Common use of Optional Redemption Clause in Contracts

Optional Redemption. (a) On and after March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTC, at the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth below, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offering.

Appears in 2 contracts

Sources: Indenture (Enduro SpA), Indenture (Emeco Parts Pty LTD)

Optional Redemption. Except as set forth in the next two succeeding paragraphs, the Notes are not subject to redemption prior to the Stated Maturity, and there is no sinking fund for the Notes. At any time or from time to time prior to May 15, 2029 (a) On and after March 31, 2020six months prior to the Stated Maturity of the Notes), the Issuer will be entitled may redeem, at its option to redeem option, all or a portion part of the Notes upon not less than 30 nor more than 60 days’ prior notice mailed or otherwise delivered (with a copy to each Holder in accordance with the applicable procedures Trustee) at a redemption price equal to the sum of DTC, at (i) 100% of the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth belowthereof, plus (ii) the Applicable Premium as of the date of redemption, plus (iii) accrued and unpaid interest to on the Notes, if any, to, but excluding, the date of redemption date (subject to the right of Holders holders of record on the relevant Interest Record Date falling on or prior to the record date of redemption to receive interest due on the relevant Interest Payment Dateinterest payment date). In addition, if redeemed during at any time on or after May 15, 2029 (six months prior to the 12-month period commencing on March 31 in Stated Maturity of the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020Notes), the Issuer will be entitled may redeem, at its option to redeem option, all or a portion part of the Notes upon not less than 30 nor more than 60 days’ prior notice delivered (with a copy to each Holder by mail or in accordance with the applicable procedures of DTC Trustee) at a redemption price equal to the sum of (i) 100% of the principal amount of the Notes being redeemed thereof, plus the Applicable Premium as of, and (ii) accrued and unpaid interest on the Notes, if any, to, but excluding, the applicable date of redemption date (subject to the right of Holders holders of record on the relevant Interest Record Date record date to receive interest due on the relevant Interest Payment Dateinterest payment date). (c) Any time prior . “Applicable Premium” means, with respect to March 31, 2020any Note on any date of redemption, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notesexcess, if any, as determined by the Issuer, of (a) in an aggregate principal amount not to exceed 35% the sum of the aggregate principal amount present values of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage remaining scheduled payments of principal amount thereof and interest on the Note (excluding accrued but unpaid interest to the date of redemption) through May 15, 2029 (six months prior to the Stated Maturity of 109.250%the Notes), discounted to the date of redemption on a semi-annual basis using a discount rate equal to the Treasury Rate as of such date of redemption plus accrued 50 basis points; over (b) the principal amount of the Note. “Treasury Rate” means, as of any redemption date, the yield to maturity as of such redemption date of United States Treasury securities with a constant maturity (as compiled and unpaid interest published in the most recent Federal Reserve Statistical Release H.15 (519) that has become publicly available at least two business days prior to the redemption date (subject or, if such Statistical Release is no longer published, any publicly available source of similar market data)) most nearly equal to the right period from the redemption date to May 15, 2029 (six months prior to the Stated Maturity of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment DateNotes), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that that if the period from the redemption date to May 15, 2029 (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after six months prior to the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date Stated Maturity of the closing Notes) is less than one year, the weekly average yield on actively traded United States Treasury securities adjusted to a constant maturity of such Equity Offering.one year will be used. Joint Book-Running Managers: RBC Capital Markets, LLC ▇▇▇▇▇▇▇ ▇▇▇▇▇ & Co. LLC SG Americas Securities, LLC Mizuho Securities USA LLC Citigroup Global Markets Inc. ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. LLC Barclays Capital Inc. BNP Paribas Securities Corp. Citizens Capital Markets, Inc. Deutsche Bank Securities Inc. NatWest Markets Securities Inc. Regions Securities LLC Co-Managers: Natixis Securities Americas LLC ▇. ▇▇▇▇▇▇▇ & Co., LLC ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ & Company, Inc. Trade Date: November 5, 2019 Settlement Date: November 7, 2019 (T+2). Ratings1: Ba3 (▇▇▇▇▇’▇) / BB- (S&P) / BB+ (Kroll)

Appears in 2 contracts

Sources: Underwriting Agreement (OneMain Holdings, Inc.), Underwriting Agreement (Springleaf Finance Corp)

Optional Redemption. Prior to the Par Call Date, the Company may redeem the Notes at its option, in whole or in part, at any time and from time to time at a redemption price (expressed as a percentage of principal amount and rounded to three decimal places) equal to the greater of (1) (a) On and after March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion sum of the Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with present values of the applicable procedures of DTC, at the redemption prices (expressed in percentages remaining scheduled payments of principal amount thereof on the redemption date) set forth below, plus accrued and unpaid interest thereon discounted to the redemption date (subject to assuming the right of Holders of record Notes matured on the relevant Interest Record Date falling Par Call Date) on or prior a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 20 basis points less (b) interest accrued to the date of redemption to receive interest due on and (2) 100% of the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion principal amount of the Notes upon not less than 30 nor more than 60 days’ notice delivered being redeemed, plus, in either case, accrued and unpaid interest thereon to each Holder by mail the redemption date. On or after the Par Call Date, the Company may redeem the Notes in whole or in accordance with the applicable procedures of DTC part, at any time and from time to time, at its option, at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%redeemed, plus accrued and unpaid interest thereon to the redemption date date. Notes in denominations larger than $2,000 principal amount may be redeemed in part but only in whole multiples of $1,000. If money sufficient to pay the redemption price of, which shall include accrued interest on, all Notes (subject or portions thereof) to the right of Holders of record be redeemed on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), redemption date is deposited with the Net Cash Proceeds from one Paying Agent on or more Equity Offerings by before the Parent Guarantor; providedredemption date and certain other conditions are satisfied, however, that (1) at least 65% of on and after such aggregate principal amount of date interest ceases to accrue on such Notes (which includes Additional Notes, if anyor such portions thereof) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offeringcalled for redemption.

Appears in 2 contracts

Sources: Third Supplemental Indenture (Labcorp Holdings Inc.), Second Supplemental Indenture (Labcorp Holdings Inc.)

Optional Redemption. (a) On and after March 31Except pursuant to clause (b) or (d) of this Section 3.07, 2020the Notes will not be redeemable at the Issuer’s option prior to April 15, 2028 (the “Par Call Date”). (b) At any time prior to the Par Call Date, the Issuer will be entitled may, at its option to option, on one or more occasions redeem all or a portion part of the Notes, upon notice as set forth in Section 3.03 hereof at a redemption price equal to the greater of (i) 100.0% of the principal amount of Notes upon redeemed or (ii) the sum, as calculated by the Issuer, of the present values of the remaining scheduled payments of principal and interest on the Notes being redeemed (assuming that such Notes matured on the Par Call Date), exclusive of interest accrued to, but not less than 30 nor more than 60 days’ notice mailed or otherwise delivered including, the Redemption Date, discounted to each Holder in accordance with the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at a rate equal to the sum of the applicable procedures Treasury Rate plus 30 basis points (any excess of DTCthe amount described in this clause (ii) over the amount described in clause (i), at the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth below“Make-Whole Premium”), plus accrued and unpaid interest to interest, if any, to, but not including, the redemption date (Redemption Date, subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020On and after the Par Call Date, the Issuer will be entitled may, at its option option, redeem the Notes, in whole or in part, on one or more occasions occasions, upon notice in accordance with Section 3.03 hereof, at a redemption price equal to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35100.0% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%to be redeemed, plus accrued and unpaid interest to interest, if any, to, but not including, the redemption date (Redemption Date, subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that. (1d) at least 65In connection with any Change of Control Offer or other tender offer to purchase all of the Notes, if Holders of not less than 90.00% of such the aggregate principal amount of the then outstanding Notes validly tender and do not validly withdraw such Notes in such Change of Control Offer or other tender offer and the Issuer purchases, or any third party making such Change of Control Offer or other 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 notice, given not more than 60 days following such purchase date, to redeem all Notes that remain outstanding following such purchase at a price equal to (which includes Additional Notesx) in the case of a Change of Control Offer, 101.0% of the principal amount thereof and (y) in the case of any other tender offer, the price offered to Holders in such other tender offer, plus, in the case of each of clauses (x) and (y), to the extent not included in the Change of Control Offer or other tender offer payment, accrued and unpaid interest, if any, thereon, to the Redemption Date (subject to the right of the 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). (e) remains outstanding immediately after Any redemption pursuant to this Section 3.07 shall be made pursuant to the occurrence provisions of each such Sections 3.01 through 3.06 hereof. (f) In addition to any redemption (other than pursuant to this Section 3.07, the Notes held by the Parent Guarantor Issuer or its Subsidiaries); and (2) each Affiliates may at any time and from time to time purchase Notes. Any such redemption occurs within 90 days after purchases may be made through open market purchases or privately negotiated transactions or pursuant to one or more tender offers or otherwise, upon such terms and conditions and at such prices or other consideration as the date of the closing of Issuer or any such Equity OfferingAffiliate may determine.

Appears in 2 contracts

Sources: Indenture (Benefit Holding, Inc.), Indenture (Iqvia Holdings Inc.)

Optional Redemption. (a) On and after March 31The provisions of Article Eleven of the Indenture shall apply to this Note, 2020, as supplemented or amended by the Issuer following paragraphs. The Notes will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTCredeemable, at the redemption prices (expressed Operating Partnership’s sole option, in percentages of principal amount thereof on the redemption date) set forth belowwhole at any time or in part from time to time, plus accrued and unpaid interest in each case prior to September 15, 2026, for cash, at a Redemption Price equal to the redemption date greater of (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b1) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes to be redeemed or (which includes Additional Notes2) an amount equal to the sum of the present values of the remaining scheduled payments of principal of and interest on the Notes to be redeemed, not including any portion of the payments of interest accrued to, but not including, such Redemption Date, discounted to such Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 0.500%, plus, in each case (1) and (2), accrued and unpaid interest, if any) originally issued , on the principal amount of the Notes to be redeemed to, but not including, such Redemption Date. In addition, at any time on or after September 15, 2026, the Notes will be redeemable, at the Operating Partnership’s sole option, in whole at any time or in part from time to time, for cash, at a redemption price (expressed as a percentage Redemption Price equal to 100% of the aggregate principal amount thereof on of the date of redemption) of 109.250%, Notes to be redeemed plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record interest, if any, on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by to be redeemed to, but not including, such Redemption Date. Notwithstanding the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date foregoing, interest will be payable to Holders of the closing of Notes on the Regular Record Date applicable to an interest payment date falling on or before such Equity Offering.Redemption Date. The following definitions will apply with respect to the foregoing:

Appears in 2 contracts

Sources: Note (CBL & Associates Limited Partnership), Note Agreement (CBL & Associates Limited Partnership)

Optional Redemption. (a) On and after March 31Except pursuant to clause (b) or (d) of Section 3.07 of the Indenture, 2020the Notes will not be redeemable at the Issuer’s option prior to April 15, 2028 (the “Par Call Date”). (b) At any time prior to the Par Call Date, the Issuer will be entitled may, at its option to option, on one or more occasions redeem all or a portion part of the Notes, upon notice as set forth in Section 3.03 of the Indenture, at a redemption price equal to the greater of (i) 100.0% of the principal amount of the Notes upon to be redeemed or (ii) the sum, as calculated by the Issuer, of the present values of the remaining scheduled payments of principal and interest on the Notes being redeemed (assuming that such Notes matured on the Par Call Date), exclusive of interest accrued to, but not less than 30 nor more than 60 days’ notice mailed or otherwise delivered including, the Redemption Date, discounted to each Holder in accordance with the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at a rate equal to the sum of the applicable procedures Treasury Rate plus 30 basis points (any excess of DTCthe amount described in this clause (ii) over the amount described in clause (i), at the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth below“Make-Whole Premium”), plus accrued and unpaid interest to interest, if any, to, but not including, the redemption date (Redemption Date, subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020On and after the Par Call Date, the Issuer will be entitled may, at its option option, redeem the Notes, in whole or in part, on one or more occasions occasions, upon notice in accordance with Section 3.03 of the Indenture, at a redemption price equal to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35100.0% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%to be redeemed, plus accrued and unpaid interest to interest, if any, to, but not including, the redemption date (Redemption Date, subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that. (1d) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such Any redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date pursuant to Section 3.07 of the closing Indenture shall be made pursuant to the provisions of such Equity OfferingSections 3.01 through 3.06 of the Indenture.

Appears in 2 contracts

Sources: Indenture (Benefit Holding, Inc.), Indenture (Iqvia Holdings Inc.)

Optional Redemption. (a) On and after March 31At any time prior to April 15, 20202017, the Issuer will be entitled at its option to Company may on any one or more occasions redeem all or a portion part of the Notes Notes, upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTCnotice, at the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth below, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC at a redemption price equal to 100% of the principal amount of the Notes being redeemed redeemed, plus the Applicable Premium as of, and accrued and unpaid interest toto the date of redemption, the applicable redemption date (subject to the right rights of Holders holders of the Notes on the relevant Interest Record Date record date to receive interest due on the relevant Interest Payment Date)interest payment date. Except pursuant to this paragraph, the Notes will not be redeemable at the Company’s option prior to April 15, 2017. (b) On or after April 15, 2017, 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, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on April 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: Year Percentage 2017 115 % 2018 110 % 2019 105 % 2020 and thereafter 102.5 % (c) Any time prior If less than all of the Notes are to March 31, 2020be redeemed, the Issuer Notes or portions thereof to be redeemed will be entitled selected in accordance with DTC procedures. (d) No Notes of $2,000 or less (or, in case of PIK Notes, $1.00 or less) shall be redeemed in part. Notices of redemption shall be given at least 30 days before the redemption date to each holder of Notes to be redeemed at its option registered address. If any Note is to be redeemed in part only, the notice of redemption that relates to that Note shall state the portion of the principal amount thereof to be redeemed. Notes called for redemption become due on one or more occasions the date fixed for redemption. On and after the redemption date, interest ceases to redeem accrue on the Notes or portions of them called for redemption. (which includes Additional Notese) The Company may at any time, if anyand from time to time, purchase Notes in the open market or otherwise, subject to (i) compliance with applicable securities laws, and, (ii) during the Non-Cash Pay Period, the consent of a majority in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the outstanding Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings beneficially owned by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date all of the closing of such Equity OfferingDesignated Noteholders.

Appears in 2 contracts

Sources: Indenture (Nuverra Environmental Solutions, Inc.), Indenture (Nuverra Environmental Solutions, Inc.)

Optional Redemption. (a) On and after March 31Except pursuant to clause (b) or (d) of Section 3.07 of the Indenture, 2020the Notes will not be redeemable at the Issuer’s option prior to January 1, 2029 (the “Par Call Date”). (b) At any time prior to the Par Call Date, the Issuer will be entitled may, at its option to option, on one or more occasions redeem all or a portion part of the Notes, upon notice as set forth in Section 3.03 of the Indenture, at a redemption price equal to the greater of (i) 100.0% of the principal amount of the Notes upon to be redeemed or (ii) the sum, as calculated by the Issuer, of the present values of the remaining scheduled payments of principal and interest on the Notes being redeemed (assuming that such Notes matured on the Par Call Date), exclusive of interest accrued to, but not less than 30 nor more than 60 days’ notice mailed or otherwise delivered including, the Redemption Date, discounted to each Holder in accordance with the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at a rate equal to the sum of the applicable procedures Treasury Rate plus 30 basis points (any excess of DTCthe amount described in this clause (ii) over the amount described in clause (i), at the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth below“Make-Whole Premium”), plus accrued and unpaid interest to interest, if any, to, but not including, the redemption date (Redemption Date, subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020On and after the Par Call Date, the Issuer will be entitled may, at its option option, redeem the Notes, in whole or in part, on one or more occasions occasions, upon notice in accordance with Section 3.03 of the Indenture, at a redemption price equal to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35100.0% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%to be redeemed, plus accrued and unpaid interest to interest, if any, to, but not including, the redemption date (Redemption Date, subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that. (1d) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such Any redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date pursuant to Section 3.07 of the closing Indenture shall be made pursuant to the provisions of such Equity OfferingSections 3.01 through 3.06 of the Indenture.

Appears in 2 contracts

Sources: Indenture (Benefit Holding, Inc.), Indenture (Iqvia Holdings Inc.)

Optional Redemption. (a) On and after March 31Except pursuant to clause (b) or (d) of this Section 3.07, 2020the Notes will not be redeemable at the Issuer’s option prior to January 1, 2029 (the “Par Call Date”). (b) At any time prior to the Par Call Date, the Issuer will be entitled may, at its option to option, on one or more occasions redeem all or a portion part of the Notes, upon notice as set forth in Section 3.03 hereof at a redemption price equal to the greater of (i) 100.0% of the principal amount of Notes upon redeemed or (ii) the sum, as calculated by the Issuer, of the present values of the remaining scheduled payments of principal and interest on the Notes being redeemed (assuming that such Notes matured on the Par Call Date), exclusive of interest accrued to, but not less than 30 nor more than 60 days’ notice mailed or otherwise delivered including, the Redemption Date, discounted to each Holder in accordance with the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at a rate equal to the sum of the applicable procedures Treasury Rate plus 30 basis points (any excess of DTCthe amount described in this clause (ii) over the amount described in clause (i), at the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth below“Make-Whole Premium”), plus accrued and unpaid interest to interest, if any, to, but not including, the redemption date (Redemption Date, subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020On and after the Par Call Date, the Issuer will be entitled may, at its option option, redeem the Notes, in whole or in part, on one or more occasions occasions, upon notice in accordance with Section 3.03 hereof, at a redemption price equal to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35100.0% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%to be redeemed, plus accrued and unpaid interest to interest, if any, to, but not including, the redemption date (Redemption Date, subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that. (1d) at least 65In connection with any Change of Control Offer or other tender offer to purchase all of the Notes, if Holders of not less than 90.00% of such the aggregate principal amount of the then outstanding Notes validly tender and do not validly withdraw such Notes in such Change of Control Offer or other tender offer and the Issuer purchases, or any third party making such Change of Control Offer or other 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 notice, given not more than 60 days following such purchase date, to redeem all Notes that remain outstanding following such purchase at a price equal to (which includes Additional Notesx) in the case of a Change of Control Offer, 101.0% of the principal amount thereof and (y) in the case of any other tender offer, the price offered to Holders in such other tender offer, plus, in the case of each of clauses (x) and (y), to the extent not included in the Change of Control Offer or other tender offer payment, accrued and unpaid interest, if any, thereon, to the Redemption Date (subject to the right of the 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). (e) remains outstanding immediately after Any redemption pursuant to this Section 3.07 shall be made pursuant to the occurrence provisions of each such Sections 3.01 through 3.06 hereof. (f) In addition to any redemption (other than pursuant to this Section 3.07, the Notes held by the Parent Guarantor Issuer or its Subsidiaries); and (2) each Affiliates may at any time and from time to time purchase Notes. Any such redemption occurs within 90 days after purchases may be made through open market purchases or privately negotiated transactions or pursuant to one or more tender offers or otherwise, upon such terms and conditions and at such prices or other consideration as the date of the closing of Issuer or any such Equity OfferingAffiliate may determine.

Appears in 2 contracts

Sources: Indenture (Benefit Holding, Inc.), Indenture (Iqvia Holdings Inc.)

Optional Redemption. (a) On At any time and after March 31, 2020from time to time prior to the First Call Date, the Issuer will be entitled at its option to Issuers may redeem all or a portion part of the Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered at a redemption price, calculated by the Issuer, equal to each Holder in accordance with the greater of: (1)(A) the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the applicable procedures redemption date (assuming the Notes matured on the First Call Date) on a semi-annual basis (assuming a 360-day year consisting of DTCtwelve 30-day months) at the Treasury Rate plus 50 basis points less (B) interest accrued to the applicable date of redemption, and (2) 100% of the principal amount of the Notes to be redeemed, plus, in either case, accrued and unpaid interest thereon to, but excluding, 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). The Trustee shall have no duty to calculate or verify the Issuers’ calculations of the redemption premium. (b) On or after the First Call Date, the Issuers may redeem the Notes at their option, in whole or in part, at any time and from time to time, at the following redemption prices (expressed in percentages as a percentage of the principal amount thereof on of the redemption date) set forth belowNotes to be redeemed), plus accrued and unpaid interest to thereon to, but excluding, the applicable redemption date (subject to the right rights of Holders of record Notes on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in April 15 of the years set forth in the table below: 2020 104.625 2027 104.8750% 2021 2028 102.4375% 2029 and thereafter 100.000 100.0000% (b) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any Notwithstanding the foregoing, at any time and from time to time on or prior to March 31, 2020the First Call Date, the Issuer will be entitled at its option on one or more occasions Issuers may redeem in the aggregate up to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 3540% of the original aggregate principal amount of the Notes (which includes calculated after giving effect to any issuance of Additional Notes) with the net cash proceeds of one or more Equity Offerings (1) by the Issuer or (2) by any direct or indirect parent of the Issuer, if anyin each case to the extent the net cash proceeds thereof are contributed to the common equity capital of the Issuer or used to purchase Capital Stock (other than Disqualified Stock) originally issued of the Issuer from it, at a redemption price (expressed as a percentage of the principal amount thereof on the date of redemptionthereof) of 109.250109.750%, plus accrued and unpaid interest to thereon to, but excluding, the applicable redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) that at least 6550% of such the original aggregate principal amount of the Notes (which includes calculated after giving effect to any issuance of Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries)redemption; and (2) each provided, further, that such redemption occurs shall occur within 90 120 days after the date on which any such Equity Offering is consummated upon not less than 10 nor more than 60 days’ notice mailed (or electronically transmitted) to each Holder of Notes being redeemed and otherwise in accordance with the procedures set forth in this Indenture. (d) Any redemption notice may, at the Issuers’ discretion, be subject to one or more conditions precedent, including completion of an Equity Offering or other corporate transaction. (e) Except pursuant to clauses (a), (b) and (c) of this Section 3.07, the Notes will not be redeemable at the Issuers’ option prior to the maturity date of the closing Notes. (f) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of such Equity OfferingSections 3.01 through 3.06.

Appears in 2 contracts

Sources: Indenture (Compass, Inc.), Indenture (Anywhere Real Estate Group LLC)

Optional Redemption. On or after May 14, 2026 and prior to the 2036 Notes Interest Reset Date, the Issuer may redeem the 2036 Notes at its option, in whole or in part, at any time and from time to time, at a redemption price (expressed as a percentage of principal amount and rounded to three decimal places) equal to the greater of: (a) On and after March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion sum of the Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with present values of the applicable procedures of DTC, at the redemption prices (expressed in percentages remaining scheduled payments of principal amount thereof on the redemption date) set forth below, plus accrued and unpaid interest thereon discounted to the redemption date (subject to assuming the right of Holders of record 2036 Notes matured on the relevant 2036 Notes Interest Record Date falling Reset Date) on or prior a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 15 basis points less (b) interest accrued to the date of redemption; and • 100% of the principal amount of the 2036 Notes to be redeemed, plus, in either case, accrued and unpaid interest thereon to the redemption date. On the 2036 Notes Interest Reset Date, the 2036 Notes will be redeemable in whole but not in part, or on or after August 14, 2036 (three months prior to receive interest due on the relevant Interest Payment 2036 Notes Stated Maturity Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail whole or in accordance with the applicable procedures of DTC part, at any time and from time to time, at a redemption price equal to 100% of the principal amount of the 2036 Notes being to be redeemed, plus accrued and unpaid interest thereon to the redemption date, upon not less than 10 nor more than 60 days’ prior notice given to the holders of the Notes to be redeemed. If less than all of any series of Notes are to be redeemed, the Notes to be redeemed will be selected in accordance with the procedures of the Depositary; provided, however, that no Notes of a principal amount of $2,000 or less shall be redeemed in part. Notice of any redemption will be electronically delivered or mailed (or otherwise transmitted in accordance with the Depositary’s procedures) at least 10 but not more than 60 days before the redemption date to each holder of the Notes to be redeemed. Once notice of redemption is electronically delivered or mailed, the Notes called for redemption will become due and payable on the redemption date and at the applicable redemption price, plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020but not including, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offeringdate.

Appears in 1 contract

Sources: First Supplemental Indenture (Schwab Charles Corp)

Optional Redemption. (a) On and after March 31, 2020Prior to the Par Call Date, the Issuer will be entitled at its option to Issuers may redeem all or part of the Notes, after having sent a portion notice of redemption as described in Section 3.03 of the Original Indenture (except that, for the purposes of the Notes issued under this Fourteenth Supplemental Indenture, such notice shall be required to be sent upon not less than 15 nor more than 45 days’ notice, rather than upon not less than 30 days nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTCnotice), at a redemption price equal to the greater of (i) 100% of the principal amount of Notes and (ii) the sum of the present value at such redemption prices (expressed in percentages date of all remaining scheduled payments of principal amount thereof and interest on such Note through the redemption date) set forth below, plus Par Call Date (excluding accrued and but unpaid interest to the redemption date), discounted to the date (of redemption using a discount rate equal to the Treasury Rate plus 15 basis points, plus, in each case, accrued and unpaid interest, if any, to, but not including, the redemption date, subject to the right of Holders holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %. (b) Prior to March 31, 2020On or after the Par Call Date, the Issuer will Notes may be entitled redeemed at its option the Issuers’ option, at any time in whole or from time to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or time in accordance with the applicable procedures of DTC part, at a redemption price equal to 100% of the principal amount of the Notes being redeemed redeemed, plus the Applicable Premium as of, and accrued and unpaid interest interest, if any, to, but not including, the applicable redemption date (date, subject to the right of Holders holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offering.

Appears in 1 contract

Sources: Supplemental Indenture (AerCap Holdings N.V.)

Optional Redemption. At the Issuer’s option, the Issuer may redeem the Notes, in whole or in part, at any time prior to the Par Call Date, on at least 10 days’, but no more than 60 days’, prior written notice mailed (aor otherwise delivered in accordance with the Applicable Procedures) On and after March 31, 2020to the registered holders of the Notes to be redeemed. Upon redemption of the Notes, the Issuer will be entitled at its option pay a redemption price as calculated by a Reference Treasury Dealer selected by the Issuer equal to redeem all or a portion the greater of: (1) 100% of the principal amount of the Notes upon to be redeemed; and (2) the sum of the present values of the remaining scheduled payments of principal and interest on the Notes to be redeemed that would be due if the Notes matured on the Par Call Date (not less than 30 nor more than 60 days’ notice mailed or otherwise delivered including any portion of such payments of interest accrued as of the redemption date), discounted to each Holder in accordance with the applicable procedures redemption date on a semi-annual basis, assuming a 360-day year consisting of DTCtwelve 30-day months, at the redemption prices Adjusted Treasury Rate plus 30 basis points (expressed any excess of this clause (2) over clause (1) above being referred to as the “Make-Whole Premium”); in percentages of principal amount thereof on the redemption date) set forth below, each case plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment principal amount of the Notes being redeemed. The Trustee will not be responsible for such calculation. At any time on or after the Par Call Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled may redeem the Notes, in whole or in part, on at its option to redeem all or a portion of the Notes upon not less than 30 nor least 10 days’, but no more than 60 days’, prior written notice mailed (or otherwise delivered to each Holder by mail or in accordance with the applicable procedures Applicable Procedures) to the registered holders of DTC the Notes to be redeemed, at a redemption price equal to 100% of the principal amount of the Notes being to be redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the date of redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offeringbeing redeemed.

Appears in 1 contract

Sources: Third Supplemental Indenture (Allegion PLC)

Optional Redemption. (a) On and after March 31, 2020Subject to Section 1.02 hereof, the Issuer will be entitled at its option to redeem all or a portion provisions of Article IX of the Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with Base Indenture, as supplemented by the applicable procedures provisions of DTCthis Supplemental Indenture, at the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth below, plus accrued and unpaid interest shall apply to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %Notes. (b) Prior to March 31January 14, 20202032 (the date that is three months prior to the Stated Maturity) (the “Par Call Date”), the Issuer will be entitled Company may redeem the Notes, at its option option, in whole or in part, at any time and from time to redeem all or time, at a portion Redemption Price (expressed as a percentage of principal amount and rounded to three decimal places) equal to the greater of: (i) (x) the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the Redemption Date for such Notes (assuming the Notes to be redeemed matured on the Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 25 basis points less (y) interest accrued on the Notes to the Redemption Date, and (ii) 100% of the principal amount of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail be redeemed, plus, in either case, accrued and unpaid interest thereon to the Redemption Date for such Notes. (c) On or after the Par Call Date, the Company may redeem the Notes, in whole or in accordance with the applicable procedures of DTC part, at any time and from time to time, at a redemption price Redemption Price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject thereon to the right of Holders on the relevant Interest Record Redemption Date to receive interest due on the relevant Interest Payment Date)for such Notes. (cd) Any time prior to March 31, 2020, the Issuer Notice of any redemption will be entitled at its option on one mailed or more occasions to redeem the Notes electronically delivered (which includes Additional Notes, if any) or otherwise transmitted in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), accordance with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1Depository’s procedures) at least 65% of such aggregate principal amount 10 days but not more than 60 days before the Redemption Date to each Holder of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); andto be redeemed. (2e) each such redemption occurs within 90 days after The following terms have the date of the closing of such Equity Offering.meanings given to them in this Section 4.01(e):

Appears in 1 contract

Sources: Fourth Supplemental Indenture (Take Two Interactive Software Inc)

Optional Redemption. (a) On and after March 31, 2020Prior to the Par Call Date, the Issuer will be entitled at its option to Issuers may redeem all or part of the Notes, after having sent a portion notice of redemption as described in Section 3.03 of the Original Indenture (except that, for the purposes of the Notes issued under this Twenty-Fifth Supplemental Indenture, such notice shall be required to be sent upon not less than 15 nor more than 45 days’ notice, rather than upon not less than 30 days nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTCnotice), at a redemption price equal to the greater of (i) 100% of the principal amount of Notes being redeemed and (ii) the sum of the present value at such redemption prices (expressed in percentages date of all remaining scheduled payments of principal amount thereof and interest on such Notes through the redemption date) set forth below, plus Par Call Date (excluding accrued and but unpaid interest to the redemption date), discounted to the date (of redemption using a discount rate equal to the Treasury Rate plus 50 basis points, plus, in each case, accrued and unpaid interest, if any, to, but not including, the redemption date, subject to the right of Holders holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %. (b) Prior to March 31, 2020On or after the Par Call Date, the Issuer will Notes may be entitled redeemed at its option the Issuers’ option, at any time in whole or from time to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or time in accordance with the applicable procedures of DTC part, at a redemption price equal to 100% of the principal amount of the Notes being redeemed redeemed, plus the Applicable Premium as of, and accrued and unpaid interest interest, if any, to, but not including, the applicable redemption date (date, subject to the right of Holders holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offering.

Appears in 1 contract

Sources: Supplemental Indenture (AerCap Holdings N.V.)

Optional Redemption. (a) On Except as provided in this Section 5 and after March 31Section 6, 2020this Note is not redeemable until May 1, 2017. (b) At any time prior to May 1, 2017, the Issuer will be entitled may on any one or more occasions redeem up to 40% of the original principal amount of the Notes (including the original principal amount of any Additional Notes), upon not less than 10 nor more than 60 days’ notice, with funds in an aggregate amount not exceeding the Net Proceeds of one or more Equity Offerings at its option a redemption price of 107.125% of the principal amount of the Notes so redeemed, plus accrued and unpaid interest and Additional Amounts, 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; provided that: (1) at least 60% of the original principal amount of the Notes (including the original principal amount of any Additional Notes) issued under this Indenture remain outstanding after each such redemption; and (2) the redemption occurs within 180 days after the closing of such Equity Offering. (c) At any time prior to May 1, 2017, the Issuer may redeem all or a portion or, from time to time, part of the Notes upon not less than 30 10 nor more than 60 days’ notice mailed or otherwise delivered at a redemption price equal to each Holder in accordance with 100% of the applicable procedures of DTC, at the redemption prices (expressed in percentages of principal amount thereof on of the redemption date) set forth belowNotes, plus the Applicable Premium plus accrued and unpaid interest to and Additional Amounts, if any, to, but not including, the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the record date of redemption to receive interest due on the relevant Interest Payment Dateinterest payment date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %. (bd) Prior to March 31On and after May 1, 20202017, the Issuer will be entitled at its option to may redeem all or a portion or, from time to time, part of the Notes upon not less than 30 10 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with notice, at the applicable procedures of DTC at a following redemption price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price prices (expressed as a percentage of principal amount thereof on the date of redemptionamount) of 109.250%, plus accrued and unpaid interest to and Additional Amounts, if any, to, but not including, the redemption date (subject to the right of Holders of record on the relevant Interest Record Date record date to receive interest due on the relevant Interest Payment Dateinterest payment date), with if redeemed during the Net Cash Proceeds from twelve-month period beginning on May 1 of the years indicated below: 2017 103.563 % 2018 101.782 % 2019 and thereafter 100.000 % Any such redemption and notice may, in the Issuer’s discretion, be subject to the satisfaction or one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offeringconditions precedent.

Appears in 1 contract

Sources: Indenture (Kleopatra Holdings 2 S.C.A.)

Optional Redemption. (a) On and after March 31, 2020Subject to Section 1.02 hereof, the Issuer will be entitled at its option to redeem all or a portion provisions of Article IX of the Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with Base Indenture, as supplemented by the applicable procedures provisions of DTCthis Supplemental Indenture, at the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth below, plus accrued and unpaid interest shall apply to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %Notes. (b) Prior to March 31February 28, 20202028 (the date that is one month prior to the Stated Maturity) (the “Par Call Date”), the Issuer will be entitled Company may redeem the Notes, at its option option, in whole or in part, at any time and from time to redeem all or time, at a portion Redemption Price (expressed as a percentage of principal amount and rounded to three decimal places) equal to the greater of: (i) (x) the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the Redemption Date for such Notes (assuming the Notes to be redeemed matured on the Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 25 basis points less (y) interest accrued on the Notes to the Redemption Date, and (ii) 100% of the principal amount of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail be redeemed, plus, in either case, accrued and unpaid interest thereon to the Redemption Date for such Notes. (c) On or after the Par Call Date, the Company may redeem the Notes, in whole or in accordance with the applicable procedures of DTC part, at any time and from time to time, at a redemption price Redemption Price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject thereon to the right of Holders on the relevant Interest Record Redemption Date to receive interest due on the relevant Interest Payment Date)for such Notes. (cd) Any time prior to March 31, 2020, the Issuer Notice of any redemption will be entitled at its option on one mailed or more occasions to redeem the Notes electronically delivered (which includes Additional Notes, if any) or otherwise transmitted in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), accordance with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1Depository’s procedures) at least 65% of such aggregate principal amount 10 days but not more than 60 days before the Redemption Date to each Holder of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); andto be redeemed. (2e) each such redemption occurs within 90 days after The following terms have the date of the closing of such Equity Offering.meanings given to them in this Section 4.01(e):

Appears in 1 contract

Sources: Senior Notes Indenture (Take Two Interactive Software Inc)

Optional Redemption. (a) On and after March 31, 2020Except as set forth below, the Issuer will not be entitled to redeem Notes at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTC, at the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth below, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Maturity Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %. (b) Prior to March 311, 20202028, the Issuer Notes will be entitled redeemable, at its option the Issuer’s option, at any time in whole or from time to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or time in accordance with the applicable procedures of DTC part, at a redemption redemption, or “make-whole,” price equal to the greater of: (i) 100% of the aggregate principal amount of the Notes being redeemed plus the Applicable Premium as ofto be redeemed, and (ii) an amount equal to the sum of the present value of (A) the payment on March 1, 2028 of the principal of the Notes to be redeemed and (B) the payment of the remaining scheduled payments through March 1, 2028 of interest on the Notes to be redeemed (excluding accrued and unpaid interest to, to the applicable date of redemption date (the “Redemption Date”) and subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with in each case discounted from their scheduled date of payment to the Net Cash Proceeds Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using a discount rate equal to the Treasury Rate plus 50 basis points plus, in each of the above cases, accrued and unpaid interest, if any, to such Redemption Date. On and after March 1, 2028, the Notes will be redeemable, at the Issuer’s option, at any time in whole or from time to time in part, at a redemption price equal to 100% of the principal amount of such Notes plus accrued and unpaid interest, if any, to such Redemption Date. (c) Any notice of any redemption may be given prior to the redemption thereof, and any such redemption or notice may, at the Issuer’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of an Equity Offerings by the Parent Guarantor; provided, however, thatOffering or other corporate transaction. (1d) at least 65% If the Issuer redeems less than all of such aggregate principal amount of Notes (which includes Additional the outstanding Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than Registrar and Paying Agent shall select the Notes held by to be redeemed in the Parent Guarantor or its Subsidiaries); andmanner described under Section 3.02 of the Twentieth Supplemental Indenture. (2e) each such Any redemption occurs within 90 days after pursuant to this paragraph 5 shall be made pursuant to the date provisions of Sections 3.01 through 3.06 of the closing of such Equity OfferingTwentieth Supplemental Indenture.

Appears in 1 contract

Sources: Supplemental Indenture (HCA Healthcare, Inc.)

Optional Redemption. (a) On and after March 31The provisions of Article Eleven of the Indenture shall apply to this Note, 2020, as supplemented or amended by the Issuer following paragraphs. The Notes will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTCredeemable, at the redemption prices (expressed Operating Partnership’s sole option, in percentages of principal amount thereof on the redemption date) set forth belowwhole at any time or in part from time to time, plus accrued and unpaid interest in each case prior to July 15, 2024, for cash, at a Redemption Price equal to the redemption date greater of (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b1) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes to be redeemed or (which includes Additional Notes2) an amount equal to the sum of the present values of the remaining scheduled payments of principal of and interest on the Notes to be redeemed, not including any portion of the payments of interest accrued to, but not including, such Redemption Date, discounted to such Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 0.35%, plus, in each case (1) and (2), accrued and unpaid interest, if any) originally issued , on the principal amount of the Notes to be redeemed to, but not including, such Redemption Date. In addition, at any time on or after July 15, 2024, the Notes will be redeemable, at the Operating Partnership’s sole option, in whole at any time or in part from time to time, for cash, at a redemption price (expressed as a percentage Redemption Price equal to 100% of the aggregate principal amount thereof on of the date of redemption) of 109.250%, Notes to be redeemed plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record interest, if any, on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by to be redeemed to, but not including, such Redemption Date. Notwithstanding the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date foregoing, interest will be payable to Holders of the closing of Notes on the Regular Record Date applicable to an interest payment date falling on or before such Equity Offering.Redemption Date. The following definitions will apply with respect to the foregoing:

Appears in 1 contract

Sources: Global Security Note (CBL & Associates Limited Partnership)

Optional Redemption. Except as set forth below in this Paragraph 7 or under Paragraphs 8, 10 and 11, none of the Notes will be redeemable prior to October 15, 2034. Prior to October 15, 2034 (the “Par Call Date”), the Issuer may redeem the Notes at its option, in whole or in part, at any time and from time to time, at a redemption price (expressed as a percentage of principal amount and rounded to three decimal places) equal to the greater of (a) On and after March 31, 2020, 100% of the Issuer will be entitled at its option to redeem all or a portion principal amount of the Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with be redeemed and (b) (i) the applicable procedures sum of DTC, the present values of the remaining scheduled payments of principal and interest thereon discounted to the redemption date (assuming the Notes to be redeemed are scheduled to mature on the Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the redemption prices Treasury Rate plus 15 basis points less (expressed ii) interest accrued to the date of redemption, plus, in percentages of principal amount thereof on the redemption date) set forth beloweither case, plus accrued and unpaid interest to thereon and Additional Amounts, if any, to, but excluding, the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the record date of redemption to receive interest due on the relevant Interest Payment interest payment date). On or after the Par Call Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled at its option to may redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail Notes, in whole or in accordance with the applicable procedures of DTC part, at any time and from time to time, at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%redeemed, plus accrued and unpaid interest to and Additional Amounts, if any, thereon, to, but excluding, the redemption date Redemption Date (subject to the right of Holders of record on the relevant Interest Record Date record date to receive interest due on the relevant Interest Payment Dateinterest payment date). The Issuer’s actions and determinations in determining the Redemption Price shall be conclusive and binding for all purposes, with absent manifest error. For the Net Cash Proceeds from one or more Equity Offerings avoidance of doubt, any Redemption Price shall be calculated by the Parent Guarantor; providedIssuer, howeveror on behalf of the Issuer by such Person as the Issuer may engage, that (1) at least 65% and the calculation of the Redemption Price shall not be an obligation or duty of the Trustee or the Paying Agent. If and so long as the Notes are admitted to the Global Exchange Market of Euronext Dublin, and the rules of the Global Exchange Market of Euronext Dublin so require, in the event that the Issuer effects an optional redemption of the Notes, the Issuer will inform the Companies Announcement Office of Euronext Dublin of such optional redemption and confirm the aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each that will remain outstanding following such redemption occurs within 90 days after the date of the closing of such Equity Offeringredemption.

Appears in 1 contract

Sources: Indenture (Smurfit Westrock PLC)

Optional Redemption. (a) On and after March 31At any time prior to May 15, 20202027, the Issuer will be entitled at its option may on any one or more occasions redeem up to redeem (i) 40% of the original aggregate principal amount of Notes issued under the Indenture on the Issue Date and (ii) all or a portion of any Additional Notes issued after the Notes Issue Date, upon not less than 30 15 nor more than 60 days’ notice mailed to Holders of Notes, at a redemption price equal to 106.500% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to but excluding the Redemption Date, with an amount of cash no greater than the cash proceeds (net of underwriting discounts and commissions) of all Equity Offerings by the Issuer since the Issue Date; provided that: (1) at least 60% (calculated after giving effect to any issuance of Additional Notes) of the original aggregate principal amount of Notes issued under the Indenture (excluding Notes held by the Issuer and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 180 days of the date of the closing of such Equity Offering. In addition, prior to May 15, 2027, the Issuer may redeem the Notes at its option, in whole or in part, at a redemption price equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to but excluding the applicable Make-Whole Redemption Date (subject to the rights of Holders of Notes to be redeemed on or after a record date for the payment of interest to receive interest on the relevant Interest Payment Date), plus the applicable Make-Whole Premium (a “Make-Whole Redemption”). The Issuer shall notify the Trustee of the Make-Whole Premium by delivering to the Trustee promptly after the calculation of such Make-Whole Premium, on or before the applicable Redemption Date, an Officer’s Certificate showing the calculation thereof in reasonable detail, and the Trustee shall have no responsibility for verifying or otherwise delivered for such calculation or calculation of any redemption price or the Make-Whole Premium. On or after May 15, 2027, the Issuer may on any one or more occasions redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ notice to each Holder in accordance with the applicable procedures Holders of DTCNotes, at the redemption prices (expressed in as percentages of principal amount thereof on the redemption dateamount) set forth below, plus accrued and unpaid interest interest, if any, on the Notes redeemed, to but excluding the redemption date applicable Redemption Date (subject to the right rights of Holders of record on the relevant Interest Record Date falling Notes to be redeemed on or prior to after a record date for the date payment of redemption interest to receive interest due on the relevant Interest Payment Date), if redeemed during the 12twelve-month period commencing beginning on March 31 in May 15 of the years set forth indicated below: 2020 104.625 2027 103.250% 2021 2028 101.625% 2029 and thereafter 100.000 % (b) Prior to March 31, 2020100.000% Notwithstanding the foregoing provisions of this paragraph 5, the Issuer will be entitled at its option to redeem all or a portion payment of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or accrued but unpaid interest in accordance connection with the applicable procedures redemption of DTC at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (is subject to the right 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 Record Payment Date to receive interest due on the relevant such Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offering.

Appears in 1 contract

Sources: Indenture (Vail Resorts Inc)

Optional Redemption. (a) On and after March 31, 2020Except as stated below, the Issuer will may not redeem the Notes. Any redemption and notice may, in the Issuer’s discretion, be entitled subject to the satisfaction of one or more conditions precedent. The Issuer may redeem the Notes, at its option option, in whole at any time or in part from time to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTCtime, on and after September 17, 2025, at the following redemption prices (prices, expressed in as percentages of the principal amount thereof thereof, if redeemed during the twelve-month period commencing on the redemption date) September 17 of any year set forth below, plus any accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to principal amount of the Notes, if any, to, but not including, the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth belowredemption: 2020 104.625 2025 2026 102.600 101.733 % 2021 % 2027 100.867 % 2028 and thereafter 100.000 % (b) % provided, however, that the Issuer shall not have the right to exercise any such optional redemption at any time when the Issuer is prohibited from having such an option under the 2017 Facilities Agreement. Prior to March 31September 17, 20202025, the Issuer will be entitled have the right, at its option option, to redeem all or a portion any of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail Notes, in whole or in accordance with the applicable procedures of DTC part, at any time or from time to time prior to their maturity at a redemption price equal to the greater of (1) 100% of the principal amount of such Notes and (2) the sum of the present value of the redemption price of the Notes to be redeemed at September 17, 2025 (such redemption price being redeemed set forth in the table appearing above, the “First Call Date”) plus each remaining scheduled payment of interest thereon during the Applicable Premium period between the redemption date and the First Call Date (exclusive of interest accrued to, but not including, the date of redemption), 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 Treasury Rate (as ofdefined below) plus 50 basis points (the “Make-Whole Amount”), and plus, in each case any accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on principal amount of the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount , to, but not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notesincluding, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) that the Issuer shall not have the right to exercise any such optional redemption at least 65% of any time when the Issuer is prohibited from having such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after an option under the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offering2017 Facilities Agreement.

Appears in 1 contract

Sources: Indenture (Cemex Sab De Cv)

Optional Redemption. (a) On and after March 31, 2020Prior to the Par Call Date, the Issuer will be entitled at its option to Issuers may redeem all or part of the Notes, after having sent a portion notice of redemption as described in Section 3.03 of the Original Indenture (except that, for the purposes of the Notes issued under the Eighteenth Supplemental Indenture, such notice shall be required to be sent upon not less than 15 nor more than 45 days’ notice, rather than upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTCnotice), at a redemption price equal to the greater of (i) 100% of the principal amount of Notes or (ii) the sum of the present value at such redemption prices (expressed in percentages date of all remaining scheduled payments of principal amount thereof and interest on such Note through the redemption date) set forth below, plus Par Call Date (excluding accrued and but unpaid interest to the redemption date), discounted to the date (of redemption using a discount rate equal to the Treasury Rate plus 30 basis points, plus, in each case, accrued and unpaid interest, if any, to, but not including, the redemption date, subject to the right of Holders holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %. (b) Prior to March 31, 2020On or after the Par Call Date, the Issuer will Notes may be entitled redeemed at its option the Issuers’ option, at any time in whole or from time to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or time in accordance with the applicable procedures of DTC part, at a redemption price equal to 100% of the principal amount of the Notes being redeemed redeemed, plus the Applicable Premium as of, and accrued and unpaid interest interest, if any, to, but not including, the applicable redemption date (date, subject to the right of Holders holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offering.

Appears in 1 contract

Sources: Eighteenth Supplemental Indenture (AerCap Holdings N.V.)

Optional Redemption. (a) On and after March 31, 2020Prior to the Par Call Date, the Issuer will be entitled at its option to Issuers may redeem all or part of the Notes, after having sent a portion notice of redemption as described in Section 3.03 of the Original Indenture (except that, for the purposes of the Notes issued under this Twenty-Third Supplemental Indenture, such notice shall be required to be sent upon not less than 15 nor more than 45 days’ notice, rather than upon not less than 30 days nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTCnotice), at a redemption price equal to the greater of (i) 100% of the principal amount of Notes being redeemed and (ii) the sum of the present value at such redemption prices (expressed in percentages date of all remaining scheduled payments of principal amount thereof and interest on such Notes through the redemption date) set forth below, plus Par Call Date (excluding accrued and but unpaid interest to the redemption date), discounted to the date (of redemption using a discount rate equal to the Treasury Rate plus 50 basis points, plus, in each case, accrued and unpaid interest, if any, to, but not including, the redemption date, subject to the right of Holders holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %. (b) Prior to March 31, 2020On or after the Par Call Date, the Issuer will Notes may be entitled redeemed at its option the Issuers’ option, at any time in whole or from time to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or time in accordance with the applicable procedures of DTC part, at a redemption price equal to 100% of the principal amount of the Notes being redeemed redeemed, plus the Applicable Premium as of, and accrued and unpaid interest interest, if any, to, but not including, the applicable redemption date (date, subject to the right of Holders holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offering.

Appears in 1 contract

Sources: Supplemental Indenture (AerCap Holdings N.V.)

Optional Redemption. (a) On and after March 31At any time prior to December 15, 20202025 (the date that is three months prior to the maturity date) (the “Par Call Date”), the Issuer will be entitled at its option to may on any one or more occasions redeem all or a portion part of the Notes Notes, upon giving not less than 30 10 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTCnotice, at the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth below, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC at a redemption price Redemption Price equal to 100100.0% of the principal amount of the Notes being redeemed to be redeemed, plus the Applicable Premium (as calculated by the Issuer) as of, and accrued and unpaid interest and Additional Amounts, if any, to, the applicable redemption date (of redemption, subject to the right rights of Holders of the Notes on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any . In addition, at any time prior to March 31, 2020on or after the Par Call Date, the Issuer Notes will be entitled redeemable, in whole or in part, at its the Issuer’s option on one and at any time or from time to time, upon giving not less than 10 nor more occasions than 60 days’ notice, at a Redemption Price equal to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35100% of the aggregate principal amount of the Notes (which includes to be redeemed and accrued and unpaid interest and Additional NotesAmounts, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on , to, the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right rights of Holders of record the Notes on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (b) At any time and from time to time prior to December 15, 2022, the Issuer may redeem Notes with the Net Cash Proceeds from one or more Equity Offerings net cash proceeds received by the Parent GuarantorIssuer from any Equity Offering at a Redemption Price equal to 105.875% of the principal amount of such Notes, plus accrued and unpaid interest and Additional Amounts, if any, to, but excluding, the Redemption Date, in an aggregate principal amount for all such redemptions not to exceed 40% of the aggregate principal amount of the Notes issued under the Indenture on the Issue Date (together with Additional Notes); provided, however, provided that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately in each case the redemption takes place not later than 180 days after the occurrence closing of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); related Equity Offering, and (2) not less than 60% of the aggregate principal amount of the then-outstanding Notes issued under the Indenture remains outstanding immediately thereafter (including Additional Notes but excluding Notes held by the Issuer or any of its Restricted Subsidiaries), unless all such Notes are redeemed substantially concurrently. Notwithstanding the foregoing, in connection with any tender offer for the Notes, including a Change of Control Offer or Asset Sale Offer, 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 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 30 days following such purchase date, to redeem all Notes that remain outstanding following such purchase at a Redemption Price equal to the price offered to each other Holder (excluding any early tender or incentive fee) in such redemption occurs within 90 days after tender offer plus, to the extent not included in the tender offer payment, accrued and unpaid interest and Additional Amounts, if any, thereon, to, but excluding, the date of the closing of such Equity Offeringredemption.

Appears in 1 contract

Sources: Indenture (Norwegian Cruise Line Holdings Ltd.)

Optional Redemption. (a) On The Senior Notes shall be redeemable at any time, and after March 31from time to time, 2020, by the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTC, at the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth below, plus accrued and unpaid interest pursuant to the optional redemption date (subject to the right provisions of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %this Section 2.6. (b) Prior to March 31, 2020the Par Call Date, the Issuer will be entitled may redeem the Senior Notes at its option at any time, and from time to time, in whole or in part. If the Issuer elects to redeem all or the Senior Notes prior to the Par Call Date, it will pay a portion Redemption Price (expressed as a percentage of principal amount and rounded to three decimal places) equal to the greater of: (a) the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the Redemption Date (assuming the Senior Notes upon not matured on the Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 25 basis points, less than 30 nor more than 60 days’ notice delivered (b) interest accrued to each Holder by mail or in accordance with the applicable procedures date of DTC at a redemption price equal to redemption, and (2) 100% of the principal amount of the Senior Notes being redeemed plus the Applicable Premium as ofto be redeemed, and plus, in each case, accrued and unpaid interest thereon to, but not including, the applicable redemption date (subject Redemption Date. In addition, at any time and from time to time, on or after the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Par Call Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled may redeem the Senior Notes at its option on one option, either in whole or more occasions in part, at a Redemption Price equal to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35100% of the aggregate principal amount of the Senior Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof to be redeemed on the date of redemption) of 109.250%Redemption Date, plus accrued and unpaid interest on the Senior Notes to, but not including, the Redemption Date. Any redemption pursuant to this Section 2.6(b) shall be made pursuant to the redemption date (subject to the right provisions of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1Section 2.01(1)(v)(f) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date and Article X of the closing of such Equity OfferingIndenture.

Appears in 1 contract

Sources: Second Supplemental Indenture (Skyworks Solutions, Inc.)

Optional Redemption. (a) On and after March 31, 2020Except as set forth below, the Issuer will not be entitled to redeem Notes at its option prior to redeem all the Maturity Date. (b) Prior to August 1, 2028, the Notes will be redeemable, at the Issuer’s option, at any time in whole or from time to time in part, at a portion redemption, or “make-whole,” price equal to the greater of: (i) 100% of the aggregate principal amount of the Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with be redeemed, and (ii) an amount equal to the applicable procedures sum of DTCthe present value of (A) the payment on August 1, at 2028 of the redemption prices principal of the Notes to be redeemed and (expressed in percentages B) the payment of principal amount thereof the remaining scheduled payments through August 1, 2028 of interest on the redemption date) set forth below, plus Notes to be redeemed (excluding accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on (the relevant Interest Payment “Redemption Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 ”) and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with in each case discounted from their scheduled date of payment to the Net Cash Proceeds Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using a discount rate equal to the Treasury Rate plus 50 basis points plus, in each of the above cases, accrued and unpaid interest, if any, to such Redemption Date. On and after August 1, 2028, the Notes will be redeemable, at the Issuer’s option, at any time in whole or from time to time in part, at a redemption price equal to 100% of the principal amount of such Notes plus accrued and unpaid interest, if any, to such Redemption Date. (c) Any notice of any redemption may be given prior to the redemption thereof, and any such redemption or notice may, at the Issuer’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of an Equity Offerings by the Parent Guarantor; provided, however, thatOffering or other corporate transaction. (1d) at least 65% If the Issuer redeems less than all of such aggregate principal amount of Notes (which includes Additional the outstanding Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than Registrar and Paying Agent shall select the Notes held by to be redeemed in the Parent Guarantor or its Subsidiaries); andmanner described under Section 3.02 hereof. (2e) each such Any redemption occurs within 90 days after pursuant to this Section 3.07 shall be made pursuant to the date provisions of the closing of such Equity OfferingSections 3.01 through 3.06 hereof.

Appears in 1 contract

Sources: Supplemental Indenture (HCA Healthcare, Inc.)

Optional Redemption. (a) On and after March 31, 2020Except as set forth in Section 3.07(c), the Issuer will be entitled at its Issuers shall not have the option to redeem all or a portion Notes pursuant to this Section 3.07(a) prior to the Par Call Date of the Notes. On or after the Par Call Date for the Notes upon of a series, the Issuers may redeem the Notes of such series, in whole or in part, at the Issuers’ option, on at least 10 days’ but not less than 30 nor more than 60 days’ notice prior mailed or electronically delivered (or otherwise delivered to each Holder transmitted in accordance with the applicable procedures of DTC, at the redemption prices (expressed in percentages of principal amount thereof on the redemption date’s procedures) set forth below, plus accrued and unpaid interest notice to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date)thereof, if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC at a redemption price equal to 100% of the principal amount of the Notes being of such series to be redeemed plus the Applicable Premium as of, and accrued and unpaid interest on the principal amount being redeemed to, but not including, the applicable redemption date (subject to the right rights of Holders of Notes of such series on a record date to receive the related interest payment on the relevant Interest Record Date to receive related interest due on the relevant Interest Payment Datepayment date). (b) [Reserved.] (c) Any time prior Prior to March 31, 2020the applicable Par Call Date with respect to each series of the Notes, the Issuer will be entitled at its option on one or more occasions to Issuers may redeem the Notes (which includes Additional outstanding Notes, if anyin whole or in part, at the Issuers’ option, at any time or from time to time, on at least 10 days’ but not more than 60 days’ prior mailed or electronically delivered (or otherwise transmitted in accordance with DTC’s procedures) in an aggregate principal amount not notice to exceed 35% of the aggregate principal amount each Holder of the Notes (which includes Additional Notesof such series to be redeemed, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof equal to the greater of: (i) the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the redemption date (assuming the notes matured on their applicable Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the applicable Treasury Rate plus (i) with respect to the 2035 Notes, 25 basis points and (ii) with respect to the 2055 Notes, 30 basis points less (b) unpaid interest accrued to the date of redemption, and (ii) 100% of 109.250%the principal amount of the notes to be redeemed, plus plus, in either case, accrued and unpaid interest to on the principal amount being redeemed to, but not including, the redemption date (subject to the right rights of Holders of the Notes of such series on a record date to receive the related interest payment on the relevant Interest Record Date to receive related interest due on the relevant Interest Payment Datepayment date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that. (1d) at least 65% [Reserved.] Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity OfferingSection 3.01 through 3.06.

Appears in 1 contract

Sources: Supplemental Indenture (Cco Holdings LLC)

Optional Redemption. (a) On and after March 31, 2020Except as set forth in Section 3.07(c), the Issuer will be entitled at its Issuers shall not have the option to redeem all or a portion Notes pursuant to this Section 3.07(a) prior to the Par Call Date of the Notes. On or after the Par Call Date for the Notes upon of a series, the Issuers may redeem the Notes of such series, in whole or in part, at the Issuers’ option, on at least 10 days’ but not less than 30 nor more than 60 days’ notice prior mailed or electronically delivered (or otherwise delivered to each Holder transmitted in accordance with the applicable procedures of DTC, at the redemption prices (expressed in percentages of principal amount thereof on the redemption date’s procedures) set forth below, plus accrued and unpaid interest notice to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date)thereof, if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC at a redemption price equal to 100% of the principal amount of the Notes being of such series to be redeemed plus the Applicable Premium as of, and accrued and unpaid interest on the principal amount being redeemed to, but not including, the applicable redemption date (subject to the right rights of Holders of Notes of such series on a record date to receive the related interest payment on the relevant Interest Record Date to receive related interest due on the relevant Interest Payment Datepayment date). (b) [Reserved.] (c) Any time prior Prior to March 31, 2020the applicable Par Call Date with respect to each series of the Notes, the Issuer will be entitled at its option on one or more occasions to Issuers may redeem the Notes (which includes Additional outstanding Notes, if anyin whole or in part, at the Issuers’ option, at any time or from time to time, on at least 10 days’ but not more than 60 days’ prior mailed or electronically delivered (or otherwise transmitted in accordance with DTC’s procedures) in an aggregate principal amount not notice to exceed 35% of the aggregate principal amount each Holder of the Notes (which includes Additional Notesof such series to be redeemed, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof equal to the greater of: (i) the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the redemption date (assuming the notes matured on their applicable Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the applicable Treasury Rate plus (i) with respect to the 2029 Notes, 25 basis points and (ii) with respect to the 2034 Notes, 35 basis points less (b) unpaid interest accrued to the date of redemption, and (ii) 100% of 109.250%the principal amount of the notes to be redeemed, plus plus, in either case, accrued and unpaid interest to on the principal amount being redeemed to, but not including, the redemption date (subject to the right rights of Holders of the Notes of such series on a record date to receive the related interest payment on the relevant Interest Record Date to receive related interest due on the relevant Interest Payment Datepayment date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that. (1d) at least 65% [Reserved.] Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity OfferingSection 3.01 through 3.06.

Appears in 1 contract

Sources: Supplemental Indenture (Cco Holdings LLC)

Optional Redemption. (a) On and after March 31Prior to December 1, 20202015, the Issuer will be entitled Company may, at its option option, redeem up to 35% of the aggregate principal amount of Notes issued under the Indenture at a Redemption Price equal to 106.25% of the aggregate principal amount thereof, plus 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, with the net proceeds of one or more Equity Offerings of the Company; provided that at least 65% of the sum of the aggregate principal amount of Notes originally issued under the Indenture on the Issue Date 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. The Company may also redeem all or a portion part of the Notes Notes, upon not less than 30 nor more than 60 days’ prior notice mailed or otherwise delivered by first class mail to each Holder in accordance with the applicable procedures of DTCHolder’s registered address, at a Redemption Price equal to the redemption prices greater of (expressed in percentages a) 100% of the principal amount thereof on the redemption date) set forth belowof Notes redeemed, plus accrued and unpaid interest to thereon to, but not including, the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Redemption Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31the sum of the present values of the remaining scheduled payments of principal and interest on the Notes from the Redemption Date to, 2020but not including, the Issuer will be entitled at its option to redeem all or a portion maturity date of the Notes upon (computed using a discount rate equal to the Treasury Rate as of such Redemption Date plus 50 basis points), plus accrued and unpaid interest to, but not less than 30 nor more than 60 days’ notice delivered including, the Redemption Date. The Company will be entitled, at its option, to each Holder redeem the Notes in whole if at any time it becomes obligated to pay additional amounts on the Notes on the next interest payment date with respect to the Notes, but only if its obligation results from a change in, or an amendment to, the laws or treaties (including any regulations or official rulings promulgated thereunder) of a Relevant Tax Jurisdiction (or a political subdivision or taxing authority thereof or therein), or from a change in any official position regarding the interpretation, administration or application of those laws, treaties, regulations or official rulings (including a change resulting from a holding, judgment or order by mail or in accordance with a court of competent jurisdiction), that becomes effective and is announced after the Issue Date (or, if the applicable procedures of DTC Relevant Tax Jurisdiction became a Relevant Tax Jurisdiction on a date after the Issue Date, such later date) and provided the Company cannot avoid the obligation after taking reasonable measures to do so. If the Company redeems the Notes in these circumstances, it will do so at a redemption price Redemption Price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%redeemed, plus accrued and unpaid interest interest, if any, and any other amounts due to the redemption date. If the Company becomes entitled to redeem the Notes in these circumstances, it may do so at any time on a redemption date (subject of its choice. However, the Company must give the Holders of the Notes being redeemed notice of the redemption not less than 30 days or more than 60 days before the redemption date and not more than 90 days before the next date on which it would be obligated to pay additional amounts. In addition, the Company’s obligation to pay additional amounts must remain in effect when it gives the notice of redemption. Notice of the Company’s intent to redeem the Notes shall not be effective until such time as it delivers to the right Trustee both a certificate signed by two of Holders its officers stating that the obligation to pay additional amounts cannot be avoided by taking reasonable measures and an opinion of record on independent legal counsel or an independent auditor stating that the relevant Interest Record Date Company is obligated to receive interest due on pay additional amounts because of an amendment to or change in law, treaties or position as described in the relevant Interest Payment Date)preceding paragraph. In addition to the Company’s rights to redeem Notes as set forth above, with the Net Cash Proceeds from one Company may at any time purchase Notes in open-market transactions, tender offers or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offeringotherwise.

Appears in 1 contract

Sources: Indenture (Aircastle LTD)

Optional Redemption. (a) On and after March 31, 2020Except as set forth below, the Issuer will Notes shall not be entitled redeemable at its the option of the Company prior to July 1, 2009. Starting on that date, the Company may redeem all or a any portion of the Notes, at once or over time, after giving the notice required pursuant to Section 3.03 of the Third Supplemental Indenture. The Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTC, may be redeemed at the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth below, plus accrued and unpaid interest interest, to but excluding the redemption date applicable Redemption Date (subject to the right of Holders of record on the relevant Interest Regular Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if . The following prices are for Notes redeemed during the 12-month period commencing on March 31 in July 1 of the years set forth below, and are expressed as percentages of principal amount: 2020 104.625 2009 103.813% 2021 2010 101.906% 2011 and thereafter 100.000 100.000% (b) Prior In addition, at any time and from time to March 31time prior to July 1, 20202009, the Issuer will be entitled at its option Company may elect to redeem all or a any portion of the Notes upon not less than 30 nor more than 60 days’ Notes, after giving the notice delivered required pursuant to each Holder by mail or in accordance with Section 3.03 of the applicable procedures of DTC Third Supplemental Indenture, at a redemption price equal to the greater of: (i) 100% of the principal amount of Notes to be redeemed, and (ii) the sum of the present values of (1) the redemption price of the Notes being to be redeemed plus at July 1, 2009 (as set forth in the Applicable Premium as ofprior paragraph) of the Notes to be redeemed, and (2) the remaining scheduled payments of interest from the Redemption Date to July 1, 2009, but excluding accrued and unpaid interest toto the Redemption Date, discounted to the applicable date of redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 50 basis points, plus, in either case, accrued and unpaid interest to the Redemption Date (subject to the right of Holders of record on the relevant Interest Regular Record Date to receive interest due on the relevant Interest Payment Date). (c) Any In addition, at any time and from time to time, prior to March 31July 1, 20202008, the Issuer will be entitled at its option on one or more occasions Company may redeem up to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes including any Additional Notes) then outstanding with the net cash proceeds of one or more Public Equity Offerings, if any) originally issued at a redemption price (expressed as a percentage equal to 107.625% of the principal amount thereof on the date of redemption) of 109.250%amount, plus accrued and unpaid interest interest, to but excluding the redemption date Redemption Date (subject to the right of Holders of record on the relevant Interest Regular Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) that after giving effect to any such redemption, at least 65% of such the aggregate principal amount of the Notes (which includes including any Additional Notes, if any) remains outstanding immediately after the occurrence of each outstanding. Any such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs shall be made within 90 days after the date of the closing of such Public Equity OfferingOffering and upon not less than 30 nor more than 60 days' prior notice. (i) The Company may, at its option, at any time redeem in whole but not in part the outstanding Notes at a redemption price of 100% of the principal amount thereof plus accrued and unpaid interest (if any) to but excluding the date of redemption if it has become or would become obligated to pay on the next date on which any amount would be payable under or in respect of the Notes any Additional Amounts in respect of the Notes as a result of: (A) any change in or amendment to the laws (or regulations promulgated thereunder) of Canada (or any political subdivision or taxing authority thereof or therein), or (B) any change in or amendment to any official position regarding the application or interpretation of such laws or regulations, in either case, which change or amendment is announced or is effective on or after the Issue Date (unless announced prior to the Issue Date). (ii) It shall be a condition to the Company's right to redeem the Notes pursuant to the provisions set forth in the immediately preceding paragraph that, prior to giving any notice of redemption of the Notes, the Company shall have delivered to the Trustee: (A) an Officers' Certificate stating that the obligation to pay such Additional Amounts cannot be avoided by the Company taking reasonable measures available to it; and (B) an Opinion of Counsel that the Company has or will become obligated to pay, on the next date on which any amount would be payable with respect to the Notes, Additional Amounts in respect of the Notes as a result of an amendment or change of the type described in clause (i) above, which opinion, in the case of an announced amendment or change, may assume that the announced amendment or change will become effective as of the date specified in such announcement and in the form announced and, where the change or amendment is one described in clause (i)(B) above, may assume such official position accurately reflects the relevant law. (e) Any notice to the Holders of Notes of a redemption pursuant to clause (b) above shall include the appropriate calculation of the redemption price, but need not include the redemption price itself. The actual redemption price, calculated as described above, shall be set forth in an Officers' Certificate delivered to the Trustee no later than two Business Days prior to the Redemption Date.

Appears in 1 contract

Sources: Third Supplemental Indenture (Celestica Inc)

Optional Redemption. Prior to November 1, 2026 (athe “Par Call Date”) On and after March 31, 2020, the Issuer will be entitled may redeem all or, from time to time, a part of this Note, at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTCoption, at the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth below, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus accrued interest, if any, to (but excluding) the Applicable Premium redemption date, plus the excess of: (a) as ofdetermined by the Calculation Agent (which shall initially be the Trustee), the sum of the present values of the remaining scheduled payments of principal and interest on the Notes being redeemed that would have been due if the Notes matured on the Par Call Date, excluding accrued and unpaid interest to, but not including, the applicable date of redemption, discounted to the redemption date on a semi-annual basis (subject to assuming a 360-day year consisting of twelve 30-day months) at the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date).Treasury Rate, plus 20 basis points; over (cb) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35100% of the aggregate principal amount of the Notes (which includes Additional Notesbeing redeemed. In addition, if any) originally issued on or after the Par Call Date, this Note may be redeemed, in whole or in part, by the Issuer, upon not less than 10 nor more than 60 days’ prior notice, at a redemption price (expressed as a percentage of 100% of the principal amount thereof on the date of redemption) of 109.250%thereof, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notesinterest, if any, to (but excluding) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of redemption. If the closing 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 this Note is registered at the close of business on such Equity Offeringrecord date, and no additional interest will be payable to beneficial Holders whose Notes will be subject to redemption by the Issuer. In the case of any partial redemption, the Trustee will select the Notes for redemption in compliance with the requirements of the principal securities exchange, if any, on which such Notes are listed, and/or in compliance with the requirements of the DTC, or if such Notes are not listed, on a pro rata basis or by lot (and, in the case of Global Notes, in accordance with the applicable procedures of DTC), although no Note of $150,000 in original principal amount or less will be redeemed in part. If any Note is to be redeemed in part only, notice of redemption relating to that Note will state the portion of the principal amount thereof to be redeemed. A new Note in principal amount equal to the unredeemed portion thereof will be issued and delivered to the Trustee, or in the case of Definitive Notes, issued in the name of the Holder thereof upon cancellation of the original Note.

Appears in 1 contract

Sources: Indenture (Fresenius Medical Care AG & Co. KGaA)

Optional Redemption. (a) On and after March 31, 2020At any time prior to the Maturity Date, the Issuer will be entitled at its option may on any one or more occasions redeem up to redeem all or a portion 40% of the aggregate principal amount of Notes issued under the Indenture (including any Additional Notes and PIK Notes), upon not less than 30 nor 10 days but not more than 60 days’ days notice mailed before a redemption date (except that redemption notices may be sent more than 60 days prior to a redemption date if the notice is issued in connection with a defeasance or otherwise delivered to each Holder in accordance with the applicable procedures a satisfaction and discharge of DTCthis Indenture), at a redemption price equal to 106.00% of the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth belowof Notes redeemed, plus accrued and unpaid interest to interest, if any, to, but excluding, the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling record date to receive interest due on an interest payment date that is on or prior to the date of redemption to receive interest due on the relevant Interest Payment Datedate), if redeemed during with an amount not exceeding the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion net cash proceeds of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes Equity Offerings, provided that: (which includes Additional Notes, if anyi) in an aggregate principal amount not to exceed 35at least 60% of the aggregate principal amount of the Notes issued under the Indenture (which includes including any Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the excluding Notes held by the Parent Guarantor or Issuer and its Subsidiaries); and and (2ii) each such the redemption occurs within 90 150 days after of the date of the closing of such Equity Offering. (b) At any time prior to the Maturity Date, the Issuer may on any one or more occasions redeem all or a part of the Notes, upon not less than 10 days but not more than 60 days notice before a redemption date (except that redemption notices may be sent more than 60 days prior to a redemption date if the notice is issued in connection with a defeasance or a satisfaction and discharge of this Indenture), at a redemption price equal to: (i) 108.00% of the then outstanding principal amount thereof; plus (ii) the Make Whole Premium at the redemption date; plus (iii) accrued and unpaid interest (which shall be payable in cash and not as PIK Interest), if any, to, but excluding, the redemption date. Unless the 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.

Appears in 1 contract

Sources: Exchange Agreement (Better Home & Finance Holding Co)

Optional Redemption. (a) On and after March 31, 2020Except as set forth in paragraph 5(b) below, the Issuer will be entitled at its Issuers shall not have the option to redeem all or a portion of the Notes upon pursuant to this paragraph 5 prior to May 1, 2029 (the “Par Call Date”). On or after the Par Call Date, the Issuers may redeem the Notes, in whole or in part, at the Issuers’ option, on at least 10 days’ but not less than 30 nor more than 60 days’ notice prior mailed or electronically delivered (or otherwise delivered to each Holder transmitted in accordance with the applicable procedures of DTC, at the redemption prices (expressed in percentages of principal amount thereof on the redemption date’s procedures) set forth below, plus accrued and unpaid interest notice to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date)thereof, if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC at a redemption price equal to 100% of the principal amount of the Notes being to be redeemed plus the Applicable Premium as of, and accrued and unpaid interest on the principal amount being redeemed to, but not including, the applicable redemption date (subject to the right rights of Holders of Notes on a record date to receive the related interest payment on the relevant Interest Record Date to receive related interest due on the relevant Interest Payment Datepayment date). (cb) Any At any time and from time to time prior to March 31, 2020the Par Call Date, the Issuer will be entitled at its option on one or more occasions to Issuers may redeem the Notes (which includes Additional outstanding Notes, if anyin whole or in part, at the Issuers’ option, at any time or from time to time, on at least 10 days’ but not more than 60 days’ prior mailed or electronically delivered (or otherwise transmitted in accordance with DTC’s procedures) in an aggregate principal amount not notice to exceed 35% of the aggregate principal amount of the Notes (which includes Additional NotesHolders thereof, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof equal to the greater of: (i) the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the redemption date (assuming the notes matured on their applicable Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the applicable Treasury Rate plus 25 basis points less unpaid interest accrued to the date of redemption, and (ii) 100% of 109.250%the principal amount of the notes to be redeemed, plus plus, in either case, accrued and unpaid interest to on the principal amount being redeemed to, but not including, the redemption date (subject to the right rights of Holders of the Notes of such series on a record date to receive the related interest payment on the relevant Interest Record Date to receive related interest due on the relevant Interest Payment Datepayment date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offering.

Appears in 1 contract

Sources: Supplemental Indenture (Cco Holdings LLC)

Optional Redemption. (a) On and after March 31Prior to [●], 2020202[●]14 (the “Class B First Call Date”), the Issuer will be entitled may redeem the Class B Notes at its option option, in whole or in part, at any time and from time to redeem all or a portion of the Notes time, upon giving not less than 30 10 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTCnotice, at the redemption prices a Redemption Price (expressed in percentages as a percentage of the principal amount to be redeemed and rounded to three decimal places) equal to the greater of: (a) the sum of the present values of the remaining scheduled payments of principal amount thereof and interest thereon (including any duration fees as provided below) discounted to the Redemption Date (assuming the Class B Notes matured on the redemption dateClass B First Call Date) set forth below, on a quarterly basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % 50 basis points less (b) Prior interest accrued to March 31the Redemption Date, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC at a redemption price equal to and (2) 100% of the principal amount of the Class B Notes being redeemed plus the Applicable Premium as ofto be redeemed, and plus, in either case, accrued and unpaid interest and Additional Amounts, if any, to, but excluding, the applicable redemption date (Redemption Date, subject to the right rights of Holders of the Class B Notes on the relevant Interest Class B Record Date to receive interest due on the relevant Interest Payment Date). For all purposes under this Section 6, including the calculation of the Redemption Price, any duration fee payable on any Class B Note shall be deemed to constitute interest thereon. (cb) Any time prior to March 31, 2020On or after the Class B First Call Date, the Issuer will be entitled may redeem the Class B Notes at its option on one option, in whole or in part, at any time and from time to time, upon giving not less than 10 nor more occasions to redeem the Notes (which includes Additional Notesthan 60 days’ notice, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price Redemption Price (expressed as a percentage of the principal amount thereof on the date of redemptionand rounded to three decimal places) of 109.250%set forth below, plus accrued and unpaid interest to and Additional Amounts, if any, to, but excluding, the redemption date (Redemption Date, subject to the right rights of Holders of record the Class B Notes on the relevant Interest Class B Record Date to receive interest due on the relevant Interest Payment Date), if redeemed during the applicable period set forth in the table below: 14 To be the two-year anniversary of the Class B Issue Date. Date Percentage Class A First Call Date to [●], 202[●]15 [●] 16 [●], 202[●] (the “Class B Par Call Date”) and thereafter 100.000 % Notwithstanding the foregoing, in connection with any tender offer for the Net Cash Proceeds from one Class B Notes, including a Change of Control Offer or more Equity Offerings by the Parent Guarantor; providedAsset Sale Offer, however, that (1) at least 65if Holders of not less than 90% of such in aggregate principal amount of the outstanding Class B Notes (which includes validly tender and do not withdraw such Class B 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 Class B 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 30 days following such purchase date, to redeem all Class B Notes that remain outstanding following such purchase at the Redemption Price plus accrued and unpaid interest and Additional NotesAmounts, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after , thereon, to, but excluding, the date of the closing of such Equity Offeringredemption.

Appears in 1 contract

Sources: Indenture (Norwegian Cruise Line Holdings Ltd.)

Optional Redemption. (a) On Except as set forth in subparagraph (b) and after March 31, 2020(c) of this Paragraph 5, the Issuer will be entitled at its Company shall not have the option to redeem all or a portion the Notes prior to the final maturity of such Notes. (b) The Notes will be subject to redemption, from time to time and at the option of the Notes Company, in whole or in part, at any time, upon not less than 30 10 nor more than 60 days' notice mailed or otherwise delivered to each Holder of Notes to be redeemed at such Holder's address appearing in accordance with the applicable procedures Security Register, in amounts of DTC$1,000 or an integral multiple of $1,000, at a redemption price equal to the greater of (1) 100% of their principal amount or (2) the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to maturity on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Yield plus 50 basis points, plus in each case accrued but unpaid interest (including Special Interest) to but excluding the Redemption Date (subject to the rights of Holders of record on the relevant Regular Record Date to receive interest due on an Interest Payment Date that is on or prior to the Redemption Date). (c) At any time, or from time to time, prior to April 15, 2007, up to 33 1/3% in aggregate principal amount of the Notes originally issued under the Indenture shall be redeemable, at the redemption prices option of the Company, from the net proceeds of one or more Public Offerings of Capital Stock (expressed in percentages other than Redeemable Interests) of Allied, at a Redemption Price equal to 106.375% of the principal amount thereof on the redemption date) set forth belowthereof, plus together with accrued and but unpaid interest to the redemption date Redemption Date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Regular Record Date to receive interest due on the relevant an Interest Payment Date that is on or prior to the Redemption Date). (c) Any time prior ; provided that the notice of redemption with respect to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each any such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs is mailed within 90 30 days after the date of following the closing of such Equity the corresponding Public Offering.

Appears in 1 contract

Sources: Supplemental Indenture (Allied Waste Industries Inc)

Optional Redemption. (a) On and after March 31At any time prior to October 1, 20202027, the Issuer will be entitled may redeem the Notes in accordance with Article 11 of the Base Indenture, as amended by this Supplemental Indenture, in whole or in part, at its option option, at a redemption price equal to redeem all or a portion the greater of: (i) 100% of the principal amount of the Notes upon to be redeemed, or (ii) the sum of the present values of the Remaining Scheduled Payments of principal and interest on the Notes to be redeemed (not less than 30 nor more than 60 days’ notice mailed including any portion of such payments of interest accrued and unpaid to the date of redemption), discounted to the date fixed for redemption on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 50 basis points, plus, in either case, accrued and unpaid interest on the principal amount of the Notes being redeemed to, but not including, the date fixed for redemption. (b) On or otherwise delivered to each Holder after October 1, 2027, the Issuer may redeem the Notes, in accordance with the applicable procedures of DTCwhole or in part, at its option, at the redemption prices set forth below (expressed in percentages of principal amount thereof of such Notes being redeemed on the redemption date) set forth belowdate fixed for redemption), plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to principal amount of such Notes being redeemed to, but not including, the date of redemption to receive interest due on the relevant Interest Payment Date)fixed for redemption, if redeemed during the 12-month period commencing on March 31 in October 1 of the years set forth below: 2020 104.625 2027 103.000 % 2021 2028 101.500 % 2029 and thereafter 100.000 % (bc) Prior to March 31, 2020, Unless the Issuer defaults on payment of the redemption price, interest will be entitled at its option cease to redeem accrue on the Notes or portions thereof called for redemption on and after the date fixed for redemption. If fewer than all or a portion of the Notes upon are to be redeemed, the Trustee will select, not less than 30 nor more than 60 days’ notice delivered days prior to each Holder the date fixed for redemption, the particular Notes or portions thereof for redemption from the outstanding Notes not previously called by mail or such method as the Trustee deems fair and appropriate (or, in the case of Notes issued in global form, by such method as DTC may require). The redemption price pursuant to Section 3.01(a) shall be calculated by the Independent Investment Banker and the Issuer, the Trustee and any Paying Agent for the Notes shall be entitled to rely on such calculation. The redemption price will otherwise be determined in accordance with the applicable procedures of DTC at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as oftable in Section 3.01(b), and accrued and unpaid interest to, the applicable Trustee shall have no duty to calculate or verify any calculation of any redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date)price. (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offering.

Appears in 1 contract

Sources: Seventh Supplemental Indenture (Murphy Oil Corp)

Optional Redemption. (a) On and after March 31, 2020Prior to the Par Call Date, the Issuer will be entitled at its option to Issuers may redeem all or part of the Notes, after having sent a portion notice of redemption as described in Section 3.03 of the Original Indenture (except that, for the purposes of the Notes issued under this Sixteenth Supplemental Indenture, such notice shall be required to be sent upon not less than 15 nor more than 45 days’ notice, rather than upon not less than 30 days nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTCnotice), at a redemption price equal to the greater of (i) 100% of the principal amount of Notes and (ii) the sum of the present value at such redemption prices (expressed in percentages date of all remaining scheduled payments of principal amount thereof and interest on such Note through the redemption date) set forth below, plus Par Call Date (excluding accrued and but unpaid interest to the redemption date), discounted to the date (of redemption using a discount rate equal to the Treasury Rate plus 25 basis points, plus, in each case, accrued and unpaid interest, if any, to, but not including, the redemption date, subject to the right of Holders holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %. (b) Prior to March 31, 2020On or after the Par Call Date, the Issuer will Notes may be entitled redeemed at its option the Issuers’ option, at any time in whole or from time to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or time in accordance with the applicable procedures of DTC part, at a redemption price equal to 100% of the principal amount of the Notes being redeemed redeemed, plus the Applicable Premium as of, and accrued and unpaid interest interest, if any, to, but not including, the applicable redemption date (date, subject to the right of Holders holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offering.

Appears in 1 contract

Sources: Supplemental Indenture (AerCap Holdings N.V.)

Optional Redemption. (a) On and after March 31, 2020Except as set forth below, the Issuer will not be entitled to redeem Notes at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTC, at the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth below, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Maturity Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %. (b) Prior to March 311, 20202026, the Issuer Notes will be entitled redeemable, at its option the Issuer’s option, at any time in whole or from time to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or time in accordance with the applicable procedures of DTC part, at a redemption redemption, or “make-whole,” price equal to the greater of: (i) 100% of the aggregate principal amount of the Notes being redeemed plus the Applicable Premium as ofto be redeemed, and (ii) an amount equal to the sum of the present value of (A) the payment on March 1, 2026 of the principal of the Notes to be redeemed and (B) the payment of the remaining scheduled payments through March 1, 2026 of interest on the Notes to be redeemed (excluding accrued and unpaid interest to, to the applicable date of redemption date (the “Redemption Date”) and subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with in each case discounted from their scheduled date of payment to the Net Cash Proceeds Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using a discount rate equal to the Treasury Rate plus 50 basis points plus, in each of the above cases, accrued and unpaid interest, if any, to such Redemption Date. On and after March 1, 2026, the Notes will be redeemable, at the Issuer’s option, at any time in whole or from time to time in part, at a redemption price equal to 100% of the principal amount of such Notes plus accrued and unpaid interest, if any, to such Redemption Date. (c) Any notice of any redemption may be given prior to the redemption thereof, and any such redemption or notice may, at the Issuer’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of an Equity Offerings by the Parent Guarantor; provided, however, thatOffering or other corporate transaction. (1d) at least 65% If the Issuer redeems less than all of such aggregate principal amount of Notes (which includes Additional the outstanding Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than Registrar and Paying Agent shall select the Notes held by to be redeemed in the Parent Guarantor or its Subsidiaries); andmanner described under Section 3.02 hereof. (2e) each such Any redemption occurs within 90 days after pursuant to this Section 3.07 shall be made pursuant to the date provisions of the closing of such Equity OfferingSections 3.01 through 3.06 hereof.

Appears in 1 contract

Sources: Supplemental Indenture (HCA Healthcare, Inc.)

Optional Redemption. (a) On and after March 31The Company may, 2020, the Issuer will be entitled at its option option, elect to redeem any or all or a portion of the Notes outstanding Senior Notes, in whole or in part, at any time and from time to time prior to January 21, 2026, upon not less than 30 nor more than 60 days’ prior written notice delivered electronically or mailed by first-class mail to the registered address of each Holder of the Senior Notes or otherwise delivered to each Holder in accordance with the applicable procedures of DTCthe U.S. Depositary, at a Redemption Price equal to the redemption prices greater of (expressed in percentages 1) 100% of the principal amount of the Senior Notes to be redeemed, or (2) as determined by the Quotation Agent (as defined below), the sum of the present values of the remaining scheduled payments of principal amount thereof and interest on the redemption Senior Notes to be redeemed that would be due if such series of notes matured on the Par Call Date (as defined below) (except that if the Redemption Date is not an interest payment date, the amount of the next succeeding scheduled interest payment will be reduced (solely for the purpose of this calculation) set forth by the amount of interest accrued thereon to the Redemption Date, discounted to the Redemption Date on a semi-annual basis assuming a 360-day year consisting of twelve 30-day months at a discount rate equal to the Adjusted Treasury Rate (as defined below) plus 15 basis points, plus plus, in the case of each of clauses (1) and (2), accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling principal amount of the Senior Notes being redeemed to, but not including, the Redemption Date. The Company may, at its option, elect to redeem any or all of the outstanding Senior Notes, in whole or in part, at any time and from time to time on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date)after January 21, if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 312026, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ prior written notice delivered electronically or mailed by first-class mail to the registered address of each Holder by mail of the Senior Notes or otherwise in accordance with the applicable procedures of DTC the U.S. Depositary, at a redemption price Redemption Price equal to 100% of the principal amount of the Senior Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%redeemed, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of the Senior Notes (which includes Additional Notesbeing redeemed to, if any) remains outstanding immediately but not including, the Redemption Date. Unless the Company defaults in payment of the Redemption Price, interest shall cease to accrue on the Senior Notes or portions of the Senior Notes called for redemption on and after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity OfferingRedemption Date.

Appears in 1 contract

Sources: Fourth Supplemental Indenture (Ingersoll-Rand PLC)

Optional Redemption. (a) On and after March 31, 2020Prior to the Par Call Date, the Issuer will be entitled shall have the right at its option to redeem all the Notes, in whole or a portion of the Notes upon in part, at any time or from time to time prior to their maturity, on at least 10 days, but not less than 30 nor more than 60 days, prior notice mailed or otherwise delivered to the registered address of each Holder in accordance with the applicable procedures of DTCNotes, at a Redemption Price equal to the redemption prices greater of (expressed in percentages i) 100% of the principal amount of such Notes and (ii) the sum of the present values of the remaining scheduled payments of principal amount thereof and interest on the redemption dateNotes to be redeemed to the Par Call Date (exclusive of interest accrued to the Redemption Date), discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) set forth belowat the Treasury Rate, plus 50 basis points, plus, in each case, accrued and unpaid interest thereon to the redemption date (Redemption Date, subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %. (b) Prior At any time and from time to March 31time on or after February 28, 20202026 (the date that is six months prior to the maturity date of the Notes) (the “Par Call Date”), the Issuer will be entitled at its option to may redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail Notes, in whole or in accordance with the applicable procedures of DTC part, at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest toto the Redemption Date, the applicable redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offering.

Appears in 1 contract

Sources: Indenture (Royal Caribbean Cruises LTD)

Optional Redemption. (a) On and after March At any time prior to August 31, 20202023, the Issuer will be entitled at its option to Company may redeem all the Notes, in whole or a portion of the Notes in part, upon not less than 30 10 nor more than 60 days’ prior notice mailed or otherwise delivered to each Holder or otherwise in accordance with the applicable procedures Applicable Procedures at a redemption price equal to the greater of DTC, at (A) the redemption prices Canada Yield Price of the Notes so redeemed and (expressed in percentages B) 101% of the aggregate principal amount thereof on of the redemption date) set forth belowNotes so redeemed, plus accrued and unpaid interest on such Notes, 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 Record Payment Date falling on or prior to the date such redemption date, which interest may be paid in cash or satisfied by way of redemption to receive interest due on the relevant Interest Payment DatePIK Interest), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %. (b) Prior to March At any time from and after August 31, 20202023, the Issuer will be entitled at its option to Company may redeem all the Notes, in whole or a portion of the Notes in part, upon not less than 30 10 nor more than 60 days’ prior notice delivered mailed to each Holder by mail or otherwise in accordance with the applicable procedures of DTC Applicable Procedures at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%so redeemed, plus accrued and unpaid interest on such Notes, if any, to (but excluding) the applicable date of redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on an Interest Payment Date falling on or prior to such redemption date, which interest may be paid in cash or satisfied by way of PIK Interest). (c) If the relevant optional redemption date is on or after a Record Date and on or before the related Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings accrued and unpaid interest, if any, will be paid to the Person in whose name the Note 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 Parent Guarantor; provided, however, thatCompany. (1d) at least 65In the event that Holders of not less than 90% of such the aggregate principal amount of the outstanding Notes (which includes Additional Notes, if any) remains outstanding immediately after accept a Change of Control Offer and the occurrence Company purchases all of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs Holders, within 90 days after of such purchase, the Company will have the right, upon not less than 10 days’ nor more than 60 days’ prior notice, 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 to (but excluding) the date of redemption (subject to the closing right of such 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). (e) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Section 3.01 through 3.06. (f) Any redemption notice in connection with this Section 3.07 may, at the Company’s discretion, be subject to one or more conditions precedent, including completion of an Equity OfferingOffering or other corporate transaction.

Appears in 1 contract

Sources: Trust Indenture

Optional Redemption. (a) On Except as stated below, the Issuer may not redeem the Notes. Any redemption and notice may, in the Issuer’s discretion, be subject to the satisfaction of one or more conditions precedent. The Issuer may redeem the Notes, at its option, in whole at any time or in part from time to time, on and after March 31December 5, 2020, at the following redemption prices, expressed as percentages of the principal amount thereof, if redeemed during the twelve-month period commencing on December 5 of any year set forth below, plus any accrued and unpaid interest on the principal amount of the Notes, if any, to, but not including, the date of redemption: 2020 101.375 % 2021 100.688 % 2022 and thereafter 100.000 % provided, however, that the Issuer shall not have the right to exercise any such optional redemption at any time when the Issuer is prohibited from having such an option under the Credit Agreement. Prior to December 5, 2020, the Issuer will be entitled have the right, at its option option, to redeem all or a portion any of the Notes upon not less than 30 nor more than 60 days’ notice mailed Notes, in whole or otherwise delivered to each Holder in accordance with the applicable procedures of DTCpart, at the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth below, plus accrued and unpaid interest any time or from time to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or time prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC their maturity at a redemption price equal to the greater of (1) 100% of the principal amount of such Notes and (2) the sum of the present value of the redemption price of the Notes to be redeemed at December 5, 2020 (such redemption price being redeemed set forth in the table appearing above, the “First Call Date”) plus each remaining scheduled payment of interest thereon during the Applicable Premium period between the redemption date and the First Call Date (exclusive of interest accrued to, but not including, the date of redemption), 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 Bund Rate (as ofdefined below) plus 50 basis points (the “Make-Whole Amount”), and plus, in each case any accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on principal amount of the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount , to, but not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notesincluding, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) that the Issuer shall not have the right to exercise any such optional redemption at least 65% of any time when the Issuer is prohibited from having such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after an option under the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity OfferingCredit Agreement.

Appears in 1 contract

Sources: Indenture (Cemex Sab De Cv)

Optional Redemption. (a) On and after March 31, 2020Except as set forth in paragraph 5(b) below, the Issuer will be entitled at its Issuers shall not have the option to redeem all or a portion of the Notes upon pursuant to this paragraph 5 prior to June 1, 2055(the “Par Call Date”). On or after the Par Call Date, the Issuers may redeem the Notes, in whole or in part, at the Issuers’ option, on at least 10 days’ but not less than 30 nor more than 60 days’ notice prior mailed or electronically delivered (or otherwise delivered to each Holder transmitted in accordance with the applicable procedures of DTC, at the redemption prices (expressed in percentages of principal amount thereof on the redemption date’s procedures) set forth below, plus accrued and unpaid interest notice to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date)thereof, if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC at a redemption price equal to 100% of the principal amount of the Notes being to be redeemed plus the Applicable Premium as of, and accrued and unpaid interest on the principal amount being redeemed to, but not including, the applicable redemption date (subject to the right rights of Holders of Notes on a record date to receive the related interest payment on the relevant Interest Record Date to receive related interest due on the relevant Interest Payment Datepayment date). (cb) Any At any time and from time to time prior to March 31, 2020the Par Call Date, the Issuer will be entitled at its option on one or more occasions to Issuers may redeem the Notes (which includes Additional outstanding Notes, if anyin whole or in part, at the Issuers’ option, at any time or from time to time, on at least 10 days’ but not more than 60 days’ prior mailed or electronically delivered (or otherwise transmitted in accordance with DTC’s procedures) in an aggregate principal amount not notice to exceed 35% of the aggregate principal amount of the Notes (which includes Additional NotesHolders thereof, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof equal to the greater of: (i) the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the redemption date (assuming the notes matured on their applicable Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the applicable Treasury Rate plus 30 basis points less unpaid interest accrued to the date of redemption, and (ii) 100% of 109.250%the principal amount of the notes to be redeemed, plus plus, in either case, accrued and unpaid interest to on the principal amount being redeemed to, but not including, the redemption date (subject to the right rights of Holders of the Notes of such series on a record date to receive the related interest payment on the relevant Interest Record Date to receive related interest due on the relevant Interest Payment Datepayment date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offering.

Appears in 1 contract

Sources: Supplemental Indenture (Cco Holdings LLC)

Optional Redemption. (a) On and after At any time prior to March 3115, 20202025 (1 month prior to the 2025 Notes Maturity Date) (the “2025 Notes Par Call Date”), the Issuer will be entitled have the right, at its option option, to redeem all the 2025 Notes, in whole or in part, at any time and from time to time, at a portion redemption price equal to the greater of: (1) 100% of the principal amount of the 2025 Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with be redeemed, and (2) the applicable procedures sum of DTCthe present values of the Remaining Scheduled Payments of principal and interest on the 2025 Notes to be redeemed, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth belowTreasury Rate, plus 50 basis points, plus, in each case, accrued and unpaid interest to thereon to, but excluding, the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Redemption Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %. (b) Prior At any time prior to March 31January 15, 20202030 (3 months prior to the 2030 Notes Maturity Date) (the “2030 Notes Par Call Date”), the Issuer will be entitled have the right, at its option option, to redeem all the 2030 Notes, in whole or in part, at any time and from time to time, at a portion redemption price equal to the greater of: (1) 100% of the principal amount of the 2030 Notes upon not less than 30 nor more than 60 days’ notice delivered to be redeemed, and (2) the sum of the present values of the Remaining Scheduled Payments of principal and interest on the 2030 Notes to be redeemed, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate, plus 50 basis points, plus, in each Holder by mail case, accrued and unpaid interest thereon to, but excluding, the Redemption Date. (c) On or after the 2025 Notes Par Call Date, the Issuer shall have the right, at its option, to redeem the 2025 Notes, in whole or in accordance with the applicable procedures of DTC part, at any time and from time to time, at a redemption price equal to 100% of the principal amount of the 2025 Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%redeemed, plus accrued and unpaid interest to thereon to, but excluding, the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Redemption Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that. (1d) On or after the 2030 Notes Par Call Date, the Issuer shall have the right, at least 65its option, to redeem the 2030 Notes, in whole or in part, at any time and from time to time, at a redemption price equal to 100% of such aggregate the principal amount of the 2030 Notes to be redeemed, plus accrued and unpaid interest thereon to, but excluding, the Redemption Date. (which includes Additional Notese) Notwithstanding the foregoing, if any) remains outstanding immediately after installments of interest on either series of Notes to be redeemed that are due and payable on Interest Payment Dates falling on or prior to a Redemption Date will be payable on the occurrence Interest Payment Date to the registered Holders of each such redemption (other than the Notes held by of such series as of the Parent Guarantor or its Subsidiaries); andClose of Business on the corresponding Regular Record Date. (2f) each such redemption occurs within 90 days after The Trustee has no duty to calculate or verify the date calculation of the closing of such Equity Offeringredemption price.

Appears in 1 contract

Sources: Indenture (Broadcom Inc.)

Optional Redemption. (a) On and or after March 31April 15, 20202024, the Issuer will be entitled at its option to Company may redeem all or a portion part of the Notes Notes, upon not less than 30 10 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTCnotice, at the redemption prices (expressed in as percentages of principal amount thereof on the redemption dateof Notes redeemed) set forth below, below plus accrued and unpaid interest to interest, if any, on the Notes redeemed to, but not including, the applicable redemption date (date, if redeemed during the twelve month period beginning on April 15 of the years indicated below, subject to the right rights of Holders of record Notes on the relevant Interest Record Date falling on or prior to the record date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth belowDate for periods prior to such redemption date: 2020 104.625 2024 101.688% 2021 2025 100.844% 2026 and thereafter 100.000 % (b) Prior 100.000% At any time prior to March 31April 15, 20202024, the Issuer will be entitled at its option to Company may also redeem all or a portion part of the Notes Notes, upon not less than 30 10 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC notice, at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest interest, if any, thereon to, but not including, the applicable redemption date (date, subject to the right rights of Holders of Notes on the relevant Interest Record Date record date to receive interest due on the relevant Interest Payment Date)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 intent to breach such covenant. 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 redemption date. (cb) Any Notwithstanding the provisions of subparagraph (a) of this Paragraph 5, at any time prior to March 31April 15, 20202024, the Issuer will be entitled at its option Company may on any one or more occasions redeem up to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 3540% of the aggregate principal amount of Notes issued under the Notes (which includes Additional NotesIndenture, if any) originally issued upon not less than 10 nor more than 60 days’ notice, at a redemption price (expressed as a percentage equal to 103.375% of the principal amount thereof on the date of redemption) of 109.250%Notes redeemed, plus accrued and unpaid interest to interest, if any, thereon to, but not including, the redemption date (date, subject to the right rights of Holders of record Notes on the relevant Interest Record Date record date to receive interest due on the relevant Interest Payment Date)interest payment date for the periods prior to such redemption date, with an amount equal to the Net Cash Proceeds from net cash proceeds of one or more sales of Equity Offerings by Interests (other than Disqualified Stock) of the Parent GuarantorCompany 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, however, provided that: (1) at least 6550% of such the aggregate principal amount of Notes issued under the Indenture (which includes Additional Notes, if anyexcluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries)redemption; and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offering.

Appears in 1 contract

Sources: Forty Seventh Supplemental Indenture (T-Mobile US, Inc.)

Optional Redemption. (a) On and after March 31, 2020Except as set forth below, the Issuer will Notes shall not be entitled redeemable at its the option of the Company prior to July 1, 2008. Starting on that date, the Company may redeem all or a any portion of the Notes, at once or over time, after giving the notice required pursuant to Section 3.03 of the First Supplemental Indenture. The Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTC, may be redeemed at the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth below, plus accrued and unpaid interest interest, to but excluding the redemption date applicable Redemption Date (subject to the right of Holders of record on the relevant Interest Regular Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if . The following prices are for Notes redeemed during the 12-month period commencing on March 31 in July 1 of the years set forth below, and are expressed as percentages of principal amount: 2020 104.625 2008 103.938% 2021 2009 101.969% 2010 and thereafter 100.000 100.000% (b) Prior In addition, at any time and from time to March 31time prior to July 1, 20202008, the Issuer will be entitled at its option Company may elect to redeem all or a any portion of the Notes upon not less than 30 nor more than 60 days’ Notes, after giving the notice delivered required pursuant to each Holder by mail or in accordance with Section 3.03 of the applicable procedures of DTC First Supplemental Indenture, at a redemption price equal to the greater of: (i) 100% of the principal amount of Notes to be redeemed, and (ii) the sum of the present values of (1) the redemption price of the Notes being to be redeemed plus at July 1, 2008 (as set forth in the Applicable Premium as ofprior paragraph) of the Notes to be redeemed, and (2) the remaining scheduled payments of interest from the Redemption Date to July 1, 2008, but excluding accrued and unpaid interest toto the Redemption Date, discounted to the applicable date of redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 50 basis points, plus, in either case, accrued and unpaid interest to the Redemption Date (subject to the right of Holders of record on the relevant Interest Regular Record Date to receive interest due on the relevant Interest Payment Date). (c) Any In addition, at any time and from time to time, prior to March 31July 1, 20202007, the Issuer will be entitled at its option on one or more occasions Company may redeem up to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes including any Additional Notes) then outstanding with the net cash proceeds of one or more Public Equity Offerings, if any) originally issued at a redemption price (expressed as a percentage equal to 107.875% of the principal amount thereof on the date of redemption) of 109.250%amount, plus accrued and unpaid interest interest, to but excluding the redemption date Redemption Date (subject to the right of Holders of record on the relevant Interest Regular Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) that after giving effect to any such redemption, at least 65% of such the aggregate principal amount of the Notes (which includes including any Additional Notes, if any) remains outstanding immediately after the occurrence of each outstanding. Any such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs shall be made within 90 days after the date of the closing of such Public Equity OfferingOffering and upon not less than 30 nor more than 60 days' prior notice. (i) The Company may, at its option, at any time redeem in whole but not in part the outstanding Notes at a redemption price of 100% of the principal amount thereof plus accrued and unpaid interest (if any) to but excluding the date of redemption if it has become or would become obligated to pay on the next date on which any amount would be payable under or in respect of the Notes any Additional Amounts in respect of the Notes as a result of: (A) any change in or amendment to the laws (or regulations promulgated thereunder) of Canada (or any political subdivision or taxing authority thereof or therein), or (B) any change in or amendment to any official position regarding the application or interpretation of such laws or regulations, in either case, which change or amendment is announced or is effective on or after the Issue Date (unless announced prior to the Issue Date). (ii) It shall be a condition to the Company's right to redeem the Notes pursuant to the provisions set forth in the immediately preceding paragraph that, prior to giving any notice of redemption of the Notes, the Company shall have delivered to the Trustee: (A) an Officers' Certificate stating that the obligation to pay such Additional Amounts cannot be avoided by the Company taking reasonable measures available to it; and (B) an Opinion of Counsel that the Company has or will become obligated to pay, on the next date on which any amount would be payable with respect to the Notes, Additional Amounts in respect of the Notes as a result of an amendment or change of the type described in clause (i) above, which opinion, in the case of an announced amendment or change, may assume that the announced amendment or change will become effective as of the date specified in such announcement and in the form announced and, where the change or amendment is one described in clause (i)(B) above, may assume such official position accurately reflects the relevant law. (e) Any notice to the Holders of Notes of a redemption pursuant to clause (b) above shall include the appropriate calculation of the redemption price, but need not include the redemption price itself. The actual redemption price, calculated as described above, shall be set forth in an Officers' Certificate delivered to the Trustee no later than two Business Days prior to the Redemption Date.

Appears in 1 contract

Sources: First Supplemental Indenture (Celestica Inc)

Optional Redemption. (a) On and after March 31At any time prior to July 15, 20202027, the Issuer will be entitled at its option may on any one or more occasions redeem up to redeem (i) 40% of the original aggregate principal amount of Notes issued under the Indenture on the Issue Date and (ii) all or a portion of any Additional Notes issued after the Notes Issue Date, upon not less than 30 15 nor more than 60 days’ notice mailed to Holders of Notes, at a redemption price equal to 105.625% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to but excluding the Redemption Date, with an amount of cash no greater than the cash proceeds (net of underwriting discounts and commissions) of all Equity Offerings by the Issuer since the Issue Date; provided that: (1) at least 60% (calculated after giving effect to any issuance of Additional Notes) of the original aggregate principal amount of Notes issued under the Indenture (excluding Notes held by the Issuer and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 180 days of the date of the closing of such Equity Offering. In addition, prior to July 15, 2027, the Issuer may redeem the Notes at its option, in whole or in part, at a redemption price equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to but excluding the applicable Make-Whole Redemption Date (subject to the rights of Holders of Notes to be redeemed on or after a record date for the payment of interest to receive interest on the relevant Interest Payment Date), plus the applicable Make-Whole Premium (a “Make-Whole Redemption”). The Issuer shall notify the Trustee of the Make-Whole Premium by delivering to the Trustee promptly after the calculation of such Make-Whole Premium, on or before the applicable Redemption Date, an Officer’s Certificate showing the calculation thereof in reasonable detail, and the Trustee shall have no responsibility for verifying or otherwise delivered for such calculation or calculation of any redemption price or the Make-Whole Premium. On or after July 15, 2027, the Issuer may on any one or more occasions redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ notice to each Holder in accordance with the applicable procedures Holders of DTCNotes, at the redemption prices (expressed in as percentages of principal amount thereof on the redemption dateamount) set forth below, plus accrued and unpaid interest interest, if any, on the Notes redeemed, to but excluding the redemption date applicable Redemption Date (subject to the right rights of Holders of record on the relevant Interest Record Date falling Notes to be redeemed on or prior to after a record date for the date payment of redemption interest to receive interest due on the relevant Interest Payment Date), if redeemed during the 12twelve-month period commencing beginning on March 31 in July 15 of the years set forth indicated below: 2020 104.625 2027 102.813% 2021 2028 101.406% 2029 and thereafter 100.000 % (b) Prior to March 31, 2020100.000% Notwithstanding the foregoing provisions of this paragraph 5, the Issuer will be entitled at its option to redeem all or a portion payment of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or accrued but unpaid interest in accordance connection with the applicable procedures redemption of DTC at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (is subject to the right 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 Record Payment Date to receive interest due on the relevant such Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offering.

Appears in 1 contract

Sources: Indenture (Vail Resorts Inc)

Optional Redemption. (a) On and after March 31At any time prior to February 15, 20202018, the Issuer will be entitled at its option may on any one or more occasions redeem up to redeem (i) 35% of the original aggregate principal amount of Notes issued under the Indenture on the Issue Date and (ii) all or a portion of any Additional Notes issued after the Notes Issue Date, upon not less than 30 nor more than 60 days’ notice mailed to Holders of Notes, at a redemption price equal to 105.875% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to but excluding the Redemption Date, with an amount of cash no greater than the cash proceeds (net of underwriting discounts and commissions) of all Equity Offerings by Holdings 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 Notes issued under the Indenture (excluding Notes held by the Issuer, Holdings and Holdings’ Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) the redemption occurs within 120 days of the date of the closing of such Equity Offering. In addition, prior to February 15, 2018, the Issuer may redeem the Notes at its option, in whole or in part, at a redemption price equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to but excluding the applicable Make-Whole Redemption Date (subject to the rights of Holders of Notes to be redeemed on or after a record date for the payment of interest to receive interest on the relevant Interest Payment Date), plus the applicable Make-Whole Premium (a “Make-Whole Redemption”). The Issuer shall notify the Trustee of the Make-Whole Premium by delivering to the Trustee promptly after the calculation of such Make-Whole Premium, on or before the applicable Redemption Date, an Officer’s Certificate showing the calculation thereof in reasonable detail, and the Trustee shall have no responsibility for verifying or otherwise delivered for such calculation or calculation of any redemption price or the Make-Whole Premium. On or after February 15, 2018, the 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 to each Holder in accordance with the applicable procedures Holders of DTCNotes, at the redemption prices (expressed in as percentages of principal amount thereof on the redemption dateamount) set forth below, plus accrued and unpaid interest interest, if any, on the Notes redeemed, to but excluding the redemption date applicable Redemption Date (subject to the right rights of Holders of record on the relevant Interest Record Date falling Notes to be redeemed on or prior to after a record date for the date payment of redemption interest to receive interest due on the relevant Interest Payment Date), if redeemed during the 12twelve-month period commencing beginning on March 31 in February 15 of the years set forth indicated below: 2018 104.406% 2019 102.938% 2020 104.625 101.469% 2021 and thereafter 100.000 % (b) Prior to March 31100.000% The Issuer may, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes option, at any time upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with Holders of Notes, redeem all (but not less than all) of the applicable procedures of DTC Notes then outstanding, at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest thereon, if any, to but excluding the redemption date applicable Redemption Date (subject to the right rights of Holders of Notes to be redeemed on or after a record on date for the relevant Interest Record Date payment of interest to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes and all Additional NotesAmounts, if any) remains outstanding immediately after , then due and which shall become due on the occurrence applicable Redemption Date as a result of each such the redemption (other than or otherwise, if the Issuer reasonably determines in good faith that, as a result of a Change in Tax Law, the Issuer is, or on the next Interest Payment Date in respect of the Notes held would be, required to pay any Additional Amounts, and such obligation to pay Additional Amounts cannot be avoided by taking reasonable measures available to the Parent Guarantor Issuer (including, without limitation, making payment through a paying agent located in another jurisdiction). For the avoidance of doubt, the Notes shall not be redeemable due to a Change in Tax Law because the Notes have not been listed or its Subsidiaries); and (2) each fail to remain listed on the Irish Stock Exchange, unless such failure is caused by a Change in Tax Law that otherwise could serve as a basis for redemption occurs within 90 days after the date of the closing Notes due to a Change in Tax Law. The foregoing provisions related to redemption due to a Change in Tax Law shall apply mutatis mutandis to any successor to the Issuer. Notwithstanding the foregoing provisions of this paragraph 5, the payment of accrued but unpaid interest in connection with the redemption of Notes is subject to the rights of a Holder of Notes on a record date for the payment of interest whose Notes are to be redeemed on or after such Equity Offeringrecord date but on or prior to the related Interest Payment Date to receive interest on such Interest Payment Date.

Appears in 1 contract

Sources: Indenture (James Hardie Industries PLC)

Optional Redemption. (a) On and after March 31, 2020Prior to the applicable Par Call Date, the Issuer will be entitled at its option to Issuers may redeem all or a portion part of the Notes upon not less than 30 nor more than 60 days’ of a Series, after having sent a notice mailed or otherwise delivered of redemption as described in Section 3.03 of the Original Indenture, at a redemption price equal to each Holder in accordance with the greater of (i) 100% of the principal amount of Notes being redeemed and (ii) the sum of the present value at such redemption date of all remaining scheduled payments of principal and interest on such Notes through the applicable procedures of DTCPar Call Date, at the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth below, plus excluding accrued and but unpaid interest to the redemption date, discounted to the date of redemption using a discount rate equal to (A) the Treasury Rate plus 25 basis points, in the case of the 2027 Notes, and (B) the Treasury Rate plus 30 basis points, in the case of the 2030 Notes, plus, in each case, accrued and unpaid interest, if any, to, but not including, the redemption date, subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %. (b) Prior to March 31, 2020On or after the applicable Par Call Date, the Issuer will Notes of a Series may be entitled redeemed at its option the Issuers’ option, at any time in whole or from time to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or time in accordance with the applicable procedures of DTC part, at a redemption price equal to 100% of the principal amount of the Notes being redeemed redeemed, plus the Applicable Premium as of, and accrued and unpaid interest interest, if any, to, but not including, the applicable redemption date (date, subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offering.

Appears in 1 contract

Sources: Fifth Supplemental Indenture (AerCap Holdings N.V.)

Optional Redemption. (a) On and after March 31, 2020Except as set forth in this Section 5, the Issuer will Securities shall not be entitled redeemable at its the option to redeem all or a portion of the Notes Issuers prior to September 15, 2022. Thereafter, the Securities shall be redeemable at the option of the Issuers, in whole at any time or in part from time to time, upon not less than 30 nor more than 60 days’ prior notice mailed (except that notices of redemption may be sent more than 60 days prior to a redemption date if the notice is delivered in connection with a defeasance of the Securities or otherwise delivered to each Holder in accordance with the applicable procedures satisfaction and discharge of DTCthe Indenture), at the following redemption prices (expressed in percentages as a percentage of principal amount thereof on the redemption date) set forth belowamount), plus accrued and unpaid interest to to, but not including, the redemption date (subject to the right of the Holders of record on the relevant Interest Record Date falling on or prior to the record date of redemption to receive interest due on the relevant Interest Payment Dateinterest payment date occurring on or prior to the redemption date), if redeemed during the 12-month period commencing on March 31 in September 15 of the years set forth below: 2020 104.625 2022 101.625 % 2021 2023 100.813 % 2024 and thereafter 100.000 % (b) Prior % In addition, at any time prior to March 31September 15, 20202022, the Issuer will be entitled Issuers may redeem the Securities at its option their option, in whole at any time or in part from time to redeem all or a portion of the Notes time, upon not less than 30 nor more than 60 days’ prior notice (except that notices of redemption may be sent more than 60 days prior to a redemption date if the notice is delivered to each Holder by mail in connection with a defeasance of the Securities or in accordance with the applicable procedures satisfaction and discharge of DTC the Indenture), at a redemption price equal to 100% of the principal amount of the Notes being Securities redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of the Holders of record on the relevant Interest Record Date record date to receive interest due on the relevant Interest Payment Date). (c) Any time interest payment date occurring on or prior to March 31the redemption date). Notwithstanding the foregoing, 2020at any time and from time to time on or prior to September 15, 2022, the Issuer will be entitled at its option on one or more occasions Issuers may redeem in the aggregate up to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 3540% of the original aggregate principal amount of the Notes Securities (which includes calculated after giving effect to any issuance of Additional NotesSecurities) with the net cash proceeds of one or more Equity Offerings (1) by the Company or (2) by any direct or indirect parent of the Company, if anyin each case, to the extent the net cash proceeds thereof are contributed to the common equity capital of the Company or used to purchase Capital Stock (other than Disqualified Stock) originally issued of the Company from it, at a redemption price (expressed as a percentage of principal amount thereof on the date of redemptionthereof) of 109.250%, equal to 103.250% plus accrued and unpaid interest interest, if any, to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date record date to receive interest due on the relevant Interest Payment Dateinterest payment date occurring on or prior to the redemption date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) that at least 6550% of such the original aggregate principal amount of Notes the Securities (which includes calculated after giving effect to any issuance of Additional Notes, if anySecurities) remains must remain outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries)redemption; and (2) each and provided, further, that such redemption occurs shall occur within 90 180 days after the date of the closing of on which any such Equity OfferingOffering is consummated upon not less than 30 nor more than 60 days’ notice mailed to each Holder of Securities being redeemed or otherwise in accordance with the procedures of The Depository Trust Company and otherwise in accordance with the procedures set forth in the Indenture. In addition, if such redemption is subject to satisfaction of one or more conditions precedent, such notice of redemption shall describe each such condition, and if applicable, shall state that, in the Issuers’ discretion, the redemption date may be delayed until such time 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 stated redemption date, or by the redemption date as so delayed. Notice of any redemption in respect of an Equity Offering may be given prior to the completion thereof.

Appears in 1 contract

Sources: Indenture (Albertsons Companies, Inc.)

Optional Redemption. Prior to the Applicable Par Call Date, the Company may redeem any series of Notes at its option, in whole or in part, at any time and from time to time, at a redemption price (expressed as a percentage of principal amount and rounded to three decimal places) equal to the greater of: (A) 100% of the principal amount of the Notes to be redeemed; and (B) (a) On and after March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion sum of the Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with present values of the applicable procedures of DTC, at the redemption prices (expressed in percentages remaining scheduled payments of principal amount thereof on the redemption date) set forth below, plus accrued and unpaid interest thereon discounted to the redemption date (subject assuming such Notes matured on the Applicable Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30- day months) at the Treasury Rate plus 20 basis points with respect to the right of Holders of record on 2030 Notes, 25 basis points with respect to the relevant Interest Record Date falling on or prior 2032 Notes and 25 basis points with respect to the 2035 Notes, less (b) interest accrued and unpaid thereon to the redemption date, plus, in each case, accrued and unpaid interest, if any, thereon to, but not including, the date of redemption to receive interest due redemption. In addition, on or after the relevant Interest Payment Applicable Par Call Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled Company may redeem any series of Notes at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail option, in whole or in accordance with the applicable procedures of DTC part, at any time and from time to time, at a redemption price equal to 100% of the principal amount of the Notes being redeemed such series of Notes, plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020but not including, the Issuer redemption date. Notice of any redemption will be entitled mailed (or, in the case of Notes held in book-entry form, be transmitted electronically in accordance with the Depositary’s procedures) at its option on one or least 10 days but not more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to than 60 days before the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offering.Holder of

Appears in 1 contract

Sources: First Supplemental Indenture (Paychex Inc)

Optional Redemption. Except as set forth below in this Paragraph 7 or under Paragraphs 8 and 10, none of the Notes will be redeemable at the Issuer’s option prior to August 27, 2032. At any time prior to August 27, 2032 (three months prior to the maturity of the Notes), the Issuer may redeem the Notes in whole or in part, at a Redemption Price equal to the greater of (a) On and after March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion 100% of the Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTC, at the redemption prices (expressed in percentages of principal amount thereof and (b) the present value as of such Redemption Date of (i) the Redemption Price of 100% for such Note on August 27, 2032, plus (ii) all required interest payments due on such Note through August 27, 2032 (excluding accrued but unpaid interest to the redemption dateRedemption Date) set forth belowcomputed using a discount rate equal to the Bund Rate as of such Redemption Date plus 20 basis points calculated by the Issuer, plus accrued and unpaid interest to and Additional Amounts, if any, to, but excluding, the redemption date Redemption Date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Dateinterest payment date). . At any time on or after August 27, 2032 (c) Any time three months prior to March 31, 2020the maturity of the Notes), the Issuer will be entitled at its option on one may redeem all or more occasions to redeem a part of the Notes (which includes Additional Notes, if any) in an aggregate principal amount not at a Redemption Price equal to exceed 35100% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%thereof, plus accrued and unpaid interest to and Additional Amounts, if any, thereon, to, but excluding, the redemption date Redemption Date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Dateinterest payment date). The Issuer’s actions and determinations in determining the Redemption Price shall be conclusive and binding for all purposes, with absent manifest error. For the Net Cash Proceeds from one or more Equity Offerings avoidance of doubt, any Redemption Price shall be calculated by the Parent Guarantor; providedIssuer, howeveror on behalf of the Issuer by such Person as the Issuer may engage, that (1) at least 65% and the calculation of the Redemption Price shall not be an obligation or duty of the Trustee or the Paying Agent. If and so long as the Notes are admitted to the Global Exchange Market of Euronext Dublin, and the rules of the Global Exchange Market of Euronext Dublin so require, in the event that the Issuer effects an optional redemption of the Notes, the Issuer will inform the Companies Announcement Office of Euronext Dublin of such optional redemption and confirm the aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each that will remain outstanding following such redemption occurs within 90 days after the date of the closing of such Equity Offeringredemption.

Appears in 1 contract

Sources: Indenture (Smurfit Westrock PLC)

Optional Redemption. (a) On and after March 31The 2023 Notes are redeemable at the Company’s election, 2020, the Issuer will be entitled in whole or in part at its option to redeem all or a portion of the Notes any time upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTCnotice, at a redemption price equal to the greater of: (i) 100% of the aggregate principal amount of the Notes to be redeemed, or (ii) as determined by an Independent Investment Banker, the sum of the present values of the remaining scheduled payments of principal and interest on the Notes to be redeemed (not including any portion of such payments of interest accrued to the date of redemption) discounted to the redemption prices date on a semiannual basis (expressed in percentages assuming a 360-day year consisting of principal amount thereof on twelve 30-day months) at the redemption date) set forth belowAdjusted Treasury Rate, plus 40 basis points, plus, in either of the above cases, accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior including Additional Interest, if any) to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %Notes to be redeemed. (b) Prior to March 31, 2020In the event of a redemption of fewer than all of the 2023 Notes, the Issuer will Trustee shall select the 2023 Notes to be entitled at its option to redeem all or a portion redeemed in compliance with the requirements of the principal national securities exchange, if any, on which such Notes are listed, or if such Notes are not then listed on a national securities exchange, on a pro rata basis, by lot or in such other manner as the Trustee shall deem fair and appropriate. The Notes shall be redeemable in whole or in part upon not less than 30 nor more than 60 days’ notice delivered prior written notice, mailed by first class mail to each Holder a Holder’s last address as it shall appear on the register maintained by mail or in accordance with the applicable procedures of DTC at a redemption price equal to 100% Registrar of the principal amount of Notes. On and after any Redemption Date, interest shall cease to accrue on the Notes being redeemed plus or portions thereof called for redemption unless the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions Company shall fail to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of any such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity OfferingNote.

Appears in 1 contract

Sources: Indenture (QVC Inc)

Optional Redemption. (a) On and after March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion The provisions of Article III of the Indenture, as amended by the provisions of this Third Supplemental Indenture, shall apply to the Notes. (b) The Notes are subject to redemption upon notice mailed or sent at least 10 days but not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTC, at the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth below, plus accrued and unpaid interest days prior to the redemption date to each Registered Holder. On or after October 15, 2031 (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment “Par Call Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer Notes will be entitled redeemable, as a whole or from time to time in part, at its the option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC Company at any time, at a redemption price equal to 100% of the principal amount of the Notes being redeemed to be redeemed, plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notesinterest, if any, thereon to (but excluding) the date of the redemption. Prior to the Par Call Date, the Notes may be redeemed, at any time as a whole or from time to time in an aggregate principal amount not part, at the option of the Company, at a redemption price equal to exceed 35the greater of: (i) 100% of the aggregate principal amount of the Notes to be redeemed; and (which includes Additional Notesii) the sum of the present values of the Remaining Scheduled Payments thereon that would be due if the Notes matured on the Par Call Date, discounted to the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 20 basis points, plus, in either case, accrued and unpaid interest, if any) originally issued at a redemption price (expressed as a percentage of , on the principal amount thereof on being redeemed to (but excluding) the date of redemption) . If the Company redeems less than all the Notes, the Trustee shall select the Notes to be redeemed, in the case of 109.250%the Notes in the form of a Global Security, plus accrued in accordance with the Depositary’s Applicable Procedures, and unpaid interest in the case of any Notes in definitive form, by such method as the Trustee shall select, in such manner as in its sole discretion it shall deem appropriate and fair. The Trustee may select for partial redemption Notes and portions of Notes in amounts equal to $2,000 or any integral multiple of $1,000 in excess thereof. Unless the Company defaults in payment of the redemption date (subject price, on and after the applicable redemption date, interest will cease to the right of Holders of record accrue on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one Notes or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offeringportions thereof called for redemption.

Appears in 1 contract

Sources: Third Supplemental Indenture (Quanta Services, Inc.)

Optional Redemption. (a) On and after Except as set forth in this Section 5, the Securities shall not be redeemable at the option of the Issuers prior to March 31, 20202028. Thereafter, the Issuer will Securities shall be entitled redeemable, at its the option to redeem all or a portion of the Notes Issuers, in whole at any time or in part from time to time, upon not less than 30 10 nor more than 60 days’ prior notice mailed by first-class mail to each Holder’s registered address or otherwise delivered to each Holder in accordance with the applicable procedures of DTCthe DTC (except that notices of redemption may be sent more than 60 days prior to a redemption date if the notice is delivered in connection with a defeasance of the Securities or the satisfaction and discharge of the Indenture), at the following redemption prices (expressed in percentages as a percentage of principal amount thereof on the redemption date) set forth belowamount), plus accrued and unpaid interest to to, but not including, the redemption date (subject to the right of the Holders of record on the relevant Interest Record Date falling on or prior to the record date of redemption to receive interest due on the relevant Interest Payment Dateinterest payment date occurring on or prior to the redemption date), if redeemed during the 12-month period commencing on March 31 in of the years set forth below: 2020 104.625 2028 102.813 % 2021 2029 101.406 % 2030 and thereafter 100.000 % (b) Prior % In addition, at any time prior to March 31, 20202028, the Issuer will be entitled Issuers may redeem the Securities at its option their option, in whole at any time or in part from time to redeem all or a portion of the Notes time, upon not less than 30 10 nor more than 60 days’ prior notice (except that notices of redemption may be sent more than 60 days prior to a redemption date if the notice is delivered to each Holder by mail in connection with a defeasance of the Securities or in accordance with the applicable procedures satisfaction and discharge of DTC the Indenture), at a redemption price equal to 100% of the principal amount of the Notes being Securities redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of the Holders of record on the relevant Interest Record Date record date to receive interest due on the relevant Interest Payment Dateinterest payment date occurring on or prior to the redemption date). (c) Any . Notwithstanding the foregoing, at any time and from time to time on or prior to March 31, 20202028, the Issuer will be entitled at its option on one or more occasions Issuers may redeem in the aggregate up to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 3540% of the original aggregate principal amount of the Notes Securities (which includes calculated after giving effect to any issuance of Additional NotesSecurities) with the net cash proceeds of one or more Equity Offerings (1) by the Company or (2) by any direct or indirect parent of the Company, if anyin each case, to the extent the net cash proceeds thereof are contributed to the common equity capital of the Company or used to purchase Capital Stock (other than Disqualified Stock) originally issued of the Company from it, at a redemption price (expressed as a percentage of principal amount thereof on the date of redemptionthereof) of 109.250%, equal to 105.625% plus accrued and unpaid interest interest, if any, to (but excluding) the redemption date (subject to the right of Holders of record on the relevant Interest Record Date record date to receive interest due on the relevant Interest Payment Date), with interest payment date occurring on or prior to the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; redemption date); provided, however, that (1) that at least 6550% of such the original aggregate principal amount of Notes the Securities (which includes calculated after giving effect to any issuance of Additional Notes, if anySecurities) remains must remain outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each redemption; and provided, further, that such redemption occurs shall occur within 90 180 days after the date of the closing of on which any such Equity OfferingOffering is consummated upon not less than 10 nor more than 60 days’ notice mailed to each Holder of Securities being redeemed or otherwise in accordance with the procedures of The Depository Trust Company and otherwise in accordance with the procedures set forth in the Indenture. In addition, if such redemption is subject to satisfaction of one or more conditions precedent, such notice of redemption shall describe each such condition, and if applicable, shall state that, in the Issuers’ discretion, the redemption date may be delayed until such time 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 stated redemption date, or by the redemption date as so delayed. Notice of any redemption in respect of an Equity Offering may be given prior to the completion thereof.

Appears in 1 contract

Sources: Indenture (Albertsons Companies, Inc.)

Optional Redemption. (a) On and after March 31, 2020, the Issuer The Notes will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTCredeemable, at the Company’s option, in whole or in part, at any time and from time to time on and after February 15, 2024, at the applicable redemption price set forth below. The Notes will be so redeemable at the following redemption prices (expressed in percentages as a percentage of principal amount thereof on the redemption date) set forth belowamount), plus accrued and unpaid interest interest, if any, to the redemption date relevant Redemption Date (subject to the right of Holders of record on the relevant Interest Regular Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date falling prior to or on the Redemption Date), if redeemed during the 12-month period commencing on March 31 in February 15 of the years set forth below: 2020 104.625 2024 102.375 % 2021 2025 101.188 % 2026 and thereafter 100.000 % (b) Prior % In addition, at any time and from time to March 31time prior to February 15, 20202024, the Issuer will be entitled Company at its option to may redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not equal to exceed 35up to 40.0% of the original aggregate principal amount of the Notes (which includes including the principal amount of any Additional Notes), if anywith funds in an aggregate amount (the “Redemption Amount”) originally issued not exceeding the aggregate proceeds of one or more Equity Offerings, at a redemption price (expressed as a percentage of principal amount thereof on the date of redemptionthereof) of 109.250104.750%, plus accrued and unpaid interest interest, if any, to the redemption date Redemption Date (subject to the right of Holders of record on the relevant Interest Regular Record Date to receive interest due on the relevant Interest Payment Date falling prior to or on the Redemption Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) that if Notes are redeemed pursuant to this paragraph, an aggregate principal amount of Notes equal to at least 6550% of such the original aggregate principal amount of Notes (which includes including the principal amount of any Additional Notes) must remain outstanding immediately after each such redemption of Notes. Any amount payable in any such redemption may be funded from any source. Any notice of any such redemption may be given prior to the completion of the related Equity Offering, but in no event may be given more than 180 days after the completion of the related Equity Offering. At any time and from time to time prior to February 15, 2024, Notes may also be redeemed in whole or in part, at the Company’s option, at a price (the “Redemption Price”) equal to 100.0% of the principal amount thereof plus the Applicable Premium as of, and accrued but unpaid interest, if any, to, the Redemption Date (subject to the right of Holders of record on the relevant Regular Record Date to receive interest due on the relevant Interest Payment Date falling prior to or on the Redemption Date). Notwithstanding the foregoing, in connection with any tender offer for any Notes, if anyHolders of not less than 90% in the aggregate principal amount of the Outstanding Notes validly tender and do not withdraw such Notes in such tender offer and the Company, or any other Person making such tender offer, purchases all of the Notes validly tendered and not withdrawn by such Holders, the Company will have the right, upon notice given not more than 30 days following such purchase pursuant to such tender offer, to redeem all of the Notes that remain outstanding following such purchase at a price in cash equal to the price offered to each Holder in such tender offer, plus, to the extent not included in the tender offer payment, accrued and unpaid interest 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 prior to or on the Redemption Date). Any redemption of Notes may be made upon notice sent electronically or, at the Company’s option, mailed by first-class mail to each Holder’s registered address in accordance with Section 1005, and, if applicable, the Company should notify the Trustee of such Redemption Date, and the principal amount of Notes to be redeemed in accordance with Section 1003. The Company may provide in any redemption notice that payment of the redemption price and the performance of the Company’s obligations with respect to such redemption may be performed by another Person. Any redemption of Notes (including in connection with an Equity Offering) remains outstanding immediately after or notice thereof may, at the Company’s discretion, be subject to the satisfaction (or, waiver by the Company in its sole discretion) of one or more conditions precedent, which may include consummation of any related Equity Offering or the occurrence of each a Change of Control. If such redemption or notice is subject to satisfaction of one or more conditions precedent, such notice may 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 (other than the Notes held or waived by the Parent Guarantor Company in its sole discretion), or its Subsidiaries); and (2) each such redemption occurs within 90 days after may not occur and such notice may be rescinded in the date of event that any or all such conditions shall not have been (or, in the closing of such Equity OfferingCompany’s sole determination, may not be) satisfied (or waived by the Company in its sole discretion) by the Redemption Date, or by the Redemption Date so delayed.

Appears in 1 contract

Sources: Indenture (US Foods Holding Corp.)

Optional Redemption. On or after May 14, 2026 and prior to the 2031 Notes Interest Reset Date, the Issuer may redeem the 2031 Notes at its option, in whole or in part, at any time and from time to time, at a redemption price (expressed as a percentage of principal amount and rounded to three decimal places) equal to the greater of: (a) On and after March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion sum of the Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with present values of the applicable procedures of DTC, at the redemption prices (expressed in percentages remaining scheduled payments of principal amount thereof on the redemption date) set forth below, plus accrued and unpaid interest thereon discounted to the redemption date (subject to assuming the right of Holders of record 2031 Notes matured on the relevant 2031 Notes Interest Record Date falling Reset Date) on or prior a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 15 basis points less (b) interest accrued to the date of redemption; and • 100% of the principal amount of the 2031 Notes to be redeemed, plus, in either case, accrued and unpaid interest thereon to the redemption date. On the 2031 Notes Interest Reset Date, the 2031 Notes will be redeemable in whole but not in part, or on or after October 14, 2031 (one month prior to receive interest due on the relevant Interest Payment 2031 Notes Stated Maturity Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail whole or in accordance with the applicable procedures of DTC part, at any time and from time to time, at a redemption price equal to 100% of the principal amount of the 2031 Notes being to be redeemed, plus accrued and unpaid interest thereon to the redemption date, upon not less than 10 nor more than 60 days’ prior notice given to the holders of the Notes to be redeemed. If less than all of any series of Notes are to be redeemed, the Notes to be redeemed will be selected in accordance with the procedures of the Depositary; provided, however, that no Notes of a principal amount of $2,000 or less shall be redeemed in part. Notice of any redemption will be electronically delivered or mailed (or otherwise transmitted in accordance with the Depositary’s procedures) at least 10 but not more than 60 days before the redemption date to each holder of the Notes to be redeemed. Once notice of redemption is electronically delivered or mailed, the Notes called for redemption will become due and payable on the redemption date and at the applicable redemption price, plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020but not including, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offeringdate.

Appears in 1 contract

Sources: First Supplemental Indenture (Schwab Charles Corp)

Optional Redemption. (a) On Subject to any adjustment in accordance with Section 2.14(b), and after March 31, 2020except as set forth in this Section 3.07 or the circumstances set forth in Section 4.14, the Issuer will not be entitled to redeem the Notes at its option prior to December 1, 2024. (b) At any time prior to December 1, 2024, the Issuer may, at its option and on one or more occasions, redeem all or a portion part of the Notes Notes, upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder as described in accordance with the applicable procedures of DTCSection 3.03, at the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth below, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest interest, if any, to, but excluding, the date of redemption (any applicable redemption date (of redemption, the “Redemption Date”), subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date falling on or prior to the Redemption Date). (c) Any time prior to March 31On and after December 1, 20202024, the Issuer will be entitled may, at its option and on one or more occasions to occasions, redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% whole or in part, upon notice as described in Section 3.03, at the redemption prices (expressed as percentages of the aggregate principal amount of the Notes (which includes Additional Notes, if anyto be redeemed) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%set forth below, plus accrued and unpaid interest to thereon, if any, to, but excluding, the redemption date (applicable Redemption Date, subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date falling on or prior to the Redemption Date), with if redeemed during the Net Cash Proceeds twelve-month period beginning on December 1 of each of the years indicated below; provided, however, for the avoidance of doubt, to the extent there is any redemption pursuant to this Section 3.07(c) prior to the Step-up Date, the redemption price (expressed as a percentage of principal amount of the Notes to be redeemed) shall be the percentage set forth in the left-hand column): Year Percentage (x) prior to the Step- up Date, and (y) on or following the Step-up Date, if two Sustainability Performance Targets have been satisfied as of the Testing Date and have been certified to such on or prior to the Certification Date Percentage if, on and following the Step-up Date, one of the two Sustainability Performance Targets have been satisfied as of the Testing Date and has been certified to such on or prior to the Certification Date Percentage if, on and following the Step-up Date, none of the Sustainability Performance Targets have been satisfied as of the Testing Date and/or have not been certified prior to the Certification Date 2024 102.438 % N/A N/A 2025 101.219 % 101.250 % 101.282 % 2026 and thereafter 100.000 % 100.000 % 100.000 % (d) In addition, prior to December 1, 2024, the Issuer may, at its option, upon notice as described in Section 3.03, on one or more occasions redeem up to 40% of the aggregate principal amount of the Notes (including Additional Notes) issued and outstanding under this Indenture at a redemption price (as calculated by the Issuer) equal to (i) 104.875% of the aggregate principal amount thereof, in an amount equal to or less than the amount of net cash proceeds from one or more Equity Offerings to the extent such net cash proceeds are received by or contributed to the Parent GuarantorIssuer, plus (ii) accrued and unpaid interest thereon, if any, to, but excluding, 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 falling on or prior to the Redemption Date; provided, however, that provided that (1a) at least 6550% of such the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued under this Indenture on the Issue Date remains outstanding immediately after the occurrence of each such redemption (other than except to the Notes held by extent otherwise repurchased or redeemed or to be repurchased or redeemed and for which a notice of repurchase or redemption has been issued at or about such time in accordance with the Parent Guarantor or its Subsidiaries); and terms of this Indenture) and (2b) each such redemption occurs within 90 180 days after of the date of the closing of such Equity Offering.

Appears in 1 contract

Sources: Indenture (Covanta Holding Corp)

Optional Redemption. (a) On Except as otherwise may be specified in this First Supplemental Indenture and after March 31in the Notes, 2020, the Issuer will be entitled at its option to redeem all or a portion Article 11 of the Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the Original Indenture shall be applicable procedures of DTC, at the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth below, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %Notes. (b) Prior to March 31, 2020their Maturity Date, the Issuer will be entitled may redeem the 2029 Notes at its option option, in whole or in part, at any time and from time to redeem all or time, at a portion Redemption Price (expressed as a percentage of the principal amount and rounded to three decimal places) equal to the greater of: (A) the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the Redemption Date (assuming the 2029 Notes upon not matured on August 15, 2029) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 15 basis points, less than 30 nor more than 60 days’ notice delivered (B) interest accrued to each Holder by mail the Redemption Date; and (ii) 100% of the principal amount of the 2029 Notes to be redeemed; plus, in either case, accrued and unpaid interest thereon to, but excluding, the Redemption Date. (c) Prior to June 15, 2033 (two months prior to their Maturity Date), the Issuer may redeem the 2033 Notes at its option, in whole or in accordance with the applicable procedures of DTC part, at any time and from time to time, at a redemption price Redemption Price (expressed as a percentage of the principal amount and rounded to three decimal places) equal to the greater of: (A) the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the Redemption Date (assuming the 2033 Notes matured on June 15, 2033) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 20 basis points, less (B) interest accrued to the Redemption Date; and (ii) 100% of the principal amount of the 2033 Notes to be redeemed; plus, in either case, accrued and unpaid interest thereon to, but excluding, the Redemption Date. On or after June 15, 2033, the Issuer may redeem the 2033 Notes, in whole or in part, at any time and from time to time, at a Redemption Price equal to 100% of the principal amount of the 2033 Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%redeemed, plus accrued and unpaid interest thereon to, but excluding, the Redemption Date. (d) Notice of any redemption will be mailed or electronically delivered (or otherwise transmitted in accordance with the Depository’s procedures) at least 10 days but not more than 60 days before the Redemption Date to each Holder of Notes to be redeemed. Any redemption or notice may, at the redemption date (Issuer’s discretion, be subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings conditions precedent and, at the Issuer’s discretion, the Redemption Date may be delayed until such time as any or all such conditions precedent included at the Issuer’s discretion shall be satisfied (or waived by the Parent Guarantor; provided, however, thatIssuer) or the Redemption Date may not occur and such notice may be rescinded if all such conditions precedent included at the Issuer’s discretion shall not have been satisfied (or waived by the Issuer). (1e) at least 65% Unless the Issuer defaults in payment of such aggregate principal amount the Redemption Price, on and after the Redemption Date, interest shall cease to accrue on the applicable series of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offeringportions thereof called for redemption.

Appears in 1 contract

Sources: First Supplemental Indenture (Equifax Inc)

Optional Redemption. (a) On and after March 31, 2020, the Issuer The 2026 Notes will be entitled at its option to redeem all or a portion redeemable in accordance with the terms of the Notes upon Indenture (as modified by this Supplemental Indenture), in each case from time to time, prior to the First Par Call Date in whole or in part, at the Company’s option, on at least 30 days, but not less than 30 nor more than 60 days, prior notice mailed or otherwise delivered to the registered address of each Holder in accordance with of the applicable procedures 2026 Notes to be redeemed, at a Redemption Price equal to (1) the greater of: (A) 100% of DTCthe principal amount of the 2026 Notes to be redeemed, and (B) the sum of the present values of the Remaining Scheduled Payments, discounted to the Redemption Date, on a semi-annual basis, assuming a 360-day year consisting of twelve 30-day months, at the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth belowTreasury Rate, plus 50 basis points; plus (2) in each case, accrued and unpaid interest interest, if any, to, but excluding, the applicable Redemption Date. Any calculation made pursuant to this Section 6.01(a) shall not include any discounted amount with respect to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest and principal payments due on the relevant Interest Payment Stated Maturity of the 2026 Notes and shall instead include the discounted amount with respect to the interest and principal payments that would be payable upon redemption of the 2026 Notes on the First Par Call Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %. (b) Prior to March 31, 2020, the Issuer The 2026 Notes will be entitled redeemable at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail Company’s option, in whole or in accordance with part, at any time on or after the applicable procedures of DTC First Par Call Date, at a redemption price Redemption Price equal to 100% of the principal amount of the 2026 Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%redeemed, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notesinterest, if any) remains outstanding immediately after , to, but excluding, the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offeringapplicable Redemption Date.

Appears in 1 contract

Sources: Fifth Supplemental Indenture (SPRINT Corp)

Optional Redemption. (a) On Except as set forth in clauses (b), (c) and after March 31(f) of this Section 3.08, 2020the Notes shall not be redeemable at the option of the Issuer prior to October 1, 2028. (b) At any time and from time to time, prior to October 1, 2028, the Issuer will be entitled at its option may, on any one or more occasions, redeem up to redeem all or a portion maximum of 40% of the original aggregate principal amount of the Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance (including Additional Notes, if any) with the applicable procedures Net Cash Proceeds of DTCone or more Equity Offerings, at a redemption price equal to 106.500% of the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth belowthereof, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date)thereon, if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31any, 2020to, but not including, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date); provided, however, that immediately after giving effect to any such redemption, at least 50% of the original aggregate principal amount of Notes remains outstanding. Any such redemption shall be made within 180 days of such Equity Offering. (c) Any time prior to March 31, 2020In addition, the Issuer will be entitled at its option may choose to redeem all or any portion of the Notes, on any one or more occasions occasions, prior to redeem October 1, 2028 at a redemption price equal to the Notes sum of: (which includes Additional Notes, if anyi) in an aggregate principal amount not to exceed 35100% of the aggregate principal amount of the Notes to be redeemed, plus (which includes Additional Notes, if anyii) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%Applicable Premium, plus accrued and unpaid interest to interest, if any, to, but not including, the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). Any notice to Holders of such a redemption shall set forth the manner of the calculation of the redemption price, with but need not set forth the Net Cash Proceeds from redemption price itself. The actual redemption price, calculated as described above, must be set forth in an Officers’ Certificate delivered to the Trustee no later than two Business Days prior to the redemption date, unless the Trustee consents to a shorter period. (d) On or after October 1, 2028, the Issuer may, at its option, redeem all or any portion of the Notes, on any one or more Equity Offerings by occasions. The Notes may be redeemed at the Parent Guarantor; providedredemption prices set forth below, howeverplus accrued and unpaid interest, thatif any, to, but not including, the redemption date (subject to the right of Holders on the relevant Record Date to receive interest due on the relevant Interest Payment Date). The following prices are for Notes redeemed during the 12-month period commencing on October 1 of the years set forth below, and are expressed as percentages of principal amount: 2028 103.250% 2029 101.625% 2030 and thereafter 100.000% (1e) If the optional redemption date is on or after a Record Date and on or before the related Interest Payment Date, the accrued and unpaid interest, if any, shall be paid to the Person in whose name the Note is registered at the close of business on such Record Date; provided that if the Notes are in global form, such accrued and unpaid interest shall be paid in accordance with the applicable procedures of DTC. (f) At any time, in connection with any offer to purchase the Notes (including pursuant to a Change of Control Offer, Alternate Offer (as defined below) or Asset Sale Offer (as defined below)), if holders of at least 6590% of such in aggregate principal amount of the Notes (which includes Additional Notesoutstanding tender such Notes in such offer, the Issuer or such other Person, upon written notice given not more than 60 days following such purchase pursuant to such offer, may redeem all of the remaining Notes of such series at a price in cash equal to the price offered to each holder in such prior offer, plus, to the extent not included in the prior offer payment, accrued and unpaid interest, if any) remains outstanding immediately after the occurrence of each such redemption (other than , on the Notes held by the Parent Guarantor or its Subsidiaries); and redeemed, to (2but not including) each such redemption occurs within 90 days after the date of redemption, subject to the closing rights of holders of Notes on a relevant record date to receive interest due on an interest payment date occurring on or prior to the redemption date. In determining whether the holders of at least 90% in aggregate principal amount of the outstanding Notes have validly tendered and not validly withdrawn Notes in an offer, 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 such Equity Offeringoffer (and shall be identified in an Officers’ Certificate delivered to the trustee on or before the delivery of the notice of redemption).

Appears in 1 contract

Sources: Indenture (MARRIOTT VACATIONS WORLDWIDE Corp)

Optional Redemption. (a) On Except as stated below, the Issuer may not redeem the Notes. Any redemption and notice may, in the Issuer’s discretion, be subject to the satisfaction of one or more conditions precedent. The Issuer may redeem the Notes, at its option, in whole at any time or in part from time to time, on and after March 3119, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTC2022, at the following redemption prices (prices, expressed in as percentages of the principal amount thereof on the redemption date) set forth below, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date)thereof, if redeemed during the 12twelve-month period commencing on March 31 in the years 19 of any year set forth below, plus any accrued and unpaid interest on the principal amount of the Notes, if any, to, but not including, the date of redemption: 2020 104.625 2022 101.563 % 2021 2023 100.781 % 2024 and thereafter 100.000 % (b) % provided, however, that the Issuer shall not have the right to exercise any such optional redemption at any time when the Issuer is prohibited from having such an option under the Credit Agreement. Prior to March 3119, 20202022, the Issuer will be entitled have the right, at its option option, to redeem all or a portion any of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail Notes, in whole or in accordance with the applicable procedures of DTC part, at any time or from time to time prior to their maturity at a redemption price equal to the greater of (1) 100% of the principal amount of such Notes and (2) the sum of the present value of the redemption price of the Notes to be redeemed at March 19, 2022 (such redemption price being redeemed set forth in the table appearing above, the “First Call Date”) plus each remaining scheduled payment of interest thereon during the Applicable Premium period between the redemption date and the First Call Date (exclusive of interest accrued to, but not including, the date of redemption), 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 Bund Rate (as ofdefined below) plus 50 basis points (the “Make-Whole Amount”), and plus, in each case any accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on principal amount of the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount , to, but not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notesincluding, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) that the Issuer shall not have the right to exercise any such optional redemption at least 65% of any time when the Issuer is prohibited from having such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after an option under the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity OfferingCredit Agreement.

Appears in 1 contract

Sources: Indenture (Cemex Sab De Cv)

Optional Redemption. (a) On and after March Except as set forth in the following paragraph, the Notes may not be redeemed prior to June 1, 2000. During the period from June 1, 2000 to May 31, 20202002, the Issuer will be entitled at its option to Company may redeem all or a portion but not less than all of the Notes if the Closing Price (as defined in the Indenture) of the Common Stock (as defined in the Indenture) equals or exceeds 150% of the conversion price of the Notes for a period of 30 consecutive days, at a redemption price equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, Additional Amounts, if any, and Special Interest, if any, to the applicable Redemption Date, and any other amounts due in respect thereof but not including any amount on account of any Reset Penalty (as defined below). Thereafter, the Notes will be subject to redemption at the option of the Company, in whole or in part, upon not less than 30 calendar days' nor more than 60 calendar days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTC' notice, at a redemption price equal to 100% of the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth belowthereof, plus accrued and unpaid interest thereon (if any), Additional Amounts (if any) and Special Interest (if any) to the applicable Redemption Date, and any amounts due in respect thereof. No amount shall be paid in respect of any Reset Penalty upon any redemption, offer to purchase or other acquisition except in respect of a record date for the Reset Penalty, which has passed. The Notes may be redeemed, at the option of the Company, in whole but not in part, upon not less than 30 or more than 60 calendar days' notice to the Holders in accordance with the terms of the Indenture, at a redemption date price equal to the principal amount thereof, plus accrued and unpaid interest, if any (including Additional Amounts, if any, and Special Interest, if any), to the applicable Redemption Date (subject to the right of Holders of record on the relevant Interest Record Date falling to receive interest (including Additional Amounts, if any, and Special Interest, if any), due on the Interest Payment Date that is on or prior to the date Redemption Date) and any other amounts due if, as a result of any change in or amendment to the laws or the regulations or rulings promulgated thereunder of Canada, Cyprus, the Russian Federation or any other jurisdiction with which the Company or any Guarantor has any connection (other than a connection arising as a result of a continuance or a merger or consolidation of the Company with or into a newly formed corporation solely for the purpose of moving the Company's domicile out of Canada) or any political subdivision thereof or any authority thereof or having power to tax therein, or any change in the application or official interpretation of such laws or regulations, or any change in administrative policy or assessing practice of the applicable taxing authority, which change or amendment becomes effective on or after May 24, 1996, the Company or the Guarantors (if the Guarantees are called) are or would be required on the next succeeding Interest Payment Date to pay Additional Amounts with respect to the Notes or the Guarantees and the payment of such Additional Amounts cannot be avoided by the use of any reasonable measures available to the Company or the Guarantors, as the case may be. The Company will also pay to holders on the Redemption Date any Additional Amounts payable in respect of the period ending on the Redemption Date. Prior to the publication of any notice of redemption pursuant to receive interest due on the relevant Interest Payment Date)this provision, if redeemed during the 12-month period commencing on March 31 which in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer no event will be entitled at its option given earlier than 90 days prior to redeem all the earliest date on which the Company or the Guarantors, as the case may be, would be required to pay such Additional Amounts were a portion payment in respect of the Notes upon then due, the Company shall deliver to the Trustee (i) an Officers' Certificate stating that the obligation to pay such Additional Amounts cannot less than 30 nor more than 60 days’ notice delivered to each Holder be avoided by mail the Company or in accordance with the applicable procedures Guarantors, as the case may be, taking -7- 168 reasonable measures and (ii) an Opinion of DTC at a redemption price equal to 100% Counsel, independent of the principal amount Company and the Guarantors and approved by the Trustee, to the effect that the Company or the Guarantors have or will become obligated to pay such Additional Amounts as a result of such change or amendment. Such notice, once delivered by the Company to the Trustee, will be irrevocable. The Trustee shall accept such Officers' Certificate and Opinion of Counsel as sufficient evidence of the Notes being redeemed plus satisfaction of the Applicable Premium as ofcondition precedent set forth in clauses (i) and (ii) above, in which event it shall be conclusive and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders binding on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date)Holders. (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offering.

Appears in 1 contract

Sources: Indenture (PLD Telekom Inc)

Optional Redemption. (a) On and after March 31The provisions of Article Eleven of the Indenture shall apply to this Note, 2020, as supplemented or amended by the Issuer following paragraphs. The Notes will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTCredeemable, at the redemption prices (expressed Operating Partnership’s sole option, in percentages of principal amount thereof on the redemption date) set forth belowwhole at any time or in part from time to time, plus accrued and unpaid interest in each case prior to September 1, 2023, for cash, at a Redemption Price equal to the redemption date greater of (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b1) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes to be redeemed or (which includes Additional Notes2) an amount equal to the sum of the present values of the remaining scheduled payments of principal of and interest on the Notes to be redeemed, not including any portion of the payments of interest accrued to, but not including, such Redemption Date, discounted to such Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 0.40%, plus, in each case (1) and (2), accrued and unpaid interest, if any) originally issued , on the principal amount of the Notes to be redeemed to, but not including, such Redemption Date. In addition, at any time on or after September 1, 2023, the Notes will be redeemable, at the Operating Partnership’s sole option, in whole at any time or in part from time to time, for cash, at a redemption price (expressed as a percentage Redemption Price equal to 100% of the aggregate principal amount thereof on of the date of redemption) of 109.250%, Notes to be redeemed plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record interest, if any, on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by to be redeemed to, but not including, such Redemption Date. Notwithstanding the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date foregoing, interest will be payable to Holders of the closing of Notes on the Regular Record Date applicable to an interest payment date falling on or before such Equity Offering.Redemption Date. The following definitions will apply with respect to the foregoing:

Appears in 1 contract

Sources: Indenture (CBL & Associates Limited Partnership)

Optional Redemption. (a) On and after March 31, 2020Except as set forth in paragraph 5(b) below, the Issuer will be entitled at its Issuers shall not have the option to redeem all or a portion of the Notes upon pursuant to this paragraph 5 prior to September 1, 2035 (the “Par Call Date”). On or after the Par Call Date, the Issuers may redeem the Notes, in whole or in part, at the Issuers’ option, on at least 10 days’ but not less than 30 nor more than 60 days’ notice prior mailed or electronically delivered (or otherwise delivered to each Holder transmitted in accordance with the applicable procedures of DTC, at the redemption prices (expressed in percentages of principal amount thereof on the redemption date’s procedures) set forth below, plus accrued and unpaid interest notice to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date)thereof, if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC at a redemption price equal to 100% of the principal amount of the Notes being to be redeemed plus the Applicable Premium as of, and accrued and unpaid interest on the principal amount being redeemed to, but not including, the applicable redemption date (subject to the right rights of Holders of Notes on a record date to receive the related interest payment on the relevant Interest Record Date to receive related interest due on the relevant Interest Payment Datepayment date). (cb) Any At any time and from time to time prior to March 31, 2020the Par Call Date, the Issuer will be entitled at its option on one or more occasions to Issuers may redeem the Notes (which includes Additional outstanding Notes, if anyin whole or in part, at the Issuers’ option, at any time or from time to time, on at least 10 days’ but not more than 60 days’ prior mailed or electronically delivered (or otherwise transmitted in accordance with DTC’s procedures) in an aggregate principal amount not notice to exceed 35% of the aggregate principal amount of the Notes (which includes Additional NotesHolders thereof, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof equal to the greater of: (i) the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the redemption date (assuming the notes matured on their applicable Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the applicable Treasury Rate plus 25 basis points less unpaid interest accrued to the date of redemption, and (ii) 100% of 109.250%the principal amount of the notes to be redeemed, plus plus, in either case, accrued and unpaid interest to on the principal amount being redeemed to, but not including, the redemption date (subject to the right rights of Holders of the Notes of such series on a record date to receive the related interest payment on the relevant Interest Record Date to receive related interest due on the relevant Interest Payment Datepayment date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offering.

Appears in 1 contract

Sources: Supplemental Indenture (Cco Holdings LLC)

Optional Redemption. (a) On and after March 31, 2020Except as set forth in this Section 5, the Issuer will Securities shall not be entitled redeemable at its the option to redeem all or a portion of the Notes Issuers prior to November 15, 2028. Thereafter, the Securities shall be redeemable, at the option of the Issuers, in whole at any time or in part from time to time, upon not less than 30 10 nor more than 60 days’ prior notice mailed by first-class mail to each Holder’s registered address or otherwise delivered to each Holder in accordance with the applicable procedures of DTCthe DTC (except that notices of redemption may be sent more than 60 days prior to a redemption date if the notice is delivered in connection with a defeasance of the Securities or the satisfaction and discharge of the Indenture), at the following redemption prices (expressed in percentages as a percentage of principal amount thereof on the redemption date) set forth belowamount), plus accrued and unpaid interest to to, but not including, the redemption date (subject to the right of the Holders of record on the relevant Interest Record Date falling on or prior to the record date of redemption to receive interest due on the relevant Interest Payment Dateinterest payment date occurring on or prior to the redemption date), if redeemed during the 12-month period commencing on March 31 in November 15 of the years set forth below: 2020 104.625 2028 102.875% 2021 2029 101.438% 2030 and thereafter 100.000 % (b) Prior 100.000% In addition, at any time prior to March 31November 15, 20202028, the Issuer will be entitled Issuers may redeem the Securities at its option their option, in whole at any time or in part from time to redeem all or a portion of the Notes time, upon not less than 30 10 nor more than 60 days’ prior notice (except that notices of redemption may be sent more than 60 days prior to a redemption date if the notice is delivered to each Holder by mail in connection with a defeasance of the Securities or in accordance with the applicable procedures satisfaction and discharge of DTC the Indenture), at a redemption price equal to 100% of the principal amount of the Notes being Securities redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of the Holders of record on the relevant Interest Record Date record date to receive interest due on the relevant Interest Payment Date). (c) Any time interest payment date occurring on or prior to March 31the redemption date). Notwithstanding the foregoing, 2020at any time and from time to time on or prior to November 15, 2028, the Issuer will be entitled at its option on one or more occasions Issuers may redeem in the aggregate up to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 3540% of the original aggregate principal amount of the Notes Securities (which includes calculated after giving effect to any issuance of Additional NotesSecurities) with the net cash proceeds of one or more Equity Offerings (1) by the Company or (2) by any direct or indirect parent of the Company, if anyin each case, to the extent the net cash proceeds thereof are contributed to the common equity capital of the Company or used to purchase Capital Stock (other than Disqualified Stock) originally issued of the Company from it, at a redemption price (expressed as a percentage of principal amount thereof on the date of redemptionthereof) of 109.250%, equal to 105.750% plus accrued and unpaid interest interest, if any, to (but excluding) the redemption date (subject to the right of Holders of record on the relevant Interest Record Date record date to receive interest due on the relevant Interest Payment Dateinterest payment date occurring on or prior to the redemption date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) that at least 6550% of such the original aggregate principal amount of Notes the Securities (which includes calculated after giving effect to any issuance of Additional Notes, if anySecurities) remains must remain outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries)redemption; and (2) each and provided, further, that such redemption occurs shall occur within 90 180 days after the date of the closing of on which any such Equity OfferingOffering is consummated upon not less than 10 nor more than 60 days’ notice mailed to each Holder of Securities being redeemed or otherwise in accordance with the procedures of The Depository Trust Company and otherwise in accordance with the procedures set forth in the Indenture. In addition, if such redemption is subject to satisfaction of one or more conditions precedent, such notice of redemption shall describe each such condition, and if applicable, shall state that, in the Issuers’ discretion, the redemption date may be delayed until such time 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 stated redemption date, or by the redemption date as so delayed. Notice of any redemption in respect of an Equity Offering may be given prior to the completion thereof.

Appears in 1 contract

Sources: Indenture (Albertsons Companies, Inc.)

Optional Redemption. On or after November 21, 2026 and prior to the 2037 Notes Interest Reset Date, the Issuer may redeem the 2037 Notes at its option, in whole or in part, at any time and from time to time, at a redemption price (expressed as a percentage of principal amount and rounded to three decimal places) equal to the greater of: (a) On and after March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion sum of the Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with present values of the applicable procedures of DTC, at the redemption prices (expressed in percentages remaining scheduled payments of principal amount thereof on the redemption date) set forth below, plus accrued and unpaid interest thereon discounted to the redemption date (subject to assuming the right of Holders of record 2037 Notes matured on the relevant 2037 Notes Interest Record Date falling Reset Date) on or prior a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 15 basis points less (b) interest accrued to the date of redemption; and • 100% of the principal amount of the 2037 Notes to be redeemed, plus, in either case, accrued and unpaid interest thereon to the redemption date. On the 2037 Notes Interest Reset Date, the 2037 Notes will be redeemable in whole but not in part, or on or after February 21, 2037 (three months prior to receive interest due on the relevant Interest Payment 2037 Notes Stated Maturity Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail whole or in accordance with the applicable procedures of DTC part, at any time and from time to time, at a redemption price equal to 100% of the principal amount of the 2037 Notes being to be redeemed, plus accrued and unpaid interest thereon to the redemption date, upon not less than 10 nor more than 60 days’ prior notice given to the holders of the Notes to be redeemed. If less than all of any series of Notes are to be redeemed, the Notes to be redeemed will be selected in accordance with the procedures of the Depositary; provided, however, that no Notes of a principal amount of $2,000 or less shall be redeemed in part. Notice of any redemption will be electronically delivered or mailed (or otherwise transmitted in accordance with the Depositary’s procedures) at least 10 but not more than 60 days before the redemption date to each holder of the Notes to be redeemed. Once notice of redemption is electronically delivered or mailed, the Notes called for redemption will become due and payable on the redemption date and at the applicable redemption price, plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020but not including, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offeringdate.

Appears in 1 contract

Sources: Second Supplemental Indenture (Schwab Charles Corp)

Optional Redemption. (a) On and after March 31, 2020Except as set forth in Section 3.1(b), the Issuer Notes will be entitled redeemable at its option the Company’s option, at any time in whole or from time to redeem all time in part, in principal amounts of $2,000 or a portion any integral multiple of the Notes $1,000 in excess thereof, upon not less than 30 10 nor more than 60 days’ notice mailed on any date prior to the Stated Maturity of such Notes. (b) Except as set forth in Section 4.2(e), the 2023 Notes may not be redeemed in whole or otherwise delivered in part at any time prior to the 2023 Notes Par Call Date. (i) Before the 2031 Notes Par Call Date, the 2031 Notes may be redeemed, and (ii) before the 2051 Notes Par Call Date, the 2051 Notes may be redeemed, in each Holder in accordance with case at a Redemption Price equal to the applicable procedures greater of DTC, (A) 100% of the principal amount of the Notes to be redeemed and (B) the sum of the present values of the remaining scheduled payments of principal and interest on such Notes to be redeemed that would have become due after the Redemption Date if such Notes matured on such Par Call Date but for the redemption (not including any portion of such payments consisting of interest accrued to but not including the Redemption Date) discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year comprising twelve 30-day months) at the redemption prices Treasury Rate plus (expressed y) 25 basis points in percentages the case of principal amount thereof the 2031 Notes or (z) 30 basis points in the case of the 2051 Notes, plus, in each case, interest accrued on such Notes to but not including the redemption date) set forth below, plus accrued and unpaid Redemption Date (provided that interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling payments due on or prior to the date Redemption Date will be paid to the record Holders of redemption to receive interest due such Notes on the relevant Interest Payment Regular Record Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %. (bi) Prior to March 31, 2020On or after the 2023 Notes Par Call Date, the Issuer will 2023 Notes may be entitled at its option to redeem all redeemed, (ii) on or a portion of after the 2031 Notes upon not less than 30 nor more than 60 days’ notice delivered to Par Call Date, the 2031 Notes may be redeemed, and (iii) on or after the 2051 Notes Par Call Date, the 2051 Notes may be redeemed, in each Holder by mail or in accordance with the applicable procedures of DTC case at a redemption price Redemption Price equal to 100% of the principal amount of the Notes being to be redeemed plus interest accrued thereon to but not including the Applicable Premium as of, and accrued and unpaid Redemption Date (provided that interest to, the applicable redemption date (subject payments due on or prior to the right Redemption Date will be paid to the record Holders of Holders such Notes on the relevant Interest Regular Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offering.

Appears in 1 contract

Sources: Third Supplemental Indenture (Diamondback Energy, Inc.)

Optional Redemption. On or after November 15, 2023 and prior to the 2029 Notes Interest Reset Date, the Issuer may redeem the 2029 Notes at its option, in whole or in part, at any time and from time to time, at a redemption price (expressed as a percentage of principal amount and rounded to three decimal places) equal to the greater of: (a) On and after March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion sum of the Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with present values of the applicable procedures of DTC, at the redemption prices (expressed in percentages remaining scheduled payments of principal amount thereof on the redemption date) set forth below, plus accrued and unpaid interest thereon discounted to the redemption date (subject to assuming the right of Holders of record 2029 Notes matured on the relevant 2029 Notes Interest Record Date falling Reset Date) on or prior a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 35 basis points less (b) interest accrued to the date of redemption; and • 100% of the principal amount of the 2029 Notes to be redeemed, plus, in either case, accrued and unpaid interest thereon to the redemption date. On the 2029 Notes Interest Reset Date, the 2029 Notes will be redeemable in whole but not in part, or on or after April 19, 2029 (one month prior to receive interest due on the relevant Interest Payment 2029 Notes Stated Maturity Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail whole or in accordance with the applicable procedures of DTC part, at any time and from time to time, at a redemption price equal to 100% of the principal amount of the 2029 Notes being to be redeemed, plus accrued and unpaid interest thereon to the redemption date, upon not less than 10 nor more than 60 days’ prior notice given to the holders of the Notes to be redeemed. If less than all of any series of Notes are to be redeemed, the Notes to be redeemed will be selected in accordance with the procedures of the Depositary; provided, however, that no Notes of a principal amount of $2,000 or less shall be redeemed in part. Notice of any redemption will be electronically delivered or mailed (or otherwise transmitted in accordance with the Depositary’s procedures) at least 10 but not more than 60 days before the redemption date to each holder of the Notes to be redeemed. Once notice of redemption is electronically delivered or mailed, the Notes called for redemption will become due and payable on the redemption date and at the applicable redemption price, plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020but not including, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offeringdate.

Appears in 1 contract

Sources: Twenty Second Supplemental Indenture (Schwab Charles Corp)

Optional Redemption. (a) On and after March 31, 2020Except as set forth below, the Issuer will not be entitled to redeem Notes at its option prior to redeem all the Maturity Date. (b) Prior to August 1, 2028, the Notes will be redeemable, at the Issuer’s option, at any time in whole or from time to time in part, at a portion redemption, or “make-whole,” price equal to the greater of: (i) 100% of the aggregate principal amount of the Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with be redeemed, and (ii) an amount equal to the applicable procedures sum of DTCthe present value of (A) the payment on August 1, at 2028 of the redemption prices principal of the Notes to be redeemed and (expressed in percentages B) the payment of principal amount thereof the remaining scheduled payments through August 1, 2028 of interest on the redemption date) set forth below, plus Notes to be redeemed (excluding accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on (the relevant Interest Payment “Redemption Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 ”) and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with in each case discounted from their scheduled date of payment to the Net Cash Proceeds Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using a discount rate equal to the Treasury Rate plus 50 basis points plus, in each of the above cases, accrued and unpaid interest, if any, to such Redemption Date. On and after August 1, 2028, the Notes will be redeemable, at the Issuer’s option, at any time in whole or from time to time in part, at a redemption price equal to 100% of the principal amount of such Notes plus accrued and unpaid interest, if any, to such Redemption Date. (c) Any notice of any redemption may be given prior to the redemption thereof, and any such redemption or notice may, at the Issuer’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of an Equity Offerings by the Parent Guarantor; provided, however, thatOffering or other corporate transaction. (1d) at least 65% If the Issuer redeems less than all of such aggregate principal amount of Notes (which includes Additional the outstanding Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than Registrar and Paying Agent shall select the Notes held by to be redeemed in the Parent Guarantor or its Subsidiaries); andmanner described under Section 3.02 of the Twenty-Second Supplemental Indenture. (2e) each such Any redemption occurs within 90 days after pursuant to this paragraph 5 shall be made pursuant to the date provisions of Sections 3.01 through 3.06 of the closing of such Equity OfferingTwenty-Second Supplemental Indenture.

Appears in 1 contract

Sources: Supplemental Indenture (HCA Healthcare, Inc.)

Optional Redemption. (a) On and after March 31At any time prior to May 1, 20202024, the Issuer will be entitled at its option to may redeem all or a portion of the Notes in whole or in part, at their option, upon not less than 30 10 nor more than 60 days’ notice mailed or otherwise delivered prior notice, with a copy to the Trustee, to each Holder in accordance with the applicable procedures of DTC, at the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth below, plus accrued and unpaid interest Notes to the redemption date (subject to the right address of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 such Holder appearing in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31Notes Register, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of the principal amount thereof on of the Notes to be redeemed) equal to 100.000% plus the relevant Applicable Premium as of, and accrued and unpaid interest, if any, to but excluding, the date of redemptionredemption (the “Redemption Date”), subject to the rights of Holders on the relevant record date to receive interest due on the relevant interest payment date. (b) At any time and from time to time prior to November 1, 2023, the Issuer may, on one or more occasions, upon not less than 10 nor more than 60 days’ prior notice, with a copy to the Trustee, to each Holder of 109.250Notes to the address of such Holder appearing in the Notes Register, redeem up to 40.0% of the original aggregate principal amount of Notes issued under this Indenture on the Issue Date (together with Additional Notes) at a redemption price (expressed as a percentage of the principal amount of Notes to be redeemed) equal to 106.750%, plus accrued and unpaid interest interest, if any, to but excluding, the redemption date (applicable Redemption Date, subject to the right of Holders of record of the Notes on the relevant Interest Record Date record date to receive interest due on the relevant Interest Payment Date)interest payment date, with the Net Cash Proceeds from net cash proceeds received by the Issuer of one or more Equity Offerings by of the Parent GuarantorIssuer; provided, however, that (1) at least 65provided that not less than 50.0% of such the original aggregate principal amount of the then-outstanding Notes (which includes Additional Notes, if any) issued under this Indenture remains outstanding immediately after the occurrence of each such redemption (other than the including Additional Notes but excluding Notes held by the Parent Guarantor Issuer or its any of their Restricted Subsidiaries), unless all such Notes are redeemed substantially concurrently; and (2) provided further that each such redemption occurs within 90 not later than 180 days after the date of the closing of such the related Equity Offering. The Trustee shall select the Notes to be purchased in the manner described under Sections 5.1 through 5.6. (c) Except pursuant to clauses (a) and (b) of this Section 5.7 or pursuant to Section 5.9, the Notes will not be redeemable at the Issuer’s option prior to May 1, 2024. (d) At any time and from time to time on or after May 1, 2024, the Issuer may redeem the Notes, in whole or in part, upon not less than 10 nor more than 60 days’ prior notice, with a copy to the Trustee, to each Holder of Notes to the address of such Holder appearing in the Notes Register at the redemption prices (expressed as percentages of principal amount of the Notes to be redeemed) set forth in the table below, plus accrued and unpaid interest thereon, if any, to but excluding the applicable Redemption Date, subject to the right of Holders of record of the Notes on the relevant record date to receive interest due on the relevant interest payment date, if redeemed during the twelve‑month period beginning on May 1 of each of the years indicated in the table below: Year Percentage 2024 103.375 % 2025 101.688 % 2026 and thereafter 100.000 % (e) Notwithstanding the foregoing, in connection with any tender offer for the Notes, including a Change of Control Offer, Collateral Asset Disposition Offer or Asset Disposition Offer, if Holders of not less than 90.0% in aggregate principal amount of the 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 shall have the right upon not less than 10 nor more than 60 days’ prior notice, with a copy to the Trustee, to each Holder of Notes to the address of such Holder appearing in the Notes Register, given not more than 30 days following such purchase date to redeem all Notes that remain outstanding following such purchase at a redemption price equal to the 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 such redemption. (f) Unless the Issuer 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. (g) Any redemption pursuant to this Section 5.7 shall be made pursuant to the provisions of Section 5.1 through 5.6.

Appears in 1 contract

Sources: Indenture (Frontier Communications Corp)

Optional Redemption. Prior to the Par Call Date (a) On and after March 31, 2020as defined below), the Issuer Notes will be entitled redeemable, in whole or in part, at its option the Issuers’ option, at any time or from time to redeem all or a portion time, on at least 15 days’ but not more than 30 days’ prior notice to each Holder of the Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTCbe redeemed, at a redemption price equal to 100% of the redemption prices (expressed in percentages of principal amount thereof on plus the redemption dateApplicable Premium (as defined below) set forth below, plus accrued and but unpaid interest to but excluding the redemption date (subject to the right rights of Holders of the Notes on a record date to receive the related interest payment on the relevant Interest Record Date falling related interest payment date). “Applicable Premium” means with respect to a Note the greater of (A) 1.0% of the principal amount of such Note and (B) on or prior any redemption date, the excess (to the extent positive) of: (a) the present value at such redemption date of redemption to receive (i) 100% of the principal amount of such Note on the Par Call Date, plus (ii) all required interest payments due on such Note to and including the relevant Interest Payment DatePar Call Date (excluding accrued but unpaid interest to the redemption date), if redeemed during computed upon the 12-month period commencing on March 31 in redemption date using a discount rate equal to the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % Applicable Treasury Rate at such redemption date plus 40 basis points; over (b) Prior to March 31the outstanding principal amount of such Note; in each case, 2020as calculated by the Issuers or on behalf of the Issuers by such Person as the Issuers shall designate. “Par Call Date” means January 1, 2049. On or after the Par Call Date, the Issuer will be entitled Issuers may redeem the Notes, in whole or in part, at its option to redeem all or a portion of the Notes upon Issuers’ option, on at least 15 days’ but not less more than 30 nor more than 60 days’ prior notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC registered holders thereof at a redemption price equal to 100% of the principal amount of the such Notes being to be redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to on the principal amount being redeemed to, but not including, the redemption date (subject to the right rights of Holders of the Notes on a record date to receive the related interest payment on the relevant Interest Record Date to receive related interest due on the relevant Interest Payment Datepayment date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offering.

Appears in 1 contract

Sources: Underwriting Agreement (Cco Holdings LLC)

Optional Redemption. (a) On and after March 31, 2020Prior to the Par Call Date, the Issuer will be entitled shall have the right at its option to redeem all the Notes, in whole or a portion of the Notes upon in part, at any time or from time to time prior to their maturity, on at least 10 days, but not less than 30 nor more than 60 days, prior notice mailed or otherwise delivered to the registered address of each Holder in accordance with the applicable procedures of DTCNotes, at a Redemption Price equal to the redemption prices greater of (expressed in percentages i) 100% of the principal amount of such Notes and (ii) the sum of the present values of the remaining scheduled payments of principal amount thereof and interest on the redemption dateNotes to be redeemed to the Par Call Date (exclusive of interest accrued to the Redemption Date), discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) set forth belowat the Treasury Rate, plus 50 basis points, plus, in each case, accrued and unpaid interest thereon to the redemption date (Redemption Date, subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %. (b) Prior At any time and from time to March 31time on or after January 1, 20202026 (the date that is six months prior to the maturity date of the Notes) (the “Par Call Date”), the Issuer will be entitled at its option to may redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail Notes, in whole or in accordance with the applicable procedures of DTC part, at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest toto the Redemption Date, the applicable redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offering.

Appears in 1 contract

Sources: Indenture (Royal Caribbean Cruises LTD)

Optional Redemption. The Debentures shall be redeemable in accordance with Article XII of the Base Indenture, except to the extent otherwise provided in this Tenth Supplemental Indenture. (a) On and after March 31, 2020, The Company may redeem the Issuer will be entitled Debentures: (i) in whole at its option any time or in part from time to redeem all or time during a portion of the Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTCPar Call Period, at the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth below, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC at a redemption price Redemption Price equal to 100% of the principal amount of the Notes Debentures being redeemed redeemed, plus the Applicable Premium as of, and any accrued and unpaid interest thereon (including compounded interest, if any) to, but excluding, the Redemption Date; (ii) in whole at any time or in part from time to time on any date that is not within a Par Call Period, at a Redemption Price equal to the greater of (x) 100% of the principal amount of the Debentures being redeemed and (y) the sum of the present values of the remaining scheduled payments of principal of and interest on the Debentures being redeemed discounted to the Redemption Date (assuming the Debentures matured on the next following Reset Date (the “Reference Date”)) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus fifty (50) basis points, less interest accrued to the Redemption Date; plus any accrued and unpaid interest thereon (including compounded interest, if any) to, but excluding, the Redemption Date; (iii) in whole, but not in part, at any time within 90 days of the occurrence of a Tax Event, at a Redemption Price equal to 100% of the principal amount plus any accrued and unpaid interest thereon (including compounded interest, if any) to, but excluding, the Redemption Date; (iv) in whole, but not in part, at any time within 90 days of the occurrence of a Regulatory Capital Event, at a Redemption Price equal to 100% of the principal amount plus any accrued and unpaid interest thereon (including compounded interest, if any) to, but excluding, the Redemption Date; or (v) in whole, but not in part, at any time within 90 days of the occurrence of a Rating Agency Event, at a Redemption Price equal to 102% of the principal amount plus any accrued and unpaid interest thereon (including compounded interest, if any) to, but excluding, the Redemption Date; provided that no partial redemption pursuant to Section 2.8(a)(i) or Section 2.8(a)(ii) shall be effected (x) unless at least $25 million aggregate principal amount of the Debentures shall remain Outstanding after giving effect to such redemption, (y) if the principal amount of the Debentures shall have been accelerated and such acceleration has not been rescinded or (z) unless all accrued and unpaid interest, including deferred interest (and any Additional Interest thereon), shall have been paid in full on all Outstanding Debentures for all Interest Payment Dates occurring on or before the Redemption Date. (b) The redemption provisions of Article XII of the Base Indenture shall apply to the Debentures, provided that the Debentures shall be subject to partial redemption only in the amount of $2,000 and integral multiples of $1,000 in excess thereof and so long as the Debentures are in the form of Global Debentures, if less than all of the Debentures are to be redeemed, the particular Debentures to be redeemed will be determined by the Depositary in accordance with its applicable procedures. If the Company gives a notice of redemption in respect of any Debentures, then prior to the Redemption Date, the Company will: (i) irrevocably deposit with the Trustee or a Paying Agent for the Debentures funds sufficient to pay the applicable redemption date Redemption Price of, and (except if the Redemption Date is an Interest Payment Date) accrued interest on, the Debentures to be redeemed; and (ii) give the Trustee or such Paying Agent, as applicable, irrevocable instructions and authority to pay the Redemption Price to the Holders of the Debentures upon surrender of the Global Debenture (subject to the right applicable procedures of Holders on the relevant Interest Record Date to receive interest due on Depositary) or such other certificates as the relevant Interest Payment Date)Company may have issued evidencing the Debentures. (c) Any time Notwithstanding the above, interest payable on or prior to March 31, 2020, the Issuer Redemption Date for any Debentures called for redemption will be entitled at its option on one or more occasions payable to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% Holders of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record Debentures on the relevant Interest Regular Record Date to receive interest due on Dates for the relevant related Interest Payment Date)Dates. Once notice of redemption has been given and funds deposited as required, with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after then upon the date of the closing deposit, all rights of the Holders of the Debentures so called for redemption will cease, except the right of the Holders of the Debentures to receive the Redemption Price and any interest payable in respect of the Debentures on or prior to the Redemption Date and the Debentures will cease to be Outstanding. (d) The Company shall give the Trustee prompt notice of the determination of any Redemption Price provided for in Section 2.8(a) and the Trustee shall have no responsibility for determining such Equity OfferingRedemption Price.

Appears in 1 contract

Sources: Tenth Supplemental Indenture (Reinsurance Group of America Inc)

Optional Redemption. (a) On and after March 31, 2020At any time prior to the first anniversary of the Issue Date, the Issuer will be entitled may redeem the Notes in full, but not in part, at its option to redeem all or a portion of the Notes option, upon not less than 30 nor more than 60 days’ prior notice mailed by electronic delivery or otherwise delivered 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 accordance with the applicable procedures of DTCNotes Register, at a redemption price equal to 95% of the redemption prices (expressed in percentages of principal amount thereof on of the redemption date) set forth belowNotes (excluding the principal amount of PIK Notes issued in respect of PIK Interest), plus 100% of the principal amount of PIK Notes issued in respect of PIK Interest since the Issue Date, plus accrued and unpaid interest to (if any) to, but not including, the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Redemption Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %. (b) Prior At any time from the first anniversary of the Issue Date to March 31, 2020the second anniversary of the Issue Date, the Issuer will be entitled may redeem the Notes in full, but not in part, at its option to redeem all or a portion of the Notes option, upon not less than 30 nor more than 60 days’ prior notice delivered by electronic delivery or by first class mail, postage prepaid, with a copy to the Trustee, to each Holder by mail or of Notes to the address of such Holder appearing in accordance with the applicable procedures of DTC Notes Register, at a redemption price equal to 100% of the principal amount of the Notes being redeemed (including the principal amount of PIK Notes issued in respect of PIK Interest since the Issue Date), 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 Interest Record Date to receive interest due on the relevant Interest Payment Redemption Date). (c) Any At any time prior to March 31, 2020following the second anniversary of the Issue Date, the Issuer will be entitled at its option on one or more occasions to may redeem the Notes (which includes Additional Notesin full, if any) but not in an aggregate principal amount part, at its option, upon not less than 30 nor more than 60 days’ prior notice by electronic delivery or by first class mail, postage prepaid, with a copy to exceed 35the Trustee, to each Holder of Notes to the address of such Holder appearing in the Notes Register, at a redemption price equal to 110% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of including the principal amount thereof on of PIK Notes issued in respect of PIK Interest since the date of redemption) of 109.250%Issue Date), plus accrued and unpaid interest (if any) to, but not including, the Redemption Date. (d) The Issuer may, at its option, redeem the Notes, in whole but not in part in accordance with Sections 5.1 and 5.3, at a redemption price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest Redemption Date, if any, then due and which will become due on the relevant Interest Payment Datedate of redemption as a result of the redemption or otherwise, if the Issuer determines in good faith that the Issuer is, or on the next date on which any amount would be payable in respect of the Notes, would be obligated to pay Additional Amounts in respect of the Notes pursuant to the terms and conditions thereof, which the Issuer cannot avoid by the use of reasonable measures available to it (including, without limitation, making payment through a paying agent located in another jurisdiction), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, thatas a result of: (1) at least 65% any change in, or amendment to, the laws (or any regulations or rulings promulgated thereunder) of such aggregate principal amount of Notes (any Relevant Taxing Jurisdiction which includes Additional Notes, if any) remains outstanding immediately is publicly announced and becomes effective after the occurrence Issue Date or, in the case of each a Relevant Taxing Jurisdiction that did not become a Relevant Taxing Jurisdiction until after the Issue Date, after the later date on which such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries)Relevant Taxing Jurisdiction became a Relevant Taxing Jurisdiction under this Indenture; andor (2) each such redemption occurs within 90 days any change in, or amendment to, the official application, administration, or interpretation of the laws, regulations or rulings of any Relevant Taxing Jurisdiction (including by virtue of a holding, judgment, or order by a court of competent jurisdiction), which is publicly announced and becomes effective after the Issue Date or, in the case of a Relevant Taxing Jurisdiction that did not become a Relevant Taxing Jurisdiction until after the Issue Date, after the later date on which such Relevant Taxing Jurisdiction became a Relevant Taxing Jurisdiction under this Indenture (each of the closing foregoing clauses (1) and (2), a “Change in Tax Law”).¶ This paragraph (d) shall apply mutatis mutandis to any successor Person, after such successor Person becomes a party to this Indenture, with respect to a Change in Tax Law occurring after the time such successor Person becomes a party to this Indenture (e) Unless the Issuer defaults in the payment of such Equity Offering.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 5.7 shall be made pursuant to the provisions of Sections 5.1 through 5.6.¶

Appears in 1 contract

Sources: Indenture (Essar Steel Canada Inc.)

Optional Redemption. At any time, or from time to time, prior to March 1, 2025 (a) On and after March 31, 2020the “Par Call Date”), the Issuer will be entitled Company may, at its option to option, redeem all or a portion of the Notes in whole or in part upon not less than 30 10 nor more than 60 days’ prior notice mailed or otherwise delivered electronically to each Holder in accordance with the applicable procedures of DTCor mailed by first-class mail, at the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth belowpostage prepaid, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion each Holder of the Notes upon not less than 30 nor more than 60 days’ notice delivered to the address of such Holder appearing in the Note Register, in each Holder by mail or in accordance case with a copy to the applicable procedures of DTC Trustee, at a redemption price equal to 100% of the principal amount of the Notes being redeemed redeemed, plus the Applicable Premium as ofPremium, and plus accrued and unpaid interest to, but excluding, the applicable date of redemption date (the “Redemption Date”) (subject to the right rights of Holders on the relevant Interest Record Date to receive interest due on the relevant interest payment date falling on or prior to the applicable Redemption Date). At any time on or after the Par Call Date, the Company may, at its option, redeem the Notes in whole or in part upon not less than 10 nor more than 60 days’ prior notice delivered electronically to each Holder or mailed by first class mail, postage prepaid, to each Holder to the address of such Holder appearing in the Note Register, in each case with a copy to the Trustee, at a redemption price equal to 100% of the aggregate principal amount of the Notes to be redeemed, plus accrued and unpaid interest thereon to, but excluding, the applicable Redemption Date (subject to the rights of Holders on the relevant Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time Date falling on or prior to March 31the applicable Redemption Date. In addition, 2020prior to June 1, 2022, the Issuer will be entitled at its option Company may on one or more occasions occasions, at its option, upon not less than 10 nor more than 60 days’ prior notice delivered electronically to each Holder or mailed by first-class mail, postage prepaid, to each Holder to the address of such Holder appearing in the Note Register, in each case with a copy to the Trustee, redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not up to exceed 3540% of the aggregate principal amount of the Notes (which includes including Additional Notes, if any) originally issued under this Indenture at a redemption price (expressed as a percentage equal to 107.375% of the aggregate principal amount thereof on the date of redemption) of 109.250%thereof, plus accrued and unpaid interest to thereon to, but excluding, the redemption date applicable Redemption Date (subject to the right rights of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment interest payment date falling on or prior to the applicable Redemption Date), with the Net Cash Proceeds from net cash proceeds of one or more Equity Offerings by of the Parent GuarantorCompany or any direct or indirect parent of the Company to the extent such net cash proceeds are contributed to the Company; provided, however, that (1) provided that at least 6550% of such the aggregate principal amount of Notes (which includes Additional Notes, if any) originally issued under this Indenture remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries)redemption; and (2) provided, further, that each such redemption occurs within 90 180 days after of the date of the closing of each such Equity Offering.

Appears in 1 contract

Sources: Indenture (NMI Holdings, Inc.)

Optional Redemption. The Notes shall not be subject to any redemption at the option of the Company except as set forth in this paragraph (5). (a) On and after March 31, 2020, The Notes shall be subject to redemption at the Issuer will be entitled at its option to redeem all or a portion of the Notes Company, in whole or in part, at any time, upon not less than 30 nor more than 60 days' notice mailed or otherwise delivered to each Holder of Notes to be redeemed at such Holder's address appearing in accordance with the applicable procedures Note Register, in amounts of DTC$1,000 or an integral multiple of $1,000, at a Redemption Price equal to the redemption prices greater of (expressed in percentages i) 100% of their principal amount or (ii) the sum of the present values of the remaining scheduled payments of principal amount thereof and interest thereon discounted to maturity on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the redemption date) set forth belowTreasury Yield plus 50 basis points, plus in each case accrued and but unpaid interest (including Special Interest) to but excluding the redemption date Redemption Date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Regular Record Date to receive interest due on the relevant an Interest Payment Date that is on or prior to the Redemption Date). (cb) Any At any time, or from time to time, prior to March 31April 1, 20202004, the Issuer will be entitled at its option on one or more occasions up to redeem the Notes (which includes Additional Notes, if any) 33 1/3% in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued under this Sixth Supplemental Indenture shall be redeemable, at the option of the Company, from the net proceeds of one or more Public Offerings of Capital Stock (other than Redeemable Interests) of Allied, at a redemption price (expressed as a percentage Redemption Price equal to 108.875% of the principal amount thereof on the date of redemption) of 109.250%thereof, plus together with accrued and but unpaid interest (including Special Interest) to the redemption date Redemption Date (subject to the right of Holders of record on the relevant Interest Regular Record Date to receive interest due on the relevant an Interest Payment Date that is on or prior to the Redemption Date), ; provided that the notice of redemption with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each respect to any such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs is mailed within 90 30 days after the date of following the closing of such Equity the corresponding Public Offering.

Appears in 1 contract

Sources: Sixth Supplemental Indenture (Allied Waste Industries Inc)

Optional Redemption. (a) On At any time and after March 31, 2020from time to time prior to the applicable Par Call Date, the Issuer will be entitled at its option to Company may redeem all or a portion part of the Notes of any series, upon not less than 30 10 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures holder of DTCNotes of such series, at a redemption price equal to the redemption prices greater of: (expressed in percentages 1) 100% of the principal amount of the Notes redeemed, and (2) the sum of the present values of the remaining scheduled payments of principal amount thereof and interest on the Notes to be redeemed that would be due after the related redemption date but for such redemption (exclusive of interest accrued to the redemption date) set forth below, plus accrued and unpaid interest (assuming for this purpose that the Notes of such series matured on the applicable Par Call Date) discounted to the redemption date on a semiannual basis (subject assuming a 360-day year consisting of twelve 30-day months) at the applicable Treasury Yield plus (i) with respect to the right of Holders of record on 2021 Notes, 50 basis points and (ii) with respect to the relevant Interest Record Date falling on or prior 2025 Notes, 50 basis points; plus, in either case, accrued and unpaid interest, to the date of redemption redemption, subject to the rights of Holders of such Notes on a relevant record date to receive interest due on the a relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %. (b) Prior At any time and from time to March 31, 2020time on or after the applicable Par Call Date, the Issuer will be entitled at its option to Company may redeem all or a portion part of the Notes of any series, upon not less than 30 10 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures holder of DTC Notes of such series, at a redemption price equal to 100% of the principal amount of the Notes being redeemed of such series redeemed, plus the Applicable Premium as of, and accrued and unpaid interest tointerest, to (but not including) the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date)redemption. (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount If less than all of the Notes of a series are to be redeemed at any time, the Notes shall be redeemed on a pro rata basis in accordance with Section 11.3 of the Base Indenture. (which includes Additional Notes, if anyd) originally issued at a Any redemption price (expressed of Notes pursuant to this Section 3.2 that is in part processed through DTC shall be treated in accordance with the rules and procedures of DTC as a percentage “Pro Rata Pass-Through Distribution of principal amount thereof on the date of redemption) of 109.250%, plus accrued Principal” (as defined under such rules and unpaid interest procedures). Except to the redemption date extent modified by this Supplemental Indenture, the provisions of Article 11 of the Base Indenture shall apply to redemptions of Notes pursuant to this Section 3.2. (subject e) In addition to the Company’s right of Holders of record on to redeem Notes as set forth above in this Section 3.2, the relevant Interest Record Date Company may at any time and from time to receive interest due on the relevant Interest Payment Date)time purchase Notes in open market transactions, with the Net Cash Proceeds from one tender offers or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offeringotherwise.

Appears in 1 contract

Sources: Seventh Supplemental Indenture (Cit Group Inc)

Optional Redemption. (a) On and At any time on or after March 3115, 20202027, the Issuer will be entitled at its option to may redeem on any one or more occasions all or a portion part of the Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTC, at the redemption prices Redemption Prices (expressed in as percentages of principal amount thereof on the redemption dateamount) set forth below, below plus accrued and unpaid interest to thereon, including any Additional Amounts, if any, to, but excluding, the redemption date applicable Redemption Date (subject to the right of Holders of record the Notes on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date occurring on or prior to the Redemption Date), if redeemed during the 12twelve-month period commencing beginning on March 31 in 15 of the years set forth indicated below: 2020 104.625 Year Percentage 2027 103.125 % 2021 2028 101.563 % 2029 and thereafter 100.000 % (b) Prior to March 3115, 20202027, the Issuer will be entitled at its option to may redeem all or a portion part of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC at a redemption price Redemption Price equal to 100% of the principal amount of the Notes being to be redeemed plus the Applicable Premium (as calculated by the Issuer) as of, and accrued and unpaid interest and Additional Amounts, if any, to, but excluding, the applicable redemption date Redemption Date (subject to the right of Holders of the Notes on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date occurring on or prior to the Redemption Date). (c) Any At any time and from time to time prior to March 3115, 20202027, the Issuer will be entitled at its option on one or more occasions to may redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not with the net cash proceeds received by the Issuer from any Equity Offering at a Redemption Price equal to exceed 35106.250% of the aggregate principal amount of the Notes (which includes Additional such Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to and Additional Amounts, if any, to, but excluding, the redemption date Redemption Date (subject to the right of Holders of record the Notes on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date occurring on or prior to the Redemption Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65in an aggregate principal amount for all such redemptions not to exceed 40% of such the aggregate principal amount of the Notes issued under this Indenture on the Issue Date (which includes together with 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) not less than 60% of the aggregate principal amount of the then-outstanding Notes issued under this Indenture remains outstanding immediately thereafter (including Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the but excluding Notes held by the Parent Guarantor Issuer or any of its Restricted Subsidiaries); and, unless all such Notes are redeemed substantially concurrently. (2d) each such Any redemption occurs within 90 days after pursuant to this Section 3.01 shall be made pursuant to the date provisions of the closing of such Equity Offeringthis Article Three.

Appears in 1 contract

Sources: Indenture (Royal Caribbean Cruises LTD)

Optional Redemption. (a) On and after March 31, 2020Prior to the Par Call Date, the Issuer will be entitled at its option to Issuers may redeem all or part of the Notes, after having sent a portion notice of redemption as described in Section 3.03 of the Original Indenture (except that, for the purposes of the Notes issued under the Fourteenth Supplemental Indenture, such notice shall be required to be sent upon not less than 15 nor more than 45 days’ notice, rather than upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTCnotice), at a redemption price equal to the greater of (i) 100% of the principal amount of Notes or (ii) the sum of the present value at such redemption prices (expressed in percentages date of all remaining scheduled payments of principal amount thereof and interest on such Note through the redemption date) set forth below, plus Par Call Date (excluding accrued and but unpaid interest to the redemption date)), discounted to the date (of redemption using a discount rate equal to the Treasury Rate plus 15 basis points, plus, in each case, accrued and unpaid interest, if any, to but not including, the redemption date, subject to the right of Holders holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %. (b) Prior to March 31, 2020On or after the Par Call Date, the Issuer will Notes may be entitled redeemed at its option the Issuers’ option, at any time in whole or from time to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or time in accordance with the applicable procedures of DTC part, at a redemption price equal to 100% of the principal amount of the Notes being redeemed redeemed, plus the Applicable Premium as of, and accrued and unpaid interest interest, if any, to, but not including, the applicable redemption date (date, subject to the right of Holders holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offering.

Appears in 1 contract

Sources: Supplemental Indenture (AerCap Holdings N.V.)

Optional Redemption. (a) On and after March 31, 2020Prior to the Par Call Date, the Issuer will be entitled at its option to Issuers may redeem all or part of the Notes, after having sent a portion notice of redemption as described in Section 3.03 of the Original Indenture (except that, for the purposes of the Notes issued under this Fifteenth Supplemental Indenture, such notice shall be required to be sent upon not less than 15 nor more than 45 days’ notice, rather than upon not less than 30 days nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTCnotice), at a redemption price equal to the greater of (i) 100% of the principal amount of Notes and (ii) the sum of the present value at such redemption prices (expressed in percentages date of all remaining scheduled payments of principal amount thereof and interest on such Note through the redemption date) set forth below, plus Par Call Date (excluding accrued and but unpaid interest to the redemption date), discounted to the date (of redemption using a discount rate equal to the Treasury Rate plus 25 basis points, plus, in each case, accrued and unpaid interest, if any, to, but not including, the redemption date, subject to the right of Holders holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %. (b) Prior to March 31, 2020On or after the Par Call Date, the Issuer will Notes may be entitled redeemed at its option the Issuers’ option, at any time in whole or from time to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or time in accordance with the applicable procedures of DTC part, at a redemption price equal to 100% of the principal amount of the Notes being redeemed redeemed, plus the Applicable Premium as of, and accrued and unpaid interest interest, if any, to, but not including, the applicable redemption date (date, subject to the right of Holders holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offering.

Appears in 1 contract

Sources: Fifteenth Supplemental Indenture (AerCap Holdings N.V.)

Optional Redemption. (a) On and after March 31, 2020at least 5 days but no more than 60 days prior written notice delivered to the holders of the Notes, the Issuer will be entitled Company may redeem the Notes in whole, but not in part, during the three months prior to and including the Reset Date, subject to obtaining the prior approval of the Federal Reserve to the extent such approval is then required under the rules of the Federal Reserve, at its option a redemption price equal to redeem all or a portion 100% of the aggregate principal amount of the Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with (the applicable procedures of DTC, at the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth below“Redemption Price”), plus accrued and unpaid interest thereon, if any, to, but excluding, the Redemption Date. The Company shall provide written notice to the Trustee of any redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or at least 15 days prior to the date of redemption Redemption Date (unless a shorter notice is satisfactory to receive interest due the Trustee). The Company may also redeem the Notes, in whole or in part, on or after July 28, 2040 (six months prior to the relevant Interest Payment Maturity Date), at any time and from time to time, subject to obtaining the prior approval of the Federal Reserve to the extent such approval is then required under the rules of the Federal Reserve, at a Redemption Price equal to 100% of the aggregate principal amount of the Notes, plus accrued and unpaid interest thereon, if redeemed during any, to, but excluding, the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %Redemption Date. (ba) Prior The Notes may not otherwise be redeemed prior to March 31the Maturity Date, 2020except that on at least 5 days but no more than 60 days prior written notice delivered to the holders of the Notes, the Issuer will be entitled Company may also, at its option and subject to redeem all or a portion any prior required approval of the Notes upon Federal Reserve to the extent such approval is then required under the rules of the Federal Reserve, redeem the Notes, in whole, but not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC part, at a redemption price Redemption Price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, but excluding, the applicable redemption date (subject to Redemption Date, within 90 days of the right occurrence of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date)a Tax Event, Tier 2 Capital Event or a 1940 Act Event. (cb) Any time prior The Company shall provide the notice to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem holders of the Notes (which includes Additional Notes, if anyreferenced above in Sections 3.01(a) in an aggregate principal amount not and 3.01(b), by first class mail, postage prepaid, or electronic transmission, addressed to exceed 35% of the aggregate principal amount holders of the Notes (which includes Additional which, in the case of registered global Notes, if any) originally issued at will be DTC or its nominee or a nominee of Euroclear and Clearstream). Each such notice of redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, thatwill state: (1i) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); andRedemption Date; (2ii) each such redemption occurs within 90 days after the date of the closing of such Equity Offering.Redemption Price;

Appears in 1 contract

Sources: Fourth Supplemental Indenture (Huntington Bancshares Inc /Md/)

Optional Redemption. (a) On and after March 31At any time prior to December 15, 20202027 (the date that is three months prior to the maturity date) (the “Par Call Date”), the Issuer will be entitled at its option to may on any one or more occasions redeem all or a portion part of the Notes Notes, upon giving not less than 30 10 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTCnotice, at the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth below, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC at a redemption price Redemption Price equal to 100100.0% of the principal amount of the Notes being redeemed to be redeemed, plus the Applicable Premium (as calculated by the Issuer) as of, and accrued and unpaid interest and Additional Amounts, if any, to, the applicable redemption date (of redemption, subject to the right rights of Holders of the Notes on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any . In addition, at any time prior to March 31, 2020on or after the Par Call Date, the Issuer Notes will be entitled redeemable, in whole or in part, at its the Issuer’s option on one and at any time or from time to time, upon giving not less than 10 nor more occasions than 60 days’ notice, at a Redemption Price equal to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35100% of the aggregate principal amount of the Notes (which includes to be redeemed and accrued and unpaid interest and Additional NotesAmounts, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on , to, the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right rights of Holders of record the Notes on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (b) At any time and from time to time prior to March 15, 2024 the Issuer may redeem Notes with the Net Cash Proceeds from one or more Equity Offerings net cash proceeds received by the Parent GuarantorIssuer from any Equity Offering at a Redemption Price equal to 106.125% of the principal amount of such Notes, plus accrued and unpaid interest and Additional Amounts, if any, to, but excluding, the Redemption Date, in an aggregate principal amount for all such redemptions not to exceed 40% of the aggregate principal amount of the Notes issued under the Indenture on the Issue Date (together with Additional Notes); provided, however, provided that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately in each case the redemption takes place not later than 180 days after the occurrence closing of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); related Equity Offering, and (2) not less than 60% of the aggregate principal amount of the then-outstanding Notes issued under the Indenture remains outstanding immediately thereafter (including Additional Notes but excluding Notes held by the Issuer or any of its Restricted Subsidiaries), unless all such Notes are redeemed substantially concurrently. Notwithstanding the foregoing, in connection with any tender offer for the Notes, including a Change of Control Offer or Asset Sale Offer, 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 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 30 days following such purchase date, to redeem all Notes that remain outstanding following such purchase at a Redemption Price equal to the price offered to each other Holder (excluding any early tender or incentive fee) in such redemption occurs within 90 days after tender offer plus, to the extent not included in the tender offer payment, accrued and unpaid interest and Additional Amounts, if any, thereon, to, but excluding, the date of the closing of such Equity Offeringredemption.

Appears in 1 contract

Sources: Indenture (Norwegian Cruise Line Holdings Ltd.)

Optional Redemption. (a) On and after March 31At any time prior to December 1, 20202016, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTC, at the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth below, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option may on one or more occasions redeem up to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued under this Indenture at a redemption price (expressed as a percentage equal to 105.375% of the principal amount thereof on of the date of redemption) of 109.250%Notes to be redeemed, plus accrued and unpaid interest (if any) thereon to the redemption date (subject with an amount equal to the right of Holders of record on net proceeds received by the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds Issuer from one or more Equity Offerings by the Parent GuarantorOfferings; provided, however, that that (1i) at least 65% of such the aggregate principal prin- cipal amount of the Notes (which includes Additional Notes, if any) remains initially issued under this Indenture remain outstanding immediately after the occurrence of each following such redemption; and (ii) any such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs shall be made within 90 days after of the date of the closing of any such Equity Offering. (b) The Notes shall be redeemable, in whole or in part, at the option of the Issuer at any time and from time to time at a redemption price equal to the greater of: (i) 100% of the principal amount of the Notes to be redeemed, or (ii) the sum of the present values of the Remaining Scheduled Payments (excluding accrued interest to the redemption date) discounted to the date of redemption 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 with, in each case, accrued interest on the principal amount of the Notes to be redeemed to the date of redemption. The redemption price shall be calculated by the Independent Investment Banker, and the Issuer, the Trustee and any Paying Agent shall be entitled to rely on such calculation. Notice of any redemption upon any such Equity Offering may be given prior to the completion thereof, and any redemption of Notes at the Issuer’s option may, if so provided in the applicable redemp- tion notice, be made subject to the satisfaction of one or more conditions precedent including, but not lim- ited to, completion of the related Equity Offering.

Appears in 1 contract

Sources: Indenture

Optional Redemption. (a) On and or after March 31February 1, 20202023, the Issuer will be entitled at its option to Company may redeem all or a portion part of the Notes Notes, upon not less than 30 10 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTCnotice, at the redemption prices (expressed in as percentages of principal amount thereof on the redemption dateof Notes redeemed) set forth below, below plus accrued and unpaid interest to interest, if any, on the Notes redeemed to, but not including, the applicable redemption date (date, if redeemed during the twelve month period beginning on February 1 of the years indicated below, subject to the right rights of Holders of record Notes on the relevant Interest Record Date falling on or prior to the record date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth belowDate for periods prior to such redemption date: 2020 104.625 2023 102.375 % 2021 2024 101.583 % 2025 100.792 % 2026 and thereafter 100.000 % (b) Prior % At any time prior to March 31February 1, 20202023, the Issuer will be entitled at its option to Company may also redeem all or a portion part of the Notes Notes, upon not less than 30 10 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC notice, at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest interest, if any, thereon to, but not including, the applicable redemption date (date, subject to the right rights of Holders of Notes on the relevant Interest Record Date record date to receive interest due on the relevant Interest Payment Date)interest payment date for periods prior to such redemption date. 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 redemption date. (cb) Any Notwithstanding the provisions of subparagraph (a) of this Paragraph 5, at any time prior to March 31February 1, 20202021, the Issuer will be entitled at its option Company may on any one or more occasions redeem up to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 3540% of the aggregate principal amount of Notes issued under the Notes (which includes Additional NotesIndenture, if any) originally issued upon not less than 10 nor more than 60 days’ notice, at a redemption price (expressed as a percentage equal to 104.750% of the principal amount thereof on the date of redemption) of 109.250%Notes redeemed, plus accrued and unpaid interest to interest, if any, thereon to, but not including, the redemption date (date, subject to the right rights of Holders of record Notes on the relevant Interest Record Date record date to receive interest due on the relevant Interest Payment Date)interest payment date for the periods prior to such redemption date, with an amount equal to the Net Cash Proceeds from net cash proceeds of one or more sales of Equity Offerings by Interests (other than Disqualified Stock) of the Parent GuarantorCompany 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, however, provided that: (1) at least 6550% of such the aggregate principal amount of Notes issued under the Indenture (which includes Additional Notes, if anyexcluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries)redemption; and (2) each such the redemption occurs within 90 180 days after of the date of the closing of such sale of Equity OfferingInterests by the Company or the date of contribution to the Company’s common equity capital made with net cash proceeds of one or more sales of Equity Interests of Parent.

Appears in 1 contract

Sources: Senior Notes Indenture (T-Mobile US, Inc.)

Optional Redemption. (a) On Except as set forth in clauses (b) and after March 31(d) of this Section 3.07, 2020the Notes will not be redeemable at the Issuer’s option prior to the applicable Par Call Date. (b) Prior to the applicable Par Call Date, the Issuer will be entitled may, at its option option, at any time and from time to time, redeem all the Notes of the applicable series, in whole or in part, upon notice in accordance with Section 3.03 hereof, at a portion redemption price (expressed as a percentage of principal amount and rounded to three decimal places) equal to the greater of: (A) (1) the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the Redemption Date (assuming such Notes matured on the applicable Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 15 basis points, less (2) interest accrued to, but excluding, the Redemption Date, and (B) 100.0% of the principal amount of the Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder redeemed, plus, in accordance with the applicable procedures of DTCeither case, at the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth below, plus accrued and unpaid interest to on the redemption date (principal amount being redeemed to, but excluding, the Redemption Date, subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the Notes on the relevant Interest Payment Date falling prior to or on the Redemption Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %. (bc) Prior to March 31, 2020On or after the applicable Par Call Date, the Issuer will be entitled may, at its option option, at any time and from time to time, redeem all or a portion the Notes of the Notes applicable series, in whole or in part, upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC Section 3.03 hereof, at a redemption price equal to 100% of the principal amount of the such Notes being redeemed redeemed, plus the Applicable Premium as of, and accrued and unpaid interest on the principal amount being redeemed to, but excluding, the applicable redemption date (Redemption Date, subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date falling prior to or on the Redemption Date). (cd) Any time prior to March 31Notwithstanding the foregoing, 2020in connection with any Change of Control Offer or Alternate Offer for the Notes of a series, if Holders of not less than 90% in aggregate principal amount of the then outstanding Notes of such series validly 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 of such series validly tendered and not validly withdrawn by such Holders, the Issuer or such third party will be entitled at its option on one or have the right upon not less than 10 days nor more occasions than 60 days’ prior notice, given not more than 60 days following such purchase date, to redeem the all Notes (which includes Additional Notes, if any) of such series that remain outstanding following such purchase at a price in an aggregate principal amount not cash equal to exceed 35101% of the aggregate principal amount of the Notes (which includes Additional Notesof such series repurchased plus, to the extent not included in the offer payment, accrued and unpaid interest, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on , thereon, to, but excluding, the date of redemption) of 109.250%Redemption Date, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record of Notes of such series on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date falling prior to or on the Redemption Date), with . In determining whether the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) Holders of at least 6590% of such the aggregate principal amount of the then outstanding Notes of a series have validly tendered and not validly withdrawn Notes in a Change of Control Offer or Alternate Offer, as applicable, Notes of such series owned by an Affiliate of the Issuer or by funds controlled or managed by any Affiliate of the Issuer, or any successor thereof, or any Debt Fund Affiliate, shall be deemed to be outstanding for the purposes of such Change of Control Offer or Alternate Offer, as applicable. (which includes Additional Notese) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof. Notice of any redemption or offer to purchase, whether in connection with an equity offering, Change of Control, Alternate Offer or other transaction or event or otherwise, may, at the Issuer’s (or, in the case of a Change of Control Offer, a third party making such Change of Control Offer) discretion, be given prior to the completion or occurrence thereof, and any such redemption, offer to purchase or notice may, at the Issuer’s (or, in the case of a Change of Control Offer, a third party making such Change of Control Offer) discretion, be subject to one or more conditions precedent (including conditions precedent applicable to different amounts of Notes redeemed), including, but not limited to, completion or occurrence of the related equity offering, Change of Control, Alternate Offer or other transaction or event, as the case may be. In addition, if anysuch redemption or offer to purchase is subject to satisfaction of one or more conditions precedent, such notice shall state that, in the Issuer’s (or, in the case of a Change of Control Offer, a third party making such Change of Control Offer) remains outstanding immediately discretion, the redemption or repurchase date may be delayed until such time (including more than 60 days after the occurrence date the notice of each redemption or offer to purchase was sent) as any or all such conditions shall be satisfied (or waived by the Issuer (or, in the case of a Change of Control Offer, a third party making such Change of Control Offer) in its sole discretion), 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 (other than the Notes held or waived by the Parent Guarantor Issuer (or, in the case of a Change of Control Offer, a third party making such Change of Control Offer) in its sole discretion) by the redemption or its Subsidiaries); and purchase date, or by the redemption or purchase date so delayed, or that such notice or offer may be rescinded at any time in the Issuer’s (2or, in the case of a Change of Control Offer, a third party making such Change of Control Offer) each sole discretion. For the avoidance of doubt, if any redemption or repurchase date shall be delayed pursuant to this Section 3.07 and the terms of the applicable notice of redemption or repurchase, such redemption occurs within 90 or repurchase date as so delayed may occur at any time after the original redemption or repurchase date set forth in the applicable notice of redemption or repurchase and after the satisfaction of any applicable conditions precedent, including, without limitation, on a date that is less than 10 days after the original redemption or repurchase date or the redemption or repurchase date so delayed and more than 60 days after the date of the closing applicable notice of redemption or repurchase. In addition, the Issuer may provide in such Equity Offeringnotice or offer to purchase that payment of the redemption or purchase price and performance of the Issuer’s obligations with respect to such redemption or offer to purchase may be performed by another Person. (f) The Issuers, Holdings, their direct and indirect equityholders, including the Investors, any of their Subsidiaries and their respective Affiliates and members of management may acquire the Notes by means other than a redemption pursuant to this Article 3, whether by tender offer, open market purchases, negotiated transactions or otherwise. (g) The Trustee shall have no duty to calculate or verify the calculation of the redemption price.

Appears in 1 contract

Sources: Indenture (Medline Inc.)

Optional Redemption. (a) On and after March 31, 2020, the Issuer The Notes will be entitled redeemable at its the option to redeem all or a portion of the Notes Issuer, in whole or in part, at any time, and from time to time, upon not less than 30 days’ nor more than 60 days’ notice mailed or otherwise delivered notice. If the Notes are redeemed prior to each Holder in accordance with October 15, 2027, the Redemption Price will be equal to the greater of: (a) 100% of the principal amount of the Notes to be redeemed, and (b) the sum of the present values of the remaining scheduled payments of principal and interest on the Notes to be redeemed (exclusive of interest accrued to the applicable procedures Redemption Date) discounted to such Redemption Date on a semiannual basis, assuming a 360-day year consisting of DTCtwelve 30-day months, at the redemption prices Treasury Rate plus 40 basis points (expressed the “Applicable Premium”), plus, in percentages each case of principal amount thereof on the redemption dateclauses (a) set forth belowand (b) above, plus accrued and unpaid interest to thereon to, but not including, the redemption date (subject to applicable Redemption Date; provided, however, that if the right of Holders of record on Redemption Date falls after the relevant Interest Record Date falling and on or prior to the date of redemption to receive interest due on the relevant corresponding Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled pay the full amount of accrued and unpaid interest, if any, on such Interest Payment Date to the Holder of Notes at its option to redeem all or a portion the close of business on the corresponding Record Date (instead of the holder surrendering its Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail for redemption). If the Notes are redeemed on or in accordance with after October 15, 2027, the applicable procedures of DTC at a redemption price Redemption Price will be equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%redeemed, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment thereon to, but not including, such Redemption Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offering.

Appears in 1 contract

Sources: Indenture (Omega Healthcare Investors Inc)

Optional Redemption. (a) On and after March 31, 2020Prior to the Par Call Date, the Issuer will be entitled at its option to Issuers may redeem all or part of the Notes, after having sent a portion notice of redemption as described in Section 3.03 of the Original Indenture (except that, for the purposes of the Notes issued under this Twentieth Supplemental Indenture, such notice shall be required to be sent upon not less than 15 nor more than 45 days’ notice, rather than upon not less than 30 days nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTCnotice), at a redemption price equal to the greater of (i) 100% of the principal amount of Notes and (ii) the sum of the present value at such redemption prices (expressed in percentages date of all remaining scheduled payments of principal amount thereof and interest on such Note through the redemption date) set forth below, plus Par Call Date (excluding accrued and but unpaid interest to the redemption date), discounted to the date (of redemption using a discount rate equal to the Treasury Rate plus 35 basis points, plus, in each case, accrued and unpaid interest, if any, to, but not including, the redemption date, subject to the right of Holders holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %. (b) Prior to March 31, 2020On or after the Par Call Date, the Issuer will Notes may be entitled redeemed at its option the Issuers’ option, at any time in whole or from time to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or time in accordance with the applicable procedures of DTC part, at a redemption price equal to 100% of the principal amount of the Notes being redeemed redeemed, plus the Applicable Premium as of, and accrued and unpaid interest interest, if any, to, but not including, the applicable redemption date (date, subject to the right of Holders holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offering.

Appears in 1 contract

Sources: Twentieth Supplemental Indenture (AerCap Holdings N.V.)

Optional Redemption. The Notes of this series are not subject to any sinking fund. Prior to February 29, 2020 (a) On and after March 31, 2020one month prior to their maturity date), the Issuer Notes of this series will be entitled redeemable at its any time, at the option to redeem all or a portion of the Notes Company, in whole or from time to time in part, upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTCprior notice, at the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth belowa Redemption Price, plus accrued and unpaid interest calculated pursuant to the redemption date Indenture, together with accrued interest thereon, if any, to the Redemption Date (subject to the right rights of Holders holders of record on the relevant Interest Regular Record Date falling on or that is prior to the date of redemption Redemption Date to receive interest due on the relevant Interest Payment Date). On or after February 29, if redeemed during the 12-2020 (one month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior prior to March 31, 2020their maturity date), the Issuer Notes of this series will be entitled redeemable at its any time, at the option to redeem all or a portion of the Notes Company, in whole or from time to time in part, upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC prior notice, at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus redeemed, together with accrued interest thereon, if any, to the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date Redemption Date (subject to the right rights of Holders holders of record on the relevant Interest Regular Record Date that is prior to the Redemption Date to receive interest due on the relevant Interest Payment Date). (c) Any . If less than all of the Notes of this series are to be redeemed, and such Notes are at the time prior to March 31, 2020, the Issuer will be entitled at its option on represented by one or more occasions to redeem global security certificates, then the Notes (which includes Additional Notes, if any) to be redeemed shall be selected in an aggregate principal amount not to exceed 35% accordance with the procedures of the aggregate principal amount Depository. If less than all of the Notes (which includes Additional Notesof this series are to be redeemed, if any) originally issued at a and such Notes are not represented by one or more global security certificates, the Notes to be redeemed shall be selected by the Trustee by such method as the Trustee in its sole discretion shall deem fair and appropriate. If any Note is to be redeemed in part only, the notice of redemption price (expressed as a percentage relating to such Note shall state the portion of the principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to be redeemed. A new Note in principal amount equal to the redemption date (subject to unredeemed portion thereof will be issued in the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date name of the closing Holder thereof upon cancellation of such Equity Offeringthis Note.

Appears in 1 contract

Sources: Seventeenth Supplemental Indenture (Quest Diagnostics Inc)

Optional Redemption. (a) On and after March 31, 2020Prior to the Par Call Date, the Issuer will be entitled at its option to Issuers may redeem all or part of the Notes, after having sent a portion notice of redemption as described in Section 3.03 of the Original Indenture (except that, for the purposes of the Notes issued under the Twelfth Supplemental Indenture, such notice shall be required to be sent upon not less than 15 nor more than 45 days’ notice, rather than upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTCnotice), at a redemption price equal to the greater of (i) 100% of the principal amount of Notes or (ii) the sum of the present value at such redemption prices (expressed in percentages date of all remaining scheduled payments of principal amount thereof and interest on such Note through the redemption date) set forth below, plus Par Call Date (excluding accrued and but unpaid interest to the redemption date)), discounted to the date (of redemption using a discount rate equal to the Treasury Rate plus 25 basis points, plus, in each case, accrued and unpaid interest, if any, to but not including, the redemption date, subject to the right of Holders holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %. (b) Prior to March 31, 2020On or after the Par Call Date, the Issuer will Notes may be entitled redeemed at its option the Issuers’ option, at any time in whole or from time to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or time in accordance with the applicable procedures of DTC part, at a redemption price equal to 100% of the principal amount of the Notes being redeemed redeemed, plus the Applicable Premium as of, and accrued and unpaid interest interest, if any, to, but not including, the applicable redemption date (date, subject to the right of Holders holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offering.

Appears in 1 contract

Sources: Supplemental Indenture (AerCap Holdings N.V.)

Optional Redemption. (a) On and after March 31, 2020Prior to the Par Call Date, the Issuer will be entitled at its option to Issuers may redeem all or part of the Notes, after having sent a portion notice of redemption as described in Section 3.03 of the Original Indenture (except that, for the purposes of the Notes issued under the Twenty-First Supplemental Indenture, such notice shall be required to be sent upon not less than 15 nor more than 45 days’ notice, rather than upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTCnotice), at a redemption price equal to the greater of (i) 100% of the principal amount of Notes or (ii) the sum of the present value at such redemption prices (expressed in percentages date of all remaining scheduled payments of principal amount thereof and interest on such Note through the redemption date) set forth below, plus Par Call Date (excluding accrued and but unpaid interest to the redemption date), discounted to the date (of redemption using a discount rate equal to the Treasury Rate plus 25 basis points, plus, in each case, accrued and unpaid interest, if any, to, but not including, the redemption date, subject to the right of Holders holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %. (b) Prior to March 31, 2020On or after the Par Call Date, the Issuer will Notes may be entitled redeemed at its option the Issuers’ option, at any time in whole or from time to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or time in accordance with the applicable procedures of DTC part, at a redemption price equal to 100% of the principal amount of the Notes being redeemed redeemed, plus the Applicable Premium as of, and accrued and unpaid interest interest, if any, to, but not including, the applicable redemption date (date, subject to the right of Holders holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offering.

Appears in 1 contract

Sources: Twenty First Supplemental Indenture (AerCap Holdings N.V.)

Optional Redemption. (a) On and after March 31, 2020Prior to the applicable Par Call Date, the Issuer will be entitled at its option to Issuers may redeem all or a portion part of the Notes upon not less than 30 nor more than 60 days’ of a Series, after having sent a notice mailed or otherwise delivered of redemption as described in Section 3.03 of the Original Indenture, at a redemption price equal to each Holder in accordance with the greater of (i) 100% of the principal amount of Notes being redeemed and (ii) the sum of the present value at such redemption date of all remaining scheduled payments of principal and interest on such Notes through the applicable procedures of DTCPar Call Date, at the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth below, plus excluding accrued and but unpaid interest to the redemption date, discounted to the date of redemption using a discount rate equal to (A) the Treasury Rate plus 25 basis points, in the case of the 2029 Notes, and (B) the Treasury Rate plus 25 basis points, in the case of the 2034 Notes, plus, in each case, accrued and unpaid interest, if any, to, but not including, the redemption date, subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %. (b) Prior to March 31, 2020On or after the applicable Par Call Date, the Issuer will Notes of a Series may be entitled redeemed at its option the Issuers’ option, at any time in whole or from time to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or time in accordance with the applicable procedures of DTC part, at a redemption price equal to 100% of the principal amount of the Notes being redeemed redeemed, plus the Applicable Premium as of, and accrued and unpaid interest interest, if any, to, but not including, the applicable redemption date (date, subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offering.

Appears in 1 contract

Sources: Seventh Supplemental Indenture (AerCap Holdings N.V.)

Optional Redemption. (a) On Except as set forth in 5(b) and after March 31(c) below, 2020the Notes will not be redeemable at the option of the Issuer prior to January 15, 2011. Starting on that date, the Issuer will be entitled at its option to may redeem all or a any portion of the Notes, at any time or from time to time, after giving the required notice under the Indenture. The Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTC, may be redeemed at the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth below, plus accrued and unpaid interest, 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). The following prices for Notes redeemed during the 12-month period commencing on January 15 of the years set forth below, and are expressed as percentages of principal amount: 2010 105.625 % 2011 103.750 % 2012 101.875 % 2013 and thereafter 100 % (b) At any time or from time to time prior to January 15, 2011, the Issuer may redeem all or any portion of the Notes, after giving the notice required under the Indenture, at a redemption price equal to the sum of: (i) 100% of the principal amount of Notes to be redeemed; and (ii) the excess of (A) the sum of the present values of (i) the redemption price of the Notes to be redeemed at January 15, 2011 (as set forth in paragraph 5(a) hereto), and (ii) the remaining scheduled payments of interest from the redemption date to January 15, 2011, but excluding accrued and unpaid interest to the redemption date, discounted to the date of redemption on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 75 basis points, over (B) 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest to but excluding the redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling on or prior to the record date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 % (b) Prior to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Datepayment date). (c) Any At any time and from time to time, prior to March 31January 15, 20202009, the Issuer will be entitled at its option on one or more occasions may redeem up to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed a maximum of 35% of the aggregate principal amount of the Notes (which includes including any Additional Notes) with the proceeds of one or more Qualified Equity Offerings, if any) originally issued at a redemption price (expressed as a percentage equal to 111.25% of the principal amount thereof on the date of redemption) of 109.250%thereof, plus accrued and unpaid interest thereon, if to but excluding the redemption date Redemption Date (subject to the right of Holders of record on the relevant Interest Record Date record date to receive interest due on the relevant Interest Payment Dateinterest payment date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) that after giving effect to any such redemption, at least 65% of such the aggregate principal amount of the Notes (which includes including any Additional Notes, if any) remains outstanding immediately after the occurrence of each outstanding. Any such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs shall be within 90 days of such Qualified Equity Offering upon not less than 30 nor more than 60 days’ prior notice. (d) The Trustee will select Notes called for redemption pursuant to this paragraph 5 on a pro rata basis as set forth in the Indenture; provided that no Notes of $1,000 or less shall be redeemed in part. A new Note in principal amount equal to the unredeemed portion thereof will be issued in the name of the Holder thereof upon cancellation of the original Note. Notes called redemption pursuant to this paragraph 5 become due on the date fixed for redemption. On and after the date redemption interest stops accruing on Notes or portions of them called for redemption as, and to the extent, provided in Section 3.05 of the closing of such Equity OfferingIndenture.

Appears in 1 contract

Sources: Security Agreement (Spansion Inc.)

Optional Redemption. (a) On and after March 31, 2020Prior to the Par Call Date, the Issuer will be entitled at its option to Issuers may redeem all or part of the Notes, after having sent a portion notice of redemption as described in Section 3.03 of the Original Indenture (except that, for the purposes of the Notes issued under the Twenty-Fourth Supplemental Indenture, such notice shall be required to be sent upon not less than 15 nor more than 45 days’ notice, rather than upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTCnotice), at a redemption price equal to the greater of (i) 100% of the principal amount of Notes being redeemed or (ii) the sum of the present value at such redemption prices (expressed in percentages date of all remaining scheduled payments of principal amount thereof and interest on such Notes through the redemption date) set forth below, plus Par Call Date (excluding accrued and but unpaid interest to the redemption date), discounted to the date (of redemption using a discount rate equal to the Treasury Rate plus 50 basis points, plus, in each case, accrued and unpaid interest, if any, to, but not including, the redemption date, subject to the right of Holders holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %. (b) Prior to March 31, 2020On or after the Par Call Date, the Issuer will Notes may be entitled redeemed at its option the Issuers’ option, at any time in whole or from time to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or time in accordance with the applicable procedures of DTC part, at a redemption price equal to 100% of the principal amount of the Notes being redeemed redeemed, plus the Applicable Premium as of, and accrued and unpaid interest interest, if any, to, but not including, the applicable redemption date (date, subject to the right of Holders holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offering.

Appears in 1 contract

Sources: Supplemental Indenture (AerCap Holdings N.V.)

Optional Redemption. (a) On and after March 31, 2020Prior to the Par Call Date, the Issuer will be entitled at its option to Issuers may redeem all or part of the Notes, after having sent a portion notice of redemption as described in Section 3.03 of the Original Indenture (except that, for the purposes of the Notes issued under the Twenty-Third Supplemental Indenture, such notice shall be required to be sent upon not less than 15 nor more than 45 days’ notice, rather than upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTCnotice), at a redemption price equal to the greater of (i) 100% of the principal amount of Notes being redeemed or (ii) the sum of the present value at such redemption prices (expressed in percentages date of all remaining scheduled payments of principal amount thereof and interest on such Notes through the redemption date) set forth below, plus Par Call Date (excluding accrued and but unpaid interest to the redemption date), discounted to the date (of redemption using a discount rate equal to the Treasury Rate plus 50 basis points, plus, in each case, accrued and unpaid interest, if any, to, but not including, the redemption date, subject to the right of Holders holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %. (b) Prior to March 31, 2020On or after the Par Call Date, the Issuer will Notes may be entitled redeemed at its option the Issuers’ option, at any time in whole or from time to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or time in accordance with the applicable procedures of DTC part, at a redemption price equal to 100% of the principal amount of the Notes being redeemed redeemed, plus the Applicable Premium as of, and accrued and unpaid interest interest, if any, to, but not including, the applicable redemption date (date, subject to the right of Holders holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offering.

Appears in 1 contract

Sources: Supplemental Indenture (AerCap Holdings N.V.)

Optional Redemption. (a) On Except as otherwise set forth herein or in Section 3.03 of the Indenture, the Notes may not be redeemed. Solely to the extent that the Required Shareholder Approval has not been obtained by AMC, on and after March July 31, 20202027, the Issuer will be entitled Company may redeem the Notes in whole at its option any time or in part from time to redeem all or time: (i) from and including July 31, 2027 to and including April 30, 2028, at a portion redemption price equal to (A) (x) 100.0% plus (y) 50.0% of the Notes upon not less than 30 nor more than 60 days’ then-applicable interest rate (determined as of date of the applicable notice mailed or otherwise delivered to each Holder of redemption in accordance with Section 2.14(a) of the applicable procedures of DTC, at Indenture) multiplied by (B) the redemption prices (expressed in percentages of principal amount thereof on the redemption date) set forth belowthereof, plus accrued and unpaid interest to interest, if any, to, but excluding, the applicable redemption date (subject to the right of Holders of record on the relevant Interest Record Date falling to receive interest due on the relevant interest payment date that is on or prior to the date of redemption to receive interest due on the relevant Interest Payment Dateredemption), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %; and (bii) Prior from and including May 1, 2028 to March 31, 2020, the Issuer will be entitled at its option to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or in accordance with the applicable procedures of DTC Maturity Date at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus the Applicable Premium as of, and accrued and unpaid interest to, the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%thereof, plus accrued and unpaid interest to interest, if any, to, but excluding, the applicable redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant interest payment date that is on or prior to the date of redemption). In addition, solely to the extent that the Required Shareholder Approval has not been obtained by AMC, at any time from and after the date that is 180 days following the Interest Adjustment Date until July 31, 2027, the Company may, at its option, redeem all or a portion of the Notes at a redemption price equal to 100% of the principal amount thereof plus the Applicable Premium (as defined in the Indenture) with respect to the Notes, plus accrued and unpaid interest, if any, thereon to, but excluding, the redemption date. If the redemption date is on or after a Record Date and on or before the related Interest Payment Date), such accrued and unpaid interest will be paid to the Person in whose name the Notes are registered at the Close of Business on such Record Date. On and after the redemption date, interest will cease to accrue on the Notes or portions thereof called for redemption. Notice of redemption must be sent to the Holders of the Notes called for redemption not less than 10 or more than 60 days prior to the applicable redemption date, in accordance with Section 8 below and Section 3.03 of the Net Cash Proceeds from Indenture. In addition, notice of any redemption of the Notes permitted by the Indenture may, at the Company’s discretion, be subject to one or more Equity Offerings conditions precedent, including the consummation of any transaction. If such notice is delivered 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 applicable redemption date may be delayed until such time as any or all such conditions shall be satisfied or waived, or may be rescinded in the event that any or all such conditions shall not have been satisfied or waived by the Parent Guarantor; providedredemption date. In addition, howeverthe Company may provide in such notice that payment of the redemption price may be made by AMC. Notwithstanding anything herein or in the Indenture to the contrary, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than in no event shall the Notes held by the Parent Guarantor be redeemed pursuant to this Section 6 on or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date on which the Required Shareholder Approval is obtained by AMC. In the event that the Required Shareholder Approval is obtained after a notice of redemption has been issued by the Company in respect of the closing Notes pursuant to this Section 6, but prior to the redemption date set forth in such redemption notice, such redemption notice shall automatically be rescinded, and the Company will promptly notify all Holders of record of such Equity Offeringrescission.

Appears in 1 contract

Sources: Indenture (Amc Entertainment Holdings, Inc.)

Optional Redemption. (a) On and after March 31, 2020Prior to the Par Call Date, the Issuer will be entitled at its option to Issuers may redeem all or part of the Notes, after having sent a portion notice of redemption as described in Section 3.03 of the Original Indenture (except that, for the purposes of the Notes issued under this Twenty-Fourth Supplemental Indenture, such notice shall be required to be sent upon not less than 15 nor more than 45 days’ notice, rather than upon not less than 30 days nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTCnotice), at a redemption price equal to the greater of (i) 100% of the principal amount of Notes being redeemed and (ii) the sum of the present value at such redemption prices (expressed in percentages date of all remaining scheduled payments of principal amount thereof and interest on such Notes through the redemption date) set forth below, plus Par Call Date (excluding accrued and but unpaid interest to the redemption date), discounted to the date (of redemption using a discount rate equal to the Treasury Rate plus 50 basis points, plus, in each case, accrued and unpaid interest, if any, to, but not including, the redemption date, subject to the right of Holders holders of record on the relevant Interest Record Date falling on or prior to the date of redemption to receive interest due on the relevant Interest Payment Date), if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %. (b) Prior to March 31, 2020On or after the Par Call Date, the Issuer will Notes may be entitled redeemed at its option the Issuers’ option, at any time in whole or from time to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail or time in accordance with the applicable procedures of DTC part, at a redemption price equal to 100% of the principal amount of the Notes being redeemed redeemed, plus the Applicable Premium as of, and accrued and unpaid interest interest, if any, to, but not including, the applicable redemption date (date, subject to the right of Holders holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to redeem the Notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offering.

Appears in 1 contract

Sources: Supplemental Indenture (AerCap Holdings N.V.)

Optional Redemption. (a) On and after March 31, 2020, the Issuer will be entitled at its option The Notes are subject to redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice mailed or otherwise delivered to each Holder in accordance with the applicable procedures of DTCredemption, at the redemption prices option of the Issuer, in whole or in part, at any time and from time to time on and after June 15, 2016 at the Redemption Prices (expressed in as percentages of the principal amount thereof on the redemption dateto be redeemed) set forth below, plus accrued and unpaid interest to interest, if any, to, but not including, the redemption date Redemption Date (subject to the right of Holders of record Notes on the relevant Interest regular Record Date falling to receive interest due on an Interest Payment Date that is on or prior to the date of redemption to receive interest due on the relevant Interest Payment Redemption Date), if redeemed during the 12-month period commencing beginning on March 31 in June 15 of the years set forth indicated below: 2020 104.625 2016 103.000 % 2021 2017 101.500 % 2018 and thereafter 100.000 % (b) Prior At any time and from time to March 31time prior to June 15, 20202016, the Issuer will be entitled at its option to may redeem all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice delivered to each Holder by mail Notes, in whole or in accordance with the applicable procedures of DTC part, at a redemption price Redemption Price equal to the sum of (1) 100% of the principal amount of the Notes being redeemed thereof, plus (2) the Applicable Premium as ofof the date of redemption, and plus (3) accrued and unpaid interest tointerest, if any, to but not including the applicable date of redemption date (subject to the right of Holders of Notes on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date). (c) Any time In addition to the optional redemption provisions of the Notes in accordance with the provisions of the preceding paragraphs, prior to March 31June 15, 20202016, the Issuer may, with the net proceeds of one or more Qualified Equity Offerings, redeem up to 35% of the initial aggregate principal amount of the outstanding Notes (including increases from Additional Notes) at a Redemption Price equal to 107.500% of the principal amount thereof, plus LIBOR (assuming LIBOR for the period from the redemption date through June 15, 2016 will equal LIBOR in effect on the date on which the applicable notice of redemption is given), plus accrued and unpaid interest thereon, if any, to but not including the date of redemption (subject to the right 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); provided that at least 65% of the principal amount of Notes then outstanding (including Additional Notes) remains outstanding immediately after the occurrence of any such redemption (excluding Notes held by the Issuer or Subsidiaries of the Issuer) and that any such redemption occurs within 120 days following the closing of any such Qualified Equity Offering. (d) If Holders of not less than 90% of the aggregate principal amount of the outstanding Notes accept an Offer to Purchase made in connection with a Change of Control as required by this Indenture (a “Change of Control Offer”), and the Issuer purchases all of the Notes held by such holders, the Issuer will be entitled at its option on one or have the right, upon not less than 30 nor more occasions than 60 days’ prior notice, given not more than 30 days following the purchase pursuant to the Change of Control Offer described above, to redeem all of the Notes (which includes Additional Notes, if any) in an aggregate principal amount not that remain outstanding following such purchase at a redemption price equal to exceed 35101% of the aggregate principal amount of the Notes (which includes Additional Notesredeemed plus accrued and unpaid interest, if any) originally issued at a redemption price (expressed as a percentage of principal amount thereof on , thereon to but not including the date of redemption) of 109.250%, plus accrued and unpaid interest to the redemption date (subject to the right of the Holders of record on the relevant Interest Record Date Dates to receive interest due on the relevant an Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date of the closing of such Equity Offering.

Appears in 1 contract

Sources: Indenture (FTS International, Inc.)

Optional Redemption. (a) On and after March 31, 2020At any time prior to the first anniversary of the Issue Date, the Issuer will be entitled may redeem the Notes in full, but not in part, at its option to redeem all or a portion of the Notes option, upon not less than 30 nor more than 60 days’ prior notice mailed by electronic delivery or otherwise delivered 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 accordance with the applicable procedures of DTCNotes Register, at a redemption price equal to 90% of the redemption prices (expressed in percentages of principal amount thereof on of the redemption date) set forth belowNotes (excluding capitalized PIK interest), plus accrued and unpaid interest to the redemption date (subject to the right 100% of Holders of record on the relevant Interest Record Date falling on all PIK Interest, regardless if capitalized or prior to the date of redemption to receive interest due on the relevant Interest Payment Date)accrued, if redeemed during the 12-month period commencing on March 31 in the years set forth below: 2020 104.625 % 2021 and thereafter 100.000 %since issuance. (b) Prior At any time from the first anniversary of the Issue Date to March 31, 2020the second anniversary of the Issue Date, the Issuer will be entitled may redeem the Notes in full, but not in part, at its option to redeem all or a portion of the Notes option, upon not less than 30 nor more than 60 days’ prior notice delivered by electronic delivery or by first class mail, postage prepaid, with a copy to the Trustee, to each Holder by mail or of Notes to the address of such Holder appearing in accordance with the applicable procedures of DTC Notes Register, at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus (including all PIK Interest, regardless if capitalized or accrued, since issuance). At any time following the Applicable Premium as of, and accrued and unpaid interest to, second anniversary of the applicable redemption date (subject to the right of Holders on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Issue Date). (c) Any time prior to March 31, 2020, the Issuer will be entitled at its option on one or more occasions to may redeem the Notes (which includes Additional Notesin full, if any) but not in an aggregate principal amount part, at its option, upon not less than 30 nor more than 60 days’ prior notice by electronic delivery or by first class mail, postage prepaid, with a copy to exceed 35the Trustee, to each Holder of Notes to the address of such Holder appearing in the Notes Register, at a redemption price equal to 110% of the aggregate principal amount of the Notes (which includes Additional Notesincluding all PIK Interest capitalized since issuance), if any) originally issued at a plus 100% of all PIK interest accrued, but unpaid, as of such date. Unless the Issuer defaults in the payment of the redemption price (expressed as a percentage of principal amount thereof price, interest will cease to accrue on the date of redemption) of 109.250%, plus accrued and unpaid interest Notes or portions thereof called for redemption on the applicable Redemption Date. Any redemption pursuant to this paragraph 6 shall be made pursuant to the redemption date (subject to the right provisions of Holders of record on the relevant Interest Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds from one or more Equity Offerings by the Parent Guarantor; provided, however, that (1) at least 65% of such aggregate principal amount of Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (other than the Notes held by the Parent Guarantor or its Subsidiaries); and (2) each such redemption occurs within 90 days after the date Sections 5.1 through 5.6 of the closing of such Equity OfferingIndenture.

Appears in 1 contract

Sources: Indenture (Essar Steel Algoma Inc.)