier redemption in the Company may on any one or more occasions redeem up to 35% of manner described in the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereofnext two succeeding paragraphs, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the NotesCompany, upon not less than 30 nor more than 60 days’ noticein whole or in part, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amountsinterest, if any, on the Notes redeemed, to the applicable date of redemptionredemption date, if redeemed during the twelve12-month period beginning on May 15 July 1 of the years indicated below: YEAR REDEMPTION PRICE 2002 104.813% 2003 103.208% 2004 101.604% 2005 and thereafter 100.000% In addition, subject at any time on or prior to July 1, 2000, the rights Company may, at its option, redeem Notes, in an aggregate principal amount of Holders up to 30% of the aggregate principal amount of Notes on originally issued, with the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction net cash proceeds of one or more conditions precedentPublic Equity Offerings, at 109 % of the aggregate principal amount thereof plus accrued and unpaid interest, if any, to the Redemption Date; provided, however, that not less than $60.0 million principal amount of the Notes is outstanding immediately after giving effect to such redemption (other than any Notes owned by the Company or any of its Affiliates) and such redemption is effected within 60 days of the issuance in such Public Equity Offering. In addition, at any time prior to July 1, 2002, within 180 days after the occurrence of a Change of Control, the Company may, at its option, redeem all but not less than all of the Notes, at a Redemption Price equal to 100% of the principal amount thereof plus the Applicable Premium as of, and accrued and unpaid interest, if any, to, the Redemption Date. Notice of redemption of the Notes pursuant to this Paragraph 4(a) shall be mailed to holders of the Notes at least 30 but not more than 60 days before the Redemption Date.
Appears in 1 contract
Optional Redemption. (a) At any time prior to May October 15, 20182023, the Company may on any one or more occasions redeem up to 3540% of the aggregate principal amount of Notes issued under this the Indenture, upon giving not less than 30 10 nor more than 60 days’ notice, at a redemption price equal to 106.250105.000% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amountsinterest, if any, to to, but not including excluding, the date of redemption (subject to the rights of Holders of Notes on the a relevant record date to receive interest on an Interest Payment Date occurring on or prior to the relevant interest payment redemption date), ) with the net cash proceeds of an Equity Offering; provided that:
(1A) at least 6550% of the aggregate principal amount of the Notes originally issued under this the Indenture (excluding Notes held by the Company, any direct or indirect parent of the Company and its SubsidiariesAffiliates) remains remain outstanding immediately after the occurrence of such redemptionredemption (unless all such Notes are redeemed substantially concurrently); and
(2B) the redemption occurs within 90 180 days of the date of the closing of such Equity Offering.
(b) At any time prior to May October 15, 20202023, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 10 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amountsinterest, if any, to to, but not including excluding, the date of redemptionredemption date, subject to the rights of Holders of the Notes on the a relevant record date to receive interest due on an Interest Payment Date occurring on or prior to the relevant interest payment redemption date.
(c) Except pursuant to Section 3.07(a), Section 3.07(bthe preceding paragraphs (a) and Section 3.10 hereof(b), the Notes will not be redeemable at the Company’s option prior to May October 15, 20202023.
(d) On or after May October 15, 20202023, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 10 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amountsinterest, if any, on the Notes redeemed, to to, but excluding, the applicable date of redemption, if redeemed during the twelve12-month period beginning on May October 15 of each of the years indicated below, subject to the rights of Holders of Notes on the a relevant record date to receive interest due on an Interest Payment Date occurring on or prior to the relevant interest payment redemption date: 2020 103.125 Year Percentage 2023 102.500 % 2021 102.083 2024 101.250 % 2022 101.042 % 2023 2025 and thereafter 100.000 %
(e) % Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
. Notwithstanding the foregoing, in connection with any tender offer for the Notes, including a Change of Control Offer (fas defined below) Any or Asset Sale Offer (as defined in the Indenture), if Holders of not less than 90% in aggregate principal amount of the outstanding Notes validly tender and do not withdraw such Notes in such tender offer and the Company, or any third party making such tender offer in lieu of the Company, purchases all of the Notes validly tendered and not withdrawn by such Holders, the Company or such third party will have the right upon not less than 10 nor more than 60 days’ prior notice, given not more than 30 days following such purchase date, to redeem all Notes that remain outstanding following such purchase at a redemption pursuant to this Section 3.07 shall be made pursuant price equal to the provisions price offered to each other Holder (excluding any early tender or incentive fee) in such tender offer plus, to the extent not included in the tender offer payment, accrued and unpaid interest, if any, thereon, to, but excluding, the date of Sections 3.01 through 3.06 hereof such redemption. In connection with any redemption of the Notes (including with the net cash proceeds of an Equity Offering), any such redemption may, at the Company’s discretion, be given prior to the completion of a transaction (including an Equity Offering, an incurrence of Indebtedness, a Change of Control or other transaction) and any redemption notice may, in at the Company’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of a related transaction, and may include multiple amounts of Notes that may be redeemed and the conditions precedent applicable to such amounts. If such redemption or purchase is so subject to satisfaction of one or more conditions precedent, such notice shall describe each such condition, and if applicable, shall state that, in the Company’s discretion, the redemption date may be delayed until such time (including more than 60 days after the date the notice of redemption was mailed or delivered, including by electronic transmission) as any or all such conditions shall be satisfied, or such redemption or purchase may not occur and such notice may be rescinded in the event that any or all such conditions shall not have been satisfied by the redemption date, or by the redemption date as so delayed. In addition, the Company may provide in such notice that payment of the redemption price and performance of the Company’s obligations with respect to such redemption may be performed by another Person. If the optional redemption date is on or after a record date and on or before the corresponding interest payment date, the accrued and unpaid interest to, but excluding, the redemption date will be paid on the redemption date to the Holder in whose name the Note is registered at the close of business on such record date in accordance with the applicable procedures of DTC, and no additional interest will be payable to Holders whose Notes will be subject to redemption by the Company.
Appears in 1 contract
Optional Redemption. (a) At any time prior to May Except as described below, the Notes are not redeemable until November 15, 20182026. On and after November 15, 2026, the Company Issuer may on any one or more occasions redeem up all or, from time to 35% time, part of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 10 nor more than 60 days’ notice, at the following redemption prices (expressed as a redemption price equal to 106.250% percentage of the principal amount of the Notes redeemed, amount) plus accrued and unpaid interest and Additional Amountsinterest, if anyto, to but not including including, the applicable redemption date of redemption (subject to the rights right of the Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date), if redeemed during the twelvemonth period beginning on November 15, of the years indicated below: 2026 102.250% 2027 101.500% 2028 100.750% 2029 and thereafter 100.000%
(b) Prior to November 15, 2026, the Issuer may redeem all, or from time to time, a part of the Notes upon not less than 10 nor more than 60 days’ notice at a redemption price equal to 100% of the principal amount thereof plus the Applicable Premium and accrued and unpaid interest, to, but not including, the applicable redemption date (subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date).
(c) Except pursuant Prior to Section 3.07(a)November 15, Section 3.07(b) and Section 3.10 hereof2024, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company Issuer may on any one or more occasions redeem all or a part up to 40% of the original principal amount of the Notes (including, in each case, the principal amount of any Additional Notes), upon not less than 30 10 nor more than 60 days’ notice, with funds in an aggregate amount not exceeding the Net Cash Proceeds of one or more Equity Offerings at a redemption price of 104.500% of the redemption prices (expressed as percentages principal amount of principal amount) set forth belowthe Notes, plus plus, accrued and unpaid interest and Additional Amountsto, if anybut not including, on the Notes redeemed, to the applicable redemption date of redemption, if redeemed during the twelve-month period beginning on May 15 of the years indicated below, (subject to the rights right of Holders of Notes record on the relevant record date to receive interest due on the relevant interest payment date: 2020 103.125 ); provided that:
(i) at least 60% 2021 102.083 % 2022 101.042 % 2023 of the original principal amount of the Notes (including the principal amount of any Additional Notes) remains outstanding after each such redemption; and
(ii) the redemption occurs within 180 days after the closing of such Equity Offering.
(d) If a redemption date is not a Business Day, payment may be made on the next succeeding day that is a Business Day, and thereafter 100.000 %no interest shall accrue on any amount that would have been otherwise payable on such redemption date if it were on a Business Day for the intervening period.
(e) Unless the Company Issuer defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions the portion thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to notice given in respect of any redemption of the provisions Notes (including upon an Equity Offering or in connection with a transaction (or series of Sections 3.01 through 3.06 hereof and notice related transactions) or an event that constitutes a Change of Control) may, in at the CompanyIssuer’s discretion, be subject to the satisfaction of one or more conditions precedent, including, but not limited to, the completion or occurrence of the related transaction, as the case may be.
(g) Any redemption pursuant to this paragraph 5 shall be made pursuant to Sections 3.01 through 3.06 of the Indenture.
(h) If any Notes are listed on an exchange, and the rules of the exchange so require, the Issuer will notify the exchange of any such redemption and the principal amount of any Notes outstanding following any partial redemption of such Notes. In no event will the Trustee be responsible for monitoring, or charged with knowledge of, the maximum aggregate amount of Notes eligible under the Indenture to be redeemed.
(i) In connection with any tender offer or other offer to purchase for all of the Notes, if Holders of not less than 90% of the aggregate principal amount of the then outstanding Notes validly tender and do not validly withdraw such Notes in such tender offer and the Issuer, or any third party making such tender offer in lieu of the Issuer, purchases all of the Notes validly tendered and not validly withdrawn by such Holders, the Issuer or such third party will have the right, upon not less than 10 nor more than 60 days’ notice following such purchase date, to redeem all Notes that remain outstanding following such purchase at a price equal to the price paid to each other Holder in such tender offer (other than any incentive payment for early tenders), plus, to the extent not included in the tender offer payment, accrued and unpaid interest, if any, thereon, to, but not including, the repurchase date (subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date). In determining whether the Holders of at least 90% of the aggregate principal amount of the then outstanding Notes have validly tendered and not validly withdrawn Notes in a tender offer or other offer to purchase for all of the Notes, as applicable, Notes owned by an Affiliate of the Issuer or by funds controlled or managed by any Affiliate of the Issuer, or any successor thereof, shall be deemed to be outstanding for the purposes of any such tender offer or other offer, as applicable.
Appears in 1 contract
Sources: Indenture (Altice USA, Inc.)
Optional Redemption. (a) At any time prior to May December 15, 20182020, the Company Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of the Notes issued under this Indenturehereunder (including any Additional Notes), upon giving not less than 30 nor more than 60 days’ notice, at a redemption price of 107.750% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the redemption date (subject to the right of Holders of record on the relevant record date to receive interest due on an interest payment date that is on or prior to the redemption date), with an amount equal to all or a portion of the net cash proceeds of one or more Equity Offerings; provided that:
(1) at least 65% of the aggregate principal amount of the Notes issued hereunder (including any Additional Notes) remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and
(2) the redemption occurs within 180 days of the date of the closing of each such Equity Offering.
(b) Prior to December 15, 2020, the Issuers may on one or more occasions redeem all or part of the Notes upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250% of the sum of:
(1) the principal amount of thereof, plus
(2) the Notes redeemedMake Whole Premium at the redemption date, plus accrued and unpaid interest and Additional Amountsinterest, if any, to but not including the redemption date of redemption (subject to the rights right of Holders of Notes record on the relevant record date to receive interest due on the relevant an interest payment date that is on or prior to the redemption date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(c) Except pursuant to clauses (a), (b) At any time or (e) of this Section 3.07, the Notes will not be redeemable at the Issuers’ option prior to May December 15, 2020.
(d) On or after December 15, 2020, the Company Issuers may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amountsinterest, if any, on the Notes redeemed, to be redeemed to the applicable redemption date of redemption, if redeemed during the twelve-month period beginning on May 15 of the years indicated below, (subject to the rights right of Holders of Notes record on the relevant record date to receive interest due on the relevant an interest payment date that is on or prior to the redemption date), if redeemed during the twelve month period beginning on December 15 of the years indicated below: Year Percentage 2020 103.125 105.813 % 2021 102.083 103.875 % 2022 101.042 101.938 % 2023 and thereafter 100.000 %
(e) % Unless the Company defaults Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(e) The Issuers may redeem all (but not a portion of) the Notes when permitted by, and pursuant to the conditions in, Section 4.15(i) hereof
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedenthereof.
Appears in 1 contract
Optional Redemption. (a) Except as set forth below in this Section 3.07 or in Section 4.14, the Issuers will not be entitled to redeem the Notes at their option prior to March 1, 2024.
a. At any time prior to May 15March 1, 20182024, the Company Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this IndentureNotes, in whole or in part, upon giving not less than 30 15 nor more than 60 days’ notice, at a redemption price equal to 106.250% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued prior notice as described under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ noticeSection 3.02, at a redemption price equal to 100% of the principal amount of the Notes redeemed, being redeemed plus the Applicable Premium as of the date of redemption (as calculated by the Company) as of“Redemption Date”), and accrued and unpaid interest and Additional Amountsinterest, if any, to to, but not including excluding, the date of redemptionRedemption Date, subject to the rights of Holders of the Notes on the relevant record date Record Date to receive interest due on the relevant interest payment dateInterest Payment Date in accordance with Section 3.05. Calculation of the Applicable Premium will be made by the Issuers or on behalf of the Issuers or by such Person as the Issuers shall designate; provided that such calculation or the correctness thereof shall not be a duty or obligation of the Trustee.
(c) Except pursuant to Section 3.07(a)b. On and after March 1, Section 3.07(b) and Section 3.10 hereof2024, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company Issuers may on any one or more occasions redeem all or a part of the Notes, in whole or in part, upon not less than 30 15 nor more than 60 days’ noticeprior notice as described under Section 3.02, at the redemption prices (expressed as percentages of principal amountamount of the Notes to be redeemed) set forth below, plus accrued and unpaid interest and Additional Amountsinterest, if any, thereon to, but excluding, the applicable Redemption Date, subject to the rights of Holders on the Notes redeemed, relevant Record Date to receive interest due on the applicable date of redemptionrelevant Interest Payment Date in accordance with Section 3.05, if redeemed during the twelve-month period beginning on May 15 March 1 of each of the years indicated below: 2024 101.750% 2025 100.875% 2026 and thereafter 100.000% In addition, prior to March 1, 2024, the Issuers may, at their option, upon not less than 15 nor more than 60 days; prior notice as described under Section 3.02, on one or more occasions, redeem up to 40% of the aggregate principal amount of Notes issued by them at a redemption price equal to 103.500% of the aggregate principal amount thereof plus accrued and unpaid interest, if any, thereon to, but excluding, the applicable Redemption Date, subject to the rights of Holders of Notes on the relevant record date Record Date to receive interest due on the relevant interest payment date: 2020 103.125 Interest Payment Date in accordance with Section 3.05, with the net cash proceeds of one or more Equity Offerings; provided that at least 50% 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) Unless the Company defaults in the payment of the aggregate principal amount of Notes issued under this Indenture (giving effect to the issuance of any Additional Notes) remains outstanding immediately after the occurrence of each such redemption; provided, further, that each such redemption price, interest will cease to accrue on occurs within 180 days of the date of closing of each such Equity Offering.
c. Notice of any redemption or purchase of the Notes may, at the Issuers’ discretion, be subject to one or portions thereof called for redemption on more conditions precedent, including the applicable redemption datecompletion of an Equity Offering or other corporate transaction.
(f) d. Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent3.06.
Appears in 1 contract
Sources: Indenture (GoDaddy Inc.)
Optional Redemption. (a) At The Notes will not be redeemable at the Issuer’s option prior to [ ] [ ], 20[27] (the “Par Call Date”).
(b) [Reserved].
(c) The Notes may be redeemed in whole or in part at any time or from time to time at the Issuer’s option on or after the Par Call Date, upon not less than 10 days nor more than 60 days written notice prior to May 15the Redemption Date, 2018, the Company may on any one or more occasions redeem up to 35at a redemption price of 100% of the outstanding principal amount of the Notes to be redeemed plus accrued and unpaid interest payments otherwise payable thereon for the then-current quarterly interest period accrued to, but excluding, the Redemption Date.
(d) Notwithstanding anything to the contrary set forth in this Section 3.07, in connection with any tender offer for the Notes, if Holders of not less than 90% in aggregate principal amount of the then outstanding Notes issued under this Indenturevalidly tender and do not validly withdraw such Notes in such offer and the Issuer, or any third party making such offer in lieu of the Issuer, purchases all of the Notes validly tendered and not validly withdrawn by such Holders, the Issuer or such third party will have the right upon giving not less than 30 10 nor more than 60 days’ noticeprior notice mailed by first-class mail to each Holder’s registered address or sent electronically in accordance with the procedures of DTC for global book-entry Notes (with a copy to the Trustee) and given not more than 60 days following such purchase date, to redeem all Notes that remain outstanding following such purchase at a redemption price equal to 106.250% of the principal amount of price offered to each other Holder in such offer (which may be less than par and excluding any early tender or incentive fee in such offer) plus, to the Notes redeemedextent not included in the offer payment, plus accrued and unpaid interest and Additional Amountsinterest, if any, to thereon, to, but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020excluding, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemptionRedemption Date, subject to the rights right of Holders of the Notes record on the relevant record date to receive interest due on the relevant interest payment datedate falling prior to or on the Redemption Date].
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amounts, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof hereof.
(f) In addition to any redemption pursuant to this Section 3.07, the Issuer may at any time, and notice mayfrom time to time, purchase Notes in the Company’s discretionopen market, be by tender offer, negotiated transaction or otherwise at different market prices, subject to the satisfaction of one or more conditions precedentcompliance with applicable securities laws.
Appears in 1 contract
Optional Redemption. (a) Except as set forth below, the Notes will not be redeemable at the Company’s option prior to March 16, 2025. At any time prior to May 15March 16, 20182025, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, redeemed plus the Applicable Premium (as calculated by the Company) as of, and plus accrued and unpaid interest and Additional Amountsinterest, if any, to but not including the redemption date of redemption(the “Redemption Date”), subject to the rights right of Holders of the Notes record on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a). In addition, Section 3.07(b) on and Section 3.10 hereofafter March 16, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 20202025, the Company may may, at its option, on any one or more occasions occasions, redeem all or the Notes at a part redemption price equal to 100.000% of the Notesaggregate principal amount thereof plus accrued and unpaid interest, if any, to the Redemption Date, subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date. At any time, in connection with any tender offer or other offer to purchase any series of Notes (including pursuant to a Change of Control Offer or Asset Sale Offer), if not less than 90% in aggregate principal amount of the outstanding Notes of such series validly tender and do not withdraw such Notes in such offer, all of the holders of such series of Notes will be deemed to have consented to such tender or other offer and accordingly, the Company or any third party purchasing or acquiring the Notes in lieu of the Company will have the right, upon not less than 30 nor more than 60 days’ prior notice, given not more than 30 days following such purchase, to redeem all Notes of such series that remain outstanding following such purchase at a price equal to the redemption prices (expressed as percentages of principal amount) set forth belowprice paid to holders in such purchase, plus accrued and unpaid interest and Additional Amountsinterest, if any, on such Notes to (but not including) the Notes redeemed, to the applicable redemption date of redemption, if redeemed during the twelve-month period beginning on May 15 of the years indicated below, (subject to the rights right of Holders holders of Notes record on the relevant record date to receive interest due on the relevant interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) Unless the Company defaults in the payment of date falling prior to or on the redemption price, interest will cease to accrue on the Notes or portions thereof called for date). Notice of any redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in at the Company’s discretion, be subject to the satisfaction of one or more conditions precedent, including, without limitation, the consummation of an incurrence or issuance of debt or equity or a Change of Control. If any Notes are listed on an exchange, and the rules of such exchange so require, the Company will notify the exchange of any such notice of redemption. In addition, the Company will notify the exchange of the principal amount of any Notes outstanding following any partial redemption of Notes.
Appears in 1 contract
Sources: Indenture (Sabre Corp)
Optional Redemption. (a) At any time after the Escrow Termination Date and prior to May 151, 20182015, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this IndentureIndenture (minus, if the Acquisition has not occurred, the Redeemable Notes Amount), upon giving not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 106.250107.875% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (Redemption Date, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), in an amount not to exceed the net cash proceeds received by the Company from one or more Equity Offerings of the Company or a contribution to the Company’s common equity capital made with the net cash proceeds of an a concurrent Equity OfferingOffering of Parent or any direct or indirect parent company of the Company; provided that:
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding (a) if the Acquisition has not occurred, the Redeemable Notes Amount and (b) Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 180 days of the date of the closing of such Equity Offering.
(b) At In addition, at any time and from time to time after March 1, 2013 and prior to May 1, 2015, but not more than once in any twelve-month period (the first of which such periods will begin on March 1, 2013), the Company may redeem, in each such twelve-month period, upon not less than 30 nor more than 60 days’ prior notice, up to 10% of the aggregate principal amount of notes issued under this Indenture (minus, if the Acquisition has not occurred, the Redeemable Notes Amount), at a redemption price of 103% of the principal amount of the notes redeemed, plus any accrued and unpaid interest, to the applicable redemption date, subject to the right of holders of record on the relevant record date to receive interest due on the relevant interest payment date.
(c) In addition, at any time prior to May 151, 20202015, the Company may on any one or more occasions also redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amountsinterest, if any, to but not including the date of redemptionRedemption Date, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(cd) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereofthe preceding paragraphs, the Notes will not be redeemable at the Company’s option prior to May 151, 20202015.
(de) On or after May 151, 20202015, the Company may on any one or more occasions redeem all or a part of the Notes, Notes upon not less than 30 nor more than 60 days’ prior notice, at the redemption prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interest and Additional Amountsinterest, if any, on the Notes redeemed, to the applicable date of redemptionRedemption Date, if redeemed during the twelve-month period beginning on May 15 1 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 Year Percentage 2015 105.906 % 2021 102.083 2016 103.938 % 2022 101.042 2017 101.969 % 2023 2018 and thereafter 100.000 %
(ef) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Section 3.01 through 3.06 hereof. Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption dateRedemption Date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 1 contract
Sources: Indenture (Viasystems Group Inc)
Optional Redemption. (aA) At any time and from time to time prior to December 1, 2016, the Company may redeem the notes at its option, in whole or in part, at a redemption price equal to 100% of the principal amount of notes redeemed plus the Applicable Premium as of, and accrued and unpaid interest, if any, to, the applicable redemption date.
(B) At any time prior to May 15December 1, 20182016, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this the Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250111.000% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amountsinterest, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment dateInterest Payment Date), with in an amount not to exceed the net cash proceeds of from an Equity OfferingOffering by the Company; provided that:
(1i) at least 65% of the aggregate principal amount of the Notes originally issued under this the Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2ii) the redemption occurs within 90 180 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(cC) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereofthe preceding paragraph, the Notes will not be redeemable at the Company’s option prior to May 15December 1, 20202016.
(dD) On or after May 15December 1, 20202016, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amountsinterest, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 December 1 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment dateInterest Payment Date: 2020 103.125 Year Percentage 2016 108.250 % 2021 102.083 2017 105.500 % 2022 101.042 % 2023 2018 and thereafter 100.000 %
(e) % Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 1 contract
Sources: Indenture (HC2 Holdings, Inc.)
Optional Redemption. (a) At The Notes may be redeemed, in whole or in part, at any time prior to May 15, 20182015, at the option of the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal prior notice mailed by first-class mail to 106.250% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ noticeeach Holder’s registered address, at a redemption price equal to 100% of the principal amount of the Notes redeemed, redeemed plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amountsinterest, if any, to but not including including, the applicable redemption date of redemption, (subject to the rights right of Holders of the Notes record on the relevant record date to receive interest due on the relevant interest payment date).
(b) Except as set forth in subparagraphs (a), (c) Except pursuant to Section 3.07(a), Section 3.07(band (d) and Section 3.10 hereofof this Paragraph 5, the Company shall not have the option to redeem the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 20202015. Thereafter, the Company may on any one or more occasions redeem all or a part of the Notes (which includes Additional Notes, if any) upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interest and Additional Amountsthereon, if any, on the Notes redeemed, to the applicable date of redemptionredemption date, if redeemed during the twelve-month period beginning on May 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 2015 105.750% 2021 102.083 % 2022 101.042 % 2023 2016 and thereafter 100.000 100.000%
(ec) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to Notwithstanding the provisions of Sections 3.01 through 3.06 hereof subparagraphs (a) and notice may(b) of this Paragraph 5, at any time prior to May 15, 2015, the Company may at its option on any one or more occasions redeem the Notes (including Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the Company’s discretionaggregate principal amount of the Notes (including Additional Notes, be subject if any) originally issued at a redemption price of 111.500% of the principal amount thereof, plus accrued and unpaid interest thereon, if any, to the satisfaction redemption date, with the net cash proceeds of one or more conditions precedentEquity Offerings; provided that:
(i) at least 65% of such aggregate principal amount of the Notes (including Additional Notes, if any) originally issued remains outstanding immediately after the occurrence of such redemption (other than Notes held directly or indirectly by the Parent Company, the Company and its Affiliates); and
(ii) each such redemption must occur within 90 days of the date of the closing of such Equity Offering.
Appears in 1 contract
Sources: Indenture (Cenveo, Inc)
Optional Redemption. (aA) At any time prior to May 15, 20182027, the Company Issuer may on any one redeem, at its option, all or more occasions redeem up to 35% part of the aggregate principal amount of Notes issued under this IndentureNotes, upon giving not less than 30 10 nor more than 60 days’ noticenotice to the Holders (with a copy to the Trustee), at a redemption price equal to 106.250% the sum of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1i) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemedthereof, plus (ii) the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including of the date of redemption, plus (iii) accrued and unpaid interest, if any, to, but excluding, the redemption date (subject to the rights right of Holders of the Notes record on the relevant record date to receive interest due on the relevant interest payment date falling on or prior to the redemption date).
(cB) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On At any time on or after May 15, 20202027, the Company may Issuer will be entitled, at its option, on any one or more occasions occasions, to redeem all or a part of the Notes, upon not less than 30 10 nor more than 60 days’ noticenotice to the Holders (with a copy to the Trustee), at the redemption prices (expressed as in percentages of the principal amount) set forth belowamount of the Notes to be redeemed), plus accrued and unpaid interest and Additional Amountsinterest, if any, on to, but excluding, the Notes redeemed, to the applicable redemption date of redemption, if redeemed during the twelve-month period beginning on May 15 of the years indicated below, (subject to the rights right of Holders of Notes record on the relevant record date to receive interest due on the relevant interest payment date falling on or prior to the redemption date), if redeemed during the 12-month period commencing on May 15 of the years set forth below: 2020 103.125 2027 103.313 % 2021 102.083 2028 101.656 % 2022 101.042 % 2023 2029 and thereafter 100.000 %
(eC) At any time prior to May 15, 2027, the Issuer may redeem the Notes with the net cash proceeds from any Equity Offering at a redemption price equal to 106.625% of the principal amount plus accrued and unpaid interest, if any, to, but excluding, the redemption date (subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date falling on or prior to the redemption date), in an aggregate principal amount for all such redemptions not to exceed 40.0% of the original aggregate principal amount of the Notes, including any Additional Notes; provided that (i) in each case the redemption takes place not later than 180 days after the closing of the related Equity Offering and (ii) at least 60.0% of the aggregate principal amount of the Notes (including any Additional Notes) remains outstanding immediately thereafter.
(D) [Reserved.]
(E) Unless the Company Issuer defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(fF) The Issuer or its Affiliates may at any time and from time to time purchase Notes. Any redemption such purchases may be made through open market or privately negotiated transactions with third parties or pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedenttender or exchange offers or otherwise, upon such terms and at such prices as well as with such consideration as the Issuer or any such Affiliates may determine.
Appears in 1 contract
Optional Redemption.
(a) At any time prior to May February 15, 20182024, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this the Indenture, upon giving not less than 30 15 nor more than 60 days’ notice, at a redemption price equal to 106.250108.25% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to to, but not including including, the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment dateInterest Payment Date), with in an amount not to exceed the net cash proceeds of from an Equity OfferingOffering by the Company have not been applied pursuant to: clause (a) of Section 3.07, clause (a)(iv)(C)(2) of Section 4.07, clause (b)(iv) of Section 4.07, clause (vi) of paragraph (b) of Section 4.09 and clause (2) of the definition of “Permitted Investments”; provided that:
(1i) at least 65% of the aggregate principal amount of the Notes originally issued under this the Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2ii) the redemption occurs within 90 60 days of the date of the closing of such Equity Offering..
(b) At any time prior to May February 15, 20202024, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 15 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to to, but not including including, the applicable date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.Interest Payment Date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereofthe two preceding paragraphs, the Notes will not be redeemable at the Company’s option prior to May February 15, 2020.2024.
(d) On or after May February 15, 20202024, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amounts, if any, on the Notes redeemed, to to, but not including, the applicable date of redemption, if redeemed during the twelve-month period beginning on May February 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment dateInterest Payment Date: 2020 103.125 YearPercentage 2024 104.125% 2021 102.083 2025 102.063% 2022 101.042 % 2023 2026 and thereafter 100.000 %
(e) 100.000% Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent..
Appears in 1 contract
Sources: Fourth Supplemental Indenture (Full House Resorts Inc)
Optional Redemption. (a) At The Notes will not be redeemable at the Issuer’s option prior to [ ] [ ], 20[ ] (the “Par Call Date”).
(b) The Notes may be redeemed in whole or in part at any time or from time to time at the Issuer’s option on or after the Par Call Date, upon not less than 10 days nor more than 60 days written notice prior to May 15the Redemption Date, 2018, the Company may on any one or more occasions redeem up to 35at a redemption price of 100% of the outstanding principal amount of the Notes to be redeemed plus accrued and unpaid interest payments otherwise payable thereon for the then-current quarterly interest period accrued to, but excluding, the Redemption Date.
(c) Notwithstanding anything to the contrary set forth in Section 3.07 of the Indenture, in connection with any tender offer for the Notes, if Holders of not less than 90% in aggregate principal amount of the then outstanding Notes issued under this Indenturevalidly tender and do not validly withdraw such Notes in such offer and the Issuer, or any third party making such offer in lieu of the Issuer, purchases all of the Notes validly tendered and not validly withdrawn by such Holders, the Issuer or such third party will have the right upon giving not less than 30 10 nor more than 60 days’ noticeprior notice mailed by first-class mail to each Holder’s registered address or sent electronically in accordance with the procedures of DTC for global book-entry Notes (with a copy to the Trustee) and given not more than 60 days following such purchase date, to redeem all Notes that remain outstanding following such purchase at a redemption price equal to 106.250% of the principal amount of price offered to each other Holder in such offer (which may be less than par and excluding any early tender or incentive fee in such offer) plus, to the Notes redeemedextent not included in the offer payment, plus accrued and unpaid interest and Additional Amountsinterest, if any, to thereon, to, but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020excluding, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemptionRedemption Date, subject to the rights right of Holders of the Notes record on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option date falling prior to May 15, 2020or on the Redemption Date.
(d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amounts, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 of the Indenture shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in of the Company’s discretion, be subject to the satisfaction of one or more conditions precedentIndenture.
Appears in 1 contract
Optional Redemption. (a) Except as provided in this paragraph (5), the Notes will not be redeemable at the Company’s option prior to July 15, 2020.
(b) At any time prior to May July 15, 2018, the Company may on any one or more occasions redeem up to 3540% of the aggregate principal amount of Notes issued under this the Indenture, upon giving not less than 30 15 nor more than 60 days’ notice, at a redemption price equal to 106.250108.000% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amountsinterest, if any, to but not including the redemption date of redemption (subject to the rights of Holders holders of Notes on the relevant record date to receive interest on the relevant interest payment date), ) with an amount not to exceed the net cash proceeds of an one or more Equity OfferingOfferings of the Company consummated after the Issue Date; provided that:
(1i) at least 6550% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemptionredemption (unless all such Notes are otherwise repurchased or redeemed); and
(2ii) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(bc) At any time prior to May July 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, Notes upon giving not less than 30 15 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amountsinterest, if any, to but not including the date of redemption, subject to the rights of Holders holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May July 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages a percentage of principal amountamount of the Notes) set forth below, plus accrued and unpaid interest and Additional Amountsinterest, if any, on the Notes redeemed, to the applicable date of redemptionredemption date, if redeemed during the twelve-month period beginning on May July 15 of the years indicated below, subject to the rights of Holders of Notes : 2018 105.813% 2019 103.875% 2020 101.938% 2021 and thereafter 100.000% If an optional redemption date is on the relevant or after an interest record date to receive interest and on or before the relevant related interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 , the accrued and thereafter 100.000 %
(e) unpaid interest, if any, will be paid to the Person in whose name the Notes is registered at the close of business on such record date, and no additional interest will be payable to Holders whose Notes will be subject to redemption by the Company. The Company or any of its Restricted Subsidiaries may at any time and from time to time purchase Notes in the open market or otherwise. Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 1 contract
Sources: Indenture (Post Holdings, Inc.)
Optional Redemption. (a) At any time prior to May 151, 20182017, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenturethe Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250106.25% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amountsinterest, if any, to but not including the date redemption date, with an amount equal to the net cash proceeds of redemption (one or more Equity Offerings, subject to the rights of Holders holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that:
(1i) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2ii) the redemption occurs within 90 days of the date of the closing of such Equity Offeringequity offering.
(b) At any time prior to May 151, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 20202019, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to the applicable date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to the preceding paragraphs, the Notes will not be redeemable at the Company’s option prior to May 1, 2019.
(d) On or after May 1, 2019, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amountsinterest, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 1 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 2019 103.125 % 2021 2020 102.083 % 2022 2021 101.042 % 2023 2022 and thereafter 100.000 %
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) % Any redemption pursuant to this Section 3.07 5 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in of the Company’s discretion, be subject to the satisfaction of one or more conditions precedentIndenture.
Appears in 1 contract
Sources: Indenture (NRG Energy, Inc.)
Optional Redemption. (a) At any time prior to May 15March 26, 20182024, the Company Issuer may on any one or more occasions redeem up to 35an aggregate of 40% of the aggregate principal amount of Notes issued under this Indenture(including any Additional Notes), upon giving not less than 30 10 days’ nor more than 60 days’ notice, at a redemption price equal to 106.250Redemption Price of 104.375% of the principal amount of the Notes redeemedthereof, plus accrued and unpaid interest and Additional Amountsinterest, if any, to but not including excluding the date of redemption Redemption Date (subject to the rights right of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date), with an amount not greater than the net cash proceeds of one or more Qualified Equity Offerings; provided that:
(i) at least 50% of the aggregate principal amount of the Notes (including Additional Notes) remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Issuer and its Subsidiaries); and
(ii) each such redemption occurs within 180 days of the date of the closing of the related Qualified Equity Offering.
(cb) Except pursuant At any time prior to Section 3.07(a)March 26, Section 3.07(b) and Section 3.10 hereof2024, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company Issuer may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 10 days’ nor more than 60 days’ notice, at a Redemption Price equal to the greater of (a) the Canada Yield Price and (b) 101% of the aggregate principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to but excluding the Redemption Date (subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date).
(c) Except pursuant to Subsections 4.2(a) and 4.2(b) the Notes will not be redeemable at the Issuer’s option prior to March 26, 2024.
(d) On or after March 26, 2024, the Issuer may, on any one or more occasions, redeem all or a part of the Notes upon not less than 10 days’ nor more than 60 days’ notice, at the redemption prices Redemption Prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interest and Additional Amounts(subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date), if any, on the Notes redeemed, to but excluding the applicable date of redemptionRedemption Date, if redeemed during the twelve-month period beginning on May 15 March 26 of the years indicated below: Year Percentage 2024 102.188 % 2025 101.094 % 2026 and thereafter 100.000 %
(e) If the Issuer or any Guarantor becomes obligated to pay any Additional Amounts as a result of a change in the laws, treaties or regulations of any Relevant Taxing Authority, or a change in any official position regarding the application, interpretation or administration thereof (including a holding by a court of competent jurisdiction) or assessing practice with respect thereto, the enactment or adoption of which change is publicly announced on or after the date of this Indenture and such Additional Amounts cannot (as certified in an Officers’ Certificate to the Trustee) be avoided by the use of reasonable measures available to the Issuer or the applicable Guarantor, then the Issuer may, at its option, redeem the affected Notes, in whole but not in part, upon not less than 10 days’ nor more than 60 days’ notice (such notice to be provided not more than 90 days before the next date on which the Issuer or any Guarantor would be obligated to pay Additional Amounts, if a payment on the Notes were due on such date), at a redemption price equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to but excluding, the redemption date (subject to the rights right of Holders of Notes record on the relevant record date to receive interest due on the relevant an interest payment date that is on or prior to the redemption date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) Unless the Company defaults in the payment ). Notice of the redemption price, interest will cease Issuer’s intent to accrue on redeem the affected Notes shall not be effective until such time as it delivers to the Trustee an Opinion of Counsel stating that the Issuer or portions thereof called for redemption on the applicable redemption dateGuarantor is obligated to pay Additional Amounts because of an amendment to or change in law, treaty or regulation or other position as described in this paragraph.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 1 contract
Sources: Trust Indenture (Sunoco LP)
Optional Redemption. (a) At any time prior The Notes are not subject to May optional redemption except as provided in this Section 4.07.
(b) On or after August 15, 20182021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On in whole or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notesin part, upon not less than 30 nor 15 or more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amountsinterest, if any, on to, but excluding, the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 of the years indicated below, redemption (subject to the rights right of Holders of Notes record on the relevant record date to receive interest due on an interest payment date that is on or prior to the date of redemption), if redeemed during the 12-month period beginning on August 15 of the years indicated below: 2021 107.313% 2022 104.875% 2023 102.438% 2024 and thereafter 100.000% 47
(c) Prior to August 15, 2021, the Company may, at any time or from time to time, redeem up to 35% of the aggregate principal amount of Notes originally issued (calculated after giving effect to any issuance of Additional Notes), upon not less than 15 or more than 60 days’ notice, at a redemption price of 109.750% of the principal amount thereof, plus accrued and unpaid interest, if any, to, but excluding, the date of redemption (subject to the right of Holders of record on the relevant record date to receive interest due on an interest payment date: 2020 103.125 date that is on or prior to the date of redemption), in an amount not greater than the Net Cash Proceeds of one or more Equity Offerings; provided that at least 65% 2021 102.083 of the aggregate principal amount of Notes originally issued (calculated after giving effect to any issuance of Additional Notes) remains outstanding immediately after such redemption (excluding Notes held by the Company and its Subsidiaries) and that such redemption occurs within 180 days following the closing of any such Equity Offering.
(d) In addition, prior to August 15, 2021, the Company may, on any one or more occasions, redeem the Notes, in whole or in part, upon not less than 15 or more than 60 days’ notice, at a redemption price equal to 100% 2022 101.042 % 2023 of the principal amount of the Notes redeemed plus the Applicable Premium as of, and thereafter 100.000 %accrued and unpaid interest, if any, to, but excluding, the redemption date (subject to the right of Holders of record on the relevant record date to receive interest due on an interest payment date that is on or prior to the date of redemption).
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 4.07 shall be made pursuant to the provisions of Sections 3.01 4.1 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent4.06.
Appears in 1 contract
Sources: First Supplemental Indenture (Comstock Resources Inc)
Optional Redemption. (a) At any time prior to May December 15, 20182012, the Company may Issuers may, at their joint option, on any one or more occasions redeem up to 35% of the aggregate principal amount of their respective Notes issued under this Indenturethe Indenture as Units, upon giving not less than 30 thirty (30) nor more than 60 sixty (60) days’ notice, at a redemption price equal to 106.250113% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amountsinterest, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), ) with the net cash proceeds of an Equity OfferingOffering by the Company; provided that:
(1A) at least 65% of the aggregate principal amount of the Notes originally issued under this the Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2B) the redemption occurs within 90 sixty (60) days of the date of the closing of such Equity Offering.
(b) At any time prior to May December 15, 20202013, the Company may Issuers may, at their joint option, on any one or more occasions redeem all or a part of the NotesNotes as Units, upon giving not less than 30 thirty (30) nor more than 60 sixty (60) days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(bthe preceding paragraphs and paragraph (7) and Section 3.10 hereofbelow, the Notes will not be redeemable at the Company’s Issuers’ option prior to May December 15, 20202013.
(d) On or after May December 15, 20202013, the Company may Issuers may, at their joint option, on any one or more occasions redeem all or a part of the NotesNotes as Units, upon not less than 30 thirty (30) nor more than 60 sixty (60) days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amounts, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May December 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 Year Percentage 2013 106.500 % 2021 102.083 2014 103.250 % 2022 101.042 % 2023 2015 and thereafter 100.000 %
(e) % Unless the Company an Issuer defaults in the payment of the redemption price, interest will cease to accrue on the U.S. Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 1 contract
Optional Redemption. (a) At The Notes may be redeemed, in whole or in part, at any time or from time to time prior to May March 15, 20182025, at the Company may on any one or more occasions redeem up to 35% option of the aggregate principal amount of Notes issued under this Indenture, Triumph upon giving not less than 30 10 nor more than 60 days’ noticeprior notice mailed by first class mail (and/or, to the extent permitted by applicable procedures or regulations, electronically) to each Holder’s registered address, at a redemption price equal to 106.250% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price Redemption Price equal to 100% of the principal amount of the Notes redeemed, to be redeemed plus the Applicable Premium Premium, plus accrued and unpaid interest, if any, to, but not including, the applicable redemption date (subject to the right of registered Holders of the Notes on a relevant record date to receive interest due on a relevant interest payment date).
(b) The Notes are subject to redemption, at the option of Triumph, in whole or in part, at any time or from time to time on or after March 15, 2025, upon not less than 10 nor more than 60 days’ prior notice mailed by first class mail to each Holder’s registered address (and/or, to the extent permitted by applicable procedures or regulations, electronically), at the following Redemption Prices (expressed as calculated percentages of the principal amount to be redeemed) set forth below, plus accrued and unpaid interest, if any, to, but not including, the redemption date (subject to the right of registered Holders of the Notes on a relevant record date to receive interest due on a relevant interest payment date), if redeemed during the 12-month period beginning on March 15 of the years indicated below: Year Redemption Price 2025 104.500 % 2026 102.250 % 2027 and thereafter 100.000 %
(c) In addition, prior to March 15, 2025, Triumph may at its option upon not less than 10 nor more than 60 days’ prior notice mailed by first class mail to each Holder’s registered address (and/or, to the Companyextent permitted by applicable procedures or regulations, electronically), with the net proceeds of one or more Qualified Equity Offerings, redeem up to 40% of the aggregate principal amount of the outstanding Notes (including Additional Notes) as ofat a Redemption Price equal to 109.000% of the principal amount thereof, and plus accrued and unpaid interest and Additional Amountsthereon, if any, to to, but not including including, the date of redemption, redemption (subject to the rights right of registered Holders of the Notes of record on the relevant record date to receive interest due on the a relevant interest payment date.
); provided that at least 50% of the principal amount of Notes (cincluding Additional Notes) Except issued under the Indenture remains outstanding immediately after the occurrence of any such redemption (excluding Notes held by Triumph or its Subsidiaries and any Notes redeemed pursuant to Section 3.07(a), Section 3.07(bthe immediately following paragraph) and Section 3.10 hereof, that any such redemption occurs within 120 days following the Notes will not be redeemable at the Company’s option prior to May 15, 2020closing of any such Qualified Equity Offering.
(d) On or after May In addition, prior to March 15, 20202025, at the Company may on any one or more occasions redeem all or a part option of the Notes, Triumph upon not less than 30 10 nor more than 60 days’ noticeprior notice mailed by first class mail to each Holder’s registered address (and/or, to the extent permitted by applicable procedures or regulations, electronically), redeem from time to time during each twelve-month period beginning on the Issue Date, up to an aggregate of 10% of the aggregate principal amount of the Notes issued on the Issue Date at a Redemption Price equal to 103.000% of the redemption prices (expressed as percentages of principal amount) set forth belowamount thereof, plus accrued and unpaid interest and Additional Amountsthereon, if any, on to, but not including, the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 of the years indicated below, redemption (subject to the rights right of registered Holders of the Notes of record on the relevant record date to receive interest due on the a relevant interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date).
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 1 contract
Sources: Indenture (Triumph Group Inc)
Optional Redemption. (a) At any time prior to May June 15, 2018, the Company Issuer may on any one or more occasions redeem up to 3540% of the aggregate principal amount of Notes issued under this IndentureNotes, upon giving not less than 30 15 nor more than 60 days’ prior notice, at a redemption price equal to 106.250106.125% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amountsinterest, if any, to but not including the date redemption date, with an amount of redemption (cash equal to the net cash proceeds of one or more Equity Offerings consummated after the Issue Date, subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date), with the net cash proceeds of an Equity OfferingInterest Payment Date; provided that:
(1) at least 6550% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company Issuer, its Subsidiaries and its Subsidiariesparent entities) remains outstanding immediately after the occurrence of such redemptionredemption (unless all such Notes are concurrently repurchased or redeemed pursuant to another provision described under this Section 3.07 or otherwise repurchased); and
(2) the redemption occurs within 90 180 days of the date of the closing of such Equity Offering.
(b) At any time prior to May June 15, 2020, the Company Issuer may on any one or more occasions redeem all or a part of the Notes, Notes upon giving not less than 30 15 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, redeemed plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amountsinterest, if any, to but not including to, the date of redemptionredemption date, subject to the rights of Holders of the Notes on the relevant record date dates to receive interest due on the relevant interest payment date.
(c) Interest Payment Date. Except pursuant to Section 3.07(a), Section 3.07(bclauses (a) and (b) of this Section 3.10 hereof3.07, the Notes will not be redeemable at the CompanyIssuer’s option prior to May June 15, 2020.
(dc) On or after May June 15, 2020, the Company Issuer may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 15 nor more than 60 days’ prior notice, at the redemption prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interest and Additional Amountsinterest, if any, on the Notes redeemed, to the applicable date of redemptionredemption date, if redeemed during the twelve12-month period beginning on May June 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment dateInterest Payment Date: 2020 103.125 103.063 % 2021 102.083 102.042 % 2022 101.042 101.021 % 2023 and thereafter 100.000 %
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 1 contract
Sources: Indenture (TerraForm Power, Inc.)
Optional Redemption. Except as described below, the Notes are not redeemable at the Issuers’ option until August 15, 2015. From and after August 15, 2015, the Issuers may redeem the Notes, in whole or in part, upon not less than 30 nor more than 60 days’ prior notice by first-class mail, postage prepaid, with a copy to the Trustee, to each Holder of Notes to the address of such Holder appearing in the Note Register at the Redemption Prices (aexpressed as percentages of principal amount) set forth below, plus accrued and unpaid interest thereon, if any, to, but not including, the applicable Redemption Date, subject to the right of Holders of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date, if redeemed during the twelve-month period beginning on August 15 of each of the years indicated below: 2015 108.250 % 2016 105.500 % 2017 102.750 % 2018 and thereafter 100.000 % At any time prior to May August 15, 20182015, the Company may on any one or more occasions Issuers may, at their option, redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, Indenture at a redemption price Redemption Price equal to 106.250111.0% of the aggregate principal amount of the Notes redeemedthereof, plus accrued and unpaid interest and Additional Amountsthereon, if any, to to, but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020including, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemptionRedemption Date, subject to the rights right of Holders of the Notes record on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a)Interest Payment Date, Section 3.07(b) and Section 3.10 hereof, with the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company may on any net proceeds of one or more occasions Equity Offerings of the Company or any direct or indirect parent entity of the Company to the extent such net proceeds are contributed to the capital of the Company; provided that at least 65% of the sum of the aggregate principal amount of Notes remains outstanding immediately after the occurrence of each such redemption; provided further that each such redemption occurs within 90 days of the date of closing of each such Equity Offering. At any time prior to August 15, 2015, the Issuers may also redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ noticeprior notice mailed by first-class mail, postage prepaid, with a copy to the Trustee, to each Holder of Notes to the address of such Holder appearing in the Note Register, at a Redemption Price equal to 100% of the redemption prices (expressed principal amount of Notes redeemed plus the Applicable Premium as percentages of principal amount) set forth belowof, plus and accrued and unpaid interest and Additional Amountsinterest, if any, on to, but not including, the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 of the years indicated belowRedemption Date, subject to the rights of Holders of Notes record on the relevant record date to receive interest due on the relevant interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption dateInterest Payment Date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 1 contract
Optional Redemption. (a) At any time Except as set forth below, the Notes are not redeemable at the option of the Company prior to May 15July 1, 2018, 2002. Subject to earlier redemption in the Company may on any one or more occasions redeem up to 35% of manner described in the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereofnext two succeeding paragraphs, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the NotesCompany, upon not less than 30 nor more than 60 days’ noticein whole or in part, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amountsinterest, if any, on the Notes redeemed, to the applicable date of redemptionredemption date, if redeemed during the twelve12-month period beginning on May 15 July 1 of the years indicated below: Year Redemption Price ---- ---------------- 2002 104.813% 2003 103.208% 2004 101.604% 2005 and thereafter 100.000% In addition, subject at any time on or prior to July 1, 2000, the rights Company may, at its option, redeem Notes, in an aggregate principal amount of Holders up to 30% of the aggregate principal amount of Notes on originally issued, with the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction net cash proceeds of one or more conditions precedentPublic Equity Offerings, at 109 % of the aggregate principal amount thereof plus accrued and unpaid interest, if any, to the Redemption Date; provided, however, that not less than $60.0 million principal amount of the Notes is outstanding immediately after giving effect to such redemption (other than any Notes owned by the Company or any of its Affiliates) and such redemption is effected within 60 days of the issuance in such Public Equity Offering. In addition, at any time prior to July 1, 2002, within 180 days after the occurrence of a Change of Control, the Company may, at its option, redeem all but not less than all of the Notes, at a Redemption Price equal to 100% of the principal amount thereof plus the Applicable Premium as of, and accrued and unpaid interest, if any, to, the Redemption Date. Notice of redemption of the Notes pursuant to this Paragraph 4(a) shall be mailed to holders of the Notes at least 30 but not more than 60 days before the Redemption Date.
Appears in 1 contract
Optional Redemption. (a) At any time prior to May 15April 1, 20182017, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250106.75% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional AmountsSpecial Interest, if any, to to, but not including including, the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with in an amount not to exceed the net cash proceeds of from an Equity OfferingOffering by the Company; provided that:
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15April 1, 20202017, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional AmountsSpecial Interest, if any, to to, but not including including, the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereofthe preceding paragraphs, the Notes will not be redeemable at the Company’s option prior to May 15April 1, 20202017.
(d) On or after May 15April 1st, 20202017, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional AmountsSpecial Interest, if any, on the Notes redeemed, to to, but not including, the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 April 1st of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2017 105.063% 2018 103.375% 2019 101.688% 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) 100.000% Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(fe) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedenthereof.
Appears in 1 contract
Optional Redemption. (a) At any time prior to May 15February 1, 20182027, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, Indenture at a redemption price equal to 106.250of 110.750% of the principal amount of the Notes redeemedthereof, plus accrued and unpaid interest and Additional Amountsto, if any, to but not including including, the redemption date of redemption (subject to the rights right of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment dateInterest Payment Date), with an amount of cash not greater than the net cash proceeds of an one or more Equity OfferingOfferings; provided that:
(1) at least 65% of the in aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the each such redemption occurs must occur within 90 180 days of the date of the closing of such the related Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(bthe preceding paragraph (a) and Section 3.10 hereofor paragraph (d) or (e) below, the Notes will not be redeemable at the Company’s option prior to May 15February 1, 20202027.
(dc) On or after May 15February 1, 20202027, the Company may on any one or more occasions redeem all or a part of the Notes, Notes upon not less than 30 10 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interest and Additional Amounts, if any, on the Notes redeemedredeemed to, to but not including, the applicable redemption date of redemption, if redeemed during the twelve-month period beginning on May 15 of the years indicated below, (subject to the rights right of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date: 2020 103.125 Interest Payment Date): From February 1, 2027 to (and including) January 31, 2028 105.375 % 2021 102.083 % 2022 101.042 % 2023 From February 1, 2028 and thereafter 100.000 %
(d) At any time prior to February 1, 2027, the Company may also redeem all or a part of the Notes, upon not less than 10 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to, but not including, the applicable redemption date (subject to the right of Holders on the relevant record date to receive interest due on the relevant Interest Payment Date).
(e) Unless In the event that Holders of not less than 90% of the aggregate principal amount of the outstanding Notes accept a Change of Control Offer and the Company defaults (or the third party making the Change of Control Offer pursuant to Section 4.14(d)) purchases all of the Notes held by such Holders, the Company will have the right, upon not less than 10 nor more than 60 days’ prior notice to the Holders and the Trustee, given not more than 30 days following the purchase pursuant to Section 4.14 to redeem all of the Notes that remain outstanding following such purchase at a redemption price equal to the Change of Control Payment plus, to the extent not included in the payment Change of the redemption priceControl Payment, accrued and unpaid interest will cease to accrue on the Notes or portions thereof called for redemption on that remain outstanding, to, but not including, the applicable redemption datedate (subject to the right of Holders on the relevant record date to receive interest due on the relevant Interest Payment Date).
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent3.06.
Appears in 1 contract
Sources: Indenture (W&t Offshore Inc)
Optional Redemption. (a) At any time prior to May On or after April 15, 20182026, the Company may on any one redeem all or more occasions redeem up to 35% a part of the aggregate principal amount of Notes issued under this IndentureNotes, upon giving not less than 30 10 nor more than 60 days’ notice, at a the redemption price equal to 106.250% prices (expressed as percentages of the principal amount of the Notes redeemed, ) set forth below plus accrued and unpaid interest and Additional Amountsinterest, if any, to on the Notes redeemed to, but not including including, the date applicable redemption date, if redeemed during the twelve month period beginning on April 15 of redemption (the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant Interest Payment Date for periods prior to such redemption date: 2026 101.750 % 2027 101.167 % 2028 100.583 % 2029 and thereafter 100.000 % At any time prior to April 15, 2026, the Company may also redeem all or a part of the Notes, upon not less than 10 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of Notes redeemed plus the Applicable Premium as of, and accrued and unpaid interest, if any, thereon to, but not including, the redemption date, subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date for periods prior to such redemption date). For the avoidance of doubt, the requirement to pay any Applicable Premium shall not arise in connection with any recovery of amounts due as a result of any breach of any covenant contained in the Indenture or the applicable Notes except where the transaction resulting in such breach was consummated with the net cash proceeds intent to breach such covenant. Unless the Company defaults in the payment of an Equity Offering; provided thatthe redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the redemption date.
(1b) Notwithstanding the provisions of subparagraph (a) of this Paragraph 5, at least 65any time prior to April 15, 2024, the Company may on any one or more occasions redeem up to 40% of the aggregate principal amount of the Notes originally issued under this the Indenture, upon not less than 10 nor more than 60 days’ notice, at a redemption price equal to 103.500% of the principal amount of Notes redeemed, plus accrued and unpaid interest, if any, thereon to, but not including, the redemption date, subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date for the periods prior to such redemption date, with an amount equal to the net cash proceeds of one or more sales of Equity Interests (other than Disqualified Stock) of the Company or contributions to the Company’s common equity capital made with an amount equal to the net cash proceeds of one or more sales of Equity Interests (other than Disqualified Stock) of Parent; provided that:
(1) at least 50% of the aggregate principal amount of Notes issued under the Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 180 days of the date of the closing of such sale of Equity Offering.
(b) At any time prior to May 15, 2020, Interests by the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject contribution to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amounts, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be common equity capital made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction with net cash proceeds of one or more conditions precedentsales of Equity Interests of Parent.
Appears in 1 contract
Sources: Forty Eighth Supplemental Indenture (T-Mobile US, Inc.)
Optional Redemption. (a) At any time prior to May 15July 1, 20182014, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this the Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250112.125% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if anyinterest, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), Interest Payment Date) with the net cash proceeds of an Equity OfferingOffering by the Company or a capital contribution to the Company’s common equity made with the net cash proceeds of a concurrent Equity Offering by the Company’s direct or indirect parent; provided that:
(1A) at least 65% of the aggregate principal amount of the Notes originally issued under this the Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2B) the redemption occurs within 90 120 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15July 1, 20202015, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the applicable date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment dateInterest Payment Date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereofthe preceding paragraphs, the Notes will not be redeemable at the Company’s option prior to May 15July 1, 20202015.
(d) On or after May 15July 1, 20202015, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amounts, if any, on the Notes redeemed, to the applicable date of redemptionredemption date, if redeemed during the twelve-month period beginning on May 15 July 1 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment dateInterest Payment Date: 2020 103.125 Year Percentage 2015 106.063 % 2021 102.083 2016 103.031 % 2022 101.042 % 2023 2017 and thereafter 100.000 %
(e) % Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 1 contract
Optional Redemption. (a) At any time prior to May 15December 1, 2018, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of the Notes (including any additional Notes issued under this the Indenture, upon giving not less than 30 nor more than 60 days’ notice, ) at a redemption price equal to 106.250Redemption Price of 105.875% of the principal amount of the Notes redeemedamount, plus accrued and unpaid interest and Additional Amountsinterest, if any, to (but not including including) the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date)Redemption Date, with the net cash proceeds of an one or more Equity OfferingOfferings; provided that:
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption); and
(2) the redemption occurs within 90 180 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15December 1, 20202018, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at a Redemption Price equal to 100% of the redemption prices principal amount thereof, plus the Applicable Redemption Premium and accrued and unpaid interest to (but not including) the Redemption Date. The Company shall be responsible for determining the Applicable Redemption Premium.
(c) Except pursuant to Sections 3.01(a) and (b), the Notes will not be redeemable at the Company’s option prior to December 1, 2018. On or after December 1, 2018, the Company may redeem all or a part of the Notes upon not less than 30 nor more than 60 days’ notice, at the Redemption Prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interest and Additional Amountsinterest, if any, on the Notes redeemed, to (but not including) the applicable date of redemptionRedemption Date, if redeemed during the twelve-twelve month period beginning on May 15 December 1 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: . 2018 104.406 % 2019 102.938 % 2020 103.125 101.469 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(fd) Any redemption pursuant to this Section 3.07 3.01 shall be made pursuant to Section 3.03 of this First Supplemental Indenture and the provisions of Sections 3.01 through 3.06 hereof and notice may, in of the Company’s discretion, be subject to the satisfaction of one or more conditions precedentBase Indenture.
Appears in 1 contract
Sources: First Supplemental Indenture (Lifepoint Health, Inc.)
Optional Redemption. (a) At any time prior to May 15June 1, 20182013, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this the Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250110.875% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional AmountsSpecial Interest, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), Interest Payment Date) with the net cash proceeds of an Equity OfferingOffering by the Company or a capital contribution to the Company’s common equity made with the net cash proceeds of a concurrent Equity Offering by the Company’s direct or indirect parent; provided that:
(1A) at least 65% of the aggregate principal amount of the Notes originally issued under this the Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2B) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15June 1, 20202014, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional AmountsSpecial Interest, if any, to but not including the applicable date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment dateInterest Payment Date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereofthe preceding paragraphs, the Notes will not be redeemable at the Company’s option prior to May 15June 1, 20202014.
(d) On or after May 15June 1, 20202014, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional AmountsSpecial Interest, if any, on the Notes redeemed, to the applicable date of redemptionredemption date, if redeemed during the twelve-month period beginning on May 15 June 1 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment dateInterest Payment Date: 2020 103.125 Year Percentage 2014 105.438 % 2021 102.083 2015 102.719 % 2022 101.042 % 2023 2016 and thereafter 100.000 %
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 1 contract
Sources: Indenture (Hillman Companies Inc)
Optional Redemption. (a) At any time prior to May 15, 2018, the The Company may on any one or more occasions redeem up to 35100% of the aggregate principal amount of Notes issued under this Indenture, Note upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, written notice at a redemption price equal to 100% of the principal amount of the Notes redeemedthereof, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amountspremium, if any, to but the redemption date; provided, however, that in the event that all or any portion of this Note is transferred by [ ] (“Initial Holder”) to any Person that is not including an Affiliate of the Initial Holder prior to the date on which the notice of redemptionredemption is received by the Initial Holder, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
then: (c1) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company may on any one or more occasions redeem all or a part of this Note that is then held by the Notes, Initial Holder and its Affiliates upon not less than 30 nor more than 60 days’ prior written notice at a redemption price equal to 100% of the principal amount thereof, plus accrued and unpaid interest and premium, if any, to the date of redemption, and (2) the Company may redeem all or a part of this Note that is not then held by the Initial Holder or its Affiliates on or after June 30, 2007 upon not less than 30 nor more than 60 days’ prior written notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amountspremium, if any, on the such Notes redeemed, to the applicable date of redemptionredemption date, if redeemed during the twelve-month period beginning periods indicated below: July 1, 2007 to and including June 30, 2008 104.0 % July, 1 2008 to and including June 30, 2009 103.0 % July 1, 2009 to and including June 30, 2010 102.0 % July 1, 2010 to and including October 31, 2011 101.0 % November 1, 2011 and thereafter 100.0 % Notwithstanding anything to contrary contained herein, the Company may on May 15 any one or more occasions redeem up to 100% of the years indicated belowaggregate principal amount of any Additional Notes which have been issued by the Company in lieu of any Cash Interest Amount payable under this Note upon not less than 30 nor more than 60 days’ prior written notice at a redemption price equal to 100% of the principal amount thereof, subject plus accrued and unpaid interest, if any, to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 1 contract
Sources: Credit Agreement (Ws Financing Corp)
Optional Redemption. (a) At any time prior to May 15February 1, 20182023, the Company Issuers may on any one redeem the Notes in whole or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenturein part, at their option, upon giving not less than 30 15 nor more than 60 days’ noticeprior notice by electronic delivery or by first class mail, at postage prepaid, with a redemption price equal copy to 106.250% the Trustee, to each Holder of Notes to the principal amount address of such Holder appearing in the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ noticeRegister, at a redemption price equal to 100% of the principal amount of the such Notes redeemed, redeemed plus the relevant Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amountsinterest, if any, to but not including excluding the date of redemptionredemption (the “Redemption Date”), subject to the rights of Holders holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(cb) Except pursuant At any time and from time to Section 3.07(a)time on or after February 1, Section 3.07(b) and Section 3.10 hereof2023, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company Issuers may on any one or more occasions redeem all or a part of the Notes, in whole or in part, at their option, upon not less than 30 15 nor more than 60 days’ notice, prior notice at the following redemption prices (expressed as percentages a percentage of principal amount) set forth below), plus accrued and unpaid interest and Additional Amountsinterest, if any, on to, but not including, the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 of the years indicated belowrelevant Redemption Date, subject to the rights right of Holders holders of Notes record on the relevant record date to receive interest due on the relevant interest payment date, if redeemed during the twelve month period beginning on February 1 of the year set forth below: 2020 103.125 2023 102.125 % 2021 102.083 2024 101.063 % 2022 101.042 % 2023 2025 and thereafter 100.000 %
(ec) At any time and from time to time prior to February 1, 2023, the Issuers may redeem Notes with the net cash proceeds received by the Issuers from any Equity Offering at a redemption price equal to 104.250% plus accrued and unpaid interest, if any, to, but not including, the Redemption Date, in an aggregate principal amount for all such redemptions not to exceed 40% of the original aggregate principal amount of the Notes (including Additional Notes); provided that (1) in each case the redemption takes place not later than 180 days after the closing of the related Equity Offering, and (2) not less than 50% of the original aggregate principal amount of the Notes issued under this Indenture remains outstanding immediately thereafter (excluding Notes held by the Issuers or any of their Restricted Subsidiaries), unless all such Notes are redeemed substantially concurrently. The Trustee shall select the Notes to be purchased in the manner described under Sections 5.1 through 5.6.
(d) Unless the Company defaults Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption dateRedemption Date.
(fe) Any redemption pursuant to this Section 3.07 5.7 shall be made pursuant to the provisions of Sections 3.01 5.1 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent5.6.
Appears in 1 contract
Sources: Indenture (Ladder Capital Corp)
Optional Redemption. (a) At any time prior to May January 15, 20182021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, Indenture upon giving not less than 30 days nor more than 60 days’ notice, days prior notice at a redemption price equal to 106.250of 105.000% of the principal amount of the Notes redeemedthereof, plus accrued and unpaid interest and Additional Amountsinterest, if any, on the Notes to but not including be redeemed to the date of redemption (date, subject to the rights of Holders of Notes record on the relevant record date to receive interest due on the relevant interest payment date), with the net cash proceeds of an one or more Equity OfferingOfferings of the Company; provided that:
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 60 days of the date of the closing of such Equity Offering.
(b) Any redemption or notice of any redemption with the proceeds of an Equity Offering pursuant to Section 3.07(a) hereof may, at the Company’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of such Equity Offering and may be given prior to the completion thereof.
(c) At any time prior to May January 15, 20202021, the Company may on any one or more occasions redeem all or a part of the Notes, notes upon giving not less than 30 nor more than 60 days’ notice, notice as described in Section 3.03 at a redemption price equal to 100% of the principal amount of the Notes redeemed, notes redeemed plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amountsinterest, if any, to to, but not including excluding the date of redemption, subject to the rights of Holders holders of the Notes record on the relevant record date to receive interest due on the relevant interest payment date.
(cd) Except pursuant to Section 3.07(aparagraphs (a), Section 3.07(b(b) and (c) of this Section 3.10 hereof3.07, the Notes will not be redeemable at the Company’s option prior to May January 15, 20202021.
(de) On or after May January 15, 20202021, the Company may on any one or more occasions redeem all or a part of the Notes, Notes upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, below plus accrued and unpaid interest and Additional Amountsinterest, if any, on the Notes redeemed, to the applicable date of redemptionredemption date, if redeemed during the twelve-month period beginning on May January 15 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2020 103.125 % Year Percentage 2021 102.083 102.500 % 2022 101.042 101.250 % 2023 and thereafter 100.000 %
(e) % Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on and after the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedenthereof.
Appears in 1 contract
Sources: Indenture (Itron Inc /Wa/)
Optional Redemption. (a) At any time prior to May 15November 1, 20182015, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenturethe Indenture (including any Additional Notes), upon giving not less than 30 15 nor more than 60 days’ notice, at a redemption price equal to 106.250106.500% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amountsinterest, if any, to but not including the redemption date of redemption (subject to the rights right of Holders of Notes record on the relevant record date to receive interest due on the relevant an interest payment date that is on or prior to the redemption date), with an amount equal to all or a portion of the net cash proceeds of an one or more Equity Offering; Offerings, provided that:
(1i) at least 65% of the aggregate principal amount of the Notes originally issued under this the Indenture (including any Additional Notes) remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption); and
(2ii) the redemption occurs within 90 120 days of the date of the closing of such Equity Offering.
(b) At any time prior Prior to May 15November 1, 20202017, the Company Issuers may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 15 nor more than 60 days’ notice, at a redemption price equal to 100% of to:
(i) the principal amount of thereof; plus
(ii) the Notes redeemed, plus Make Whole Premium at the Applicable Premium redemption date; plus
(as calculated by the Companyiii) as of, and accrued and unpaid interest and Additional Amountsinterest, if any, to but not including the redemption date of redemption, (subject to the rights right of Holders of the Notes record on the relevant record date to receive interest due on the relevant an interest payment date that is on or prior to the redemption date).
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereofthe preceding paragraphs, the Notes will not be redeemable at the Company’s option prior to May 15November 1, 20202017.
(d) On or after May 15November 1, 20202017, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amountsinterest, if any, on the Notes to be redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 of the years indicated below, redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant an interest payment date that is on or prior to the redemption date), if redeemed during the twelve month period beginning on November 1 of the years indicated below: 2017 103.250 % 2018 102.167 % 2019 101.083 % 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %
(e) % Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 1 contract
Sources: Indenture (CVR Energy Inc)
Optional Redemption. (aA) At any time prior to May 15June 1, 2018, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.250% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including 2026 (the date of redemption (subject that is three months prior to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 65% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the scheduled maturity date of the closing of such Equity Offering.
(b) At any time prior to May 15, 2020Notes), the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to May 15, 2020.
(d) On or after May 15, 2020, the Company Issuers may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ noticenotice to the holders (with a copy to the Trustee), at a redemption price equal to 100% of the redemption prices (expressed as percentages principal amount of principal amount) set forth belowthe Notes to be redeemed, plus the Applicable Premium as of, and accrued and unpaid interest and Additional AmountsInterest, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May 15 of the years indicated below, redemption (subject to the rights of Holders of Notes on the any relevant record date to receive interest due on the relevant applicable interest payment date: 2020 103.125 % 2021 102.083 % 2022 101.042 % 2023 and thereafter 100.000 %).
(eB) At any time on or after June 1, 2026 (the date that is three months prior to the scheduled maturity date of the Notes), the Issuers may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice to the holders (with a copy to the Trustee), at a redemption price equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest and Additional Interest, if any, to the date of redemption. Unless the Company defaults Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(f) . The Issuers or their affiliates may at any time and from time to time purchase Notes. Any redemption such purchases may be made through open market or privately negotiated transactions with third parties or pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of one or more conditions precedenttender or exchange offers or otherwise, upon such terms and at such prices as well as with such consideration as the Issuers or any such affiliates may determine.
Appears in 1 contract
Optional Redemption. (a) At any time prior to May March 15, 20182028, the Company may on any one or more occasions redeem up to 3540% of the aggregate principal amount of Notes issued under this the Indenture, upon giving not less than 30 10 nor more than 60 days’ notice, at a redemption price equal to 106.250107.375% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amountsinterest, if any, to to, but not including excluding, the date of redemption (subject to the rights of Holders of Notes on the a relevant record date to receive interest on an Interest Payment Date occurring on or prior to the relevant interest payment redemption date), ) with the net cash proceeds of an Equity Offering; provided that:
(1A) at least 6550% of the aggregate principal amount of the Notes originally issued under this the Indenture (excluding Notes held by the Company, any direct or indirect parent of the Company and its SubsidiariesAffiliates) remains remain outstanding immediately after the occurrence of such redemptionredemption (unless all such Notes are redeemed substantially concurrently); and
(2B) the redemption occurs within 90 180 days of the date of the closing of such Equity Offering.
(b) At any time prior to May March 15, 20202028, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 10 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amountsinterest, if any, to to, but not including excluding, the date of redemptionredemption date, subject to the rights of Holders of the Notes on the a relevant record date to receive interest due on an Interest Payment Date occurring on or prior to the relevant interest payment redemption date.
(c) Except pursuant to Section 3.07(a), Section 3.07(bthe preceding paragraphs (a) and Section 3.10 hereof(b), the Notes will not be redeemable at the Company’s option prior to May March 15, 20202028.
(d) On or after May March 15, 20202028, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 10 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amountsinterest, if any, on the Notes redeemed, to to, but excluding, the applicable date of redemption, if redeemed during the twelve12-month period beginning on May March 15 of each of the years indicated below, subject to the rights of Holders of Notes on the a relevant record date to receive interest due on an Interest Payment Date occurring on or prior to the relevant interest payment redemption date: 2020 103.125 2028 103.688 % 2021 102.083 2029 101.844 % 2022 101.042 % 2023 2030 and thereafter 100.000 %
(e) % Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
. Notwithstanding the foregoing, in connection with any tender offer for the Notes, including a Change of Control Offer (fas defined below) Any or Asset Sale Offer (as defined in the Indenture), if Holders of not less than 90% in aggregate principal amount of the outstanding Notes validly tender and do not withdraw such Notes in such tender offer and the Company, or any third party making such tender offer in lieu of the Company, purchases all of the Notes validly tendered and not withdrawn by such Holders, the Company or such third party will have the right upon not less than 10 nor more than 60 days’ prior notice, given not more than 30 days following such purchase date, to redeem all Notes that remain outstanding following such purchase at a redemption pursuant to this Section 3.07 shall be made pursuant price equal to the provisions price offered to each other Holder (excluding any early tender or incentive fee) in such tender offer plus, to the extent not included in the tender offer payment, accrued and unpaid interest, if any, thereon, to, but excluding, the date of Sections 3.01 through 3.06 hereof such redemption. In connection with any redemption of the Notes (including with the net cash proceeds of an Equity Offering), any such redemption may, at the Company’s discretion, be given prior to the completion of a transaction (including an Equity Offering, an incurrence of Indebtedness, a Change of Control or other transaction) and any redemption notice may, in at the Company’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of a related transaction, and may include multiple amounts of Notes that may be redeemed and the conditions precedent applicable to such amounts. If such redemption is so subject to satisfaction of one or more conditions precedent, such notice shall describe each such condition, and if applicable, shall state that, in the Company’s discretion, the redemption date may be delayed until such time (including more than 60 days after the date the notice of redemption was mailed or delivered, including by electronic transmission) as any or all such conditions shall be satisfied, or such redemption may not occur and such notice may be rescinded in the event that any or all such conditions shall not have been satisfied by the redemption date, or by the redemption date as so delayed. In addition, the Company may provide in such notice that payment of the redemption price and performance of the Company’s obligations with respect to such redemption may be performed by another Person. If the optional redemption date is on or after a record date and on or before the corresponding interest payment date, the accrued and unpaid interest to, but excluding, the redemption date will be paid on the redemption date to the Holder in whose name the Note is registered at the close of business on such record date in accordance with the applicable procedures of DTC, and no additional interest will be payable to Holders whose Notes will be subject to redemption by the Company.
Appears in 1 contract