Common use of Exchange Upon Satisfaction of Trading Price Condition Clause in Contracts

Exchange Upon Satisfaction of Trading Price Condition. A Holder may surrender any of its Exchangeable Debentures for exchange during the five (5) consecutive Trading Day period following any five (5) consecutive Trading Days in which the Trading Price per $1,000 principal amount of Exchangeable Debentures (as determined following a reasonable request by a Holder of the Exchangeable Debentures) was less than 95% of the product of the Closing Sale Price of the Host REIT Common Stock during such period, multiplied by the Applicable Exchange Rate. The Trustee shall have no obligation to determine the Trading Price of the Exchangeable Debentures unless the Company shall have requested such determination, and the Company shall have no obligation to make such request unless a Holder provides the Company with reasonable evidence that the Trading Price per $1,000 principal amount of Exchangeable Debentures would be less than 95% of the product of the Closing Sale Price per share of Host REIT Common Stock and the Exchange Rate, whereupon the Company shall instruct the Trustee to determine the Trading Price of the Exchangeable Debentures beginning on the next Trading Day and on each successive Trading Day until the Trading Price per $1,000 principal amount of Exchangeable Debentures is greater than or equal to 95% of the product of the Closing Sale Price per share of Host REIT Common Stock and the Applicable Exchange Rate. If the Company does not, when it is obligated to, make a request to the Trustee to determine the Trading Price of the Exchangeable Debentures, or if the Company makes such request to the Trustee and the Trustee does not make such determination, then the Trading Price per $1,000 in principal amount of Exchangeable Debentures will be deemed to be less than 95% of the product of the Closing Sale Price of Host REIT Common Stock and the Applicable Exchange Rate.

Appears in 2 contracts

Samples: Indenture (Host Hotels & Resorts, Inc.), Indenture (Host Hotels & Resorts L.P.)

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Exchange Upon Satisfaction of Trading Price Condition. A Holder may surrender any of its Exchangeable Debentures for exchange during During the five (5) consecutive Trading Day period following any five (5) consecutive Trading Days in which the average of the Trading Price Prices per $1,000 principal amount of Exchangeable Debentures (as determined following a reasonable request by a Holder of the Exchangeable Debentures) Securities during such five consecutive Trading Day period was less than 95102% of the product of the average of Closing Sale Price Prices of the Host REIT Common Stock during for such period, multiplied by the average of the Applicable Exchange RateRates for each Trading Day in effect during such five consecutive Trading Day period. The Trustee shall have no obligation to determine the Trading Price of the Exchangeable Debentures Securities unless the Company Issuer shall have requested such determination, and the Company Issuer shall have no obligation to make such request unless a Holder provides the Company Issuer with reasonable evidence that the Trading Price per $1,000 principal amount of Exchangeable Debentures Securities would be less than 95102% of the product of the Closing Sale Price per share of Host REIT Common Stock and multiplied by the Applicable Exchange Rate, whereupon the Company Issuer shall instruct the Trustee to determine the Trading Price of the Exchangeable Debentures Securities beginning on the next Trading Day and on each successive Trading Day until the Trading Price per $1,000 principal amount of Exchangeable Debentures Securities is greater than or equal to 95102% of the product of the Closing Sale Price per share of Host REIT Common Stock and multiplied by the Applicable Exchange Rate. If the Company Issuer does not, when it is obligated to, make not request a request to determination from the Trustee to determine when so required by the Holders, the Trading Price of the Exchangeable Debentures, or if the Company makes such request to the Trustee and the Trustee does not make such determination, then the Trading Price per $1,000 in principal amount of Exchangeable Debentures will Securities shall be deemed to be less than 95102% of the product of the Closing Sale Price per share of Host REIT Common Stock and multiplied by the Applicable Exchange RateRate on each day that the Issuer fails to do so.

Appears in 1 contract

Samples: Registration Rights Agreement (Northstar Realty)

Exchange Upon Satisfaction of Trading Price Condition. A Holder may surrender any of its Exchangeable Debentures Notes for exchange during the five (5) consecutive Trading Business Day period following any five (5) consecutive Trading Days in which the Trading Price per $1,000 principal amount of Exchangeable Debentures Notes (as determined following a reasonable request by a Holder of the Exchangeable DebenturesNotes) on each Trading Day during such five Trading Day period was less than 95% of the product of the Closing Sale Price of the Host REIT Common Stock during on such periodTrading Day, multiplied by the Applicable Exchange RateRate on such Trading Day. The Trustee shall have no obligation to determine the Trading Price of the Exchangeable Debentures Notes unless the Company Issuer shall have requested such determination, and the Company Issuer shall have no obligation to make such request unless a Holder provides the Company Issuer with reasonable evidence that the Trading Price per $1,000 principal amount of Exchangeable Debentures Notes would be less than 95% of the product of the Closing Sale Price per share of Host REIT Common Stock on the relevant Trading Day and the Applicable Exchange RateRate on such Trading Day, whereupon the Company Issuer shall instruct the Trustee to determine the Trading Price of the Exchangeable Debentures Notes beginning on the next Trading Day and on each successive Trading Day until the Trading Price per $1,000 principal amount of Exchangeable Debentures is greater than or equal to 95% of the product of the Closing Sale Price per share of Host REIT Common Stock on the relevant Trading Day and the Applicable Exchange RateRate on such Trading Day. If the Company Issuer does not, when it is obligated to, make a request to not so instruct the Trustee to determine after a Holder of Notes provides the Trading Price of the Exchangeable Debentures, or if the Company makes such request to the Trustee and the Trustee does not make such determination, then Issuer with reasonable evidence that the Trading Price per $1,000 in principal amount of Exchangeable Debentures will be deemed to Notes would be less than 95% of the product of the Closing Sale Price per share of Host REIT Common Stock on the relevant Trading Day and the Applicable Exchange RateRate on such Trading Day, the Trading Price of the Notes on such Trading Day shall be deemed to be less than 95% of the Closing Sale Price on such Trading Day multiplied by the Applicable Exchange Rate on such Trading Day on each Trading Day the Issuer fails to do so.

Appears in 1 contract

Samples: Indenture (Strategic Hotels & Resorts, Inc)

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Exchange Upon Satisfaction of Trading Price Condition. A Holder may surrender any of its Exchangeable Debentures for exchange during the five (5) consecutive Trading Day period following any five (5) consecutive Trading Days in which the Trading Price per $1,000 principal amount of Exchangeable Debentures (as determined following a reasonable request by a Holder of the Exchangeable Debentures) was less than 95% of the product of the Closing Sale Price of the Host REIT Common Stock during such period, multiplied by the Applicable Exchange Rate. The Trustee shall have no obligation to determine the Trading Price of the Exchangeable Debentures unless the Company shall have requested such determination, and the Company shall have no obligation to make such request unless a Holder provides the Company with reasonable evidence that the Trading Price per $1,000 principal amount of Exchangeable Debentures would be less than 95% of the product of the Closing Sale Price per share of Host REIT Common Stock and the Exchange Rate, whereupon the Company shall instruct the Trustee to determine the Trading Price of the Exchangeable Debentures beginning on the next Trading Day and on each successive Trading Day until the Trading Price per $1,000 principal amount of Exchangeable Debentures is greater than or equal to 95% of the product of the Closing Sale Price per share of Host REIT Common Stock and the Applicable Exchange Rate. If the Company does not, when it is obligated to, make a request to the Trustee to determine the Trading Price of the Exchangeable Debentures, or if the Company makes such request to the Trustee and the Trustee does not make such determination, then the Trading Price per $1,000 in principal amount of Exchangeable Debentures will be deemed to be less than 95% of the product of the Closing Sale Price of Host REIT Common Stock and the Applicable Exchange Rate.

Appears in 1 contract

Samples: Host Hotels & Resorts, Inc.

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