Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable prior to August 15, 2021. On or after August 15, 2021, the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 % (b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering. (c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date. (d) Any optional redemption provided for in the Note shall be made pursuant to the provisions of Section 3.01 through 3.06 of the Indenture.
Appears in 2 contracts
Sources: Indenture (Treasure Chest Casino LLC), Indenture (Boyd Gaming Corp)
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable prior to August 15, 2021. On or after August 15, 2021, the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 151, 20212012, the Company Issuer may on any one or more occasions redeem up to 35% of the aggregate principal amount of the Euro Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price of 106.000equal to 111.75 % of the principal amountamount of the Euro Notes redeemed and up to 35% of aggregate principal amount of Dollar Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 112.00% of the principal amount of the Dollar Notes redeemed, in each case, plus accrued and unpaid interest and Additional InterestAmounts, if any, to the date of redemption date, (subject to the rights of Holders holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Dateinterest payment date), with the Net Cash Proceeds net cash proceeds of one or more Public an Equity OfferingsOffering; provided that that:
(i) at least 65% of the aggregate principal amount of the Euro Notes and at least 65% of the aggregate principal amount of the Dollar Notes originally issued under this Indenture (excluding Notes held by the Parent and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries)redemption; and and
(ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(cb) At any time prior to August 151, 2021 2012, the Company Issuer may also on any one or more occasions redeem all or a part of the Euro Notes and/or Dollar Notes, as the case may be, upon not less than 15 30 nor more than 60 days’ prior notice sent delivered to each Holder, Holder pursuant to Section 3.03 and Section 13.01 at a redemption price equal to 100% of the principal amount of the Notes redeemed redeemed, plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional InterestAmounts, if any, to the date of redemption, subject to the rights of Holders of the Notes on any the relevant record date to receive interest due on the relevant interest payment date occurring on or date.
(c) Except pursuant to subsections (a) and (b) of this Section 3.07 and Section 3.08, the Notes will not be redeemable at the Issuer’s option prior to August 1, 2012. On or after August 1, 2012, the Issuer may on any one or more occasions redeem all or a part of the Euro Notes and/or Dollar Notes, as the case may be, upon not less than 30 nor more than 60 days’ notice delivered to each Holder pursuant to Section 3.03 and Section 13.01 at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amounts, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on August 1 of the years indicated below, subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date: 2012 105.875 % 106.000 % 2013 and thereafter 100.000 % 100.000 %
(d) 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.
(de) Any optional redemption provided for and notice may, in the Note shall Issuer’s discretion, be made pursuant subject to the provisions satisfaction of Section 3.01 through 3.06 of the Indentureone or more conditions precedent.
Appears in 2 contracts
Sources: Indenture (Sappi LTD), Indenture (Sappi LTD)
Optional Redemption. (a) Prior to March 1, 2020, the Company may, at any time and from time to time, redeem, in the aggregate up to 35% of the aggregate principal amount of the Notes originally issued under this Indenture with the net cash proceeds of one or more Equity Offerings by the Company at a redemption price (expressed as a percentage of principal amount thereof) of 105.750%, plus accrued and unpaid interest, if any, to, but excluding, the Redemption Date (subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date); provided, however, that:
(i) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(ii) the redemption occurs within 90 days of the date of the closing of such Equity Offering or contribution.
(b) Prior to March 1, 2020, the Company may, at any time and from time to time, also redeem all or a part of the Notes, upon not less than 30 days nor more than 60 days’ prior notice mailed by or on behalf of the Company (or to the extent permitted or required by applicable DTC procedures or regulations with respect to Global Notes sent electronically) by first-class mail to each Holder’s registered address or otherwise delivered in accordance with the procedures of DTC, at a redemption price equal to the sum of (i) 100.000% of the principal amount of Notes redeemed and (ii) the Applicable Premium as of, and accrued and unpaid interest to, but excluding, Redemption Date, subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to clause (a) or (b) and (c) of this Paragraph 5), the Notes will shall not be redeemable at the Company’s option prior to August 15March 1, 2021. 2020.
(d) On or after August 15March 1, 20212020, the Company may on one or more occasions redeem all or a part of the Notes upon not less than 15 30 days nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to to, but excluding, the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date)Redemption Date, if redeemed during the twelve-month period beginning on August 15 of the years indicated period, set forth below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to date: March 1, 2020 104.313% March 1, 2021 102.875% March 1, 2022 101.438% March 1, 2023 and thereafter 100.000%
(e) Unless the Company defaults in the payment of the redemption dateprice, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable Redemption Date.
(df) Any optional redemption provided for in the Note pursuant to this Section 5.07 shall be made pursuant to the provisions of Section 3.01 Sections 5.01 through 3.06 of the Indenture5.06.
Appears in 2 contracts
Sources: Indenture (Cliffs Natural Resources Inc.), Indenture (Cliffs Natural Resources Inc.)
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5The Notes may be redeemed, the Notes will not be redeemable in whole or in part, at any time prior to August October 15, 2021. On or after August 152015, 2021, at the option of the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 30 nor more than 60 days’ prior notice sent electronically or mailed by first-class mail to each Holder’s registered address, at a redemption price Redemption Price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interestinterest, if any, to to, the applicable redemption date of redemption, (subject to the rights right of Holders holders of record on the Notes on any relevant record date to receive interest due on the relevant interest payment date).
(b) The Notes are subject to redemption, at the option of the Company, in whole or in part, at any time on or after October 15, 2015, upon not less than 30 nor more than 60 days’ notice at the following Redemption Prices (expressed as percentages of the principal amount to be redeemed) set forth below, plus accrued and unpaid interest, if any, to, but not including, the redemption date occurring (subject to the right 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.), if redeemed during the 12-month period beginning October 15 of the years indicated: Year Percentage 2015 105.625 % 2016 102.813 % 2017 and thereafter 100.000 %
(dc) Any In addition to the optional redemption provided for of the Notes in the Note shall be made pursuant to accordance with the provisions of Section 3.01 through 3.06 the preceding paragraph, prior to October 15, 2015, the Company may, with the net proceeds of one or more Qualified Equity Offerings, redeem up to 35% of the Indentureaggregate principal amount of the outstanding Notes (including Additional Notes) at a Redemption Price equal to 111.250% of the principal amount of thereof, together with accrued and unpaid interest thereon, if any, to the date of redemption; 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 Company or its Subsidiaries) and that any such redemption occurs within 90 days following the closing of any such Qualified Equity Offering.
Appears in 2 contracts
Sources: Indenture (Ryerson Holding Corp), Indenture (Ryerson International Material Management Services, Inc.)
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable prior to August 15, 2021. On or after August 15, 2021, the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August February 15, 20212024, the Company may on any one or more occasions redeem up to 3540% of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 15 nor more than 60 days’ notice (except as provided in Section 3.03 hereof), at a redemption price of 106.000equal to 107.000% of the principal amountamount of the Notes redeemed, plus accrued and unpaid interest and Additional InterestAmounts, if any, to but not including the date of redemption date, (subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Dateinterest payment date), with an amount equal to the Net Cash Proceeds net cash proceeds of one or more Public an Equity OfferingsOffering; provided that that
(i1) at least 6560% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption (excluding except to the extent that all remaining outstanding Notes held by are substantially concurrently repurchased or redeemed in full, or are to be repurchased or redeemed in full and for which a notice of repurchase or redemption has been issued, in accordance with another provision of the Company and its SubsidiariesIndenture); and and
(ii2) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(cb) At any time prior to August February 15, 2021 2024, the Company may also on any one or more occasions redeem all or a part of the Notes, upon giving not less than 15 nor more than 60 days’ notice (except as provided in Section 3.03 hereof), at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to February 15, 2024.
(d) On or after February 15, 2024, the Company 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’ prior notice sent to each Holder(except as provided in Section 3.03 hereof), at a the redemption price equal to 100% prices (expressed as percentages of the principal amount of the Notes redeemed amount) set forth below, plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional InterestAmounts, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on February 15 of the years indicated below, subject to the rights of Holders of the Notes on any the relevant record date to receive interest due on the relevant interest payment date occurring date: 2024 103.500 % 2025 101.750 % 2026 and thereafter 100.000 %
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or prior to portions thereof called for redemption on the applicable redemption date.
(df) Any optional redemption provided for in the Note pursuant to this Section 3.07 shall be made pursuant to the provisions of Section Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of the Indentureone or more conditions precedent.
Appears in 2 contracts
Sources: Indenture (Viking Holdings LTD), Indenture (Viking Holdings LTD)
Optional Redemption. (a) At any time prior to October 15, 2024, the Company may on any one or more occasions redeem up to 40% of the aggregate principal amount of the Notes, upon not less than 10 nor more than 60 days’ prior notice, at a redemption price equal to 103.750% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the redemption date, with an amount equal to the net cash proceeds of one or more Equity Offerings, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date; provided that:
(1) at least 50% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by the Company, its Subsidiaries and parent entities) 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.
(b) At any time prior to January 15, 2027, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 10 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to 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) Except pursuant to clause (b) and (c) of this Paragraph 5the preceding paragraphs, the Notes will not be redeemable at the Company’s option prior to August January 15, 2021. 2027.
(d) On or after August January 15, 20212027, the Company may on any one or more occasions redeem all or a part of the Notes Notes, upon not less than 15 10 nor more than 60 days’ prior notice, at the redemption prices (expressed as percentages of principal amount) set forth below below, plus accrued and unpaid interest and Additional Interestinterest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date)redemption, if redeemed during the twelve12-month period beginning on August January 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Dateinterest payment date: Year Percentage 2027 101.875 % 2028 101.250 % 2029 100.625 % 2030 and thereafter 100.000 %
(e) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.
(f) The provisions of this Article 3 do not prohibit the Company or its affiliates from acquiring the Notes in market transactions by means other than a redemption, whether pursuant to a tender offer or otherwise.
(g) Notwithstanding anything to the contrary in this Article 3, in connection with any tender offer for, or other offer to purchase, the Net Cash Proceeds Notes, if Holders of one or more Public Equity Offerings; provided that (i) at least 65not less than 90.0% of the in aggregate principal amount of the outstanding Notes remains outstanding immediately after validly tender and do not withdraw such Notes in such tender offer (or other offer to purchase) and the occurrence Company, or any third party making such a tender offer (or other offer to purchase) in lieu of the Company, purchases all of the Notes validly tendered and not withdrawn by such redemption (excluding Notes held by Holders, the Company and its Subsidiaries); and (ii) will have the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notesright, upon not less than 15 10 nor more than 60 days’ prior notice sent notice, given not more than 30 days following such tender offer expiration date (or purchase date pursuant to each Holdersuch other offer), to redeem all Notes that remain outstanding following such purchase at a redemption price in cash equal to 100% of the principal amount of price paid to each other Holder (excluding any early tender, incentive or similar fee) in such tender offer (or other offer to purchase), plus, to the Notes redeemed plus extent not included in the Applicable Premium as of the date of redemptiontender offer payment (or payment pursuant to another offer to purchase), and accrued and unpaid interest and Additional Interestinterest, if any, to the date of redemption. In determining whether the Holders of at least 90.0% of the aggregate principal of the then outstanding Notes have validly tendered and not withdrawn such Notes in a tender offer or other offer to purchase, subject such calculation shall include all Notes owned by an Affiliate of the Company (notwithstanding any provision of this Indenture to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption datecontrary).
(d) Any optional redemption provided for in the Note shall be made pursuant to the provisions of Section 3.01 through 3.06 of the Indenture.
Appears in 2 contracts
Sources: Indenture (Clearway Energy LLC), Indenture (Clearway Energy, Inc.)
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable prior to August 15, 2021. On or after August November 15, 20212024, the Company may redeem all or part of the Notes at its option, in whole at any time or in part from time to time, upon not less than 15 10 nor more than 60 days’ noticeprior notice mailed by the Company by first-class mail, or delivered electronically if held by DTC, to each Holder’s registered address, at the following redemption prices (expressed as percentages a percentage of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interestto, if anybut excluding, to the redemption date, Redemption Date (subject to the rights right of Holders of such Notes record on any the relevant record date Regular Record Date to receive interest due on the relevant Interest Payment Date), with if redeemed during the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% 12-month period commencing on November 15 of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company years set forth below: Period Redemption Price 2024 103.750 % 2025 101.875 % 2026 and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.thereafter 100.000 %
(cb) At any time In addition, prior to August November 15, 2021 2024, the Company may also redeem all the Notes at its option, in whole at any time or a in part of the Notesfrom time to time, upon not less than 15 10 nor more than 60 days’ prior notice sent mailed by the Company by first class mail, or delivered electronically if held by DTC, to each Holder’s registered address, at a redemption price equal to 100% of the principal amount of the Notes redeemed redeemed, plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interestto, if anybut excluding, to the date of redemption, applicable Redemption Date (subject to the rights right of Holders of record on the Notes on any relevant record date Regular Record Date to receive interest due on the relevant interest payment date occurring Interest Payment Date).
(c) Notwithstanding the foregoing, at any time and from time to time on or prior to November 15, 2024, the Company may redeem in the aggregate up to 40% of the original aggregate principal amount of the Notes (calculated after giving effect to any issuance of Additional Notes) 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 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) of the Company, at a redemption dateprice (expressed as a percentage of principal amount thereof) of 107.500%, plus accrued and unpaid interest to, but excluding, 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); provided, however, that at least 50% of the original aggregate principal amount of the Notes (calculated after giving effect to any issuance of Additional Notes) must remain outstanding after each such redemption; provided, further, that such redemption shall occur within 90 days after the date on which any such Equity Offering is consummated upon not less than 30 nor more than 60 days’ notice mailed, or delivered electronically if held by DTC, by the Company to each Holder of Notes being redeemed and otherwise in accordance with the procedures set forth in this Article 4.
(d) Any optional redemption provided for Unless the Company defaults in the Note shall be made pursuant to the provisions of Section 3.01 through 3.06 payment of the Indentureredemption price, on and after the Redemption Date, interest will cease to accrue on the Notes, or portions thereof, called for redemption.
Appears in 2 contracts
Sources: First Supplemental Indenture (XPO Logistics, Inc.), First Supplemental Indenture (RXO, Inc.)
Optional Redemption. (a) At any time prior to October 15, 2024, the Company may on any one or more occasions redeem up to 40% of the aggregate principal amount of the Notes, upon not less than 10 nor more than 60 days’ notice, at a redemption price equal to 103.750% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the redemption date, with an amount equal to the net cash proceeds of one or more Equity Offerings, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date; provided that:
(i) at least 50% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by the Company, its Subsidiaries and parent entities) remains outstanding immediately after the occurrence of such redemption; and
(ii) the redemption occurs within 180 days of the date of the closing of such equity offering.
(b) At any time prior to January 15, 2027, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 10 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to the applicable date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to clause (b) and (c) of this Paragraph 5the preceding paragraphs, the Notes will not be redeemable at the Company’s option prior to August January 15, 2021. 2027.
(d) On or after August January 15, 20212027, the Company may on any one or more occasions redeem all or a part of the Notes Notes, upon not less than 15 10 nor more than 60 days’ prior notice, at the redemption prices (expressed as percentages of principal amount) set forth below below, plus accrued and unpaid interest and Additional Interestinterest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date)redemption, if redeemed during the twelve-month period beginning on August January 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date.: Year Percentage 2027 101.875 % 2028 101.250 % 2029 100.625 % 2030 and thereafter 100.000 %
(de) Any optional redemption provided for in the Note pursuant to this Section 5 shall be made pursuant to the provisions of Section Sections 3.01 through 3.06 of the Indenture.
(f) The provisions of Article 3 of the Indenture do not prohibit the Company or its affiliates from acquiring the Notes in market transactions by means other than a redemption, whether pursuant to a tender offer or otherwise.
Appears in 2 contracts
Sources: Indenture (Clearway Energy LLC), Indenture (Clearway Energy, Inc.)
Optional Redemption. (a) At any time prior to September 15, 2020, the Company may on any one or more occasions redeem up to 40% of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 105.875% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that
(1) at least 60% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to September 15, 2022, the Company may on any one or more occasions redeem all or a part of the Notes, upon giving not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to clause (bSection 3.07(a), Section 3.07(b) and (c) of this Paragraph 5Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to August September 15, 2021. 2022.
(d) On or after August September 15, 20212022, the Company may on any one or more occasions redeem all or a part of the Notes Notes, upon not less than 15 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below below, plus accrued and unpaid interest and Additional InterestAmounts, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date)redemption, if redeemed during the twelve-month period beginning on August September 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring date: 2022 102.938 % 2023 101.958 % 2024 100.979 % 2025 and thereafter 100.000 %
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or prior to portions thereof called for redemption on the applicable redemption date.
(df) Any optional redemption provided for in the Note pursuant to this Section 3.07 shall be made pursuant to the provisions of Section Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of the Indentureone or more conditions precedent.
Appears in 2 contracts
Sources: Indenture (Viking Holdings LTD), Indenture (Viking Holdings LTD)
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable prior to August 15, 2021. On or after August January 15, 20212024, the Company may redeem all or a part of the Notes upon not less than 15 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interestinterest, if any, on the Notes redeemed, to the applicable redemption date (date, if redeemed during the periods indicated below, subject to the rights of Holders of on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve: Twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 or after January 15, 2024 102.500 % 2022 102.000 Twelve-month period on or after January 15, 2025 101.250 % 2023 101.000 % 2024 and thereafter On or after January 15, 2026 100.000 %
(b) At Notwithstanding the provisions of subparagraph (a) of this Paragraph (5), at any time prior to August January 15, 20212024, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000equal to 105.000% of the principal amountamount thereof, plus accrued and unpaid interest and Additional InterestAmounts, if any, to the redemption date, date (subject to the rights of the Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Dateinterest payment date), with the Net Cash Proceeds net cash proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the in aggregate principal amount of the Notes remains outstanding immediately after originally issued under the occurrence of such redemption Indenture (excluding Notes held by the Company and its Subsidiaries); ) remains outstanding immediately after the occurrence of such redemption and (ii) the that such redemption occurs within 90 45 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August January 15, 2021 2024, the Company may also redeem all or a part of the Notes, upon not less than 15 30 nor more than 60 days’ prior notice sent mailed by first-class mail to each Holder’s registered address, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional InterestAmounts, if any, to the date of redemption, subject to the rights of Holders of on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date.
(d) Any optional redemption provided for pursuant to subparagraphs (a), (b) and (c) of this Paragraph (5) may, at the discretion of the Company, be subject to the satisfaction of one or more conditions precedent. If such redemption is so subject to satisfaction of one or more conditions precedent, such notice shall describe each such condition, and if applicable, shall state that, at the Company’s discretion, the redemption date may be delayed until such time (provided, however, that any delayed redemption date shall not be more than 60 days after the date the relevant notice of redemption was sent) as any or all such conditions shall be satisfied, or such redemption may not occur and such notice may be rescinded in the Note event that any or all such conditions shall not have been satisfied by the redemption date or by the redemption date as delayed. In addition, the Company may provide in such notice that payment of the redemption price and performance of the Company’s obligations with respect to such redemption may be made pursuant performed by another Person.
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the provisions of Section 3.01 through 3.06 Notes or portions thereof called for redemption on the applicable redemption date.
(f) The Notes may also be redeemed in the circumstances described in Sections 3.10 and 3.11 of the Indenture.
Appears in 2 contracts
Sources: Indenture (STUDIO CITY INTERNATIONAL HOLDINGS LTD), Indenture (Melco Resorts & Entertainment LTD)
Optional Redemption. (a) At any time prior to January 15, 2029, the Company may on any one or more occasions redeem up to 40% of the aggregate principal amount of the Notes, upon not less than 10 nor more than 60 days’ notice, at a redemption price equal to 105.750% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the redemption date, with an amount equal to the net cash proceeds of one or more Equity Offerings, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date; provided that:
(i) at least 50% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by the Company, its Subsidiaries and parent entities) remains outstanding immediately after the occurrence of such redemption; and
(ii) the redemption occurs within 180 days of the date of the closing of such equity offering.
(b) At any time prior to January 15, 2029, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 10 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to the applicable date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to clause (b) and (c) of this Paragraph 5the preceding paragraphs, the Notes will not be redeemable at the Company’s option prior to August January 15, 2021. 2029.
(d) On or after August January 15, 20212029, the Company may on any one or more occasions redeem all or a part of the Notes Notes, upon not less than 15 10 nor more than 60 days’ prior notice, at the redemption prices (expressed as percentages of principal amount) set forth below below, plus accrued and unpaid interest and Additional Interestinterest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date)redemption, if redeemed during the twelve-month period beginning on August January 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date.: Year Percentage 2029 102.875 % 2030 101.438 % 2031 and thereafter 100.000 %
(de) Any optional redemption provided for in the Note pursuant to this Section 5 shall be made pursuant to the provisions of Section Sections 3.01 through 3.06 of the Indenture.
(f) The provisions of Article 3 of the Indenture do not prohibit the Company or its Affiliates from acquiring the Notes in market transactions by means other than a redemption, whether pursuant to a tender offer or otherwise.
Appears in 2 contracts
Sources: Indenture (Clearway Energy, Inc.), Indenture (Clearway Energy LLC)
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable prior to August 15, 2021. On or after August 15, 2021, the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August July 15, 20212026, the Company may on any one or more occasions redeem up to 3540% of the aggregate principal amount of Notes issued under this Indenture, upon giving not less than 15 nor more than 60 days’ written notice (except as provided in Section 3.03 hereof), at a redemption price of 106.000equal to 9.125% of the principal amountamount of the Notes redeemed, plus accrued and unpaid interest and Additional InterestAmounts, if any, to but not including the date of redemption date, (subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Dateinterest payment date), with an amount equal to the Net Cash Proceeds net cash proceeds of one or more Public an Equity OfferingsOffering; provided that that
(i1) at least 6560% of the aggregate principal amount of the Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption (excluding except to the extent that all remaining outstanding Notes held by are substantially concurrently repurchased or redeemed in full, or are to be repurchased or redeemed in full and for which a notice of repurchase or redemption has been issued, in accordance with another provision of the Company and its SubsidiariesIndenture); and and
(ii2) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(cb) At any time prior to August July 15, 2021 2026, the Company may also on any one or more occasions redeem all or a part of the Notes, upon giving not less than 15 nor more than 60 days’ written notice (except as provided in Section 3.03 hereof), at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium (as calculated by the Company) as of, and accrued and unpaid interest and Additional Amounts, if any, to but not including the date of redemption, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Section 3.07(a), Section 3.07(b) and Section 3.10 hereof, the Notes will not be redeemable at the Company’s option prior to July 15, 2026.
(d) On or after July 15, 2026, the Company 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’ prior written notice sent to each Holder(except as provided in Section 3.03 hereof), at a the redemption price equal to 100% prices (expressed as percentages of the principal amount of the Notes redeemed amount) set forth below, plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional InterestAmounts, if any, to on the Notes redeemed, to, but not including, the applicable date of redemption, if redeemed during the twelve-month period beginning on July 15 of the years indicated below, subject to the rights of Holders of the Notes on any the relevant record date to receive interest due on the relevant interest payment date occurring date: 2026 104.563 % 2027 102.281 % 2028 and thereafter 100.000 %
(e) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or prior to portions thereof called for redemption on the applicable redemption date.
(df) Any optional redemption provided for in the Note pursuant to this Section 3.07 shall be made pursuant to the provisions of Section Sections 3.01 through 3.06 hereof and notice may, in the Company’s discretion, be subject to the satisfaction of the Indentureone or more conditions precedent.
Appears in 2 contracts
Sources: Indenture (Viking Holdings LTD), Indenture (Viking Holdings LTD)
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5The Notes may be redeemed, the Notes will not be redeemable in whole or in part, at any time prior to August April 15, 2021. On or after August 152015, 2021, at the option of the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 30 nor more than 60 days’ prior notice sent electronically or mailed by first-class mail to each Holder’s registered address, at a redemption price Redemption Price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interestinterest, if any, to to, the applicable redemption date of redemption, (subject to the rights right of Holders holders of record on the Notes on any relevant record date to receive interest due on the relevant interest payment date).
(i) The Notes are subject to redemption, at the option of the Issuers, in whole or in part, at any time on or after April 15, 2015, upon not less than 30 nor more than 60 days’ notice at the following Redemption Prices (expressed as percentages of the principal amount to be redeemed) set forth below, plus accrued and unpaid interest, if any, to, but not including, the redemption date occurring (subject to the right 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), if redeemed during the 12-month period beginning April 15 of the years indicated: Year Redemption Price 2015 104.500 % 2016 102.250 % 2017 and thereafter 100.000 %
(ii) In addition to the optional redemption of the Notes in accordance with the provisions of the preceding paragraph, prior to April 15, 2015, the Issuers may, with the net proceeds of one or more Qualified Equity Offerings, redeem up to 35% of the aggregate principal amount of the outstanding Notes (including Additional Notes) at a Redemption Price equal to 109.000% of the principal amount thereof, together with accrued and unpaid interest thereon, if any, to the date of redemption; 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 Company or its Subsidiaries) and that any such redemption occurs within 90 days following the closing of any such Qualified Equity Offering. Notice of any redemption upon any Qualified Equity Offering may be given prior to the completion thereof, and any such redemption or notice may, at the Company’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of the related Qualified Equity Offering.
(diii) Any optional redemption provided for The Company will have the right to redeem the Notes following the consummation of a Change of Control if at least 90% of the Notes outstanding prior to such consummation are purchased pursuant to such Change of Control.
(b) The Issuers may, at any time and from time to time, purchase Notes in the Note shall be made pursuant open market or otherwise, subject to the provisions of Section 3.01 through 3.06 of the Indenturecompliance with this Indenture and compliance with all applicable securities laws.
Appears in 2 contracts
Sources: Indenture (Ryerson Holding Corp), Indenture (Ryerson International Material Management Services, Inc.)
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5The Notes may be redeemed, the Notes will not be redeemable in whole or in part, at any time prior to August October 15, 2021. On or after August 152013, 2021, at the option of the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice30, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent mailed by first-class mail to each Holder’s registered address, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interest, if any, to the applicable redemption date of redemption, (subject to the rights right of Holders of on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date).
(b) The Notes are subject to redemption, at the option of the Company, in whole or in part, at any time on or after October 15, 2013, upon not less than 30 nor more than 60 days’ notice at the following Redemption Prices (expressed as percentages of the principal amount to be redeemed) set forth below, plus accrued and unpaid interest and Additional Interest, if any, on the Notes to be redeemed to the applicable redemption date (subject to the right of Holders on the relevant record date to receive interest due on the relevant interest payment date, if redeemed during periods indicated below). October 15, 2013 – October 14, 2014 101.7613 % October 15, 2014 and thereafter 100.0000 % The Redemption Price for the period commencing October 15, 2013 through October 14, 2014 shall be increased by (a) 0.3500% if the Company makes an Interest Assignment Election with respect to the semi-annual interest period commencing on October 16, 2010; (b) 0.3000% if the Company makes an Interest Assignment Election with respect to the semi-annual interest period commencing on April 16, 2011; (c) 0.2000% if the Company makes an Interest Assignment Election with respect to the semi-annual interest period commencing on October 16, 2011; and (d) Any optional redemption provided for 0.1500% if the Company makes an Interest Assignment Election with respect to the semi-annual interest period commencing on April 16, 2012. For the avoidance of any doubt, the aforementioned increases would be cumulative and would equal a maximum of 1.000% in the Note event that the Company were to make an Interest Assignment Election with respect to all four semi-annual interest periods. The Redemption Price for the period commencing October 15, 2014 through October 14, 2015 shall be made pursuant increased by (a) 0.4500% if the Company makes an Interest Assignment Election with respect to the provisions semi-annual interest period commencing on October 16, 2010; (b) 0.4000% if the Company makes an Interest Assignment Election with respect to the semi-annual interest period commencing on April 16, 2011; (c) 0.3500% if the Company makes an Interest Assignment Election with respect to the semi-annual interest period commencing on October 16, 2011; and (d) 0.3000% if the Company makes an Interest Assignment Election with respect to the semi-annual interest period commencing on April 16, 2012. For the avoidance of Section 3.01 through 3.06 any doubt, the aforementioned increases would be cumulative and would equal a maximum of 1.500% in the Indentureevent that the Company were to make an Interest Assignment Election with respect to all four semi-annual interest periods. Commencing October 15, 2015, the Redemption Price shall be 100.0000%.
Appears in 2 contracts
Sources: Credit Agreement (Music123, Inc.), Credit Agreement (Music123, Inc.)
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5The Notes may be redeemed, the Notes will not be redeemable in whole or in part, at any time prior to August October 15, 2021. On or after August 152015, 2021, at the option of the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 30 nor more than 60 days’ prior notice sent electronically or mailed by first-class mail to each Holder’s registered address, at a redemption price Redemption Price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interestinterest, if any, to to, the applicable redemption date of redemption, (subject to the rights right of Holders holders of record on the Notes on any relevant record date to receive interest due on the relevant interest payment date).
(b) The Notes are subject to redemption, at the option of the Issuers, in whole or in part, at any time on or after October 15, 2015, upon not less than 30 nor more than 60 days’ notice at the following Redemption Prices (expressed as percentages of the principal amount to be redeemed) set forth below, plus accrued and unpaid interest, if any, to, but not including, the redemption date occurring (subject to the right 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.), if redeemed during the 12-month period beginning on October 15 of the years indicated: Year Redemption Price 2015 105.625 % 2016 102.813 % 2017 and thereafter 100.000 %
(dc) Any In addition to the optional redemption provided for of the Notes in the Note shall be made pursuant to accordance with the provisions of Section 3.01 through 3.06 the preceding paragraph, prior to October 15, 2015, the Issuers may, with the net proceeds of one or more Qualified Equity Offerings, redeem up to 35% of the Indentureaggregate principal amount of the outstanding Notes (including Additional Notes) at a Redemption Price equal to 111.250% of the principal amount thereof, together with accrued and unpaid interest thereon, if any, to the date of redemption; 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 Company or its Subsidiaries) and that any such redemption occurs within 90 days following the closing of any such Qualified Equity Offering. Notice of any redemption upon any Qualified Equity Offering may be given prior to the completion thereof, and any such redemption or notice may, at the Company’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of the related Qualified Equity Offering. The Issuers shall have the right to redeem the Notes following the consummation of a Change of Control if at least 90% of the Notes outstanding prior to such consummation are purchased pursuant to such Change of Control.
Appears in 2 contracts
Sources: Indenture (Ryerson Holding Corp), Indenture (Ryerson International Material Management Services, Inc.)
Optional Redemption. (a) Except pursuant With respect to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable prior to August 15, 2021. On or after August 15, 2021, the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice2032 Notes, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15February 1, 20212027, the Company Issuer may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 6540% of the aggregate principal amount of the 2032 Notes issued under this Indenture prior to the redemption date, upon not less than 10 nor more than 60 days’ notice, at a redemption price equal to 109.875% of the principal amount of the 2032 Notes redeemed, plus accrued and unpaid interest, if any, to the redemption date with an amount not to exceed the amount of net cash proceeds of one or more Equity Offerings consummated after the Issue Date; provided that:
(1) at least 50% of the aggregate principal amount of 2032 Notes issued under this Indenture on the Issue Date (excluding 2032 Notes held by the Issuer and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption (excluding unless all such 2032 Notes held by the Company and its Subsidiariesare otherwise repurchased or redeemed pursuant to another provision described under this Article 3); and and
(ii2) the redemption occurs within 90 180 days of the date of the closing of such Public Equity Offering.
(cb) At any time prior to August 15November 1, 2021 2028 (in respect of the Company 2029 Notes) and February 1, 2027 (in respect of the 2032 Notes), the Issuer may also on any one or more occasions redeem all or a any part of the Notes, Notes of a series upon not less than 15 10 nor more than 60 days’ prior notice sent to each Holdernotice, at a redemption price equal to 100% of the principal amount of the Notes redeemed redeemed, plus the Applicable Redemption Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interestinterest, if any, to the date of redemption.
(c) With respect to the 2029 Notes, on or after November 1, 2028, the Issuer may on any one or more occasions redeem all or any part of the 2029 Notes, upon not less than 10 nor more than 60 days’ notice, at a redemption price (expressed as a percentage of principal amount of the 2029 Notes) equal to 100.000%, plus accrued and unpaid interest, if any, to the applicable redemption date.
(d) With respect to the 2032 Notes, on or after February 1, 2027, the Issuer may on any one or more occasions redeem all or any part of the 2032 Notes, upon not less than 10 nor more than 60 days’ notice, at the redemption prices (expressed as a percentage of principal amount of the 2032 Notes) set forth below, plus accrued and unpaid interest, if any, to the applicable redemption date, if redeemed during the twelve-month period beginning on February 1 of the years indicated below: 2032 Notes Year Percentage 2027 104.938% 2028 102.469% 2029 and thereafter 100.000% Unless the Issuer defaults in the payment of the redemption price, interest will cease to accrue on the Notes of a series or portions thereof called for redemption on the applicable redemption date.
(e) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.
(f) Notwithstanding the foregoing, in connection with any tender offer for any series of Notes, including a Change of Control Offer or Asset Sale Offer for the Notes, if Holders of not less than 90% in aggregate principal amount of the then outstanding Notes of any 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, purchase all of the Notes of such series validly tendered and not validly withdrawn by such Holders, all of the Holders of the Notes of such series will be deemed to have consented to such tender or other offer, and accordingly 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 15 days following such purchase date, to redeem all Notes of such series that remain outstanding following such purchase at a price equal to the price offered to each other Holder in such offer (which may be less than par) plus, to the extent not included in the offer payment, accrued and unpaid interest, if any, thereon, to, but excluding, the redemption date, subject to the rights right of Holders of record on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or Interest Payment Date falling prior to or on the redemption date.
(d) Any optional redemption provided . In determining whether the Holders of at least 90% of the aggregate principal amount of the then outstanding Notes of the applicable series have validly tendered and not validly withdrawn Notes in a tender offer for in any series of Notes, including a Change of Control Offer or Asset Sale Offer, as applicable, Notes owned by an Affiliate of the Note Issuer or by funds controlled or managed by any Affiliate of the Issuer, or any successor thereof, shall be made pursuant deemed to be outstanding for the provisions purposes of Section 3.01 through 3.06 such tender offer for any series of the IndentureNotes, including a Change of Control Offer or Asset Sale Offer, as applicable.
Appears in 2 contracts
Sources: Indenture (Venture Global, Inc.), Indenture (Venture Global, Inc.)
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable At any time prior to August October 15, 2021. On or after August 15, 20212012, the Company may on any one or more occasions redeem all or part up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 15 30 nor more than 60 days’ notice, at a redemption price equal to 113.500% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Special Interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant regular record date to receive interest due on the relevant interest payment date that is on or prior to the applicable date of redemption), with the net cash proceeds of an Equity Offering; provided that:
(1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) The Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below below, plus accrued and unpaid interest and Additional Special Interest, if any, on the Notes redeemed, to the applicable redemption date of redemption, if redeemed during the periods beginning on dates indicated below (subject to the rights of Holders of the Notes on any the relevant regular record date to receive interest due on the relevant interest payment date occurring that is on or prior to the redemption date)applicable date of redemption): For the period below Percentage On or after October 15, if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 2012 106.750 % 2022 102.000 On or after October 15, 2013 103.375 % 2023 101.000 % 2024 and thereafter On or after April 15, 2014. 100.000 %
(bc) At any time prior to August October 15, 20212012, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 30 nor more than 60 days’ prior notice sent to each Holdernotice, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemptionPremium, and plus accrued and unpaid interest and Additional Special Interest, if any, on the Notes redeemed, to the applicable date of redemption, redemption (subject to the rights of Holders of the Notes on any the relevant regular record date to receive interest due on the relevant interest payment date occurring that is on or prior to the applicable date of redemption). Except pursuant to Sections 3.07(a) and 3.07(c), the Notes will not be redeemable at the Company’s option prior to October 15, 2012. The Company is not, however, prohibited under this Indenture from acquiring Notes by means other than a redemption, whether pursuant to open-market transactions, tender offers or otherwise so long as such acquisition does not otherwise violate the terms of this Indenture. Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(d) Any optional redemption provided for in the Note pursuant to this Section 3.07 shall be made pursuant to the provisions of Section Sections 3.01 through 3.06 of the Indenture3.06.
Appears in 2 contracts
Sources: Indenture (Alon Refining Krotz Springs, Inc.), Indenture (Alon USA Energy, Inc.)
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5as described below, the Notes will not be redeemable at the Company’s option prior to August July 15, 2021. On or after August 15, 2021, the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %2024.
(ba) At any time prior to August July 15, 20212024, the Company may on any one or more occasions redeem up to 3540% of the aggregate principal amount of Notes issued under the Indenture (including any Additional Notes) at a redemption price of 106.000105.250% of the principal amountamount thereof, plus accrued and unpaid interest and Additional Interestinterest, if any, to the redemption date, subject with funds in an amount equal to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds net cash proceeds of one or more Public Equity Offerings; Offerings by the Company, provided that that: (i) at least 6560% of the aggregate principal amount of Notes issued under the Notes Indenture (including any Additional Notes) remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and or any of its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(b) On and after July 15, 2024, the Company may redeem all or a part of the Notes at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest, if any, on the Notes redeemed, to the applicable redemption date, if redeemed during the 12-month period beginning on July 15 of the years indicated below: YEAR Percentage 2024 102.625 % 2025 101.313 % 2026 and thereafter 100.000 %
(c) At any time and from time to time prior to August July 15, 2021 2024, the Company may also may, at its option, redeem all or a part portion of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, Notes at a redemption price equal to 100% of the principal amount of the Notes redeemed thereof plus the Applicable Premium as of with respect to the date of redemption, and Notes plus accrued and unpaid interest and Additional Interestinterest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior thereon to the redemption date. Notice of redemption need not set forth the Applicable Premium but only the manner of calculation of the redemption price. The Indenture provides that, with respect to any such redemption, the Company will notify the Trustee of the Applicable Premium with respect to the Notes promptly after the calculation and that the Trustee will not be responsible for such calculation.
(d) Any optional Notice of any redemption provided for or purchase of the notes (including upon an Equity Offering or debt incurrence or in connection with a transaction (or series of related transactions) that constitute a Change of Control Triggering Event) may, at the Company’s discretion, be given prior to the completion of such transaction and may be subject to one or more conditions precedent, including, but not limited to, completion of the related Equity Offering, debt incurrence or Change of Control Triggering Event. In addition, if such redemption or purchase is subject to satisfaction of one or more conditions precedent, such notice shall state that, in the Note Company’s discretion, the redemption or purchase date may be delayed until such time as any or all such conditions shall be made pursuant satisfied, or such redemption or purchase may not occur and such notice may be rescinded in the event that any or all such conditions shall not have been satisfied by the redemption or purchase date, or by the redemption or purchase date so delayed. In addition, the Company may provide in such notice that payment of the redemption or purchase price and performance of the Company’s obligations with respect to such redemption or purchase may be performed by another Person.
(e) The Company shall not be required to make mandatory redemption or sinking fund payments with respect to the provisions of Section 3.01 through 3.06 of the IndentureNotes.
Appears in 2 contracts
Sources: Indenture (Cinemark Holdings, Inc.), Indenture (Cinemark Usa Inc /Tx)
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5Section 3.07, the Notes will not be redeemable prior to August 15, 2021. On or after August 15, 2021, the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Dateinterest payment date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that that:
(i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and and
(ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holderthe Holders, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date.
(d) Any optional redemption provided for in the Note pursuant to this Section 3.07 shall be made pursuant to the provisions of Section 3.01 through 3.06 of the Indenture3.06.
Appears in 2 contracts
Sources: Indenture (Treasure Chest Casino LLC), Indenture (Boyd Gaming Corp)
Optional Redemption. (a) At any time prior to February 15, 2024, the Company may on any one or more occasions redeem up to 40% of the aggregate principal amount of the Notes, upon not less than 10 nor more than 60 days’ notice, at a redemption price equal to 103.750% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the redemption date, with an amount equal to the net cash proceeds of one or more Equity Offerings, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date; provided that:
(i) at least 50% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by the Company, its Subsidiaries and parent entities) remains outstanding immediately after the occurrence of such redemption; and
(ii) the redemption occurs within 180 days of the date of the closing of such equity offering.
(b) At any time prior to February 15, 2026, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 10 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to the applicable date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to clause (b) and (c) of this Paragraph 5the preceding paragraphs, the Notes will not be redeemable at the Company’s option prior to August February 15, 2021. 2026.
(d) On or after August February 15, 20212026, the Company may on any one or more occasions redeem all or a part of the Notes Notes, upon not less than 15 10 nor more than 60 days’ prior notice, at the redemption prices (expressed as percentages of principal amount) set forth below below, plus accrued and unpaid interest and Additional Interestinterest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date)redemption, if redeemed during the twelve-month period beginning on August February 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date.: Year Percentage 2026 101.875 % 2027 101.250 % 2028 100.625 % 2029 and thereafter 100.000 %
(de) Any optional redemption provided for in the Note pursuant to this Section 5 shall be made pursuant to the provisions of Section Sections 3.01 through 3.06 of the Indenture.
(f) The provisions of Article 3 of the Indenture do not prohibit the Company or its affiliates from acquiring the Notes in market transactions by means other than a redemption, whether pursuant to a tender offer or otherwise.
Appears in 2 contracts
Sources: Indenture (Clearway Energy, Inc.), Indenture (Clearway Energy LLC)
Optional Redemption. (a) At any time prior to February 15, 2024, the Company may on any one or more occasions redeem up to 40% of the aggregate principal amount of the Notes, upon not less than 10 nor more than 60 days’ prior notice, at a redemption price equal to 103.750% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the redemption date, with an amount equal to the net cash proceeds of one or more Equity Offerings, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date; provided that:
(1) at least 50% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by the Company, its Subsidiaries and parent entities) 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.
(b) At any time prior to February 15, 2026, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 10 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to 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) Except pursuant to clause (b) and (c) of this Paragraph 5the preceding paragraphs, the Notes will not be redeemable at the Company’s option prior to August February 15, 2021. 2026.
(d) On or after August February 15, 20212026, the Company may on any one or more occasions redeem all or a part of the Notes Notes, upon not less than 15 10 nor more than 60 days’ prior notice, at the redemption prices (expressed as percentages of principal amount) set forth below below, plus accrued and unpaid interest and Additional Interestinterest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date)redemption, if redeemed during the twelve12-month period beginning on August February 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Dateinterest payment date: 2026 101.875 % 2027 101.250 % 2028 100.625 % 2029 and thereafter 100.000 %
(e) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.
(f) The provisions of this Article 3 do not prohibit the Company or its affiliates from acquiring the Notes in market transactions by means other than a redemption, whether pursuant to a tender offer or otherwise.
(g) Notwithstanding anything to the contrary in this Article 3, in connection with any tender offer for, or other offer to purchase, the Net Cash Proceeds Notes, if Holders of one or more Public Equity Offerings; provided that (i) at least 65not less than 90.0% of the in aggregate principal amount of the outstanding Notes remains outstanding immediately after validly tender and do not withdraw such Notes in such tender offer (or other offer to purchase) and the occurrence Company, or any third party making such a tender offer (or other offer to purchase) in lieu of the Company, purchases all of the Notes validly tendered and not withdrawn by such redemption (excluding Notes held by Holders, the Company and its Subsidiaries); and (ii) will have the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notesright, upon not less than 15 10 nor more than 60 days’ prior notice sent notice, given not more than 30 days following such tender offer expiration date (or purchase date pursuant to each Holdersuch other offer), to redeem all Notes that remain outstanding following such purchase at a redemption price in cash equal to 100% of the principal amount of price paid to each other Holder (excluding any early tender, incentive or similar fee) in such tender offer (or other offer to purchase), plus, to the Notes redeemed plus extent not included in the Applicable Premium as of the date of redemptiontender offer payment (or payment pursuant to another offer to purchase), and accrued and unpaid interest and Additional Interestinterest, if any, to the date of redemption. In determining whether the Holders of at least 90.0% of the aggregate principal of the then outstanding Notes have validly tendered and not withdrawn such Notes in a tender offer or other offer to purchase, subject such calculation shall include all Notes owned by an Affiliate of the Company (notwithstanding any provision of this Indenture to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption datecontrary).
(d) Any optional redemption provided for in the Note shall be made pursuant to the provisions of Section 3.01 through 3.06 of the Indenture.
Appears in 2 contracts
Sources: Indenture (Clearway Energy, Inc.), Indenture (Clearway Energy LLC)
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable At any time prior to August January 15, 2021. On or after August 15, 20212027, the Company may may, on any one or more occasions, redeem all the Notes, in whole or part in part, upon notice pursuant to Section 3.03 at a redemption price equal to 100% of the Notes upon not less than 15 nor more than 60 days’ noticeaggregate principal amount of the Notes, at plus the redemption prices (expressed as percentages of principal amount) set forth below Applicable Premium, plus accrued and unpaid interest and Additional Interestthereon, if any, to, but excluding, the redemption date.
(b) Prior to January 15, 2027, the Company may, on any one or more occasions, redeem up to 40% of the aggregate principal amount of the Notes redeemedissued under this Indenture, upon notice pursuant to Section 3.03, at a redemption price equal to 107.000% of the aggregate principal amount thereof, plus accrued and unpaid interest thereon, if any, to, but excluding, the applicable redemption date (date, subject to the rights of Holders of on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to Interest Payment Date with an amount of cash not greater than the redemption date), if redeemed during the twelve-month period beginning on August 15 net cash proceeds of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35Equity Offerings; provided that (1) at least 60% of the aggregate principal amount of the Notes at originally issued under this Indenture on the Issue Date (excluding any Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and (2) such redemption occurs within 180 days after the date of closing of such Equity Offering.
(c) On and after January 15, 2027, the Company may, on any one or more occasions, redeem all or a redemption price of 106.000% part of the Notes upon notice pursuant to Section 3.03 at the redemption prices (expressed as a percentage of principal amountamount of the Notes to be redeemed) set forth below, plus accrued and unpaid interest and Additional Interestthereon, if any, to to, but excluding, the applicable redemption date, subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Date, with if redeemed during the Net Cash Proceeds twelve-month period beginning on January 15 of one or more Public Equity Offerings; provided each of the years indicated below: 2027 103.500 % 2028 101.750 % 2029 and thereafter 100.000 %
(d) In the event that (i) at least 65Holders of not less than 90% of the aggregate principal amount of the outstanding Notes remains outstanding immediately after accept a tender offer, Change of Control Offer or Alternate Offer and the occurrence Company (or a third party making the tender offer, Change of such redemption (excluding Control Offer or Alternate Offer in lieu of the Company as provided in Section 4.15(c)) purchases all of the Notes held by such Holders, the Company and its Subsidiaries); and (ii) will have the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notesright, upon not less than 15 10 nor more than 60 days’ prior notice sent notice, given not more than 30 days following the purchase pursuant to each Holderthe completion of such tender offer, Change of Control Offer or Alternate Offer, to redeem all of the Notes that remain outstanding following such purchase at a redemption price equal to 100% the price offered in such tender offer, plus, to the extent not included in the Change of Control Payment or the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemptionprice offered in such tender offer, and accrued and unpaid interest and Additional Interestinterest, if any, to on the Notes that remain outstanding to, but excluding, the date of redemption, redemption (subject to the rights of Holders of on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring an Interest Payment Date that is on or prior to the redemption date).
(de) Any optional redemption provided for in the Note pursuant to this Section 3.07 shall be made pursuant to the provisions of Section 3.01 through 3.06 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. If such redemption is subject to the satisfaction of one or more conditions precedent, the related notice shall describe each such condition, and if applicable, shall state that, in the Company’s discretion, the date of redemption may be delayed until such time as any or all such conditions shall be satisfied or waived (provided that in no event shall such date of redemption be delayed to a date later than 60 days after the date on which such notice was sent), 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 or waived by the date of redemption, or by the date of redemption as so delayed. The Company shall provide written notice to the Trustee no later than 10:00 a.m. Eastern Time (subject to DTC procedures) on the date of redemption of the Indenturedelay of such redemption or the rescission of such notice of redemption, and upon receipt the Trustee shall provide notice to each Holder of the Notes in the same manner in which the notice of redemption was given.
(g) Nothing in this Indenture shall prohibit the Company and its Affiliates from acquiring Notes other than by a redemption, including pursuant to tender offers, open market purchases or otherwise.
Appears in 2 contracts
Sources: Indenture (Permian Resources Corp), Indenture (Permian Resources Corp)
Optional Redemption. (a) At any time and from time to time prior to December 1, 2016, the Company may redeem the notes at its option, in whole or in part, at a redemption price equal to 100% of the principal amount of notes redeemed plus the Applicable Premium as of, and accrued and unpaid interest, if any, to, the applicable redemption date.
(b) At any time prior to December 1, 2016, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 111.000% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), in an amount not to exceed the net proceeds from an Equity Offering by the Company; provided that:
(1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 180 days of the date of the closing of such Equity Offering.
(c) Except pursuant to clause (b) and (c) of this Paragraph 5the preceding paragraph, the Notes will not be redeemable at the Company’s option prior to August 15December 1, 2021. 2016.
(d) On or after August 15December 1, 20212016, the Company may on any one or more occasions redeem all or a part of the Notes Notes, upon not less than 15 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below below, plus accrued and unpaid interest and Additional Interestinterest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date)redemption, if redeemed during the twelve-month period beginning on August 15 December 1 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring date: Year Percentage 2016 108.250 % 2017 105.500 % 2018 and thereafter 100.000 % Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or prior to portions thereof called for redemption on the applicable redemption date.
(de) Any optional redemption provided for in the Note pursuant to this Section 3.07 or 4.16(e) shall be made pursuant to the provisions of Section Sections 3.01 through 3.06 of the Indenturehereof.
Appears in 1 contract
Sources: Indenture (HC2 Holdings, Inc.)
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable At any time prior to August July 15, 2021. On or after August 152018, 2021, the Company may redeem all or part of the Notes upon not less than 15 10 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company Issuer may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000105.750% of the their principal amount, plus accrued and unpaid interest interest, if any, to the redemption date, with the net proceeds from one or more Equity Offerings; provided, that
(1) at least 65% of the aggregate principal amount of Notes that were initially issued under this Indenture would remain outstanding immediately after the proposed redemption; and
(2) the redemption occurs within 90 days after the closing of such Equity Offering.
(b) At any time prior to July 15, 2018, upon not less than 10 nor more than 60 days’ notice, the Issuer may, on any one or more occasions, redeem all or part of the Notes at a redemption price equal to 100% of the principal amount thereof plus the Applicable Redemption Premium and Additional Interestaccrued and unpaid interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring date.
(c) Except pursuant to subsections (a) and (b) of this Section 3.07 and Section 3.08 hereof, the Notes will not be redeemable at the Issuer’s option prior to July 15, 2018. At any time on or after July 15, 2018, and prior to maturity, upon not less than 10 nor more than 60 days’ notice, the Issuer may, on any one or more occasions, redeem all or part of the Notes. These redemptions will be in amounts of CHF150,000 or higher integral multiples of CHF1,000 at the following redemption prices (expressed as percentages of their principal amount at maturity), plus accrued and unpaid interest, if any, to the redemption date, if redeemed during the 12-month period commencing on July 15 of the years set forth below, subject to the rights of Holders on the relevant record date to receive interest on the relevant interest payment date: 2018 102.875 % 2019 101.438 % 2020 and thereafter 100.000 %
(d) 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.
(de) Any optional redemption provided for in the Note shall pursuant to this Section 3.07 will be made pursuant to the provisions of Section Sections 3.01 through 3.06 hereof. Any redemption or notice may, in the Issuer’s discretion, be subject to the satisfaction of one or more conditions precedent. In addition, if a redemption is subject to the satisfaction of one or more conditions precedent, the related notice shall describe each such condition, and if applicable, state that, in the Issuer’s discretion, the date of redemption may be delayed until such time as any or all such conditions shall be satisfied or waived (provided that in no event shall such date of redemption be delayed to a date later than 60 days after the date on which such notice was mailed), 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 or waived by the date of redemption, or by the date of redemption as so delayed. Subject to the provisions of the Indenturepreceding two sentences, Notes called for redemption become due on the date fixed for redemption. On and after the redemption date, interest ceases to accrue on Notes or portions of Notes called for redemption. No Note of less than CHF150,000 in aggregate principal amount shall be redeemed in part and only Notes in integral multiples of CHF1,000 will be redeemed.
Appears in 1 contract
Optional Redemption. (a) Except pursuant to clause (bas set forth in Section 5.1(b) and (c) of this Paragraph 5), the Notes will are not be redeemable prior to August until January 15, 20212014. On or and after August January 15, 20212014, the Company may redeem all or or, from time to time, a part of the Notes upon not less than 15 nor more than 60 days’ notice, at the following redemption prices (expressed as percentages a percentage of principal amountamount of the Notes to be redeemed) set forth below plus accrued and unpaid interest and Additional Intereston the Notes, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights right of Holders of record on the Notes on any relevant record date Record Date to receive interest due on the relevant interest payment date occurring on or prior to the redemption dateInterest Payment Date), if redeemed during the twelve-month period beginning on August January 15 of the years indicated below: 2021 103.000 2014 106.750 % 2022 102.000 2015 104.500 % 2023 101.000 2016 102.250 % 2024 2017 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the The Company may on any one or more occasions prior to January 15, 2014 redeem up to 35% of the aggregate original principal amount of the Notes (including any Additional Notes) with the Net Cash Proceeds of one or more Equity Offerings at a redemption price of 106.000109.000% of the principal amount, amount thereof plus accrued and unpaid interest and Additional Interestinterest, if any, to to, but excluding, the redemption date, applicable Redemption Date (subject to the rights right of Holders of such Notes on any the relevant record date Record Date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings); provided that that
(i) at least 65% of the aggregate original principal amount of the Notes (including any Additional Notes) remains outstanding immediately after the occurrence of each such redemption (excluding Notes held by the Company and its Subsidiaries)redemption; and and
(ii) the redemption occurs within 90 days of the date of after the closing of such Public Equity Offering. Notice of any redemption pursuant to this Section 5.1(b) may be given prior to the completion of such Equity Offering, and any such redemption or notice may, at the Company’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of the related Equity Offering.
(c) At In addition, at any time prior to August January 15, 2021 2014, the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holderin whole or in part, at a redemption price equal to 100% of the principal amount of the Notes redeemed thereof plus the Applicable Premium as of the date of redemptionPremium, and plus accrued and unpaid interest and Additional Interestinterest, if any, to to, but excluding, the date of redemption, Redemption Date (subject to the rights right of Holders of record on the Notes on any relevant record date Record Date to receive interest due on the relevant interest payment date occurring on or prior to the redemption dateInterest Payment Date).
(d) Any optional redemption provided for in the Note shall be made pursuant to the provisions of Section 3.01 through 3.06 of the Indenture.
Appears in 1 contract
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable prior to August 15, 2021. On or after August 15, 2021, the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August June 15, 20212014, the Company Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under the Indenture, upon not less than 30 nor more than 60 days’ prior notice, at a redemption price of 106.000equal to 108.625% of the principal amountamount of the Notes redeemed, plus accrued and unpaid interest and Additional Interestinterest, if any, to the date of redemption date, (subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Date, interest payment date) with the Net Cash Proceeds net cash proceeds of one or more Public Equity OfferingsOfferings by Eldorado or a contribution to Eldorado’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by Eldorado’s direct or indirect parent; provided that that:
(iA) at least 65% of the aggregate principal amount of Notes originally issued under the Indenture (excluding Notes held by Eldorado and Eldorado’s subsidiaries) remains outstanding immediately after the occurrence of such redemption redemption; and
(excluding Notes held by the Company and its Subsidiaries); and (iiB) the redemption occurs within 90 45 days of the date of the closing of such Public Equity Offering.
(cb) At any time prior In addition, not more than once during each twelve-month period ending on June 15 of 2012, 2013 and 2014, the Issuers may redeem up to August 15, 2021 the Company may also redeem all or a part $18.0 million in principal amount of the NotesNotes in each such twelve-month period, upon not less than 15 30 nor more than 60 days’ prior notice sent to each Holdernotice, at a redemption price equal to 100103% of the principal amount of the Notes redeemed redeemed, plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interestinterest, if any, to the date of redemption, redemption (subject to the rights of Holders holders of the Notes on any the relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date).
(d) Any optional redemption provided for in the Note shall be made pursuant to the provisions of Section 3.01 through 3.06 of the Indenture.
Appears in 1 contract
Sources: Indenture (NGA Holdco, LLC)
Optional Redemption. (a) At any time prior to April 1, 2013, the Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under the Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 111.50% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Special Interest, if any, to the date of redemption with the net cash proceeds of an Equity Offering by the Company or a capital contribution to the Company’s common equity made with the net cash proceeds of an Equity Offering by Holdings; provided that:
(A) at least 65% of the aggregate principal amount of Notes originally issued under the Indenture (excluding Notes held by Holdings and its Restricted Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(B) the redemption occurs within 180 days of the date of the closing of such Equity Offering.
(b) At any time prior to April 1, 2014, the Issuers may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest and Special Interest, if any, to the applicable date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant Interest Payment Date.
(c) Except pursuant to clause (b) and (c) of this Paragraph 5the preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to August 15April 1, 2021. 2014.
(d) On or after August 15April 1, 20212014, the Company Issuers may on any one or more occasions redeem all or a part of the Notes Notes, upon not less than 15 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below below, plus accrued and unpaid interest and Additional Special Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 April 1 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Date, with : Year Percentage 2014 105.750% 2015 102.875% 2016 and thereafter 100.000% Unless the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% Issuers default in the payment of the aggregate principal amount of redemption price, interest will cease to accrue on the Notes remains outstanding immediately after the occurrence of such or portions thereof called for redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the applicable redemption date.
(d) Any optional redemption provided for in the Note shall be made pursuant to the provisions of Section 3.01 through 3.06 of the Indenture.
Appears in 1 contract
Sources: Indenture (Catalog Resources, Inc.)
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5Effective from the date hereof until October 14, the Notes will not be redeemable prior to August 15, 2021. On or after August 15, 20212013, the Company may redeem all or a part of the Notes Units, at any time and on any one or more occasions, upon not less than 15 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of the sum of principal amount, accrued but unpaid Payment-in-Kind Interest, and default interest that has theretofore been paid in Payment-in-Kind Interest) set forth below below, plus accrued and unpaid cash interest, if any, on the Units redeemed, to the applicable date of redemption, if redeemed during the period beginning October 15 and ending on the dates indicated below, subject to the rights of Holders of Units on the relevant record date to receive interest on the relevant interest payment date: From October 15, 2010 to October 14, 2011 102.8 % From October 15, 2011 to October 14, 2012 107.5 % From October 15, 2012 to October 14, 2013 112.6 %
(b) Effective October 15, 2013 until October 15, 2017, the Company may redeem all or a part of the Notes, at any time and Additional Intereston any one or more occasions, upon not less than 30 nor more than 60 days’ notice, at the redemption price (expressed as a percentage of principal amount) of 100%, plus accrued and unpaid interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any the relevant record date to receive cash interest due and Payment-in-Kind Interest on the relevant interest payment date occurring on or prior to date. Unless the Company defaults in the payment of the redemption date)price, if redeemed during interest will cease to accrue on the twelve-month period beginning Notes or portions thereof called for redemption on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the applicable redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior Any redemption pursuant to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date.
(d) Any optional redemption provided for in the Note this Section 3.07 shall be made pursuant to the provisions of Section Sections 3.01 through 3.06 of the Indenturehereof.
Appears in 1 contract
Sources: Indenture (Handy & Harman Ltd.)
Optional Redemption. (a) Except pursuant to clause (b) and Section 3.07(b), (c), or (d), Section 3.10 or Section 4.14(e) of this Paragraph 5hereof, the Notes will not be redeemable at the Company’s option.
(b) At any time prior to August March 15, 2021. On or after August 15, 20212028, the Company may on any one or more occasions redeem up to 40% of the aggregate principal amount of Notes issued hereunder at a redemption price equal to 106.750% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to, but not including, the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date), with an amount of cash not greater than the net cash proceeds of one or more Equity Offerings; provided that:
(1) at least 60% of the aggregate principal amount of the Notes (including Additional Notes, if any) originally issued hereunder (excluding Notes held by the Company 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.
(c) At any time prior to March 15, 2028, the Company may on any one or more occasions redeem all or a part of the Notes Notes, upon not less than 15 10 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to, but not including, the date of redemption, subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date.
(d) On or after March 15, 2028, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 10 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amountamount of the Notes to be redeemed) set forth below below, plus accrued and unpaid interest and Additional Interestinterest, if any, to, but not including, the date of redemption, if redeemed during the 12-month period beginning on March 15 of the Notes redeemedyears indicated below (or thereafter in the case of 2030), to the applicable redemption date (subject to the rights of Holders of the Notes on any the relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 2028 103.375 % 2022 102.000 2029 101.688 % 2023 101.000 % 2024 2030 and thereafter 100.000 %
(be) At any time prior to August 15, 2021, Unless the Company may on any one or more occasions redeem up to 35% defaults in the payment of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amountprice, plus accrued and unpaid interest and Additional Interest, if any, to or the redemption date, is subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds satisfaction of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of conditions precedent and such conditions precedent are not satisfied, the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company will become due and its Subsidiaries); payable and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior interest will cease to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of accrue on the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due or portions thereof called for redemption on the relevant interest payment date occurring on or prior to the applicable redemption date.
(df) Any optional redemption provided for in the Note pursuant to this Section 3.07 or Section 4.14(e) shall be made pursuant to the provisions of Section Sections 3.01 through 3.06 of the Indenturehereof.
Appears in 1 contract
Sources: Indenture (Chord Energy Corp)
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable prior to August 15, 2021. On or after August 15February 1, 20212024, the Company may on any one or more occasions redeem all or a part of the Notes Notes, upon not less than 15 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below below, plus accrued and unpaid interest and Additional Interestinterest, if any, on the Notes redeemed, to but excluding the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date)redemption, if redeemed during the twelve-month period beginning on August 15 February 1 of the years indicated below, subject to the rights of Holders on the relevant record date to receive interest on the relevant interest payment date: 2021 103.000 2024 102.313 % 2022 102.000 2025 101.156 % 2023 101.000 % 2024 2026 and thereafter 100.000 %% Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(b) At any time prior to August 15February 1, 20212024, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under the Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price of 106.000equal to 104.625% of the principal amountamount of the Notes redeemed, plus accrued and unpaid interest and Additional Interestinterest, if any, to but excluding the date of redemption date, (subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Dateinterest payment date), with the Net Cash Proceeds proceeds of one or more Public Equity Offerings; provided that that: (i) at least 65% of the aggregate principal amount of Notes originally issued under the Notes remains outstanding immediately after the occurrence of such redemption Indenture (excluding Notes held by the Company and its Subsidiaries)) remains outstanding immediately after the occurrence of such redemption; and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15February 1, 2021 2024, the Company may also on any one or more occasions redeem all or a part of the Notes, upon not less than 15 30 nor more than 60 days’ prior notice sent to each Holdernotice, at a redemption price equal to 100% of the principal amount of the Notes redeemed redeemed, plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interestinterest, if any, to but excluding the date of redemption, subject to the rights of Holders of on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date.
(d) Any optional At any time, in connection with any tender offer for the Notes, including a Change of Control Offer, if Holders of not less than 90% in aggregate principal amount of the outstanding Notes validly tender and do not withdraw such Notes in such tender offer and the Company, or any third party making such tender offer in lieu of the Company, purchases all of the Notes validly tendered and not withdrawn by such Holders, the Company may, upon not less than 10 nor more than 60 days’ prior notice, given not more than 30 days following such purchase date, redeem all Notes that remain outstanding following such purchase at a redemption provided for price equal to the price paid to each other Holder in such tender offer plus, to the extent not included in the Note shall be made pursuant tender offer payment, accrued and unpaid interest, if any, thereon, to, but not excluding, the date of such redemption (subject to the provisions rights of Section 3.01 through 3.06 of Holders on the Indenturerelevant record date to receive interest on the relevant interest payment date).
Appears in 1 contract
Sources: Indenture (Calpine Corp)
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable prior to August 15, 2021. On or after August 15, 2021, the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August September 15, 20212019, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes the Notes, upon not less than 30 nor more than 60 days’ notice, at a redemption price of 106.000equal to 105.000% of the principal amountamount of the Notes redeemed, plus accrued and unpaid interest and Additional Interestinterest, if any, to the redemption date, with an amount equal to the net cash proceeds of one or more Equity Offerings, subject to the rights of Holders of such the Notes on any the relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offeringsinterest payment date; provided that that:
(i) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by the Notes Company, its Subsidiaries and parent entities) remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries)redemption; and and
(ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offeringequity offering.
(cb) At any time prior to August September 15, 2021 2021, the Company may also on any one or more occasions redeem all or a part of the Notes, upon not less than 15 30 nor more than 60 days’ prior notice sent to each Holdernotice, at a redemption price equal to 100% of the principal amount of the Notes redeemed redeemed, plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interestinterest, if any, to the applicable date of redemption, subject to the rights of Holders of on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or date.
(c) Except pursuant to the preceding paragraphs, the Notes will not be redeemable at the Company’s option prior to the redemption dateSeptember 15, 2021.
(d) On or after September 15, 2021, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ prior notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on September 15 of the years indicated below, subject to the rights of Holders on the relevant record date to receive interest on the relevant interest payment date: 2021 102.500 % 2022 101.667 % 2023 100.833 % 2024 and thereafter 100.000 %
(e) Any optional redemption provided for in the Note pursuant to this Section 5 shall be made pursuant to the provisions of Section Sections 3.01 through 3.06 of the Indenture.
(f) The provisions of Article 3 of the Indenture do not prohibit the Company or its affiliates from acquiring the Notes in market transactions by means other than a redemption, whether pursuant to a tender offer or otherwise.
Appears in 1 contract
Sources: Indenture (NRG Yield, Inc.)
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable prior to August 15, 2021. On or after August 15, 2021, the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August July 15, 20212018, the Company Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon notice as provided in this Indenture, at a redemption price of 106.000equal to 107.875% of the principal amountamount of the Notes redeemed, plus accrued and unpaid interest and Additional Interestinterest, if any, to the date of redemption date, (subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Dateinterest payment date), with an amount of cash not greater than the Net Cash Proceeds net cash proceeds of one or more Public Equity Offerings; , provided that that:
(i1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture on the Notes remains outstanding immediately after date of the occurrence of such redemption Indenture (excluding Notes held by the Company and its Subsidiaries)) remains outstanding immediately after the occurrence of such redemption; and and
(ii2) the redemption occurs within 90 180 days of after the date of the closing of such Public Equity Offering.
(cb) At any time prior to August July 15, 2021 2018, the Company Issuers may also on any one or more occasions redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holderas provided in this Indenture, at a redemption price equal to the sum of:
(1) 100% of the principal amount of the Notes redeemed plus thereof, plus
(2) the Applicable Premium as of the date of redemptionredemption date, and plus accrued and unpaid interest and Additional Interestinterest, if any, to the redemption date of redemption, (subject to the rights of Holders of on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior date).
(c) The Issuers may redeem the Notes when permitted by, and pursuant to the redemption dateconditions in, Section 4.15(e) hereof.
(d) Except pursuant to Section 3.07(a), (b) or (c), the Notes will not be redeemable at the Issuers’ option prior to July 15, 2018.
(e) On and after July 15, 2018, the Issuers may on any one or more occasions redeem all or a part of the Notes, upon notice as provided in this Indenture, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any, on the Notes redeemed, to the applicable redemption date, if redeemed during the twelve-month period beginning on July 15 of the years indicated below, subject to the rights of Holders on the relevant record date to receive interest on the relevant interest payment date: 2018 103.9375 % 2019 101.9688 % 2020 and thereafter 100.0000 %
(f) Any optional redemption provided for in the Note pursuant to this Section 3.07 shall be made pursuant to the provisions of Section Sections 3.01 through 3.06 of the Indenturehereof.
Appears in 1 contract
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5The Notes may be redeemed in whole or in part, the Notes will not be redeemable at any time prior to August October 15, 2021. On or after August 152016, 2021, at the option of the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 30 nor more than 60 days’ prior notice sent mailed by first-class mail to each Holder’s registered address, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interestto, if any, to the applicable redemption date of redemption, (subject to the rights right of Holders of on the Notes on any relevant record date to receive interest due on the relevant interest payment date).
(b) The Notes are subject to redemption, at the option of the Company, in whole or in part, at any time on or after October 15, 2016, upon not less than 30 nor more than 60 days’ notice, at the following Redemption Prices (expressed as a percentage of the principal amount to be redeemed) set forth below, plus accrued and unpaid interest and Additional Interest, if any, to, but not including, the redemption date occurring (subject to the right 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.) if redeemed during the twelve-month period beginning on October 15 of the years indicated below: 2016 104.750 % 2017 102.375 % 2018 and thereafter 100.000 %
(dc) Any In addition to the optional redemption provided for of the Notes in the Note shall be made pursuant to accordance with the provisions of Section 3.01 through 3.06 the preceding paragraphs, prior to October 15, 2015, the Company may on one or more occasions, with the net cash proceeds of one or more Equity Offerings, redeem up to 35% of the Indentureaggregate principal amount of the outstanding Notes at a Redemption Price of 109.500% of the principal amount thereof, plus accrued and unpaid interest and Additional Interest, if any, thereon to the date of redemption (provided that if the Equity Offering is an offering by Parent or any of its direct or indirect parent companies, a portion of the net cash proceeds thereof equal to the amount required to redeem any such Notes is contributed to the equity capital of the Company); provided that at least 65% of the aggregate principal amount of Notes originally issued on the Issue Date remains outstanding immediately after the occurrence of any such redemption (excluding Notes held by Parent and its Affiliates) and that any such redemption occurs within 90 days following the closing of any such Equity Offering.
Appears in 1 contract
Optional Redemption. (a) At any time prior to June 1, 2023, the Company may on any one or more occasions redeem up to 40% of the aggregate principal amount of Notes issued under this Indenture (including any Additional Notes), upon not less than 10 nor more than 60 days’ notice, at a redemption price equal to 104.25% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to, but not including, the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering; provided that:
(1) at least 60% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 120 days of the date of the closing of such Equity Offering.
(b) At any time prior to June 1, 2023, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 10 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to, but not including, the date of redemption, subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to clause (bSections 3.07(a) and (c) of this Paragraph 5b), the Notes will not be redeemable at the Company’s option prior to August 15June 1, 2021. 2023.
(d) On or after August 15June 1, 20212023, the Company may on any one or more occasions redeem all or a part of the Notes Notes, upon not less than 15 10 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below below, plus accrued and unpaid interest and Additional Interestinterest, if any, on the Notes redeemed, to to, but not including, the applicable redemption date (of redemption, if redeemed during the twelve-month period beginning on June 1 of the years indicated below, subject to the rights of Holders of on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring date: 2023 102.1250 % 2024 101.0625 % 2025 and thereafter 100.0000 % Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or prior portions thereof called for redemption on the applicable redemption date.
(e) Any redemption pursuant to this Section 3.07 shall be made pursuant to the redemption date)provisions of Sections 3.02 through 3.06 hereof.
(f) Notwithstanding the foregoing, in connection with any tender offer for the Notes, if redeemed during the twelve-month period beginning on August 15 Holders of the years indicated below: 2021 103.000 not less than 90% 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the in aggregate principal amount of the outstanding Notes validly tender and do not withdraw such Notes in such tender offer and the Company or any third party making such tender offer in lieu of the Company, purchases all of the Notes validly tendered and not withdrawn by such Holders, the Company or such third party will have the right upon not less than 10 nor more than 60 days’ prior notice to the Trustee and each Holder of Notes, given not more than 30 days following such purchase date, to redeem all Notes that remain outstanding following such purchase at a redemption price of 106.000% of equal to the principal amountprice offered to each other Holder in such tender offer (which may be less than par) plus, plus to the extent not included in the tender offer payment, accrued and unpaid interest and Additional Interestinterest, if any, to thereon, to, but not including, the redemption date, subject to the rights of Holders date of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Dateredemption; provided, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65such redemption price shall not be less than 100% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15be redeemed, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interestinterest, if any, to thereon, to, but not including, the date of such redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date.
(d) Any optional redemption provided for in the Note shall be made pursuant to the provisions of Section 3.01 through 3.06 of the Indenture.
Appears in 1 contract
Sources: Indenture (Teleflex Inc)
Optional Redemption. (a) Except pursuant At any time and from time to clause (b) time on or after the Issue Date and (c) of this Paragraph 5, the Notes will not be redeemable prior to August 15, 2021. On or after August January 15, 2021, the Company Issuer may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ noticein whole or in part, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notesoption, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes to be redeemed plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interestinterest, if any, to the date of redemptionto, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to but excluding, the redemption date.
(db) Any optional At any time and from time to time on or after January 15, 2021, the Issuer may redeem the Notes in whole or in part, upon not less than 15 nor more than 60 days’ notice at a redemption provided for in the Note shall be made pursuant price equal to the provisions percentage of Section 3.01 through 3.06 principal amount set forth below plus accrued and unpaid interest, if any, on the Notes redeemed, to, but excluding, the applicable date of redemption, if redeemed during the twelve-month period beginning on January 15, 2021 of the Indentureyears indicated below: 2021 104.313 % 2022 102.156 % 2023 and thereafter 100.000 %
(c) At any time and from time to time on or after the Issue Date and prior to January 15, 2021, the Issuer may redeem Notes with the net cash proceeds received by the Issuer from any Equity Offering (other than Excluded Contributions) at a redemption price (expressed as a percentage of principal amount) equal to 108.625% plus accrued and unpaid interest, 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 (including Additional Notes); provided that:
(1) in each case the redemption takes place not later than 180 days after the closing of the related Equity Offering; and
(2) not less than 50% of the sum of the aggregate principal amount of the Notes originally issued under the Indenture on the Issue Date and any Additional Notes originally issued under the Indenture after the Issue Date remains outstanding immediately thereafter (excluding Notes held by Holdings, Issuer or any of its Restricted Subsidiaries).
Appears in 1 contract
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5The Notes may be redeemed, the Notes will not be redeemable in whole or in part, at any time prior to August October 15, 2021. On or after August 152016, 2021, at the option of the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 30 nor more than 60 days’ prior notice sent mailed by first-class mail to each Holder’s registered address, at a redemption price Redemption Price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interest, if any, to the applicable redemption date of redemption, (subject to the rights right of Holders of on the Notes on any relevant record date to receive interest due on the relevant interest payment date).
(b) The Notes are subject to redemption, at the option of the Company, in whole or in part, at any time on or after October 15, 2016, upon not less than 30 nor more than 60 days’ notice, at the following Redemption Prices (expressed as a percentage of the principal amount to be redeemed) set forth below, plus accrued and unpaid interest and Additional Interest, if any, to, but not including, the redemption date occurring (subject to the right 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.) if redeemed during the twelve-month period beginning on October 15 of the years indicated below: 2016 104.750 % 2017 102.375 % 2018 and thereafter 100.000 %
(dc) Any In addition to the optional redemption provided for of the Notes in the Note shall be made pursuant to accordance with the provisions of Section 3.01 through 3.06 the preceding paragraphs, prior to October 15, 2015, the Company may on one or more occasions, with the net cash proceeds of one or more Equity Offerings, redeem up to 35% of the Indentureaggregate principal amount of the outstanding Notes at a Redemption Price of 109.500% of the principal amount thereof, plus accrued and unpaid interest and Additional Interest, if any, thereon to the date of redemption (provided that if the Equity Offering is an offering by Parent or any of its direct or indirect parent companies, a portion of the net cash proceeds thereof equal to the amount required to redeem any such Notes is contributed to the equity capital of the Company); provided that at least 65% of the aggregate principal amount of Notes originally issued on the Issue Date remains outstanding immediately after the occurrence of any such redemption (excluding Notes held by Parent and its Affiliates) and that any such redemption occurs within 90 days following the date of the closing of any such Equity Offering.
Appears in 1 contract
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable prior to August 15, 2021. On or after August 15, 2021, the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August January 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes the Notes, upon not less than 15 nor more than 60 days’ notice, at a redemption price of 106.000equal to 105.750% of the principal amountamount of the Notes redeemed, plus accrued and unpaid interest and Additional Interestinterest, if any, to the redemption date, with an amount equal to the net cash proceeds of one or more equity offerings, subject to the rights of Holders holders of such the Notes on any the relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offeringsinterest payment date; provided that that:
(i) at least 65% of the aggregate principal amount of Notes originally issued under the Notes remains outstanding immediately after the occurrence of such redemption Supplemental Indenture (excluding Notes held by the Company and its Subsidiaries)) remains outstanding immediately after the occurrence of such redemption; and and
(ii) the redemption occurs within 90 180 days of the date of the closing of such Public Equity Offeringequity offering.
(cb) At any time prior to August January 15, 2021 2023, the Company may also on any one or more occasions redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holdernotice, at a redemption price equal to 100% of the principal amount of the Notes redeemed redeemed, plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interestinterest, if any, to the applicable date of redemption, subject to the rights of Holders of on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or date.
(c) Except pursuant to the preceding paragraphs, the Notes will not be redeemable at the Company’s option prior to the redemption dateJanuary 15, 2023.
(d) On or after January 15, 2023, the Company 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’ prior notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on January 15 of the years indicated below, subject to the rights of Holders on the relevant record date to receive interest on the relevant interest payment date: 2023 102.875 % 2024 101.917 % 2025 100.958 % 2026 and thereafter 100.000 % Any optional redemption provided for in the Note pursuant to this Section 5 shall be made pursuant to the provisions of Section Sections 3.01 through 3.06 of the Supplemental Indenture.
Appears in 1 contract
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5The Notes may be redeemed, the Notes will not be redeemable in whole or in part, at any time prior to August December 15, 2021. On or after August 152013, 2021, at the option of the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 30 nor more than 60 days’ prior notice sent mailed by first-class mail to each Holder’s registered address, at a redemption price Redemption Price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interestinterest, if any, to to, but not including, the applicable redemption date of redemption, (subject to the rights right of Holders holders of record on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring date).
(b) The Notes are subject to redemption, at the option of the Company, in whole or in part, at any time on or after December 15, 2013, upon not less than 30 nor more than 60 days’ notice at the following Redemption Prices (expressed as percentages of the principal amount to be redeemed) set forth below, plus accrued and unpaid interest, if any, to, but not including, the redemption date (subject to the right of Holders of record on the relevant regular record date to receive interest due on an interest payment date), if redeemed during the 12-month period beginning December 15 of the years indicated: Year Percentage 2013 104.813 % 2014 102.406 % 2015 and thereafter 100.000 %
(c) At any time, or from time to time, prior to December 15, 2012, the Company may, with the net proceeds of one or more Equity Offerings, redeem up to 35% of the aggregate principal amount of the outstanding Notes (including Additional Notes) at a Redemption Price equal to 109.625% of the principal amount of thereof, together with accrued and unpaid interest thereon, if any, to the date of redemption; 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 Company or its Subsidiaries) and that any such redemption occurs within 90 days following the closing of any such Equity Offering.
(d) In addition, prior to December 15, 2013, the Company may redeem up to an aggregate $30 million of the Notes in any 12-month period, in connection with up to two redemptions in such 12-month period, upon not less than 30 nor more than 60 days’ prior notice mailed by first-class mail to each Holder’s registered address, at a Redemption Price of 103% of the principal amount thereof, plus accrued and unpaid interest to the redemption date.
(d) Any optional redemption provided for in the Note shall be made pursuant to the provisions of Section 3.01 through 3.06 of the Indenture.
Appears in 1 contract
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable prior to August 15, 2021. On or after August 15, 2021, the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August October 15, 20212020, the Company Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under the Indenture, upon notice as provided in the Indenture, at a redemption price of 106.000equal to 105.625% of the principal amountamount of the Notes redeemed, plus accrued and unpaid interest and Additional Interestinterest, if any, to the date of redemption date, (subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Date), with an amount of cash not greater than the Net Cash Proceeds net cash proceeds of one or more Public an Equity Offerings; Offering, provided that that:
(iA) at least 65% of the aggregate principal amount of Notes originally issued under the Notes remains outstanding immediately after the occurrence of such redemption Indenture (excluding Notes held by the Company and its Subsidiaries)) remains outstanding immediately after the occurrence of such redemption; and and
(iiB) the redemption occurs within 90 120 days of after the date of the closing of such Public Equity Offering.
(cb) At any time prior to August October 15, 2021 2022, the Company Issuers may also on any one or more occasions redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holderas provided in the Indenture, at a redemption price equal to 100% of the principal amount of the Notes redeemed redeemed, plus the Applicable Premium as of the date of redemptionredemption date, and plus accrued and unpaid interest and Additional Interestinterest, if any, to the date of redemption, subject to the rights of Holders of on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior Interest Payment Date.
(c) The Issuers may redeem Notes when permitted by, and pursuant to the redemption dateconditions in, Section 4.15(e) of the Indenture.
(d) Any optional redemption provided for in the Note shall be made Except pursuant to the provisions of Section 3.01 through 3.06 preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to October 15, 2022.
(e) On and after October 15, 2022, the Issuers may on any one or more occasions redeem all or a part of the Notes, upon notice as provided in the Indenture, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any, on the Notes redeemed, to the applicable redemption date, if redeemed during the twelve-month period beginning on October 15 of the years indicated below, subject to the rights of Holders on the relevant record date to receive interest on the relevant Interest Payment Date: Year Percentage 2022 102.813 % 2023 101.875 % 2024 100.938 % 2025 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
Appears in 1 contract
Sources: Indenture (Parsley Energy, Inc.)
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5The Notes may be redeemed, the Notes will not be redeemable prior to August 15, 2021. On in whole or after August 15, 2021, the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ noticein part, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August July 15, 20212014, at the Company may on any one or more occasions redeem up to 35% option of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the NotesTriumph, upon not less than 15 30 nor more than 60 days’ prior notice sent electronically or mailed by first-class mail to each Holder’s registered address, at a redemption price Redemption Price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interestinterest, if any, to to, the applicable redemption date of redemption, (subject to the rights right of Holders holders of record on the Notes on any relevant record date to receive interest due on the relevant interest payment date).
(b) The Notes are subject to redemption, at the option of Triumph, in whole or in part, at any time on or after July 15, 2014, upon not less than 30 nor more than 60 days’ notice at the following Redemption Prices (expressed as percentages of the principal amount to be redeemed) set forth below, plus accrued and unpaid interest, if any, to, but not including, the redemption date occurring (subject to the right 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.), if redeemed during the 12-month period beginning July 15, of the years indicated: 2014 104.313 % 2015 102.156 % 2016 and thereafter 100.000 %
(dc) Any In addition to the optional redemption provided for of the Notes in the Note shall be made pursuant to accordance with the provisions of Section 3.01 through 3.06 the preceding paragraph, prior to July 15, 2013, Triumph may, with the net proceeds of one or more Qualified Equity Offerings, redeem up to 35% of the Indentureaggregate principal amount of the outstanding Notes (including Additional Notes) at a Redemption Price equal to 108.625% of the principal amount of thereof, together with accrued and unpaid interest thereon, if any, to the date of redemption; 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 Triumph or its Subsidiaries) and that any such redemption occurs within 90 days following the closing of any such Qualified Equity Offering.
Appears in 1 contract
Sources: Indenture (Triumph Group Inc)
Optional Redemption. (a) At any time prior to January 15, 2013, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture (including Additional Notes, if any), upon not less than 30 nor more than 60 days’ notice at a redemption price equal to 107.625% of the principal amount, plus accrued and unpaid interest, if any, to the redemption date, (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date) with the net cash proceeds of one or more Equity Offerings of the Company; provided that:
(i) at least 65% of the aggregate principal amount of Notes originally issued under the Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(ii) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to January 15, 2014, may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to the date of redemption, subject to the rights of holders of notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to clause (b) and (c) of this Paragraph 5the preceding paragraphs, the Notes will not be redeemable at the Company’s option prior to August January 15, 2021. 2014.
(d) On or after August January 15, 20212014, the Company may on any one or more occasions redeem all or a part of the Notes Notes, upon not less than 15 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August January 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring date: 2014 103.813 % 2015 102.542 % 2016 101.271 % 2017 and thereafter 100.000 % Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or prior to portions thereof called for redemption on the applicable redemption date.
(d) Any optional redemption provided for in the Note shall be made pursuant to the provisions of Section 3.01 through 3.06 of the Indenture.
Appears in 1 contract
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable prior to August 15, 2021. On or after August January 15, 20212017, the Company may on any one or more occasions redeem all or a part of the Notes Notes, upon not less than 15 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below below, plus accrued and unpaid interest and Additional Interestinterest, if any, on the Notes redeemed, to but excluding the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date)redemption, if redeemed during the twelve-month period beginning on August January 15 of the years indicated below, subject to the rights of Holders on the relevant record date to receive interest on the relevant interest payment date: 2021 103.000 Year Percentage 2017 103.938% 2022 102.000 2018 102.625% 2023 101.000 2019 101.313% 2024 2020 and thereafter 100.000 %100.0000% Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(b) At any time prior to August January 15, 20212014, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under the Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price of 106.000equal to 107.875% of the principal amountamount of the Notes redeemed, plus accrued and unpaid interest and Additional Interestinterest, if any, to but excluding the date of redemption date, (subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Dateinterest payment date), with the Net Cash Proceeds net cash proceeds of one or more Public Equity OfferingsOfferings by the Company; provided that that: (i) at least 65% of the aggregate principal amount of Notes originally issued under the Notes remains outstanding immediately after the occurrence of such redemption Indenture (excluding Notes held by the Company and its Subsidiaries)) remains outstanding immediately after the occurrence of such redemption; and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August January 15, 2021 2017, the Company may also on any one or more occasions redeem all or a part of the Notes, upon not less than 15 30 nor more than 60 days’ prior notice sent to each Holdernotice, at a redemption price equal to 100% of the principal amount of the Notes redeemed redeemed, plus the Applicable Ap- plicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interestinterest, if any, to but excluding the date of redemption, subject to the rights of Holders of on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date.
(d) Any optional redemption provided for At any time and from time to time prior to January 15, 2017, but not more than once in any twelve-month period, the Company may redeem, in the Note shall be made pursuant aggregate, up to 10% of the original aggregate principal amount of Notes issued under the Indenture at a redemption price of 103% of the principal amount thereof, plus accrued and unpaid interest, if any, to but excluding the applicable redemption date, subject to the provisions rights of Section 3.01 through 3.06 of Holders on the Indenturerelevant record date to receive interest due on the relevant interest payment date.
Appears in 1 contract
Sources: Indenture (Calpine Corp)
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable At any time prior to August October 15, 2021. On or after August 15, 20212028, the Company may on any one or more occasions redeem all or a part of the Notes 2034 Notes, upon not less than 15 10 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of 2034 Notes redeemed plus the Applicable Premium as calculated by the Company, as of, and accrued and unpaid interest, if any, to, but not including, the redemption date, subject to the rights of Holders of 2034 Notes on the relevant record date to receive interest due on the relevant interest payment date. The Trustee shall have no duty to verify the calculation of the Applicable Premium. On or after October 15, 2028, the Company may on any one or more occasions redeem all or a part of the 2034 Notes upon not less than 10 nor more than 60 days’ prior notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interestinterest, if any, on the 2034 Notes redeemedredeemed to, to but not including, the applicable redemption date (date, if redeemed during the 12-month period beginning on October 15 of the years indicated below, subject to the rights of Holders of the 2034 Notes on any the relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 . 2028 102.8750 % 2022 102.000 2029 101.4375 % 2023 101.000 % 2024 2030 and thereafter 100.000 %
(b) 100.0000 % At any time prior to August October 15, 20212028, the Company may on any one or more occasions redeem up to 3540% of the aggregate principal amount of Notes the 2034 Notes, upon not less than 10 nor more than 60 days’ prior notice, at a redemption price of 106.000equal to 105.750% of the principal amountamount of the 2034 Notes redeemed, plus accrued and unpaid interest and Additional Interestinterest, if any, to to, but not including, the redemption date, with an amount equal to the net cash proceeds of one or more equity offerings, subject to the rights of Holders holders of such the 2034 Notes on any the relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offeringsinterest payment date; provided that that:
(i1) at least 6550% of the aggregate principal amount of the 2034 Notes issued on the Issue Date (including any Additional Notes, but excluding 2034 Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption redemption, unless all such 2034 Notes are redeemed or repurchased or to be redeemed or repurchased substantially concurrently; and
(excluding Notes held by the Company and its Subsidiaries); and (ii2) the redemption occurs within 90 180 days of the date of the closing of such Public Equity Offeringequity offering.
(cb) At any time prior to August October 15, 2021 2030, the Company may also on any one or more occasions redeem all or a part of the 2036 Notes, upon not less than 15 10 nor more than 60 days’ prior notice sent to each Holdernotice, at a redemption price equal to 100% of the principal amount of the 2036 Notes redeemed plus the Applicable Premium as of calculated by the date of redemptionCompany, as of, and accrued and unpaid interest and Additional Interestinterest, if any, to to, but not including, the date of redemptionredemption date, subject to the rights of Holders of the 2036 Notes on any the relevant record date to receive interest due on the relevant interest payment date. The Trustee shall have no duty to verify the calculation of the Applicable Premium. On or after October 15, 2030, the Company may on any one or more occasions redeem all or a part of the 2036 notes upon not less than 10 nor more than 60 days’ prior notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest, if any, on the 2036 Notes redeemed, to, but not including, the applicable redemption date, if redeemed during the 12-month period beginning on October 15 of the years indicated below, subject to the rights of Holders of 2036 Notes on the relevant record date occurring to receive interest on or the relevant interest payment date. 2030 103.0000 % 2031 101.5000 % 2032 and thereafter 100.0000 % At any time prior to October 15, 2028, the Company may on any one or more occasions redeem up to 40% of the aggregate principal amount of the 2036 Notes, upon not less than 10 nor more than 60 days’ prior notice, at a redemption price equal to 106.000% of the principal amount of the 2036 Notes redeemed, plus accrued and unpaid interest, if any, to, but not including, the redemption date, with an amount equal to the net cash proceeds of one or more equity offerings, subject to the rights of holders of the 2036 Notes on the relevant record date to receive interest due on the relevant interest payment date; provided that:
(1) at least 50% of the aggregate principal amount of the 2036 Notes issued on the Issue Date (including any Additional Notes, but excluding 2036 Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption, unless all such 2036 Notes are redeemed or repurchased or to be redeemed or repurchased substantially concurrently; and
(2) the redemption occurs within 180 days of the date of the closing of such equity offering.
(dc) Any optional Notwithstanding anything to the contrary in this Article 3, in connection with any tender offer for (or other offer to purchase, including an exchange offer) the Notes of a Series, including a Change of Control Offer, if Holders of not less than 90% in aggregate principal amount of the outstanding Notes of such Series validly tender and do not withdraw such Notes in such tender offer (or other offer to purchase, including an exchange offer) and the Company, or any third party making such a tender offer (or other offer to purchase, including an exchange offer) in lieu of the Company, purchases all of the Notes of a Series validly tendered and not withdrawn by such Holders, the Company will have the right, upon not less than 10 nor more than 60 days’ prior notice, given not more than 30 days following such tender offer expiration date (or purchase date pursuant to such other offer, including an exchange offer), to redeem (or exchange) all Notes of such Series that remain outstanding following such purchase at a redemption provided for price equal to the price paid to each other Holder (excluding any early tender, incentive or similar fee) in such tender offer (or other offer to purchase, including an exchange offer), plus, to the extent not included in the Note shall be made tender offer payment (or payment pursuant to another offer to purchase, including an exchange offer), accrued and unpaid interest to, but not including, the provisions date of Section 3.01 through 3.06 redemption (or exchange). In determining whether the Holders of at least 90% of the Indentureaggregate principal of the then outstanding Notes of such Series have validly tendered and not withdrawn such Notes in a tender offer or other offer to purchase (including an exchange offer), such calculation shall include all Notes owned by an Affiliate of the Company (notwithstanding any provision of this Supplemental Indenture to the contrary). The Company is not prohibited from acquiring the Notes in market transactions by means other than a redemption, whether pursuant to a tender offer, open market repurchase, privately negotiated transactions or otherwise.
Appears in 1 contract
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable prior to August 15, 2021. On or after August December 15, 20212015, the Company may redeem redeem, at any time, all or part or, from time to time, a portion of the Notes upon not less than 15 nor more than 60 days’ noticeNotes, at the following redemption prices (expressed as percentages of the principal amount) set forth below ), plus accrued and unpaid interest and Additional Interestinterest, if any, on the Notes redeemedthereon, to the applicable redemption date (subject to the rights of Holders of the Notes record on any relevant record date dates to receive interest due on the relevant interest payment date occurring on or prior to the redemption datean Interest Payment Date), if redeemed during the twelve-month period beginning on August December 15 of the years indicated below: 2021 103.000 2015 102.875% 2022 102.000 2016 101.438% 2023 101.000 % 2024 2017 and thereafter 100.000 100.000%
(b) At any time and from time to time prior to August December 15, 20212015, the Company may may, at its option, on any one or more occasions redeem up to 35% of the aggregate principal amount of the Notes (including Additional Notes) issued under this Indenture in an amount not greater than the Net Cash Proceeds of one or more Equity Offerings (provided such Net Cash Proceeds have not been applied to permanently repay or retire other Indebtedness) at a redemption price of 106.000105.750% of the principal amountamount thereof, plus accrued and unpaid interest and Additional Interestinterest, if any, to the redemption date, date (subject to the rights right of Holders of such Notes record on any the relevant record date to receive interest due on the relevant Interest Payment Date); provided, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i1) at least 65% of the aggregate original principal amount of the Notes issued on the Issue Date remains outstanding immediately after the occurrence of each such redemption (excluding Notes held by the Company and its Subsidiaries)redemption; and (ii2) the redemption occurs within 90 120 days of the date of after the closing of such Public the related Equity Offering.
(c) At The Company may, at its option, also redeem, in whole or in part, at any time prior to August December 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder2015, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interestto, if any, to the applicable redemption date of redemption, (subject to the rights right of Holders of record on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption dateInterest Payment Date).
(d) The Company may also redeem all of the Notes as provided in Section 4.15(j).
(e) Any optional redemption provided for in the Note pursuant to this Section 3.07 shall be made pursuant to the provisions of Section Sections 3.01 through 3.06 of the Indenture3.06.
Appears in 1 contract
Sources: Indenture (Ultra Petroleum Corp)
Optional Redemption. (a) At any time prior to June 15, 2018, the Company may on any one or more occasions redeem up to 40% of the aggregate principal amount of Notes issued under the Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 106.00% of the principal amount of the Notes redeemed, plus accrued and unpaid interest to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant Interest Payment Date), in an amount not to exceed the net cash proceeds from an Equity Offering by the Company; provided that:
(i) at least 60% of the aggregate principal amount of Notes originally issued under the Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(ii) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to June 15, 2018, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest to the applicable date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant Interest Payment Date.
(c) At any time prior to the maturity of the Notes, if at least 90% of the principal amount of the Notes have previously been repurchased and cancelled in connection with a Change of Control Offer, the Company may redeem all of the remaining Notes, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 101% of the principal amount of the Notes redeemed, plus accrued and unpaid interest to the applicable date of redemption, subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date.
(d) Except pursuant to clause (b) and (c) of this Paragraph 5the preceding three paragraphs, the Notes will not be redeemable at the Company’s option prior to August June 15, 2021. 2018.
(e) On or after August June 15, 20212018, the Company may on any one or more occasions redeem all or a part of the Notes Notes, upon not less than 15 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below below, plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date)redemption, if redeemed during the twelve-month period beginning on August June 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Date, with : Year Percentage 2018 104.500 % 2019 103.000 % 2020 101.500 % 2021 and thereafter 100.000 % Unless the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% Company defaults in the payment of the aggregate principal amount of redemption price, interest will cease to accrue on the Notes remains outstanding immediately after the occurrence of such or portions thereof called for redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the applicable redemption date.
(d) Any optional redemption provided for in the Note shall be made pursuant to the provisions of Section 3.01 through 3.06 of the Indenture.
Appears in 1 contract
Sources: Indenture (Carmike Cinemas Inc)
Optional Redemption. (a) Except pursuant Prior to clause (b) and (c) of this Paragraph 5October 17, the Notes will not be redeemable prior to August 15, 2021. On or after August 15, 20212022, the Company may redeem all or part may, at any time and from time to time, redeem, in the aggregate up to 35% of the aggregate principal amount of the Notes upon not less than 15 nor originally issued under this Indenture with the net cash proceeds of one or more than 60 days’ notice, Equity Offerings by the Company at the a redemption prices price (expressed as percentages a percentage of principal amountamount thereof) set forth below of 109.875%, plus accrued and unpaid interest and Additional Interestinterest, if any, on to, but excluding, the Notes redeemed, to the applicable redemption date Redemption Date (subject to the rights right of Holders of record on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date); provided, if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %however, that:
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries)) remains outstanding immediately after the occurrence of such redemption; and and
(ii) the redemption occurs within 90 days of the date of the closing of such Public Equity OfferingOffering or contribution.
(cb) At Prior to October 17, 2022, the Company may, at any time prior and from time to August 15time, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holderin whole or in part, at a redemption price equal to 100100.000% of the principal amount of the Notes redeemed plus the Applicable Premium as Premium, plus accrued and unpaid interest, if any, to, but excluding, the Redemption Date.
(c) [Reserved].
(d) On or after October 17, 2022, the Company may on one or more occasions redeem all or a part of the date Notes, at the redemption prices (expressed as percentages of redemption, and principal amount on the Redemption Date) set forth below plus accrued and unpaid interest and Additional Interest(if any) on the Notes redeemed, to, but excluding, the applicable Redemption Date, if anyredeemed during the six- or twelve-month period, to the as applicable, beginning on each date of redemptionset forth below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date: October 17, 2022 107.406% April 17, 2023 104.938% April 17, 2024 102.469% April 17, 2025 and thereafter 100.000%
(e) Until 120 days after the Issue Date, the Company may, at any time and from time to time, redeem, in the aggregate up to 35% of the aggregate principal amount of the Notes originally issued under this Indenture (calculated after giving effect to any issuance of Additional Notes) with the net cash proceeds of any loan received pursuant to a Regulatory Debt Facility at a redemption price (expressed as a percentage of principal amount thereof) of 103%, plus accrued and unpaid interest, if any, to, but excluding, the Redemption Date (subject to the right of Holders of record on any the relevant record date to receive interest due on the relevant interest payment date occurring on or prior date); provided, however, that at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (calculated after giving effect to any issuance of Additional Notes and excluding Notes held by the redemption dateCompany and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption.
(df) Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable Redemption Date.
(g) Any optional redemption provided for in the Note pursuant to this Section 5.07 shall be made pursuant to the provisions of Section 3.01 Sections 5.01 through 3.06 of the Indenture5.06.
Appears in 1 contract
Sources: Indenture (Cleveland-Cliffs Inc.)
Optional Redemption. (a) Prior to September 30, 2017, the Company may, at any time and from time to time, redeem, in the aggregate up to 35% of the aggregate principal amount of the Notes originally issued under this Indenture with the net cash proceeds of one or more Equity Offerings by the Company at a redemption price (expressed as a percentage of principal amount thereof) of 108.000%, plus accrued and unpaid interest, if any, to, but excluding, the Redemption Date (subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date); provided, however, that:
(i) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(ii) the redemption occurs within 90 days of the date of the closing of such Equity Offering or contribution.
(b) Prior to September 30, 2017, the Company may, at any time and from time to time, also redeem all or a part of the Notes, upon not less than 30 days nor more than 60 days’ prior notice mailed by or on behalf of the Company (or to the extent permitted or required by applicable DTC procedures or regulations with respect to Global Notes sent electronically) by first-class mail to each Holder’s registered address or otherwise delivered in accordance with the procedures of DTC, at a redemption price equal to the sum of (i) 100.000% of the principal amount of Notes redeemed and (ii) the Applicable Premium as of, and accrued and unpaid interest to, but excluding, Redemption Date, subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to clause (a) or (b) and (c) of this Paragraph 5), the Notes will shall not be redeemable at the Company’s option prior to August 15September 30, 2021. 2017.
(d) On or after August 15September 30, 20212017, the Company may on one or more occasions redeem all or a part of the Notes upon not less than 15 30 days nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to to, but excluding, the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date)Redemption Date, if redeemed during the twelve-month period beginning on August 15 of the years indicated or three-month period, as applicable, set forth below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to date: September 30, 2017 104.000% September 30, 2018 102.000% September 30, 2019 and thereafter 100.000%
(e) Unless the Company defaults in the payment of the redemption dateprice, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable Redemption Date.
(df) Any optional redemption provided for in the Note pursuant to this Section 5.07 shall be made pursuant to the provisions of Section 3.01 Sections 5.01 through 3.06 of the Indenture5.06.
Appears in 1 contract
Optional Redemption. (a) Except pursuant At any time and from time to clause (b) and (c) of this Paragraph 5time on or after June 14, 2020, the Notes will not be redeemable prior to August 15, 2021. On or after August 15, 2021, the Company Issuer may redeem all the Notes, in whole or part of the Notes in part, at its option, upon not less than 15 10 nor more than 60 days’ noticeprior notice to the Holders, at a redemption price equal to the redemption prices (expressed as percentages applicable percentage of principal amount) amount set forth below plus accrued and unpaid interest and Additional InterestAmounts, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights right of Holders of record on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 June 14 of the years indicated below: 2020 101.000% 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 100.000%
(b) At any time and from time to time prior to August 15June 14, 2021, 2020 the Issuer may redeem Notes with the Net Cash Proceeds received by the Company may on from any one or Equity Offering occurring after the Issue Date, upon not less than 10 nor more occasions redeem up than 60 days’ prior notice to 35% of the aggregate principal amount of Notes Holders at a redemption price of 106.000equal to 106.375% of the principal amount, plus accrued and unpaid interest and Additional InterestAmounts, if any, to the applicable redemption date, date (subject to the rights right of Holders of such Notes record on any the relevant record date to receive interest due on the relevant Interest Payment Dateinterest payment date), with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65in an aggregate principal amount for all such redemptions not to exceed 40% of the original aggregate principal amount of the Notes (including the principal amount of any Additional Notes); provided that:
(1) in each case the redemption takes place not later than 120 days after the closing of the related Equity Offering, and
(2) not less than 60% of the original aggregate principal amount of the Notes (including the principal amount of any Additional Notes) remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offeringthereafter.
(c) At any time and from time to time prior to August 15June 14, 2021 2020, the Company Issuer may also redeem all the Notes in whole or a part of the Notesin part, at its option, upon not less than 15 10 nor more than 60 days’ prior notice sent to each Holder, the Holders at a redemption price equal to 100% of the principal amount of the such Notes redeemed plus the relevant Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional InterestAmounts, if any, to to, the applicable redemption date of redemption, (subject to the rights right of Holders of record on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date).
(d) Any In connection with any tender offer for the Notes (including any Change of Control Offer or Asset Disposition Offer), if Holders of not less than 90% in aggregate principal amount of outstanding Notes validly tender and do not withdraw such Notes in such tender offer and the Issuer, or any third party making such a 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 to the Holders of such Notes, such notice given not more than 30 days following such purchase date, to redeem all (but not part) of the applicable Notes that remain outstanding following such purchase at a price equal to the price offered to each of the Holders of the Notes in such tender offer (excluding any early tender or incentive fee), plus, to the extent not included in the tender offer payment, accrued and unpaid interest and Additional Amounts, if any, thereon, 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).
(e) Notice of redemption shall be provided as set forth in Section 3.03. If the Issuer effects an optional redemption provided of Notes, it will, for so long as the Notes are listed on the official list of the Luxembourg Stock Exchange and admitted to trading on the Euro MTF Market, inform the Luxembourg Stock Exchange of such optional redemption and confirm the aggregate principal amount of the Notes of that series that will remain outstanding immediately after such redemption.
(f) Any redemption and notice of redemption may, at the Issuer’s discretion, be subject to the satisfaction of one or more conditions precedent (including, in the Note shall case of a redemption related to an Equity Offering, the consummation of such Equity Offering).
(g) If the 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 will be made pursuant paid to the provisions Person in whose name the Note is registered at the close of Section 3.01 through 3.06 of business on such record date, and no additional interest will be payable to Holders whose Notes will be subject to redemption by the IndentureIssuer.
Appears in 1 contract
Sources: Indenture (Encore Capital Group Inc)
Optional Redemption. Except as provided below, the Notes may not be redeemed prior to their final maturity at the option of the Company.
(a) Except pursuant Prior to clause (b) and (c) of this Paragraph 5September 15, 2017, the Notes will not may be redeemable prior to August 15redeemed, 2021. On in whole or after August 15, 2021, the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ noticein part, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders option of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each HolderCompany, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interestinterest, if any, to but not including, the applicable redemption date of redemption, (subject to the rights right of Holders of record on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring date).
(b) On or after September 15, 2017, the Company may redeem all or a part of the Notes at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest thereon, if any, to the applicable redemption date, if redeemed during the twelve-month period beginning on September 15 of the years indicated below: 2017 106.375% 2018 104.250% 2019 102.125% 2020 and thereafter 100.000%
(c) In addition, prior to September 15, 2017, the Company may at its option on any one or prior more occasions redeem the Notes (including Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (including Additional Notes, if any) originally issued under the Indenture at a redemption price of 108.500% of the principal amount thereof, plus accrued and unpaid interest thereon, if any, to the redemption date., with the net cash proceeds of one or more Equity Offerings; provided that:
(di) Any optional redemption provided for in the Note shall be made pursuant to the provisions at least 65% of Section 3.01 through 3.06 such aggregate principal amount of the IndentureNotes (including Additional Notes, if any) originally issued under the Indenture remains outstanding immediately after the occurrence of such redemption (other than Notes held directly or indirectly by the Parent Company, the Company and its Affiliates); and
(ii) each such redemption must occur within 90 days of the date of the closing of such Equity Offering.
Appears in 1 contract
Sources: Indenture (Cenveo, Inc)
Optional Redemption. (a) Except pursuant to clause (b) On and (c) of this Paragraph 5, after the Notes will not be redeemable prior to August 15, 2021. On or after August 15, 2021date hereof, the Company may shall be entitled to redeem all or part of the Notes (which includes Additional Notes, if any) at its option, in whole or in part, upon not less than 15 30 nor more than 60 days’ notice, at the following redemption prices (expressed as percentages of the principal amount thereof) (subject to the right of Holders of record on the relevant record date to receive interest due on the related interest payment date) if redeemed during the twelve-month period commencing on July 15 of the year set forth below: 2017 104.500 % 2018 103.000 % 2019 101.500 % 2020 and thereafter 100.000 % In addition, prior to July 15, 2017, the Company shall be entitled at its option on one or more occasions to redeem Notes (which includes Additional Securities, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of the Notes (which includes Additional Securities, if any) originally issued at a redemption price (expressed as a percentage of principal amount) set forth below of 106.000%, plus accrued and unpaid interest and Additional Interestinterest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights right of Holders of record on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during with an amount not to exceed the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any net cash proceeds from one or more occasions redeem up to 35% Equity Offerings (provided that if the Equity Offering is an offering by Holdings, a portion of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds thereof equal to the amount required to redeem any such Notes is contributed to the equity capital of one or more Public Equity Offeringsthe Company); provided that provided, however, that: (i1) at least 65% of the such aggregate principal amount of the Notes (which includes Additional Notes, if any) remains outstanding immediately after the occurrence of each such redemption (excluding other than Notes held held, directly or indirectly by the Company and or its SubsidiariesAffiliates); and (ii2) the each such redemption occurs within 90 days of after the date of the closing of such Public related Equity Offering.
(c) At . Notice of any time redemption upon any Equity Offering may be given prior to August the completion thereof, and any such redemption or notice may, at the Company’s discretion, be subject to the completion of the related Equity Offering. Prior to July 15, 2021 2017, the Company may also shall be entitled at its option to redeem all or a part portion of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, Notes at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interestinterest, if any, to to, the redemption date of redemption, (subject to the rights right of Holders of on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on date). Notice of such redemption shall be sent to The Depository Trust Company (“DTC”), in the case of Global Notes, or mailed by first-class mail to each Holder’s registered address in the case of certificated notes (and, to the extent permitted by applicable procedures and regulations, electronically), not less than 30 nor more than 60 days prior to the redemption date.
(d) Any optional redemption provided for in the Note shall be made pursuant to the provisions of Section 3.01 through 3.06 of the Indenture.
Appears in 1 contract
Sources: Indenture (TransDigm Group INC)
Optional Redemption. (a) At any time prior to January 15, 2026, the Company may on any one or more occasions redeem up to 40% of the aggregate principal amount of Notes issued under the Indenture (including any Additional Notes in respect thereof), upon not less than 15 nor more than 60 days’ notice, at a redemption price equal to 108.500% of the principal amount of Notes redeemed, plus accrued and unpaid interest, if any, to the redemption date (subject to the right of Holders of record on the relevant record date to receive interest due on an interest payment date that is on or prior to the redemption date), with an amount equal to all or a portion of the net cash proceeds of one or more Equity Offerings, provided that:
(i) at least 60% of the aggregate principal amount of the Notes issued under the Indenture (including any Additional Notes in respect thereof) remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and
(ii) the redemption occurs within 180 days of the date of the closing of such Equity Offering.
(b) Prior to January 15, 2026, the Company 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, at a redemption price equal to:
(i) the principal amount thereof; plus
(ii) the Make Whole Premium for the Notes at the redemption date; plus
(iii) accrued and unpaid interest, if any, to the redemption date (subject to the right of Holders of record on the relevant record date to receive interest due on an interest payment date that is on or prior to the redemption date).
(c) Except pursuant to clause (b) and (c) of this Paragraph 5the preceding paragraphs, the Notes will not be redeemable at the Company’s option prior to August January 15, 2021. 2026.
(d) On or after August January 15, 20212026, the Company may on any one or more occasions redeem all or a part of the Notes Notes, upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below below, plus accrued and unpaid interest and Additional Interestinterest, if any, on the Notes to be redeemed, to the applicable date of redemption date (subject to the rights of Holders of on the Notes on any relevant record date to receive interest due on the relevant an interest payment date occurring that is on or prior to the redemption date), if redeemed during the twelve-twelve month period beginning on August January 15 of the years indicated below: 2021 103.000 Year Percentage 2026 104.250% 2022 102.000 2027 102.125% 2023 101.000 % 2024 2028 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, 100.000% Unless the Company may on any one or more occasions redeem up to 35% defaults in the payment of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amountprice, plus accrued and unpaid interest and Additional Interest, if any, will cease to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due accrue on the relevant Interest Payment Date, with the Net Cash Proceeds of one Notes or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such portions thereof called for redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the applicable redemption date.
(d) Any optional redemption provided for in the Note shall be made pursuant to the provisions of Section 3.01 through 3.06 of the Indenture.
Appears in 1 contract
Sources: Indenture (CVR Energy Inc)
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable prior to August 15, 2021. On or after August 15, 2021, the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August April 15, 20212029, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, at its option, in whole at any time or in part from time to time, upon not less than 15 nor more than 60 days’ prior notice sent pursuant to each HolderSection 3.03, at a redemption price equal to 100% of the principal amount of the Notes to be redeemed plus the Applicable Premium as of the date of redemptionPremium, and accrued and unpaid interest and Additional Interestinterest, if any, to to, but excluding, the applicable redemption date of redemption, (subject to the rights right of Holders of record on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or falling prior to or on the redemption date).
(b) At any time and from time to time prior to April 15, 2029, upon notice pursuant to Section 3.03, the Company may redeem in the aggregate up to 40% of the aggregate principal amount of the Notes (calculated after giving effect to any issuance of Additional Notes) with an
EX 4.1 amount not to exceed the net cash proceeds of one or more Equity Offerings, at a redemption price (expressed as a percentage of the principal amount thereof) equal to 105.500%, plus accrued and unpaid interest, if any, to (but excluding) the redemption date (subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date falling prior to or on the redemption date); provided, however, that:
(i) at least 60% of the aggregate principal amount of the Notes (calculated after giving effect to any issuance of Additional Notes) must remain outstanding immediately after each such redemption (unless all such Notes are redeemed substantially concurrently); and
(ii) such redemption shall occur within 120 days after the date on which such Equity Offering is consummated.
(c) On and after April 15, 2029, the Company may redeem the Notes, at its option, in whole at any time or in part from time to time, upon notice pursuant to Section 3.03, at the following redemption prices (expressed as a percentage of principal amount), plus accrued and unpaid interest, if any, to (but excluding) the redemption date (subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date falling prior to or on the redemption date), if redeemed during the 12-month period commencing on April 15 of the years set forth below: Year Percentage 2029 102.750 % 2030 101.375 % 2031 and thereafter 100.000 %
(d) Any If Holders of not less than 90% in aggregate principal amount of the then outstanding Notes validly tender and do not withdraw such Notes in connection with any tender offer or other offer to purchase the Notes (including pursuant to a Change of Control Offer) and the Company, or any other Person making such offer in lieu of the Company (including with respect to a Change of Control Offer as described in Section 4.08), purchases all of the Notes validly tendered and not withdrawn by such Holders, the Company will have the right, upon notice pursuant to Section 3.03, given not more than 30 days following such purchase, to redeem all Notes that remain outstanding following such purchase at a redemption price in cash equal to the applicable price paid to Holders in such purchases (and, for purposes of a Change of Control Offer, the Change of Control Payment), plus, to the extent not included in the 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).
(e) If the optional redemption provided for date is on or after a record date and on or before the corresponding interest payment date, the accrued and unpaid interest up to, but excluding, the redemption date will be paid on the redemption date to the Holder in whose name the Note shall is registered at the close of business on such record date in accordance with the applicable procedures of DTC, and no additional interest will be made pursuant payable to Holders whose Notes will be subject to redemption by the provisions of Section 3.01 through 3.06 of the IndentureCompany.
Appears in 1 contract
Sources: Indenture (Moog Inc.)
Optional Redemption. (a) At any time prior to August 15, 2024, the Company may on any one or more occasions redeem up to 40% of the aggregate principal amount of the Notes, upon not less than 10 nor more than 60 days’ notice, at a redemption price equal to 103.875% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the redemption date, with an amount equal to the net cash proceeds of one or more equity offerings, subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date; provided that:
(1) at least 50% of the aggregate principal amount of Notes originally issued under this Second Supplemental Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 180 days of the date of the closing of such equity offering.
(b) At any time prior to February 15, 2027, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 10 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as calculated by the Company, as of, and accrued and unpaid interest, if any, to the applicable date of redemption, subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to clause (b) and (c) of this Paragraph 5the preceding paragraphs, the Notes will not be redeemable at the Company’s option prior to August February 15, 2021. 2027.
(d) On or after August February 15, 20212027, the Company may on any one or more occasions redeem all or a part of the Notes Notes, upon not less than 15 10 nor more than 60 days’ prior notice, at the redemption prices (expressed as percentages of principal amount) set forth below below, plus accrued and unpaid interest and Additional Interestinterest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date)redemption, if redeemed during the twelve-month period beginning on August February 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any the relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date.: 2027 101.938% 102.188% 2028 101.292% 101.458% 2029 100.646% 100.729% 2030 and thereafter 100.000% 100.000%
(de) Any optional redemption provided for in the Note pursuant to this Section 3.07 shall be made pursuant to the provisions of Section Sections 3.01 through 3.06 hereof.
(f) Notwithstanding anything to the contrary in this Article 3, in connection with any tender offer for, or other offer to purchase the Notes, if Holders of not less than 90.0% in aggregate principal amount of the Indentureoutstanding Notes validly tender and do not withdraw such Notes in such tender offer (or other offer to purchase) and the Company, or any third party making such a tender offer (or other offer to purchase) in lieu of the Company, purchases all of the Notes validly tendered and not withdrawn by such Holders, all of the Holders of the outstanding Notes will be deemed to have consented to such tender offer (or other offer to purchase), and accordingly the Company will have the right, upon not less than 10 nor more than 60 days’ prior notice, given not more than 30 days following such tender offer expiration date (or purchase date pursuant to such other offer), to redeem all Notes that remain outstanding following such purchase at a redemption price in cash equal to the price paid to each other Holder of Notes (excluding any early tender, incentive or similar fee) in such tender offer (or other offer to purchase), plus, to the extent not included in the tender offer payment (or payment pursuant to another offer to purchase), accrued and unpaid interest, if any, to the date of redemption. In determining whether the Holders of at least 90.0% of the aggregate principal of the then outstanding Notes have validly tendered and not withdrawn such Notes in a tender offer or other offer to purchase, such calculation shall include all Notes owned by an Affiliate of the Company (notwithstanding any provision of this Second Supplemental Indenture to the contrary).
Appears in 1 contract
Optional Redemption. (a) Except pursuant At any time prior to clause (b) and (c) of this Paragraph 5March 1, 2026, the Issuer may, on any one or more occasions, redeem up to 40% of the aggregate principal amount of Notes will not be redeemable prior issued under the Indenture, upon notice as provided in the Indenture, at a redemption price equal to August 15, 2021. On or after August 15, 2021, 105.875% of the Company may redeem all or part principal amount of the Notes upon not less than 15 nor more than 60 days’ noticeredeemed, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interestinterest, if any, on to but not including, the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of record on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during with an amount of cash not greater than the twelve-month period beginning on August 15 net cash proceeds of the years indicated belowan Equity Offering; provided that: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b1) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35at least 50% of the aggregate principal amount of Notes at a redemption price of 106.000% of originally issued under the principal amount, plus accrued Indenture (excluding Notes held by the Issuer and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (iits Subsidiaries) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries)redemption; and (ii2) the redemption occurs within 90 180 days of the date of the closing of such Public Equity Offering.
(c) . At any time prior to August 15March 1, 2021 2026, the Company may also redeem all Notes shall be redeemable in whole at any time or a in part of from time to time, at the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each HolderIssuer’s option, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interestinterest, if any, to but not including, the redemption date of redemption, (subject to the rights right of Holders of record on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring date). On or after March 1, 2026, the Notes shall be redeemable in whole at any time or in part from time to time, at the Issuer’s option, at the redemption prices (expressed in percentages of principal amount on or prior to the redemption date.
), plus accrued and unpaid interest, if any, to but not including the redemption date (d) Any optional redemption provided for in the Note shall be made pursuant subject to the provisions right of Section 3.01 through 3.06 Holders of record on the relevant record date to receive interest due on the relevant interest payment date), if redeemed during the 12-month period commencing on the dates set forth below: March 1, 2026 102.938 % March 1, 2027 101.469 % September 1, 2027 and thereafter 100.000 % Except as set forth above, the Notes shall not be redeemable at the election of the IndentureIssuer prior to maturity. The Notes shall not be entitled to the benefit of any sinking fund.
Appears in 1 contract
Sources: Indenture (Hess Midstream LP)
Optional Redemption. (a) At any time and from time to time prior to May 15, 2026, the Company may, at its option, redeem up to 40% of the aggregate principal amount of the Notes outstanding (which includes Additional Notes, if any) at a redemption price equal to 107.250% of the principal amount thereof on the redemption date, together with accrued and unpaid interest to, but not including, such redemption date (subject to the rights of Holders of the Notes on the relevant record date to receive payments of interest on the related interest payment date), with an amount of cash equal to the net cash proceeds of an Equity Offering of the Company; provided that:
(1) at least 50% in aggregate principal amount of the Notes originally issued (calculated after giving effect to any issuance of any Additional Notes but excluding any Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) such redemption occurs no later than the 180th day following such Equity Offering.
(b) At any time and from time to time prior to May 15, 2026, the Company may, at its option, redeem all or any portion of the Notes outstanding (which includes Additional Notes, if any) at a redemption price equal to 100% of the aggregate principal amount of the Notes to be redeemed, together with accrued and unpaid interest to, but not including, such redemption date (subject to the rights of Holders of the Notes on the relevant record date to receive payments of interest on the related interest payment date), plus the Make Whole Amount.
(c) Except pursuant to clause Section 3.07(a) or (b) and (c) of this Paragraph 5hereof, the Notes will not be redeemable at the Company’s option prior to August May 15, 2021. 2026.
(d) On or after August May 15, 20212026, the Company may redeem all Notes will be subject to redemption at the Company’s option, in whole or part of the Notes in part, upon not less than 15 10 days nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus below, together with accrued and unpaid interest and Additional Interestthereon to, if anybut not including, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any the relevant record date to receive payments of interest due on the relevant related interest payment date occurring on or prior to the redemption date), if redeemed during the twelve12-month period beginning on August May 15 of the years indicated below: 2021 103.000 2026 103.625 % 2022 102.000 2027 101.813 % 2023 101.000 % 2024 2028 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, % Unless the Company may on any one or more occasions redeem up to 35% defaults in the payment of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amountprice, plus accrued and unpaid interest and Additional Interest, if any, will cease to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due accrue on the relevant Interest Payment Date, with the Net Cash Proceeds of one Notes or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such portions thereof called for redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the applicable redemption date.
(de) Any optional redemption provided for in the Note pursuant to this Section 3.07 shall be made pursuant to the provisions of Section Sections 3.01 through 3.06 hereof.
(f) At any time, in connection with any tender offer for the Notes, including pursuant to the provisions of Section 3.09 or Section 4.14 hereof, if Holders of not less than 90% in aggregate principal amount of the Indentureoutstanding Notes validly tender and do not withdraw such Notes in such tender offer and the Company, or any third party making such a tender offer in lieu of the Company, purchases all of the Notes validly tendered and not withdrawn by such holders, the Company or such third party will have the right upon not less than 10 nor more than 60 days’ prior notice, given not more than 15 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 in such tender offer plus, to the extent not included in the tender offer payment, accrued and unpaid interest, if any, thereon, to, but not including, the date of such redemption.
Appears in 1 contract
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5Effective from the date hereof until October 14, the Notes will not be redeemable prior to August 15, 2021. On or after August 15, 20212013, the Company may redeem all or a part of the Notes Units (as defined below), at any time and on any one or more occasions, upon not less than 15 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of the sum of principal amount, accrued but unpaid Payment-in-Kind Interest, and default interest that has theretofore been paid in Payment-in-Kind Interest) set forth below below, plus accrued and unpaid cash interest, if any, on the Units redeemed, to the applicable date of redemption, if redeemed during the period beginning October 15 and ending on the dates indicated below, subject to the rights of Holders of Units on the relevant record date to receive interest on the relevant Interest Payment Date: From October 15, 2010 to October 14, 2011 102.8 % From October 15, 2011 to October 14, 2012 107.5 % From October 15, 2012 to October 14, 2013 112.6 %
(b) Effective October 15, 2013 until October 15, 2017, the Company may redeem all or a part of the Notes, at any time and on any one or more occasions, upon not less than 30 nor more than 60 days’ notice, at the redemption price (expressed as a percentage of principal amount) of 100%, plus accrued and unpaid cash interest and Additional Payment-in-Kind Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any the relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 Unless the Company may also redeem all or a part defaults in the payment of the Notesredemption price, upon not less than 15 nor more than 60 days’ prior notice sent interest will cease to each Holder, at a redemption price equal to 100% of the principal amount of accrue on the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due or portions thereof called for redemption on the relevant interest payment date occurring on or prior to the applicable redemption date.
(d) Any optional redemption provided for in the Note shall be made pursuant to the provisions of Section 3.01 through 3.06 of the Indenture.
Appears in 1 contract
Sources: Indenture (Handy & Harman Ltd.)
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable prior to August 15, 2021. On or after August 15, 2021, the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time and from time to time on or after the Issue Date and prior to August December 15, 20212023, the Company Issuer may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and in whole or in part, at its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notesoption, upon not less than 15 nor more than 60 days’ prior written notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes to be redeemed plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interestinterest, if any, to the date of redemptionto, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to but excluding, the redemption date.
(db) Any optional At any time and from time to time on or after December 15, 2023, the Issuer may redeem the Notes in whole or in part, upon not less than 15 nor more than 60 days’ prior written notice at a redemption provided for in the Note shall be made pursuant price equal to the provisions percentage of Section 3.01 through 3.06 principal amount set forth below plus accrued and unpaid interest, if any, on the Notes redeemed, to, but excluding, the applicable date of redemption, if redeemed during the twelve-month period beginning on December 15 of the Indentureyears indicated below: 2023 102.813 % 2024 101.406 % 2025 and thereafter 100.000 %
(c) At any time and from time to time on or after the Issue Date and prior to December 15, 2023, the Issuer may redeem Notes with the net cash proceeds received by the Issuer from any Equity Offering (other than Excluded Contributions) at a redemption price (expressed as a percentage of principal amount) equal to 105.625% plus accrued and unpaid interest, 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 (including Additional Notes); provided that:
(1) in each case the redemption takes place not later than 180 days after the closing of the related Equity Offering; and
(2) not less than 50% of the sum of the aggregate principal amount of the Notes originally issued under the Indenture on the Issue Date and any Additional Notes originally issued under the Indenture after the Issue Date remains outstanding immediately thereafter (excluding Notes held by Holdings, Issuer or any of its Restricted Subsidiaries).
Appears in 1 contract
Optional Redemption. (a) At any time prior to February 15, 2024, the Company may on any one or more occasions redeem up to 40% of the aggregate principal amount of the Notes, upon not less than 10 nor more than 60 days’ notice, at a redemption price equal to 103.375% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the redemption date, with an amount equal to the net cash proceeds of one or more equity offerings, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date; provided that:
(i) at least 50% of the aggregate principal amount of Notes originally issued under the Supplemental Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(ii) the redemption occurs within 180 days of the date of the closing of such equity offering.
(b) At any time prior to February 15, 2024, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 10 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as calculated by the Company, as of, and accrued and unpaid interest, if any, to the applicable date of redemption, subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to clause (b) and (c) of this Paragraph 5the preceding paragraphs, the Notes will not be redeemable at the Company’s option prior to August February 15, 2021. 2024.
(d) On or after August February 15, 20212024, the Company may on any one or more occasions redeem all or a part of the Notes Notes, upon not less than 15 10 nor more than 60 days’ prior notice, at the redemption prices (expressed as percentages of principal amount) set forth below below, plus accrued and unpaid interest and Additional Interestinterest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date)redemption, if redeemed during the twelve-month period beginning on August February 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior date: 2024 101.688 % 2025 100.844 % 2026 and thereafter 100.000 % Any redemption pursuant to the redemption date.
(d) Any optional redemption provided for in the Note this Section 5 shall be made pursuant to the provisions of Section Sections 3.01 through 3.06 3.07 of the Supplemental Indenture.
Appears in 1 contract
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5The Notes may be redeemed in whole or in part, the Notes will not be redeemable at any time prior to August February 15, 2021. On or after August 152011, 2021, at the option of the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 30 nor more than 60 days’ prior notice sent mailed by first-class mail to each Holder’s registered address, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interest, if any, to to, the applicable redemption date of redemption, (subject to the rights right of Holders of on the Notes on any relevant record date to receive interest due on the relevant interest payment date).
(b) The Notes are subject to redemption, at the option of the Company, in whole or in part, at any time on or after February 15, 2011, upon not less than 30 nor more than 60 days’ notice at the following Redemption Prices (expressed as percentages of the principal amount to be redeemed) set forth below, plus accrued and unpaid interest and Additional Interest, if any, to, but not including, the redemption date occurring (subject to the right 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), if redeemed during the 12-month period beginning February 15 of the years indicated below: 2011 104.250 % 2012 102.125 % 2013 and thereafter 100.000 %
(c) In addition to the optional redemption of the Notes in accordance with the provisions of the preceding paragraph, prior to February 15, 2010, the Company may on one or more occasions, with the net cash proceeds of one or more Equity Offerings, redeem up to 35% of the aggregate principal amount of the outstanding Notes at a Redemption Price of 108.500% of the principal amount thereof, plus accrued and unpaid interest and Additional Interest, if any, thereon to the date of redemption; provided that at least 65% of the aggregate principal amount of Notes originally issued on the Issue Date remains outstanding immediately after the occurrence of any such redemption (excluding Notes held by Parent and its Affiliates) and that any such redemption occurs within 90 days following the closing of any such Equity Offering.
(d) Any optional Notice of any redemption provided for in the Note shall upon an Equity Offering may be made pursuant given prior to the provisions of Section 3.01 through 3.06 completion of the Indenturerelated Equity Offering, and any such redemption or notice may, at the Company’s discretion, be subject to one or more conditions precedent, including, but not limited to completion of the related Equity Offering.
Appears in 1 contract
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable prior to August 15, 2021. On or after August 15, 2021, the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15February 1, 20212020, the Company Issuer may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under the Indenture, upon giving not less than 10 nor more than 60 days’ notice, at a redemption price of 106.000equal to 107.250% of the principal amountamount of the Notes redeemed, plus accrued and unpaid interest and Additional InterestAmounts, if any, to the date of redemption date, (subject to the rights of Holders of such the Notes on any the relevant record date Record Date to receive interest due on the relevant Interest Payment Date), with the Net Cash Proceeds net cash proceeds of one or more Public an Equity OfferingsOffering; provided that that: (i1) at least 65% of the aggregate principal amount of the Notes originally issued under the Indenture (excluding Notes held by the Parent Guarantor and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries)redemption; and (ii2) the redemption occurs within 90 120 days of the date of the closing of such Public Equity Offering.
(cb) At any time prior to August 15February 1, 2021 2020, the Company Issuer may also on any one or more occasions redeem all or a part of the Notes, upon giving not less than 15 10 nor more than 60 days’ prior notice sent to each Holdernotice, at a redemption price equal to 100% of the principal amount of the Notes redeemed redeemed, plus the Applicable Premium (as of calculated by the date of redemptionIssuer) as of, and accrued and unpaid interest and Additional InterestAmounts, if any, to to, the date of redemption, subject to the rights of Holders of the Notes on any the relevant record date Record Date to receive interest due on the relevant interest payment date occurring on or prior to the redemption dateInterest Payment Date.
(d) Any optional redemption provided for in the Note shall be made pursuant to the provisions of Section 3.01 through 3.06 of the Indenture.
Appears in 1 contract
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5The Notes may be redeemed, the Notes will not be redeemable in whole or in part, at any time prior to August September 15, 2021. On or after August 152014, 2021, at the option of the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 30 nor more than 60 days’ prior notice sent mailed by first-class mail to each Holder’s registered address, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interest, if any, to to, the applicable redemption date of redemption, (subject to the rights right of Holders of on the Notes on any relevant record date to receive interest due on the relevant interest payment date).
(b) The Notes are subject to redemption, at the option of the Company, in whole or in part, at any time on or after September 15, 2014, upon not less than 30 nor more than 60 days’ notice, at the following Redemption Prices (expressed as a percentage of the principal amount to be redeemed) set forth below, plus accrued and unpaid interest and Additional Interest, if any, to, but not including, the redemption date occurring (subject to the right 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) if redeemed during the twelve-month period beginning on September 15 of the years indicated below: 2014 105.438 % 2015 102.719 % 2016 and thereafter 100.000 %
(c) In addition to the optional redemption of the Notes in accordance with the provisions of the preceding paragraph, prior to September 15, 2014, the Company may on one or more occasions, with the net cash proceeds of one or more Equity Offerings, redeem up to 35% of the aggregate principal amount of the outstanding Notes at a Redemption Price of 107.25% of the principal amount thereof, plus accrued and unpaid interest and Additional Interest, if any, thereon to the date of redemption (provided that if the Equity Offering is an offering by Parent or any of its direct or indirect parent companies, a portion of the net cash proceeds thereof equal to the amount required to redeem any such Notes is contributed to the equity capital of the Company); provided that at least 65% of the aggregate principal amount of Notes issued under this Indenture (including any Additional Notes) remains outstanding immediately after the occurrence of any such redemption and that any such redemption occurs within 90 days following the closing of any such Equity Offering.
(d) Any optional Notice of any redemption provided for upon an Equity Offering may be given prior to the completion of the related Equity Offering, and any such redemption or notice may, at the Company’s discretion, be subject to one or more conditions precedent, including, but not limited to completion of the related Equity Offering.
(e) The Company shall have the option at any time and from time to time purchase Notes in the Note shall be made pursuant to the provisions of Section 3.01 through 3.06 of the Indentureopen market by tender offer, negotiated transactions or otherwise, in accordance with applicable securities laws.
Appears in 1 contract
Sources: Indenture (VWR Funding, Inc.)
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable prior to August 15, 2021. On or after August 15, 2021, the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August November 15, 20212019, the Company Issuer may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the 2020 Euro Notes, upon not less than 15 ten (10) nor more than 60 sixty (60) days’ prior notice sent to each Holdernotice, at a redemption price equal to 100% of the principal amount of the 2020 Euro Notes redeemed redeemed, plus the Applicable 2020 Euro Notes Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interestinterest, if any, to but excluding the date of redemptionredemption date, subject to the rights of Holders of the 2020 Euro Notes on any the relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date.
(db) Any optional On or after November 15, 2019, the Issuer may on any one or more occasions redeem all or a part of the 2020 Euro Notes, upon not less than ten (10) nor more than sixty (60) days’ prior notice, at a redemption provided for in price equal to 100% of the Note shall be made pursuant principal amount of 2020 Euro Notes redeemed, plus accrued and unpaid interest, if any, to but excluding the redemption date, subject to the provisions rights of Section 3.01 through 3.06 Holders of the Indenture2020 Euro Notes on the relevant record date to receive interest due on the relevant interest payment date.](26)
(a) At any time prior to August 15, 2022, the Issuer may on any one or more occasions redeem all or a part of the 2023 Euro Notes, upon not less than ten (10) nor more than sixty (60) days’ prior notice, at a redemption price equal to 100% of the principal amount of 2023 Euro Notes redeemed, plus the Applicable 2023 Euro Notes Premium as of, and accrued and unpaid interest, if any, to but excluding the redemption date, subject to the rights of Holders of the 2023 Euro Notes on the relevant record date to receive interest due on the relevant interest payment date.
(26) Use for 2020 Notes
Appears in 1 contract
Optional Redemption. (a) At any time prior to November 1, 2014, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under the Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 112.875% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Interest, if any, to the date of redemption (subject to the rights of Holders of Notes on a relevant record date to receive interest on an Interest Payment Date occurring on or prior to the redemption date) with the net cash proceeds of an Equity Offering by the Company or contribution to the Company’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by any direct or indirect parent company of the Company; provided that:
(A) at least 65% of the aggregate principal amount of Notes originally issued under the Indenture (excluding Notes held by the Company, any direct or indirect parent of the Company, including Holdings and Parent, and the Company’s Subsidiaries) remain outstanding immediately after the occurrence of such redemption; and
(B) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to November 1, 2015, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders on a relevant record date to receive interest due on an Interest Payment Date occurring on or prior to the redemption date.
(c) Except pursuant to clause the preceding paragraphs (ba) and (c) of this Paragraph 5b), the Notes will not be redeemable at the Company’s option prior to August 15November 1, 2021. 2015.
(d) On or after August 15November 1, 20212015, the Company may on any one or more occasions redeem all or a part of the Notes Notes, upon not less than 15 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below below, plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (of redemption, if redeemed during the 12-month period beginning on November 1 of the years indicated below, subject to the rights of Holders of the Notes on any a relevant record date to receive interest due on the relevant interest payment date an Interest Payment Date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 Year Percentage 2015 106.438 % 2022 102.000 2016 103.219 % 2023 101.000 % 2024 2017 and thereafter 100.000 %
% In connection with any redemption of the Notes (b) At including with the net cash proceeds of an Equity Offering), any time prior such redemption may, at the Company’s discretion, be subject to August 15, 2021, the Company may on any one or more occasions redeem up to 35% conditions precedent Unless the Company defaults in the payment of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amountprice, plus accrued and unpaid interest and Additional Interest, if any, will cease to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due accrue on the relevant Interest Payment Date, with the Net Cash Proceeds of one Notes or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such portions thereof called for redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the applicable redemption date.
(d) Any optional redemption provided for in the Note shall be made pursuant to the provisions of Section 3.01 through 3.06 of the Indenture.
Appears in 1 contract
Optional Redemption. (a) At any time prior to January 15, 2007, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture at a redemption price equal to 100% of the aggregate principal amount thereof plus a premium equal to the Applicable Eurodollar Rate in effect on the date on which the notice of redemption is given, plus accrued and unpaid interest and Liquidated Damages, if any, to the redemption date, with the net cash proceeds of a sale of Equity Interests (other than Disqualified Stock) or a contribution to the common equity of the Company; provided that:
(1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 45 days of the date of the closing of such sale of Equity Interests or contribution to the common equity of the Company.
(b) Except pursuant to clause (b) and (c) of this Paragraph 5the preceding paragraph, the Notes will not be redeemable at the Company's option prior to August January 15, 2021. 2007.
(c) On or after August January 15, 20212007, the Company may redeem all or a part of the Notes upon not less than 15 30 nor more than 60 days’ ' notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional InterestLiquidated Damages, if any, on the Notes redeemed, redeemed to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August January 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date.
(d) Any optional redemption provided for in the Note shall be made pursuant to the provisions of Section 3.01 through 3.06 of the Indenture.:
Appears in 1 contract
Sources: Indenture (Iwo Holdings Inc)
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5The Notes may be redeemed, the Notes will not be redeemable prior to August 15, 2021. On in whole or after August 15, 2021, the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ noticein part, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 151, 20212023, at the Company may on any one or more occasions redeem up to 35% option of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, Issuer upon not less than 15 30 nor more than 60 days’ prior notice sent electronically or mailed by first-class mail to each Holder’s registered address, at a redemption price Redemption Price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interestinterest, if any, to to, the applicable redemption date of redemption, (subject to the rights right of Holders holders of record on the Notes on any relevant record date to receive interest due on the relevant interest payment date).
(b) The Notes are subject to redemption, at the option of the Issuer, in whole or in part, at any time on or after August 1, 2023, upon not less than 30 nor more than 60 days’ notice at the following Redemption Prices (expressed as percentages of the principal amount to be redeemed) set forth below, plus accrued and unpaid interest, if any, to, but not including, the redemption date occurring (subject to the right 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), if redeemed during the 12-month period beginning August 1 of the years indicated: 2023 104.250% 2024 102.125% 2025 and thereafter 100.000%
(c) In addition to the optional redemption of the Notes in accordance with the provisions of the preceding paragraph, prior to August 1, 2023, the Issuer may, with the net proceeds of one or more Qualified Equity Offerings, redeem up to 40% of the aggregate principal amount of the outstanding Notes (including Additional Notes) at a Redemption Price equal to 108.500% of the principal amount thereof, plus accrued and unpaid interest thereon, if any, to the date of redemption; provided that at least 50% 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 Parent or its Subsidiaries and except to the extent otherwise repurchased or redeemed in accordance with the terms of the Indenture) and that any such redemption occurs within 90 days following the closing of any such Qualified Equity Offering.
(d) Any optional At any time and from time to time prior to August 1, 2023, the Issuer at its option may during each twelve month period commencing on the Issue Date redeem Notes in an aggregate principal amount equal to up to 10.0% of the original aggregate principal amount of the Notes (including the principal amount of any Additional Notes), at a Redemption Price (expressed as a percentage of principal amount to be redeemed) of 103.0%, plus accrued and unpaid interest, if any, to, but not including, the redemption provided for in the Note shall be made pursuant date (subject to the provisions right of Section 3.01 through 3.06 Holders of record on the Indenturerelevant regular record date to receive interest due on an interest payment date that is on or prior to the redemption date).
(e) In addition, at any time prior to August 1, 2022, the Issuer at its option may redeem Notes in an aggregate principal amount equal to $100.0 million on a one-time basis from the net cash proceeds received from the sale of real property, at a Redemption Price (expressed as a percentage of principal amount to be redeemed) of 104.0%, plus accrued and unpaid interest, if any, to, but not including, the redemption date (subject to the right 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).
Appears in 1 contract
Sources: Indenture (Ryerson Holding Corp)
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable prior to August 15, 2021. On or after August 15, 2021, the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(bi) At any time prior to August 15October 1, 20212013, the Company may Issuer may, on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amountoccasions, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part any portion of the Notes, upon not less than 15 30 nor more than 60 days’ prior notice sent to each Holdernotice, at a redemption price equal to 100% of the principal amount of the Notes redeemed redeemed, plus the Applicable Premium as of the date of redemption, and including accrued and unpaid interest to the redemption date.
(ii) The Notes are subject to redemption, at the option of the Issuer, in whole or in part, at any time on or after October 1, 2013 upon not less than 30 nor more than 60 days’ notice at the following Redemption Prices (expressed as percentages of the principal amount to be redeemed) set forth below, plus accrued and unpaid interest, if any, to, but not including, the redemption date (subject to the right of 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), if redeemed during the 12-month period beginning on October 1 of the years indicated below: 2013 103.750 % 2014 101.875 % 2015 and thereafter 100.000 %
(iii) Prior to October 1, 2012, the Issuer may, with the net proceeds of one or more Qualified Equity Offerings, redeem up to 35% of the aggregate principal amount of the outstanding Notes (including Additional InterestNotes) at a Redemption Price equal to 107.5% of the principal amount thereof, plus accrued and unpaid interest thereon, if any, to the date of redemption; 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 Holdings, the Issuer or its Subsidiaries) and that any such redemption occurs within 90 days following the closing of any such Qualified Equity Offering.
(iv) The Issuer may, at any time and from time to time, purchase Notes in the open market or otherwise, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption datecompliance with this Indenture and compliance with all applicable securities laws.
(d) Any optional redemption provided for in the Note shall be made pursuant to the provisions of Section 3.01 through 3.06 of the Indenture.
Appears in 1 contract
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable prior to August 15, 2021. On or after August 15, 2021, the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15September 18, 2021, in the Company case of the 2025 Senior Notes, and September 18, 2022, in the case of the 2027 Senior Notes, the Issuer may on any one or more occasions redeem up to 3540% of the aggregate principal amount of Senior Notes of the applicable series issued under this Senior Notes Indenture, upon not less than 10 nor more than 60 days' prior written notice to the Holders, at a redemption price equal to 107.125%, in the case of 106.000the 2025 Senior Notes, and 108.000% in the case of the 2027 Senior Notes, of the principal amountamount thereof, plus accrued and unpaid interest and Additional InterestAmounts, if any, to the date of redemption date, (subject to the rights of Holders of such the Senior Notes of the applicable series on any the relevant record date to receive interest due on the relevant Interest Payment Dateinterest payment date), with the Net Cash Proceeds net cash proceeds of one or more any Public Equity OfferingsOffering of the Issuer or any Equity Offering of IHS Holding Limited or any Parent Holdco of the Issuer (any of them, an "IPO Entity") to the extent the proceeds from such Equity Offering or Public Equity Offering are contributed to the Issuer's common equity capital or are paid to the Issuer as consideration for the issuance of ordinary shares of the Issuer or as Subordinated Shareholder Debt (in each case, excluding proceeds from any Parent RCF Contribution); provided that that:
(i) at least 6550% of the aggregate principal amount of the Senior Notes remains of the series being redeemed originally issued under this Senior Notes Indenture (excluding Senior Notes of such series held by the Issuer and its Subsidiaries and their respective Affiliates) remain outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries)redemption; and and
(ii) the redemption occurs within 90 180 days of the date of the closing of such Equity Offering or Public Equity Offering.
(cb) At any time prior to August 15September 18, 2021 2021, in the Company case of the 2025 Senior Notes, and September 18, 2022 in the case of the 2027 Senior Notes, the Issuer may also on any one or more occasions redeem all or a part of the Notes, Senior Notes of the applicable series upon not less than 15 10 nor more than 60 days’ ' prior written notice sent to each Holderthe Holders, at a redemption price equal to 100100.000% of the principal amount of the Senior Notes redeemed of such series redeemed, plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional InterestAmounts, if any, to the date of redemption, subject to the rights of Holders of the Senior Notes of such series on any the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to Sections 3.07(a) and 3.07(b) hereof and except pursuant to Section 3.08 and Section 4.13(a) hereof, the 2025 Senior Notes will not be redeemable at the Issuer's option prior to September 18, 2021 and the 2027 Senior Notes will not be redeemable at the Issuer's option prior to September 18, 2022.
(d) On or after September 18, 2021, in the case of the 2025 Senior Notes, and September 18, 2022, in the case of the 2027 Senior Notes, the Issuer may on any one or more occasions redeem all or a part of the Senior Notes of the applicable series upon not less than 10 nor more than 60 days' prior written notice to the Holders, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Additional Amounts, if any, on the Senior Notes of such series redeemed, to the applicable date occurring of redemption, if redeemed on or prior after the dates indicated below, subject to the rights of Holders of Senior Notes of such series on the relevant record date to receive interest on the relevant interest payment date: Date Redemption Price September 18, 2021 103.563 % September 18, 2022 101.781 % September 18, 2023 and thereafter 100.000 % Date Redemption Price September 18, 2022 104.000 % September 18, 2023 102.000 % September 18, 2024 and thereafter 100.000 %
(e) Unless the Issuer defaults in the payment of the redemption price, interest will cease to accrue on the applicable series of Senior Notes or portions thereof called for redemption on the applicable redemption date.
(df) Any optional redemption provided for in the Note pursuant to this Section 3.07 shall be made pursuant to the provisions of Section Sections 3.01 through 3.06 hereof.
(g) If requested in writing by the Issuer, which request may be included in the applicable notice of redemption or pursuant to the Indentureapplicable Officer's Certificate, the Trustee or the Paying Agent (or such other entity directed, designated or appointed (as agent) by the Trustee, for this purpose) shall distribute any amounts deposited to the Holders prior to the applicable redemption date, provided, however that the Holders and the Paying Agent shall have received at least three Business Days' notice from the Issuer of such earlier repayment (which may be included in the notice of redemption). For the avoidance of doubt, the distribution and payment to Holders prior to the applicable redemption date as set forth above will not include any negative interest, present value adjustment, break costs or any other premium on such amounts. To the extent that either series of Senior Notes are represented by Global Notes deposited with a common depositary for a clearing system, any payment to the beneficial holders holding Book Entry Interests as participants of such clearing system will be subject to the then applicable procedures of such clearing system.
Appears in 1 contract
Optional Redemption. (a) Except pursuant At any time prior to clause (b) and (c) of this Paragraph 5July 15, 2028, the Notes will not be redeemable prior to August 15, 2021. On or after August 15, 2021, the Company Issuer may redeem all or or, from time to time, a part of the Notes Notes, upon not less than 15 10 nor more than 60 days’ notice, at the a redemption prices price (expressed as percentages a percentage of principal amountamount and rounded to three decimal places) set forth below equal to 100% of the principal amount thereof plus the Applicable Premium plus accrued and unpaid interest and Additional Interestinterest, if any, on to, but excluding, the Notes redeemed, to the applicable redemption date (subject to the rights right of Holders holders of record on the Notes on any relevant record date to receive interest due on the relevant interest payment date). Promptly after the determination thereof, the Issuer shall give the Trustee notice of the redemption price provided for in this Section 3.07(a), and the Trustee shall not be responsible for such calculation.
(b) Prior to July 15, 2028, the Issuer may on any one or more occasions redeem up to 40% of the original principal amount of the Notes (calculated after giving effect to any issuance of Additional Notes) upon not less than 10 nor more than 60 days’ notice, with the Net Cash Proceeds of one or more Equity Offerings at a redemption price of 104.500% of the principal amount thereof, plus accrued and unpaid interest (which accrued and unpaid interest need not be funded with the Net Cash Proceeds of any such Equity Offering), if any, to, but excluding, the redemption date occurring (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 50% of the original principal amount of the Notes (calculated after giving effect to any issuance of Additional Notes and excluding the principal amount of Notes redeemed under Section 3.07(a) prior to such redemption or substantially concurrently with such redemption) remains outstanding after each such redemption (unless all Notes are redeemed substantially concurrently); and (2) each such redemption occurs within 180 days after closing of the applicable Equity Offering.
(c) On and after July 15, 2028, the Issuer may redeem the Notes, in whole or in part, upon notice pursuant to Section 3.03 at the redemption prices (expressed as a percentage of principal amount of the Notes to be redeemed) set forth in this Section 3.07(c), plus 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 an Interest Payment Date falling on or prior to the such redemption date), if redeemed during the twelve-month period beginning on August July 15 of the years indicated below: 2021 103.000 2028 102.250 % 2022 102.000 2029 101.125 % 2023 101.000 % 2024 2030 and thereafter 100.000 %
(bd) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35If Holders of not less than 90% of the in aggregate principal amount of the then outstanding Notes validly tender and do not validly withdraw such Notes in such offer and the Issuer, or any third party making an offer in lieu of the Issuer, purchases all of the Notes validly tendered and not validly withdrawn by such Holders, the Issuer or such third party will have the right, upon not less than 10 days’ nor more than 60 days’ prior notice, given not more than 60 days following such purchase date, to redeem all Notes that remain outstanding following such purchase at a redemption price of 106.000% in cash equal to the price offered to each other Holder of the principal amountNotes in such offer (which may be less than par) plus, plus to the extent not included in the offer payment, accrued and unpaid interest and Additional Interestinterest, if any, to to, but excluding, the date of redemption date, (subject to the rights right of Holders of such Notes record on any the relevant record date Record Date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date.
(de) Any optional redemption provided for in the Note pursuant to this Section 3.07 shall be made pursuant to the provisions of Section Sections 3.01 through 3.06 3.06.
(f) The Issuer or its Affiliates may acquire Notes by means other than a redemption, whether by tender offer, open market purchases, negotiated transactions or otherwise and at differing prices, in accordance with applicable securities laws, so long as such acquisition does not otherwise violate the terms of the this Indenture.
Appears in 1 contract
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable prior to August At any time on or after January 15, 2021. On or after August 15, 20212020, the Company may redeem all the Notes, in whole or part of the Notes upon not less than 15 nor more than 60 days’ noticein part, at its option, at the following redemption prices (expressed as percentages of the principal amount) set forth below amount thereof), plus accrued and unpaid interest and Additional Interestinterest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights right of Holders of record on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve12-month period beginning (or, in the case of the period commencing January 15, 2023, such 12-month period and thereafter) commencing on August January 15 of the years indicated set forth below: 2020 106.00% 2021 103.000 104.00% 2022 102.000 102.00% 2023 101.000 % 2024 and thereafter 100.000 %
(b) 100.00% At any time prior to August January 15, 20212020, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of the Notes issued under the Indenture at a redemption price of 106.000equal to 108.00% of the principal amountamount of the Notes redeemed, plus accrued and unpaid interest and Additional Interestinterest, if any, to the date of redemption date, (subject to the rights right of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Dateinterest payment date), with an amount of cash not greater than the Net Cash Proceeds net cash proceeds of one or more Public Equity OfferingsOfferings by the Company; provided that that, with respect to each such redemption, (i) at least 65% of the aggregate principal amount of the Notes issued under the Indenture (excluding any Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the such redemption occurs within 90 180 days of the date of the closing of such Public Equity Offering.
(c) At any time prior . Any redemption pursuant to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if anythis paragraph 5 shall be made, to the date of redemptionextent applicable, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date.
(d) Any optional redemption provided for in the Note shall be made pursuant to the provisions of Section 3.01 Sections 3.02 through 3.06 3.07 of the Indenture, as supplemented by the Supplemental Indenture.
Appears in 1 contract
Sources: Sixth Supplemental Indenture (Chesapeake Energy Corp)
Optional Redemption. (a) At any time prior to June 15, 2014, the Issuer may on any one or more occasions redeem (i) up to 35% of the aggregate principal amount of Euro Notes issued under this Indenture at a redemption price equal to 110.000% of the principal amount of the Euro Notes redeemed and/or (ii) up to 35% of the aggregate principal amount of Dollar Notes issued under this Indenture at a redemption price equal to 109.625% of the principal amount of the Dollar Notes redeemed, in each case, upon not less than 30 nor more than 60 days’ notice, plus accrued and unpaid interest and Additional Amounts, if any, to the date of redemption (subject to the rights of Holders on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering of (i) the Parent or (ii) any Parent Holdco of the Parent to the extent the proceeds from such Equity Offering are contributed to the Issuer’s common equity capital or are paid to the Issuer as consideration for the issuance of ordinary shares of the Issuer; provided that:
(1) at least 65% of the aggregate principal amount of the Euro Notes if Euro Notes are being redeemed, or at least 65% of the aggregate principal amount of the Dollar Notes if Dollar Notes are being redeemed originally issued under this Indenture (in each case, excluding Notes held by the Parent and its 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.
(b) At any time prior to June 15, 2014, the Issuer may during each 12-month period commencing with the Issue Date redeem up to 10% of the original aggregate principal amount of the Euro Notes and/or Dollar Notes at its option, from time to time, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the relevant Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to the date of redemption (subject to the rights of Holders on the relevant record date to receive interest due on the relevant interest payment date).
(c) At any time prior to June 15, 2014, the Issuer may on any one or more occasions redeem all or a part of the Euro Notes and/or the Dollar Notes upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the relevant Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest and Additional Amounts, if any, to the date of redemption (subject to the rights of Holders on the relevant record date to receive interest due on the relevant interest payment date).
(d) Except pursuant to clause (bSection 3.07(a), Section 3.07(b), Section 3.07(c) and (c) of this Paragraph 5except pursuant to Section 3.08 and Section 3.11, the Notes will not be redeemable at the Issuer’s option prior to August June 15, 2021. 2014.
(e) On or after August June 15, 20212014, the Company Issuer may on any one or more occasions redeem all or a part of the Euro Notes and/or the Dollar Notes upon not less than 15 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below below, plus accrued and unpaid interest and Additional InterestAmounts, if any, on the relevant Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date)redemption, if redeemed during the twelve-month period beginning on August June 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring date: Year Redemption Price 2014 107.500 % 107.219 % 2015 105.000 % 104.813 % 2016 102.500 % 102.406 % 2017 and thereafter 100.000 % 100.000 % Unless the Issuer defaults in the payment of the redemption price, interest will cease to accrue on the Notes or prior to portions thereof called for redemption on the applicable redemption date.
(df) Any optional redemption provided for in the Note pursuant to this Section 3.07 shall be made pursuant to the provisions of Section Sections 3.01 through 3.06 hereof. Any redemption and notice may, in the Issuer’s discretion, be subject to the satisfaction of the Indentureone or more conditions precedent.
Appears in 1 contract
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5The Notes may be redeemed, the Notes will not be redeemable prior to August 15, 2021. On in whole or after August 15, 2021, the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ noticein part, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August April 15, 20212014, at the Company may on any one or more occasions redeem up to 35% option of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the NotesManTech, upon not less than 15 30 nor more than 60 days’ prior notice sent electronically or mailed by first-class mail to each Holder’s registered address, at a redemption price Redemption Price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interestinterest, if any, to to, the applicable redemption date of redemption, (subject to the rights right of Holders holders of record on the Notes on any relevant record date to receive interest due on the relevant interest payment date).
(b) The Notes are subject to redemption, at the option of ManTech, in whole or in part, at any time on or after April 15, 2014, upon not less than 30 nor more than 60 days’ notice at the following Redemption Prices (expressed as percentages of the principal amount to be redeemed) set forth below, plus accrued and unpaid interest, if any, to, but not including, the redemption date occurring (subject to the right 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.), if redeemed during the 12-month period beginning April 15 of the years indicated: 2014 103.625 % 2015 101.813 % 2016 and thereafter 100.000 %
(dc) Any In addition to the optional redemption provided for of the Notes in the Note shall be made pursuant to accordance with the provisions of Section 3.01 through 3.06 the preceding paragraph, prior to April 15, 2013, ManTech may, with the net proceeds of one or more Qualified Equity Offerings, redeem up to 35% of the Indentureaggregate principal amount of the outstanding Notes (including Additional Notes) at a Redemption Price equal to 107.250% of the principal amount thereof, together with accrued and unpaid interest thereon, if any, to the date of redemption; 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 ManTech or its Subsidiaries) and that any such redemption occurs within 90 days following the closing of any such Qualified Equity Offering.
Appears in 1 contract
Optional Redemption. (a) At any time prior to August 15, 2024, the Company may on any one or more occasions redeem up to 40% of the aggregate principal amount of the Notes, upon not less than 10 nor more than 60 days’ notice, at a redemption price equal to 103.875% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the redemption date, with an amount equal to the net cash proceeds of one or more equity offerings, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date; provided that:
(i) at least 50% of the aggregate principal amount of Notes originally issued under the Second Supplemental Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(ii) the redemption occurs within 180 days of the date of the closing of such equity offering.
(b) At any time prior to February 15, 2027, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 10 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as calculated by the Company, as of, and accrued and unpaid interest, if any, to the applicable date of redemption, subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to clause (b) and (c) of this Paragraph 5the preceding paragraphs, the Notes will not be redeemable at the Company’s option prior to August February 15, 2021. 2027.
(d) On or after August February 15, 20212027, the Company may on any one or more occasions redeem all or a part of the Notes Notes, upon not less than 15 10 nor more than 60 days’ prior notice, at the redemption prices (expressed as percentages of principal amount) set forth below below, plus accrued and unpaid interest and Additional Interestinterest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date)redemption, if redeemed during the twelve-month period beginning on August February 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior date: 2027 101.938% 102.188% 2028 101.292% 101.458% 2029 100.646% 100.729% 2030 and thereafter 100.000% 100.000% Any redemption pursuant to the redemption date.
(d) Any optional redemption provided for in the Note this Section 5 shall be made pursuant to the provisions of Section Sections 3.01 through 3.06 3.07 of the Second Supplemental Indenture.
Appears in 1 contract
Optional Redemption. (a) At any time prior to June 15, 2014, the Issuer may on any one or more occasions redeem up to 35% of the aggregate principal amount of Dollar Notes issued under the Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 109.625% of the principal amount of the Dollar Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to the date of redemption (subject to the rights of Holders on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering of (i) the Parent or (ii) any Parent Holdco of the Parent to the extent the proceeds from such Equity Offering are contributed to the Issuer’s common equity capital or are paid to the Issuer as consideration for the issuance of ordinary shares of the Issuer; provided that:
(A) at least 65% of the aggregate principal amount of Dollar Notes originally issued under the Indenture (excluding Notes held by the Issuer and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(B) the redemption occurs within 120 days of the date of the closing of such Equity Offering.
(b) At any time prior to June 15, 2014, the Issuer may during each 12-month period commencing with the Issue Date redeem up to 10% of the original aggregate principal amount of the Dollar Notes at its option, from time to time, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Dollar Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to the date of redemption (subject to the rights of Holders on the relevant record date to receive interest due on the relevant interest payment date).
(c) At any time prior to June 15, 2014, the Issuer may on any one or more occasions redeem all or a part of the Dollar Notes upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest and Additional Amounts, if any, to the date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant interest payment date.
(d) Except pursuant to clause subparagraphs (a), (b) and (c) of this Paragraph 55 and pursuant to Paragraph 6 and Paragraph 7, the Dollar Notes will not be redeemable at the Issuer’s option prior to August June 15, 2021. 2014.
(e) On or after August June 15, 20212014, the Company Issuer may on any one or more occasions redeem all or a part of the Notes Dollar Notes, upon not less than 15 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below below, plus accrued and unpaid interest and Additional InterestAmounts, if any, on the Dollar Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August June 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to date: Year Redemption Price 2014 107.219 % 2015 104.813 % 2016 102.406 % 2017 and thereafter 100.000 % 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.
(d) . Any optional redemption provided for in pursuant to Section 3.07 of the Note Indenture shall be made pursuant to the provisions of Section Sections 3.01 through 3.06 of the Indenture. Any redemption and notice may, in the Issuer’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 1 contract
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5After January 1, 2011, the Notes will not be redeemable prior Issuers are entitled to August 15, 2021. On or after August 15, 2021, the Company may redeem all or part or, from time to time, a portion of the Notes upon not less than 15 30 nor more than 60 days’ notice, at the redemption prices (expressed as in percentages of then outstanding principal amount) set forth below amount on the redemption date), plus accrued and unpaid interest and Additional Interestinterest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights right of Holders holders of record on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve12-month period beginning commencing on August 15 January 1 of the years indicated set forth below: 2021 103.000 2011 109.000% 2022 102.000 2012 104.500% 2023 101.000 % 2024 2013 and thereafter 100.000 %
(b) At any time prior 100.000% Prior to August 15January 1, 20212011, the Company may Issuers are entitled on any one or more occasions to redeem up Notes in an aggregate principal amount not to exceed 35% of the originally issued aggregate principal amount of the Notes (including any Payment-in-Kind Notes issued to the date of redemption) at a redemption price (expressed as a percentage of 106.000% then outstanding principal amount on the redemption date) of the principal amount118.0%, plus accrued and unpaid interest and Additional Interestthereon, if any, to (but excluding) the redemption date, date (subject to the rights right of Holders holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant 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 Company or the Parent (to the extent the net proceeds thereof are contributed to the equity capital of the Company (other than in the form of Disqualified Stock) or are used to purchase Capital Stock of the Company (other than Disqualified Stock)); provided, however, that
(1) at least 65% of the originally issued aggregate principal amount of Notes remains outstanding immediately after the occurrence of each such redemption (other than Notes held, directly or indirectly, by the Issuers or its Affiliates); and
(2) each such redemption occurs within 180 days after the closing of the related Equity Offering. The foregoing shall not impact the terms of any Reimbursement Offer. At any time prior to January 1, 2011, the Issuers may also redeem on one or more occasions all or a portion of the Notes upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the then outstanding principal amount of Notes redeemed plus the Applicable Premium (calculated as of a date occurring no more than three Business Days prior to the relevant redemption notice) as of the date of redemption. On and after any Redemption Date, if money sufficient to pay the redemption price of and accrued interest on or prior Notes called for redemption shall have been made available in accordance with the terms of the Indenture, the Notes called for redemption will cease to accrue interest and the only right of the holders of such Notes will be to receive payment of the redemption price of and, subject to the terms of the Indenture, accrued and unpaid interest on such Notes to the redemption date.
(d) Any optional redemption provided for in the Note shall be made pursuant to the provisions of Section 3.01 through 3.06 of the Indenture.
Appears in 1 contract
Optional Redemption. (a) At any time prior to March 15, 2023, the Company may on any one or more occasions redeem up to 40% of the aggregate principal amount of the Notes, upon not less than 10 nor more than 60 days’ prior notice, at a redemption price equal to 104.750% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the redemption date, with an amount equal to the net cash proceeds of one or more Equity Offerings, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date; provided that:
(1) at least 50% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by the Company, its Subsidiaries and parent entities) 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.
(b) At any time prior to March 15, 2023, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 10 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to 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) Except pursuant to clause (b) and (c) of this Paragraph 5the preceding paragraphs, the Notes will not be redeemable at the Company’s option prior to August March 15, 2021. 2023.
(d) On or after August March 15, 20212023, the Company may on any one or more occasions redeem all or a part of the Notes Notes, upon not less than 15 10 nor more than 60 days’ prior notice, at the redemption prices (expressed as percentages of principal amount) set forth below below, plus accrued and unpaid interest and Additional Interestinterest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date)redemption, if redeemed during the twelve12-month period beginning on August March 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Dateinterest payment date: Year Percentage 2023 103.563 % 2024 102.375 % 2025 101.188 % 2026 and thereafter 100.000 %
(e) Any redemption pursuant to this Section 3.07 shall be made pursuant to the provisions of Sections 3.01 through 3.06 hereof.
(f) The provisions of this Article 3 do not prohibit the Company or its affiliates from acquiring the Notes in market transactions by means other than a redemption, whether pursuant to a tender offer or otherwise.
(g) Notwithstanding anything to the contrary in this Article 3, in connection with any tender offer for, or other offer to purchase, the Net Cash Proceeds Notes, if Holders of one or more Public Equity Offerings; provided that (i) at least 65not less than 90.0% of the in aggregate principal amount of the outstanding Notes remains outstanding immediately after validly tender and do not withdraw such Notes in such tender offer (or other offer to purchase) and the occurrence Company, or any third party making such a tender offer (or other offer to purchase) in lieu of the Company, purchases all of the Notes validly tendered and not withdrawn by such redemption (excluding Notes held by Holders, the Company and its Subsidiaries); and (ii) will have the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notesright, upon not less than 15 10 nor more than 60 days’ prior notice sent notice, given not more than 30 days following such tender offer expiration date (or purchase date pursuant to each Holdersuch other offer), to redeem all Notes that remain outstanding following such purchase at a redemption price in cash equal to 100% of the principal amount of price paid to each other Holder (excluding any early tender, incentive or similar fee) in such tender offer (or other offer to purchase), plus, to the Notes redeemed plus extent not included in the Applicable Premium as of the date of redemptiontender offer payment (or payment pursuant to another offer to purchase), and accrued and unpaid interest and Additional Interestinterest, if any, to the date of redemption. In determining whether the Holders of at least 90.0% of the aggregate principal of the then outstanding Notes have validly tendered and not withdrawn such Notes in a tender offer or other offer to purchase, subject such calculation shall include all Notes owned by an Affiliate of the Company (notwithstanding any provision of this Indenture to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption datecontrary).
(d) Any optional redemption provided for in the Note shall be made pursuant to the provisions of Section 3.01 through 3.06 of the Indenture.
Appears in 1 contract
Sources: Indenture (Clearway Energy, Inc.)
Optional Redemption. (a) Except pursuant to clause (b) and Section 4.07(b), (c) of this Paragraph 5or (d) or Section 5.15(e), the Notes will not be redeemable prior to August 15, 2021. On or after August 15, 2021, the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %Company’s option.
(b) At any time prior to August 151, 20212017, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued hereunder at a redemption price of 106.000equal to 105.75% of the principal amountamount of the Notes redeemed, plus accrued and unpaid interest and Additional Interest, if anyinterest, to the date of redemption date, (subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Dateinterest payment date), with an amount of cash not greater than the Net Cash Proceeds net cash proceeds of one or more Public an Equity OfferingsOffering; provided that that:
(i1) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption originally issued hereunder (excluding Notes held by the Company and its Subsidiaries)) remains outstanding immediately after the occurrence of such redemption; and and
(ii2) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 151, 2021 2018, the Company may also on any one or more occasions redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, Notes at a redemption price equal to the sum of 100% of the principal amount of the Notes redeemed redeemed, plus the Applicable Premium as of the date of redemptionredemption date, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any the relevant record date to receive interest due on the relevant interest payment date occurring that is on or prior to the redemption date.
(d) Any optional On or after August 1, 2018, the Company may on any one or more occasions redeem all or a part of the Notes at the redemption provided for prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest on the Notes redeemed, to the applicable redemption date, if redeemed during the twelve-month period beginning on August 1 of the years indicated below, subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date that is on or prior to the redemption date: 2018 102.875 % 2019 101.438 % 2020 and thereafter 100.000 %
(e) Unless the Company defaults in the Note payment of the redemption price, or the redemption is conditioned upon the completion of an Equity Offering pursuant to clause (b) of this Section 4.07 and such offering is not so completed, 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 4.07 shall be made pursuant to the provisions of Section 3.01 Sections 4.01 through 3.06 of the Indenture4.06.
Appears in 1 contract
Sources: First Supplemental Indenture (Bonanza Creek Energy, Inc.)
Optional Redemption. (a) At any time prior to February 15, 2029, the Company may on any one or more occasions redeem up to 40% of the aggregate principal amount of 2034 Notes issued under the Indenture (including any Additional Notes in respect thereof), upon not less than 10 nor more than 60 days’ notice, at a redemption price equal to 107.875% of the principal amount of 2034 Notes redeemed, plus accrued and unpaid interest, if any, to the redemption date (subject to the right of Holders of record on the relevant record date to receive interest due on an interest payment date that is on or prior to the redemption date), with an amount equal to all or a portion of the net cash proceeds of one or more Equity Offerings, provided that:
(i) at least 60% of the aggregate principal amount of the 2034 Notes issued under the Indenture (including any Additional Notes in respect thereof) remains outstanding immediately after the occurrence of such redemption (excluding 2034 Notes held by the Company and its Subsidiaries); and
(ii) the redemption occurs within 180 days of the date of the closing of such Equity Offering.
(b) Prior to February 15, 2029, the Company may on any one or more occasions redeem all or a part of the 2034 Notes, upon not less than 10 nor more than 60 days’ notice, at a redemption price equal to:
(i) the principal amount thereof; plus
(ii) the Make Whole Premium for the 2034 Notes at the redemption date; plus
(iii) accrued and unpaid interest, if any, to the redemption date (subject to the right of Holders of record on the relevant record date to receive interest due on an interest payment date that is on or prior to the redemption date).
(c) Except pursuant to clause (b) and (c) of this Paragraph 5the preceding paragraphs, the 2034 Notes will not be redeemable at the Company’s option prior to August February 15, 2021. 2029.
(d) On or after August February 15, 20212029, the Company may on any one or more occasions redeem all or a part of the Notes 2034 Notes, upon not less than 15 10 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below below, plus accrued and unpaid interest and Additional Interestinterest, if any, on the 2034 Notes to be redeemed, to the applicable date of redemption date (subject to the rights of Holders of on the Notes on any relevant record date to receive interest due on the relevant an interest payment date occurring that is on or prior to the redemption date), if redeemed during the twelve-twelve month period beginning on August February 15 of the years indicated below: 2021 103.000 Year Percentage 2029 103.938% 2022 102.000 2030 101.969% 2023 101.000 % 2024 2031 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, 100.000% Unless the Company may on any one or more occasions redeem up to 35% defaults in the payment of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amountprice, plus accrued and unpaid interest and Additional Interest, if any, will cease to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due accrue on the relevant Interest Payment Date, with the Net Cash Proceeds of one 2034 Notes or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such portions thereof called for redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the applicable redemption date.
(d) Any optional redemption provided for in the Note shall be made pursuant to the provisions of Section 3.01 through 3.06 of the Indenture.
Appears in 1 contract
Sources: Indenture (CVR Energy Inc)
Optional Redemption. (a) Except pursuant At any time prior to clause January 15, 2020 (bin the case of the 2023 Notes), February 15, 2021 (in the case of the 2026 Notes) and or March 15, 2021(in the case of the 2028 Notes), the Issuers may, on one or more occasions, redeem up to 35% of the aggregate principal amount of the Notes of such series issued under this Indenture at a redemption price of 104.875% (cin the case of the 2023 Notes), 105.500% (in the case of the 2026 Notes) or 105.875% (in the case of the 2028 Notes) of this Paragraph 5the principal amount of the Notes of such series redeemed, plus accrued and unpaid interest and Additional Interest, if any, to, but excluding, the Notes will not be redeemable date of redemption (the “Redemption Date”), subject to the right of Holders of record on the relevant record date to receive interest due on an interest payment date that is on or prior to August the Redemption Date, in an amount not greater than the net cash proceeds of one or more Equity Offerings; provided that:
(1) at least 65% of the aggregate principal amount of the Notes of such series issued under this Indenture remains outstanding immediately after the occurrence of such redemption (excluding Notes held by Sunoco LP and its Subsidiaries); and
(2) the redemption occurs within 180 days of the date of the closing of each such Equity Offering.
(1) On and after January 15, 2021. On or after August 15, 20212020, the Company may Issuers may, on one or more occasions, redeem all or a part of the 2023 Notes upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below below, plus accrued and unpaid interest and Additional Interest, if any, on the 2023 Notes redeemed, redeemed to the applicable redemption date Redemption Date (subject to the rights right of Holders of record on the Notes on any relevant record date to receive interest due on the relevant an interest payment date occurring that is on or prior to the redemption dateRedemption Date), if redeemed during the twelve-month period beginning on August January 15 of the years indicated below: 2020 102.438 % 2021 103.000 101.219 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b2) At any time prior to August On and after February 15, 2021, the Company may Issuers may, on any one or more occasions occasions, redeem up to 35% all or a part of the aggregate principal amount of 2026 Notes at a the redemption price prices (expressed as percentages of 106.000% of the principal amount) set forth below, plus accrued and unpaid interest and Additional Interest, if any, on the 2026 Notes redeemed to the redemption date, applicable Redemption Date (subject to the rights right of Holders of such Notes record on any the relevant record date to receive interest due on an interest payment date that is on or prior to the relevant Interest Payment Redemption Date), with if redeemed during the Net Cash Proceeds twelve-month period beginning on February 15 of the years indicated below: 2021 102.750 % 2022 101.375 % 2023 and thereafter 100.000 %
(3) On and after March 15, 2023, the Issuers may, on one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15occasions, 2021 the Company may also redeem all or a part of the Notes2028 Notes at the redemption prices (expressed as percentages of principal amount) set forth below, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, on the 2028 Notes redeemed to the date of redemption, applicable Redemption Date (subject to the rights right of Holders of record on the Notes on any relevant record date to receive interest due on the relevant an interest payment date occurring that is on or prior to the Redemption Date), if redeemed during the twelve-month period beginning on March 15 of the years indicated below: 2023 102.938 % 2024 101.958 % 2025 100.979 % 2026 and thereafter 100.000 %
(c) Prior to January 15, 2020 (in the case of the 2023 Notes), February 15, 2021 (in the case of the 2026 Notes) or March 15, 2023 (in the case of the 2028 Notes), the Issuers may, on one or more occasions, redeem all or part of the Notes of such series at a redemption dateprice equal to the sum of the principal amount thereof, plus the Applicable Premium, plus accrued and unpaid interest, if any, to, but excluding, the Redemption Date (subject to the right of Holders of record on the relevant record date to receive interest due on an interest payment date that is on or prior to the Redemption Date).
(d) Any optional redemption provided for in the Note pursuant to this Section 3.07 shall be made pursuant to the provisions of Section Sections 3.01 through 3.06 of the Indenturehereof.
Appears in 1 contract
Sources: Indenture (Sunoco LP)
Optional Redemption. (a) At any time prior to February 15, 2017, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under the Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.875% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Additional Interest, if any, to the date of redemption (subject to the rights of Holders of Notes on a relevant record date to receive interest on an Interest Payment Date occurring on or prior to the redemption date) with the net cash proceeds of an Equity Offering by the Company or contribution to the Company’s common equity capital made with the net cash proceeds of a concurrent Equity Offering by any direct or indirect parent company of the Company; provided that:
(A) at least 65% of the aggregate principal amount of Notes originally issued under the Indenture (excluding Notes held by the Company, any direct or indirect parent of the Company and its Affiliates) remain outstanding immediately after the occurrence of such redemption; and
(B) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to February 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 a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders on a relevant record date to receive interest due on an Interest Payment Date occurring on or prior to the redemption date.
(c) Except pursuant to clause the preceding paragraphs (ba) and (c) of this Paragraph 5b), the Notes will not be redeemable at the Company’s option prior to August February 15, 2021. 2017.
(d) On or after August February 15, 20212017, the Company may on any one or more occasions redeem all or a part of the Notes Notes, upon not less than 15 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below below, plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (of redemption, if redeemed during the 12-month period beginning on February 15 of the years indicated below, subject to the rights of Holders of the Notes on any a relevant record date to receive interest due on the relevant interest payment date an Interest Payment Date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 Year Percentage 2017 106.656 % 2022 102.000 2018 104.438 % 2023 101.000 2019 102.219 % 2024 2020 and thereafter 100.000 %
% In connection with any redemption of the Notes (b) At including with the net cash proceeds of an Equity Offering), any time prior such redemption may, at the Company’s discretion, be subject to August 15, 2021, the Company may on any one or more occasions redeem up to 35% conditions precedent. Unless the Company defaults in the payment of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amountprice, plus accrued and unpaid interest and Additional Interest, if any, will cease to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due accrue on the relevant Interest Payment Date, with the Net Cash Proceeds of one Notes or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such portions thereof called for redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the applicable redemption date.
(d) Any optional redemption provided for in the Note shall be made pursuant to the provisions of Section 3.01 through 3.06 of the Indenture.
Appears in 1 contract
Sources: Indenture (BioScrip, Inc.)
Optional Redemption. (a) Except pursuant At any time prior to clause January 15, 2007, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture at a redemption price of 110.50% of the principal amount thereof, plus accrued and unpaid interest and Special Interest, if any, to the redemption date, with the net cash proceeds of one or more Equity Offerings of the Company or a contribution to the Company's common equity capital made with the net cash proceeds of a concurrent Equity Offering of Parent; provided that:
(1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 180 days of the date of the closing of such Equity Offering. At any time prior to January 15, 2008, the Company may also redeem all or a part of the Notes, upon not less than 30 nor more than 60 days' prior notice, mailed by first-class mail to each Holder's registered address, at a redemption price equal to 100% of the principal amount of Notes redeemed plus the Applicable Premium as of, and accrued and unpaid interest and Special Interest, if any, to the date of redemption (the "Redemption Date"), subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date.
(b) and (c) of this Paragraph 5, the Notes will not be redeemable prior to August 15, 2021. On or after August January 15, 20212008, the Company may redeem all or a part of the Notes upon not less than 15 30 nor more than 60 days’ ' notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Special Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date.:
(c) Year Percentage ---- ---------- 2008................................... 105.250% 2009................................... 102.625% 2010 and thereafter.................... 100.000%
(d) Any optional redemption provided for in the Note pursuant to this Section 3.07 shall be made pursuant to the provisions of Section 3.01 through 3.06 hereof. Unless the Company defaults in the payment of the Indentureredemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
Appears in 1 contract
Optional Redemption. (a) At any time prior to June 15, 2014, the Issuer may on any one or more occasions redeem up to 35% of the aggregate principal amount of Euro Notes issued under the Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 110.000% of the principal amount of the Euro Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to the date of redemption (subject to the rights of Holders on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering of (i) the Parent or (ii) any Parent Holdco of the Parent to the extent the proceeds from such Equity Offering are contributed to the Issuer’s common equity capital or are paid to the Issuer as consideration for the issuance of ordinary shares of the Issuer; provided that:
(A) at least 65% of the aggregate principal amount of Euro Notes originally issued under the Indenture (excluding Notes held by the Issuer and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(B) the redemption occurs within 120 days of the date of the closing of such Equity Offering.
(b) At any time prior to June 15, 2014, the Issuer may during each 12-month period commencing with the Issue Date redeem up to 10% of the original aggregate principal amount of the Euro Notes at its option, from time to time, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 103% of the principal amount of the Euro Notes redeemed, plus accrued and unpaid interest and Additional Amounts, if any, to the date of redemption (subject to the rights of Holders on the relevant record date to receive interest due on the relevant interest payment date).
(c) At any time prior to June 15, 2014, the Issuer may on any one or more occasions redeem all or a part of the Euro Notes upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest and Additional Amounts, if any, to the date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant interest payment date.
(d) Except pursuant to clause subparagraphs (a), (b) and (c) of this Paragraph 55 and pursuant to Paragraph 6 and Paragraph 7, the Euro Notes will not be redeemable at the Issuer’s option prior to August June 15, 2021. 2014.
(e) On or after August June 15, 20212014, the Company Issuer may on any one or more occasions redeem all or a part of the Notes Euro Notes, upon not less than 15 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below below, plus accrued and unpaid interest and Additional InterestAmounts, if any, on the Euro Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August June 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to date: Year Redemption Price 2014 107.500 % 2015 105.000 % 2016 102.500 % 2017 and thereafter 100.000 % 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.
(d) . Any optional redemption provided for in pursuant to Section 3.07 of the Note Indenture shall be made pursuant to the provisions of Section Sections 3.01 through 3.06 of the Indenture. Any redemption and notice may, in the Issuer’s discretion, be subject to the satisfaction of one or more conditions precedent.
Appears in 1 contract
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable prior to August 15, 2021. On or after August 15, 2021, the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time and from time to time on or after the Issue Date and prior to August February 15, 20212022, the Company Issuer may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and in whole or in part, at its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notesoption, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes to be redeemed plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interestinterest, if any, to the date of redemptionto, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to but excluding, the redemption date.
(db) Any optional At any time and from time to time on or after February 15, 2022, the Issuer may redeem the Notes in whole or in part, upon not less than 15 nor more than 60 days’ notice at a redemption provided for in the Note shall be made pursuant price equal to the provisions percentage of Section 3.01 through 3.06 principal amount set forth below plus accrued and unpaid interest, if any, on the Notes redeemed, to, but excluding, the applicable date of redemption, if redeemed during the twelve-month period beginning on February 15 of the Indentureyears indicated below: 2022 103.313 % 2023 101.656 % 2024 and thereafter 100.000 %
(c) At any time and from time to time on or after the Issue Date and prior to February 15, 2022, the Issuer may redeem Notes with the net cash proceeds received by the Issuer from any Equity Offering (other than Excluded Contributions) at a redemption price (expressed as a percentage of principal amount) equal to 106.625% plus accrued and unpaid interest, 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 (including Additional Notes); provided that:
(1) in each case the redemption takes place not later than 180 days after the closing of the related Equity Offering; and
(2) not less than 50% of the sum of the aggregate principal amount of the Notes originally issued under the Indenture on the Issue Date and any Additional Notes originally issued under the Indenture after the Issue Date remains outstanding immediately thereafter (excluding Notes held by Holdings, Issuer or any of its Restricted Subsidiaries).
Appears in 1 contract
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable prior to August 15, 2021. On or after August 15, 2021, the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15April 1, 20212017, the Company Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under the Indenture, upon notice as provided in the Indenture, at a redemption price of 106.000equal to 106.750% of the principal amountamount of the Notes redeemed, plus accrued and unpaid interest and Additional Interestinterest, if any, to the date of redemption date, (subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Date), with an amount of cash not greater than the Net Cash Proceeds net cash proceeds of one or more Public an Equity Offerings; Offering, provided that that:
(iA) at least 65% of the aggregate principal amount of Notes originally issued under the Notes remains outstanding immediately after the occurrence of such redemption Indenture (excluding Notes held by the Company and its Subsidiaries)) remains outstanding immediately after the occurrence of such redemption; and and
(iiB) the redemption occurs within 90 180 days of after the date of the closing of such Public Equity Offering.
(cb) At any time prior to August 15April 1, 2021 2017, the Company Issuers may also on any one or more occasions redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holderas provided in the Indenture, at a redemption price equal to 100% of the principal amount of the Notes redeemed redeemed, plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interestinterest, if any, to the date of redemption, subject to the rights of Holders of on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior Interest Payment Date.
(c) The Issuers may redeem all (but not a portion of) the then outstanding Notes when permitted by, and pursuant to the redemption dateconditions in, Section 4.15(e) of the Indenture.
(d) Any optional redemption provided for in the Note shall be made Except pursuant to the provisions of Section 3.01 through 3.06 preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to April 1, 2017.
(e) On or after April 1, 2017, the Issuers may on any one or more occasions redeem all or a part of the Notes, upon notice as provided in the Indenture, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any, on the Notes redeemed, to the applicable redemption date, if redeemed during the twelve-month period beginning on April 1 of the years indicated below, subject to the rights of Holders on the relevant record date to receive interest on the relevant Interest Payment Date: 2017 105.063 % 2018 103.375 % 2019 101.688 % 2020 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
Appears in 1 contract
Sources: Indenture (Jones Energy, Inc.)
Optional Redemption. (a) Except pursuant to clause as set forth in subparagraphs (b), (d) and (ce) of this Paragraph 5, the Notes will shall not be redeemable at the Company’s option prior to August 15November 1, 20212027. On or after August 15November 1, 20212027, the Company may redeem all or a part of the Notes upon not less than 15 10 nor more than 60 days’ noticenotice to the Holders, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interestinterest, if any, on the Notes redeemed, to to, but excluding, the applicable redemption date (subject to the rights of Holders of the Notes on any the relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 November 1 of the years indicated below: 2021 103.000 2027 103.188% 2022 102.000 2028 101.594% 2023 101.000 % 2024 2029 and thereafter 100.000 %100.000% Unless the Company defaults in the payment of the redemption price, interest shall cease to accrue on the Notes or portions thereof called for redemption on and after the applicable redemption date.
(b) At Notwithstanding the provisions of subparagraph (a) of this Paragraph 5, at any time prior to August 15November 1, 20212027, the Company may on any one or more occasions redeem up to 3540% of the aggregate principal amount of Notes issued under the Indenture upon not less than 10 nor more than 60 days’ prior notice to the Holders at a redemption price of 106.000106.375% of the principal amountamount thereof, plus accrued and unpaid interest and Additional Interestinterest, if any, to to, but excluding, the redemption date, subject to the rights of Holders of such Notes record on any the relevant record date to receive interest due on the relevant Interest Payment Dateinterest payment date, with the Net Cash Proceeds net cash proceeds of one or more Public Equity OfferingsOfferings of the Company; provided that (i1) at least 6560% of the aggregate principal amount of Notes originally issued under the Notes remains outstanding immediately after the occurrence of such redemption Indenture (excluding Notes held by the Company and its Subsidiaries); ) remains outstanding immediately after the occurrence of such redemption, and (ii2) the redemption occurs within 90 120 days of the date of the closing of such Public Equity Offering.
(c) Any redemption or notice of any redemption with the proceeds of an Equity Offering pursuant to the prior paragraph may, at the Company’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of such Equity Offering and may be given prior to the completion thereof.
(d) At any time prior to August 15November 1, 2021 2027, the Company may also redeem all or a part of the Notes, Notes upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, as described in Section 3.03 of the Indenture at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium for such Notes as of the date of redemptionof, and accrued and unpaid interest and Additional Interestinterest, if any, to, but excluding the redemption date, subject to the rights of Holders of record on the relevant record date to receive interest due on the relevant interest payment date.
(e) If Holders of not less than 90% in aggregate principal amount of the then outstanding Notes validly tender and do not withdraw such Notes in a Change of Control Offer or other tender offer and the Company, or any third party making a Change of Control Offer or other tender offer as described in the Indenture, purchases all of the Notes validly tendered and not withdrawn by such Holders, the Company or such third party will have the right, upon not less than 10 nor more than 30 days’ prior notice to the Holders, given not more than 15 days following such purchase pursuant to the Change of Control Offer or other tender offer described in the Indenture, to redeem all Notes that remain outstanding following such purchase at a redemption price in cash equal to the applicable purchase price plus, to the extent not included in the purchase price, accrued but unpaid interest, if any, to, but excluding, the date of redemption, subject to the rights of Holders of the Notes on any the relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date.
(df) Any optional redemption provided for described above or notice thereof may, at the Company’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of a corporate transaction or other event. If any redemption is so subject to the satisfaction of one or more conditions precedent, the notice thereof shall describe each such condition and, if applicable, shall state that, in the Note Company’s discretion, the redemption date may be delayed until such time as any or all such conditions shall be made pursuant satisfied (or waived by the Company in its sole discretion), and/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 (or waived by the Company in its sole discretion) by the redemption date, or by the redemption date as so delayed, and/or that such notice may be rescinded at any time by the Company if the Company determines in its sole discretion that any or all of such conditions will not be satisfied (or waived). For the avoidance of doubt, if any redemption date shall be delayed as contemplated by this paragraph and the terms of the applicable notice of redemption, such redemption date as so delayed may occur, subject to the provisions applicable procedures of Section 3.01 through 3.06 DTC, at any time after the original redemption date set forth in the applicable notice of redemption and after the satisfaction (or waiver) of any applicable conditions precedent, including, without limitation, on a date that is less than 10 days after the original redemption date or more than 60 days after the applicable notice of redemption. In addition, the Company may provide in such notice that payment of the Indentureredemption price and performance of the Company’s obligations with respect to such redemption may be performed by another Person.
Appears in 1 contract
Sources: Indenture (Patrick Industries Inc)
Optional Redemption. (a) At any time prior to March 15, 2023, the Company may on any one or more occasions redeem up to 40% of the aggregate principal amount of the Notes, upon not less than 10 nor more than 60 days’ notice, at a redemption price equal to 104.750% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to the redemption date, with an amount equal to the net cash proceeds of one or more Equity Offerings, subject to the rights of Holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date; provided that:
(i) at least 50% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by the Company, its Subsidiaries and parent entities) remains outstanding immediately after the occurrence of such redemption; and
(ii) the redemption occurs within 180 days of the date of the closing of such equity offering.
(b) At any time prior to March 15, 2023, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 10 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to the applicable date of redemption, subject to the rights of Holders on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to clause (b) and (c) of this Paragraph 5the preceding paragraphs, the Notes will not be redeemable at the Company’s option prior to August March 15, 2021. 2023.
(d) On or after August March 15, 20212023, the Company may on any one or more occasions redeem all or a part of the Notes Notes, upon not less than 15 10 nor more than 60 days’ prior notice, at the redemption prices (expressed as percentages of principal amount) set forth below below, plus accrued and unpaid interest and Additional Interestinterest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date)redemption, if redeemed during the twelve-month period beginning on August March 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date.: 2023 103.563 % 2024 102.375 % 2025 101.188 % 2026 and thereafter 100.000 %
(de) Any optional redemption provided for in the Note pursuant to this Section 5 shall be made pursuant to the provisions of Section Sections 3.01 through 3.06 of the Indenture.
(f) The provisions of Article 3 of the Indenture do not prohibit the Company or its affiliates from acquiring the Notes in market transactions by means other than a redemption, whether pursuant to a tender offer or otherwise.
Appears in 1 contract
Sources: Indenture (Clearway Energy, Inc.)
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable prior to August 15, 2021. On or after August July 15, 20212024, the Company may on any one or more occasions redeem all or a part of the 2029 Notes upon not less than 15 10 nor more than 60 days’ prior notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interestinterest, if any, on the 2029 Notes redeemed, to to, but not including, the applicable redemption date (date, if redeemed during the 12-month period beginning on July 15 of the years indicated below, subject to the rights of Holders of the 2029 Notes on any the relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 . 2024 102.875 % 2022 102.000 2025 101.438 % 2023 101.000 % 2024 2026 and thereafter 100.000 %
(b) At any time prior to August 15November 1, 20212027, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the 2033 Notes, upon not less than 15 10 nor more than 60 days’ prior notice sent to each Holdernotice, at a redemption price equal to 100% of the principal amount of the 2033 Notes redeemed plus the Applicable Premium as of calculated by the date of redemptionCompany, as of, and accrued and unpaid interest and Additional Interestinterest, if any, to to, but not including, the date of redemptionredemption date, subject to the rights of Holders of the 2033 Notes on any the relevant record date to receive interest due on the relevant interest payment date. The Trustee shall have no duty to verify the calculation of the Applicable Premium. On or after November 1, 2027, the Company may on any one or more occasions redeem all or a part of the 2033 Notes upon not less than 10 nor more than 60 days’ prior notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest, if any, on the 2033 Notes redeemed to, but not including, the applicable redemption date, if redeemed during the 12-month period beginning on November 1 of the years indicated below, subject to the rights of Holders of 2033 Notes on the relevant record date occurring to receive interest on or the relevant interest payment date. 2027 103.000 % 2028 101.500 % 2029 and thereafter 100.000 % At any time prior to November 1, 2027, the Company may on any one or more occasions redeem up to 40% of the aggregate principal amount of the 2033 Notes, upon not less than 10 nor more than 60 days’ prior notice, at a redemption price equal to 106.00% of the principal amount of the 2033 Notes redeemed, plus accrued and unpaid interest, if any, to, but not including, the redemption date, with an amount equal to the net cash proceeds of one or more equity offerings, subject to the rights of holders of the 2033 Notes on the relevant record date to receive interest due on the relevant interest payment date; provided that:
(1) at least 50% of the aggregate principal amount of the 2033 Notes issued on the Issue Date (excluding 2033 Notes held by the Company 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.
(c) At any time prior to November 1, 2029, the Company may on any one or more occasions redeem all or a part of the 2034 Notes, upon not less than 10 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of 2034 Notes redeemed plus the Applicable Premium as calculated by the Company, as of, and accrued and unpaid interest, if any, to, but not including, the redemption date, subject to the rights of Holders of 2034 Notes on the relevant record date to receive interest due on the relevant interest payment date. The Trustee shall have no duty to verify the calculation of the Applicable Premium. On or after November 1, 2029, the Company may on any one or more occasions redeem all or a part of the 2034 notes upon not less than 10 nor more than 60 days’ prior notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest, if any, on the 2034 Notes redeemed, to, but not including, the applicable redemption date, if redeemed during the 12-month period beginning on November 1 of the years indicated below, subject to the rights of Holders of 2034 Notes on the relevant record date to receive interest on the relevant interest payment date. 2029 103.125 % 2030 101.563 % 2031 and thereafter 100.000 % At any time prior to November 1, 2027, the Company may on any one or more occasions redeem up to 40% of the aggregate principal amount of the 2034 Notes, upon not less than 10 nor more than 60 days’ prior notice, at a redemption price equal to 106.25% of the principal amount of the 2034 Notes redeemed, plus accrued and unpaid interest, if any, to, but not including, the redemption date, with an amount equal to the net cash proceeds of one or more equity offerings, subject to the rights of holders of the 2034 Notes on the relevant record date to receive interest due on the relevant interest payment date; provided that:
(1) at least 50% of the aggregate principal amount of the 2034 Notes issued on the Issue Date (excluding 2034 Notes held by the Company 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.
(d) Any optional Notwithstanding anything to the contrary in this Article 3, in connection with any tender offer for (or other offer to purchase) the Notes of a Series, including a Change of Control Offer, if Holders of not less than 90% in aggregate principal amount of the outstanding Notes of such Series validly tender and do not withdraw such Notes in such tender offer (or other offer to purchase) and the Company, or any third party making such a tender offer (or other offer to purchase) in lieu of the Company, purchases all of the Notes of a Series validly tendered and not withdrawn by such Holders, the Company will have the right, upon not less than 10 nor more than 60 days’ prior notice, given not more than 30 days following such tender offer expiration date (or purchase date pursuant to such other offer), to redeem all Notes of such Series that remain outstanding following such purchase at a redemption provided for price equal to the price paid to each other Holder (excluding any early tender, incentive or similar fee) in such tender offer (or other offer to purchase), plus, to the extent not included in the Note tender offer payment (or payment pursuant to another offer to purchase), accrued and unpaid interest to, but not including, the date of redemption. In determining whether the Holders of at least 90% of the aggregate principal of the then outstanding Notes of such Series have validly tendered and not withdrawn such Notes in a tender offer or other offer to purchase, such calculation shall be made include all Notes owned by an Affiliate of the Company (notwithstanding any provision of this Supplemental Indenture to the contrary). Except pursuant to the provisions of Section 3.01 through 3.06 of preceding paragraphs, the IndentureNotes will not be redeemable at the Company’s option. The Company is not prohibited, however, from acquiring the Notes in market transactions by means other than a redemption, whether pursuant to a tender offer, open market repurchase, privately negotiated transactions or otherwise.
Appears in 1 contract
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5The Notes may be redeemed in whole or in part, the Notes will not be redeemable at any time prior to August September 15, 2021. On or after August 152014, 2021, at the option of the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 30 nor more than 60 days’ prior notice sent mailed by first-class mail to each Holder’s registered address, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interest, if any, to to, the applicable redemption date of redemption, (subject to the rights right of Holders of on the Notes on any relevant record date to receive interest due on the relevant interest payment date).
(b) The Notes are subject to redemption, at the option of the Company, in whole or in part, at any time on or after September 15, 2014, upon not less than 30 nor more than 60 days’ notice, at the following Redemption Prices (expressed as a percentage of the principal amount to be redeemed) set forth below, plus accrued and unpaid interest and Additional Interest, if any, to, but not including, the redemption date occurring (subject to the right 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) if redeemed during the twelve-month period beginning on September 15 of the years indicated below: 2014 105.438 % 2015 102.719 % 2016 and thereafter 100.000 %
(c) In addition to the optional redemption of the Notes in accordance with the provisions of the preceding paragraph, prior to September 15, 2014, the Company may on one or more occasions, with the net cash proceeds of one or more Equity Offerings, redeem up to 35% of the aggregate principal amount of the outstanding Notes at a Redemption Price of 107.25% of the principal amount thereof, plus accrued and unpaid interest and Additional Interest, if any, thereon to the date of redemption (provided that if the Equity Offering is an offering by Parent or any of its direct or indirect parent companies, a portion of the net cash proceeds thereof equal to the amount required to redeem any such Notes is contributed to the equity capital of the Company); provided that at least 65% of the aggregate principal amount of Notes issued under the Indenture (including any Additional Notes) remains outstanding immediately after the occurrence of any such redemption and that any such redemption occurs within 90 days following the closing of any such Equity Offering.
(d) Any optional Notice of any redemption provided for upon an Equity Offering may be given prior to the completion of the related Equity Offering, and any such redemption or notice may, at the Company’s discretion, be subject to one or more conditions precedent, including, but not limited to completion of the related Equity Offering.
(e) The Company may at any time and from time to time purchase Notes in the Note shall be made pursuant to the provisions of Section 3.01 through 3.06 of the Indentureopen market by tender offer, negotiated transactions or otherwise, in accordance with applicable securities laws.
Appears in 1 contract
Sources: Indenture (VWR Funding, Inc.)
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5Effective from the date hereof until October 14, the Notes will not be redeemable prior to August 15, 2021. On or after August 15, 20212013, the Company may redeem all or a part of the Notes Units, at any time and on any one or more occasions, upon not less than 15 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of the sum of principal amount, accrued but unpaid Payment-in-Kind Interest, and default interest that has theretofore been paid in Payment-in-Kind Interest) set forth below below, plus accrued and unpaid cash interest, if any, on the Units redeemed, to the applicable date of redemption, if redeemed during the period beginning October 15 and ending on the dates indicated below, subject to the rights of Holders of Units on the relevant record date to receive interest on the relevant interest payment date: From October 15, 2010 to October 14, 2011 102.8% From October 15, 2011 to October 14, 2012 107.5% From October 15, 2012 to October 14, 2013 112.6%
(b) Effective October 15, 2013 until October 15, 2017, the Company may redeem all or a part of the Notes, at any time and Additional Intereston any one or more occasions, upon not less than 30 nor more than 60 days’ notice, at the redemption price (expressed as a percentage of principal amount) of 100%, plus accrued and unpaid interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any the relevant record date to receive cash interest due and Payment-in-Kind Interest on the relevant interest payment date occurring on or prior to date. Unless the Company defaults in the payment of the redemption date)price, if redeemed during interest will cease to accrue on the twelve-month period beginning Notes or portions thereof called for redemption on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the applicable redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior Any redemption pursuant to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date.
(d) Any optional redemption provided for in the Note this Section 3.07 shall be made pursuant to the provisions of Section Sections 3.01 through 3.06 of the Indenturehereof.
Appears in 1 contract
Sources: Indenture (WHX Corp)
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable prior to August 15, 2021. On or after August 15March 1, 20212026, the Company may on any one or more occasions redeem all or a part of the Notes Notes, upon not less than 15 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below below, plus accrued and unpaid interest and Additional Interestinterest, if any, on the Notes redeemed, to but excluding the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date)redemption, if redeemed during the twelve-month period beginning on August 15 March 1 of the years indicated below, subject to the rights of Holders on the relevant record date to receive interest on the relevant interest payment date: 2021 103.000 Year Percentage 2026 101.875 % 2022 102.000 2027 101.250 % 2023 101.000 2028 100.625 % 2024 2029 and thereafter 100.000 %% Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(b) At any time prior to August 15March 1, 20212024, the Company may on any one or more occasions redeem up to 3540% of the aggregate principal amount of Notes issued under the Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price of 106.000equal to 103.750% of the principal amountamount of the Notes redeemed, plus accrued and unpaid interest and Additional Interestinterest, if any, to but excluding the date of redemption date, (subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Dateinterest payment date), with the Net Cash Proceeds proceeds of one or more Public Equity Offerings; provided that that: (i) at least 6550% of the aggregate principal amount of Notes originally issued under the Notes remains outstanding immediately after the occurrence of such redemption Indenture (excluding Notes held by the Company and its Subsidiaries)) remains outstanding immediately after the occurrence of such redemption; and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15March 1, 2021 2026, the Company may also on any one or more occasions redeem all or a part of the Notes, upon not less than 15 30 nor more than 60 days’ prior notice sent to each Holdernotice, at a redemption price equal to 100% of the principal amount of the Notes redeemed redeemed, plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interestinterest, if any, to but excluding the date of redemption, subject to the rights of Holders of on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date.
(d) Any optional The Company may redeem up to 10% of the aggregate principal amount of Notes issued under the Indenture during each 12-month period following March 1, 2021, that occurs prior to March 1, 2026, at a redemption provided price of 103% of the principal amount of Notes redeemed, plus accrued and unpaid interest, if any, to but excluding the redemption date (subject to the rights of Holders on the relevant record date to receive interest due on the relevant interest payment date).
(e) At any time, in connection with any tender offer for the Notes, including a Change of Control Offer, if Holders of not less than 90% in aggregate principal amount of the outstanding Notes validly tender and do not withdraw such Notes in such tender offer and the Company, or any third party making such tender offer in lieu of the Company, purchases all of the Notes validly tendered and not withdrawn by such Holders, the Company may, upon not less than 10 nor more than 60 days’ prior notice, given not more than 30 days following such purchase date, redeem all Notes that remain outstanding following such purchase at a redemption price equal to the price paid to each other Holder in such tender offer plus, to the extent not included in the Note shall be made pursuant tender offer payment, accrued and unpaid interest, if any, thereon, to, but not excluding, the date of such redemption (subject to the provisions rights of Section 3.01 through 3.06 of Holders on the Indenturerelevant record date to receive interest on the relevant interest payment date).
Appears in 1 contract
Optional Redemption. (a) Except pursuant as set forth in this Section 3.07, the Issuer shall not be entitled to clause redeem the Securities.
(b) On and (c) of this Paragraph 5after September 15, 2028, the Notes will not Issuer shall be redeemable prior entitled at its option on one or more occasions to August 15, 2021. On or after August 15, 2021, the Company may redeem all or part a portion of the Notes Securities upon not less than 15 10 nor more than 60 days’ notice, at the redemption prices set forth below (expressed as in percentages of principal amount) set forth below amount on the redemption date), plus accrued and unpaid interest and Additional Interestto, if anybut excluding, on the Notes redeemed, to the applicable redemption date (subject to the rights right of Holders of record on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve12-month period beginning commencing on August September 15 of the years indicated set forth below: 2021 103.000 2028 103.313 % 2022 102.000 2029 101.656 % 2023 101.000 % 2024 2030 and thereafter 100.000 %
(bc) At In addition, at any time prior to August September 15, 20212028, the Company may Issuer shall be entitled at its option on any one or more occasions to redeem up Securities upon not less than 10 or more than 60 days’ notice, in an aggregate principal amount not to 35exceed 40% of the aggregate principal amount of Notes the Securities issued prior to the redemption date at a redemption price (expressed as a percentage of 106.000% of the principal amount) of 106.625%, plus accrued and unpaid interest and Additional Interestto, if anybut excluding, to the redemption date, date (subject to the rights right of Holders of such Notes record on any the relevant record date to receive interest due on the relevant Interest Payment Dateinterest payment date), with an amount not to exceed the Net Cash Proceeds of net cash proceeds from one or more Public Equity Offeringsequity offerings; provided provided, however, that (i1) at least 6550% of the such aggregate principal amount of the Notes Securities (calculated after giving effect to any issuance of Additional Securities) remains outstanding immediately after the occurrence of each such redemption (excluding Notes held with Securities held, directly or indirectly, by the Company and Issuer or its SubsidiariesAffiliates being deemed to be not outstanding for purposes of such calculation); and (ii2) the notice of any such redemption occurs within 90 is sent prior to 180 days of after the date of the closing close of such Public Equity Offeringthe related equity offering.
(cd) At any time prior Prior to August September 15, 2021 2028, the Company may also Issuer shall be entitled at its option, on one or more occasions, to redeem all or a part portion of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, Securities at a redemption price equal to 100% of the principal amount of the Notes redeemed Securities plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interestto, if anybut excluding, to the redemption date of redemption, (subject to the rights right of Holders of on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior date). With respect to any such redemption, the Issuer shall notify the Trustee of the Applicable Premium with respect to the redemption dateSecurities to be redeemed promptly after the calculation thereof and the Trustee will not be responsible for such calculation.
(de) Unless the Issuer defaults in the payment of the redemption price, interest will cease to accrue on the Securities or portions thereof called for redemption on the applicable Redemption Date.
(f) In addition, any redemption of Securities as described above or notice thereof may, at the Issuer’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of a corporate transaction or other event. If any redemption is so subject to the satisfaction of one or more conditions precedent, the notice thereof shall describe each such condition and, if applicable, shall state that, in the Issuer’s sole discretion, the Redemption Date may be delayed until such time as any or all such conditions shall be satisfied (or waived by the Issuer in its sole discretion), and/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 (or waived by the Issuer in its sole discretion) by the Redemption Date, or by the Redemption Date as so delayed, and/or that such notice may be rescinded at any time by the Issuer if the Issuer determines in its sole discretion that any or all of such conditions will not be satisfied (or waived). If any Redemption Date shall be delayed as contemplated by this paragraph and the terms of the applicable notice of redemption, such Redemption Date as so delayed may occur at any time after the original Redemption Date set forth in the applicable notice of redemption and after the satisfaction (or waiver) of any applicable conditions precedent, including, without limitation, on a date that is less than 10 days after the original Redemption Date or more than 60 days after the date of the applicable notice of redemption. In addition, the Issuer may provide in such notice that payment of the redemption price and performance of the Issuer’s obligations with respect to such redemption may be performed by another Person.
(g) Notwithstanding the foregoing, in connection with any tender offer or Change of Control Offer, if Holders of not less than 90% in aggregate principal amount of outstanding Securities validly tender and do not validly withdraw such Securities in such offer and the Issuer, or any third party making such offer in lieu of the Issuer, purchases all of the Securities validly tendered and not validly withdrawn by such Holders, the Issuer or such third party will have the right within 60 days thereafter, upon not less than 10 nor more than 60 days’ prior notice pursuant to Section 3.01 to redeem all Securities 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 or Change of Control Offer plus, to the extent not included in the tender offer or Change of Control Offer, accrued and unpaid interest, if any, thereon to, but excluding, the date of such redemption.
(h) Any optional redemption provided for in the Note pursuant to this Section 3.07 shall be made pursuant to the provisions of Section 3.01 through 3.06 of the Indenturehereof.
Appears in 1 contract
Optional Redemption. (a) Except pursuant At any time prior to clause November 1, 2027, the Company may on any one or more occasions redeem up to 40% of the aggregate principal amount of the Notes issued under this Indenture upon not less than 10 nor more than 60 days’ prior notice to the Holders at a redemption price of 106.375% of the principal amount thereof, plus accrued and unpaid interest, if any, on the Notes to be redeemed to, but excluding, the redemption date, subject to the rights of Holders of record on the relevant record date to receive interest due on the relevant interest payment date, with the net cash proceeds of one or more Equity Offerings of the Company; provided that:
(1) at least 60% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption of Notes; and
(2) the redemption occurs within 120 days of the date of the closing of such Equity Offering.
(b) and (c) of this Paragraph 5, the Notes will not be redeemable At any time prior to August 15November 1, 2021. On or after August 15, 20212027, the Company may redeem all or a part of the Notes upon notice as described in Section 3.03 at a redemption price equal to 100% of the principal amount of Notes redeemed plus the Applicable Premium for such Notes as of, and accrued and unpaid interest, if any, to, but excluding, the redemption date, subject to the rights of Holders of record on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to paragraphs (a), (b) and (e) of this Section 3.07, the Notes shall not be redeemable at the Company’s option prior to November 1, 2027.
(d) On or after November 1, 2027, the Company may redeem all or a part of the Notes upon not less than 15 10 nor more than 60 days’ noticenotice to the Holders of Notes, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interestinterest, if any, on the Notes redeemed, to to, but excluding, the applicable redemption date (subject to the rights of Holders of the Notes on any the relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 November 1 of the years indicated below: 2021 103.000 2027 103.188% 2022 102.000 2028 101.594% 2023 101.000 % 2024 2029 and thereafter 100.000 %100.000% Unless the Company defaults in the payment of the redemption price, interest shall cease to accrue on the Notes or portions thereof called for redemption on and after the applicable redemption date.
(be) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of If Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65not less than 90% of the in aggregate principal amount of the then outstanding Notes remains outstanding immediately after validly tender and do not withdraw such Notes in a Change of Control Offer or other tender offer and the occurrence Company, or any third party making a Change of Control Offer or other tender offer as described below, purchases all of the Notes validly tendered and not withdrawn by such redemption (excluding Notes held by Holders, the Company and its Subsidiaries); and (ii) or such third party will have the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notesright, upon not less than 15 10 nor more than 60 30 days’ prior notice sent to each Holderthe Holders, given not more than 15 days following such purchase pursuant to the Change of Control Offer or other tender offer described below, to redeem all Notes that remain outstanding following such purchase at a redemption price in cash equal to 100% of the principal amount of applicable purchase price plus, to the Notes redeemed plus extent not included in the Applicable Premium as of the date of redemptionpurchase price, and accrued and but unpaid interest and Additional Interestinterest, if any, to to, but excluding, the date of redemption, subject to the rights of Holders of the Notes on any the relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date.
(df) Any optional redemption provided for described above or notice thereof may, at the Company’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of a corporate transaction or other event. If any redemption is so subject to the satisfaction of one or more conditions precedent, the notice thereof shall describe each such condition and, if applicable, shall state that, in the Note Company’s discretion, the redemption date may be delayed until such time as any or all such conditions shall be made pursuant satisfied (or waived by the Company in its sole discretion), and/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 (or waived by the Company in its sole discretion) by the redemption date, or by the redemption date as so delayed, and/or that such notice may be rescinded at any time by the Company if the Company determines in its sole discretion that any or all of such conditions will not be satisfied (or waived). For the avoidance of doubt, if any redemption date shall be delayed as contemplated by this paragraph and the terms of the applicable notice of redemption, such redemption date as so delayed may occur, subject to the provisions applicable procedures of Section 3.01 through 3.06 DTC, at any time after the original redemption date set forth in the applicable notice of redemption and after the satisfaction (or waiver) of any applicable conditions precedent, including, without limitation, on a date that is less than 10 days after the original redemption date or more than 60 days after the applicable notice of redemption. In addition, the Company may provide in such notice that payment of the Indentureredemption price and performance of the Company’s obligations with respect to such redemption may be performed by another Person.
Appears in 1 contract
Sources: Indenture (Patrick Industries Inc)
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable prior to August 15, 2021. On or after August 15, 2021, the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August March 15, 20212020, the Company Issuers may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under the Indenture, upon notice as provided in the Indenture, at a redemption price of 106.000equal to 109.250% of the principal amountamount of the Notes redeemed, plus accrued and unpaid interest and Additional Interestinterest, if any, to the date of redemption date, (subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Date), with an amount of cash not greater than the Net Cash Proceeds net cash proceeds of one or more Public an Equity Offerings; Offering, provided that that:
(iA) at least 65% of the aggregate principal amount of Notes originally issued under the Notes remains outstanding immediately after the occurrence of such redemption Indenture (excluding Notes held by the Company and its Subsidiaries)) remains outstanding immediately after the occurrence of such redemption; and and
(iiB) the redemption occurs within 90 180 days of after the date of the closing of such Public Equity Offering.
(cb) At any time prior to August March 15, 2021 2020, the Company Issuers may also on any one or more occasions redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holderas provided in the Indenture, at a redemption price equal to 100% of the principal amount of the Notes redeemed redeemed, plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interestinterest, if any, to the date of redemption, subject to the rights of Holders of on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior Interest Payment Date.
(c) The Issuers may redeem all (but not a portion of) the then outstanding Notes when permitted by, and pursuant to the redemption dateconditions in, Section 4.15(e) of the Indenture.
(d) Any optional redemption provided for in the Note shall be made Except pursuant to the provisions of Section 3.01 through 3.06 preceding paragraphs, the Notes will not be redeemable at the Issuers’ option prior to March 15, 2020.
(e) On or after March 15, 2020, the Issuers may on any one or more occasions redeem all or a part of the Notes, upon notice as provided in the Indenture, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any, on the Notes redeemed, to the applicable redemption date, if redeemed during the twelvemonth period beginning on March 15 of the years indicated below, subject to the rights of Holders on the relevant record date to receive interest on the relevant Interest Payment Date: 2020 106.938 % 2021 104.625 % 2022 102.313 % 2023 and thereafter 100.000 % Unless the Issuers default in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
Appears in 1 contract
Sources: Indenture (Jones Energy, Inc.)
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable prior to August 15, 2021. On or after August 15, 2021, the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15May 1, 20212016, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon notice as provided in Section 3.03 hereof, at a redemption price of 106.000equal to 105.0% of the principal amountamount of the Notes redeemed, plus accrued and unpaid interest and Additional Special Interest, if any, to the date of redemption date, (subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Dateinterest payment date), with an amount of cash not greater than the Net Cash Proceeds net cash proceeds of one or more Public Equity OfferingsOfferings by the Company; provided that that:
(i1) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries)) remains outstanding immediately after the occurrence of such redemption; and and
(ii2) the redemption occurs within 90 180 days of the date of the closing of such Public Equity Offering.
(cb) At any time prior to August 15May 1, 2021 2018, the Company may also on any one or more occasions redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holderas provided in Section 3.03 hereof, at a redemption price equal to 100% of the principal amount of the Notes redeemed redeemed, plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Special Interest, if any, to the date of redemption, subject to the rights of Holders of on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or date.
(c) Except pursuant to the preceding clauses (a) and (b) and Section 4.15(e) hereof, the Notes will not be redeemable at the Company’s option prior to May 1, 2018.
(d) On and after May 1, 2018, the Company may on any one or more occasions redeem all or a part of the Notes, upon notice as provided in Section 3.03 hereof, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest and Special Interest, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on May 1 of the years indicated below, subject to the rights of Holders on the relevant record date to receive interest on the relevant interest payment date: Year Percentage 2018 102.500 % 2019 101.667 % 2020 100.833 % 2021 and thereafter 100.000 % Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(de) Any optional redemption provided for in the Note pursuant to this Section 3.07 shall be made pursuant to the provisions of Section Sections 3.01 through 3.06 of the Indenturehereof.
Appears in 1 contract
Sources: Indenture (CST Brands, Inc.)
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable prior to August 15, 2021. On or after August February 15, 20212023, the Company may on any one or more occasions redeem all or a part of the Notes Notes, upon not less than 15 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below below, plus accrued and unpaid interest and Additional Interestinterest, if any, on the Notes redeemed, to but excluding the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date)redemption, if redeemed during the twelve-month period beginning on August February 15 of the years indicated below, subject to the rights of Holders on the relevant record date to receive interest on the relevant interest payment date: 2021 103.000 % 2022 102.000 % 2023 101.000 102.250 % 2024 101.500 % 2025 100.750 % 2026 and thereafter 100.000 %% Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or portions thereof called for redemption on the applicable redemption date.
(b) At any time prior to August February 15, 20212023, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under the Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price of 106.000equal to 104.500% of the principal amountamount of the Notes redeemed, plus accrued and unpaid interest and Additional Interestinterest, if any, to but excluding the date of redemption date, (subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Dateinterest payment date), with the Net Cash Proceeds proceeds of one or more Public Equity Offerings; provided that that: (i) at least 65% of the aggregate principal amount of Notes originally issued under the Notes remains outstanding immediately after the occurrence of such redemption Indenture (excluding Notes held by the Company and its Subsidiaries)) remains outstanding immediately after the occurrence of such redemption; and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August February 15, 2021 2023, the Company may also on any one or more occasions redeem all or a part of the Notes, upon not less than 15 30 nor more than 60 days’ prior notice sent to each Holdernotice, at a redemption price equal to 100% of the principal amount of the Notes redeemed redeemed, plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interestinterest, if any, to but excluding the date of redemption, subject to the rights of Holders of on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date.
(d) Any optional The Company may redeem up to 10% of the aggregate principal amount of Notes issued under the Indenture during each 12-month period following February 15, 2020, that occurs prior to February 15, 2023, at a redemption provided price of 103% of the principal amount of Notes redeemed, plus accrued and unpaid interest, if any, to but excluding the redemption date (subject to the rights of Holders on the relevant record date to receive interest due on the relevant interest payment date).
(e) At any time, in connection with any tender offer for the Notes, including a Change of Control Offer, if Holders of not less than 90% in aggregate principal amount of the outstanding Notes validly tender and do not withdraw such Notes in such tender offer and the Company, or any third party making such tender offer in lieu of the Company, purchases all of the Notes validly tendered and not withdrawn by such Holders, the Company may, upon not less than 10 nor more than 60 days’ prior notice, given not more than 30 days following such purchase date, redeem all Notes that remain outstanding following such purchase at a redemption price equal to the price paid to each other Holder in such tender offer plus, to the extent not included in the Note shall be made pursuant tender offer payment, accrued and unpaid interest, if any, thereon, to, but not excluding, the date of such redemption (subject to the provisions rights of Section 3.01 through 3.06 of Holders on the Indenturerelevant record date to receive interest on the relevant interest payment date).
Appears in 1 contract
Sources: Indenture (Calpine Corp)
Optional Redemption. (a) At any time prior to June 15, 2015, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 108.875% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Special Interest, if any, to the date of redemption (subject to the rights of Holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of an Equity Offering by the Company; provided that:
(1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by the Company and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Equity Offering.
(b) At any time prior to June 15, 2016, the Company may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest and Special Interest, if any, to the date of redemption, subject to the rights of Holders of Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to clause (b) and (c) of this Paragraph 5the preceding paragraphs, the Notes will not be redeemable at the Company’s option prior to August June 15, 2021. 2016.
(d) On or after August June 15, 20212016, the Company may on any one or more occasions redeem all or a part of the Notes Notes, upon not less than 15 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below below, plus accrued and unpaid interest and Additional Special Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date)redemption, if redeemed during the twelve-month period beginning on August June 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring date: 2016 104.438 % 2017 102.219 % 2018 and thereafter 100.000 % Unless the Company defaults in the payment of the redemption price, interest will cease to accrue on the Notes or prior to portions thereof called for redemption on the applicable redemption date.
(de) Any optional redemption provided for in the Note pursuant to this Section 3.07 shall be made pursuant to the provisions of Section Sections 3.01 through 3.06 of the Indenturehereof.
Appears in 1 contract
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable prior to August 15, 2021. On or after August 15, 2021, the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time and from time to time on or after the Issue Date and prior to August March 15, 20212022, the Company Issuer may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and in whole or in part, at its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notesoption, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes to be redeemed plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interestinterest, if any, to the date of redemptionto, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to but excluding, the redemption date.
(db) Any optional At any time and from time to time on or after March 15, 2022, the Issuer may redeem the Notes in whole or in part, upon not less than 15 nor more than 60 days’ notice at a redemption provided for in the Note shall be made pursuant price equal to the provisions percentage of Section 3.01 through 3.06 principal amount set forth below plus accrued and unpaid interest, if any, on the Notes redeemed, to, but excluding, the applicable date of redemption, if redeemed during the twelve-month period beginning on March 15 of the Indentureyears indicated below: 2022 104.000 % 2023 102.000 % 2024 and thereafter 100.000 %
(c) At any time and from time to time on or after the Issue Date and prior to March 15, 2022, the Issuer may redeem Notes with the net cash proceeds received by the Issuer from any Equity Offering (other than Excluded Contributions) at a redemption price (expressed as a percentage of principal amount) equal to 108.000% plus accrued and unpaid interest, 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 (including Additional Notes); provided that:
(1) in each case the redemption takes place not later than 180 days after the closing of the related Equity Offering; and
(2) not less than 50% of the sum of the aggregate principal amount of the Notes originally issued under the Indenture on the Issue Date and any Additional Notes originally issued under the Indenture after the Issue Date remains outstanding immediately thereafter (excluding Notes held by Holdings, Issuer or any of its Restricted Subsidiaries).
Appears in 1 contract
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5as set forth below, the Notes Issuers will not be redeemable entitled to redeem the notes at their option prior to August January 15, 20212015. On or and after August January 15, 20212015, the Company may Issuers will be entitled at their option to redeem all or part a portion of the Notes notes upon not less than 15 30 nor more than 60 days’ notice, at the redemption prices (expressed as in percentages of principal amount) set forth below amount on the redemption date), plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights right of Holders of record on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-12 month period beginning commencing on August January 15 of the years indicated set forth below: 2021 103.000 2015 105.375% 2022 102.000 2016 102.688% 2023 101.000 % 2024 2017 and thereafter 100.000 %
(b) At 100.000% Unless the Issuers default in payment of the redemption price, interest will cease to accrue on the notes or portions thereof called for redemption on the applicable redemption date. In addition, any time prior to August January 15, 20212014, the Company may Issuers will be entitled at their option on any one or more occasions to redeem up the notes (which includes Additional Notes, if any) in an aggregate principal amount not to exceed 35% of the aggregate principal amount of Notes the notes (which includes Additional Notes, if any) originally issued at a redemption price (expressed as a percentage of 106.000% of the principal amount) of %, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, date (subject to the rights right of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on date), with the Net Cash Proceeds from one or prior to the redemption date.
(d) Any optional redemption provided for in the Note shall be made pursuant to the provisions of Section 3.01 through 3.06 of the Indenture.more Equity Offerings; provided, however, that:
Appears in 1 contract
Optional Redemption. (a) At any time prior to April 15, 2013, MagnaChip may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes issued under this Indenture, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 110.500% of the principal amount of the Notes redeemed, plus accrued and unpaid interest and Special Interest, if any, to the date of redemption (subject to the rights of holders of Notes on the relevant record date to receive interest on the relevant interest payment date), with the net cash proceeds of a Qualifying Equity Offering by Parent; provided that:
(1) at least 65% of the aggregate principal amount of Notes originally issued under this Indenture (excluding Notes held by Parent and its Subsidiaries) remains outstanding immediately after the occurrence of such redemption; and
(2) the redemption occurs within 90 days of the date of the closing of such Qualifying Equity Offering.
(b) At any time prior to April 15, 2014, MagnaChip may on any one or more occasions redeem all or a part of the Notes, upon not less than 30 nor more than 60 days’ notice, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest and Special Interest, if any, to the date of redemption, subject to the rights of holders of Notes on the relevant record date to receive interest due on the relevant interest payment date.
(c) Except pursuant to clause (b) the preceding paragraphs and (c) of this Paragraph 5in Section 3.10, the Notes will not be redeemable at MagnaChip’s option prior to August April 15, 2021. 2014.
(d) On or after August April 15, 20212014, the Company MagnaChip may on any one or more occasions redeem all or a part of the Notes Notes, upon not less than 15 30 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below below, plus accrued and unpaid interest and Additional Special Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date)redemption, if redeemed during the twelve-month period beginning on August April 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders holders of such Notes on any the relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes redeemed plus the Applicable Premium as of the date of redemption, and accrued and unpaid interest and Additional Interest, if any, to the date of redemption, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring date: 2014 105.250 % 2015 102.625 % 2016 and thereafter 100.000 % Unless MagnaChip defaults in the payment of the redemption price, interest will cease to accrue on the Notes or prior to portions thereof called for redemption on the applicable redemption date.
(de) Any optional redemption provided for in the Note pursuant to this Section 3.07 shall be made pursuant to the provisions of Section Sections 3.01 through 3.06 of the Indenturehereof.
Appears in 1 contract
Optional Redemption. (a) Except pursuant At any time and from time to clause (b) time on or after the Issue Date and (c) of this Paragraph 5, the Notes will not be redeemable prior to August 15, 2021. On or after August 15June 30, 2021, the Company Issuer may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ noticein whole or in part, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August 15, 2021, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes at a redemption price of 106.000% of the principal amount, plus accrued and unpaid interest and Additional Interest, if any, to the redemption date, subject to the rights of Holders of such Notes on any relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offerings; provided that (i) at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after the occurrence of such redemption (excluding Notes held by the Company and its Subsidiaries); and (ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offering.
(c) At any time prior to August 15, 2021 the Company may also redeem all or a part of the Notesoption, upon not less than 15 nor more than 60 days’ prior notice sent to each Holder, at a redemption price equal to 100% of the principal amount of the Notes to be redeemed plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interestinterest, if any, to the date of redemptionto, subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to but excluding, the redemption date.
(db) Any optional At any time and from time to time on or after June 30, 2021, the Issuer may redeem the Notes in whole or in part, upon not less than 15 nor more than 60 days’ notice at a redemption provided for in the Note shall be made pursuant price equal to the provisions percentage of Section 3.01 through 3.06 principal amount set forth below plus accrued and unpaid interest, if any, on the Notes redeemed, to, but excluding, the applicable date of redemption, if redeemed during the twelve-month period beginning on June 30 of the Indentureyears indicated below: 2021 104.063 % 2022 102.031 % 2023 and thereafter 100.000 %
(c) At any time and from time to time on or after the Issue Date and prior to June 30, 2021, the Issuer may redeem Notes with the net cash proceeds received by the Issuer from any Equity Offering (other than Excluded Contributions) at a redemption price (expressed as a percentage of principal amount) equal to 108.125% plus accrued and unpaid interest, 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 (including Additional Notes); provided that:
(1) in each case the redemption takes place not later than 180 days after the closing of the related Equity Offering; and
(2) not less than 50% of the sum of the aggregate principal amount of the Notes originally issued under the Indenture on the Issue Date and any Additional Notes originally issued under the Indenture after the Issue Date remains outstanding immediately thereafter (excluding Notes held by Holdings, Issuer or any of its Restricted Subsidiaries).
Appears in 1 contract
Optional Redemption. (a) Except pursuant to clause (b) and (c) of this Paragraph 5, the Notes will not be redeemable prior to August 15, 2021. On or after August 15, 2021, the Company may redeem all or part of the Notes upon not less than 15 nor more than 60 days’ notice, at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest and Additional Interest, if any, on the Notes redeemed, to the applicable redemption date (subject to the rights of Holders of the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or prior to the redemption date), if redeemed during the twelve-month period beginning on August 15 of the years indicated below: 2021 103.000 % 2022 102.000 % 2023 101.000 % 2024 and thereafter 100.000 %
(b) At any time prior to August July 15, 20212019, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of Notes the Notes, upon not less than 15 nor more than 60 days’ notice, at a redemption price of 106.000equal to 106.625% of the principal amountamount of the Notes redeemed, plus accrued and unpaid interest and Additional Interestinterest, if any, to the redemption date, with an amount equal to the net cash proceeds of one or more Equity Offerings, subject to the rights of Holders holders of such the Notes on any the relevant record date to receive interest due on the relevant Interest Payment Date, with the Net Cash Proceeds of one or more Public Equity Offeringsinterest payment date; provided that that:
(i) at least 65% of the aggregate principal amount of Notes originally issued under the Notes remains outstanding immediately after the occurrence of such redemption Supplemental Indenture (excluding Notes held by the Company and its Subsidiaries)) remains outstanding immediately after the occurrence of such redemption; and and
(ii) the redemption occurs within 90 days of the date of the closing of such Public Equity Offeringequity offering.
(cb) At any time prior to August July 15, 2021 2021, the Company may also on any one or more occasions redeem all or a part of the Notes, upon not less than 15 nor more than 60 days’ prior notice sent to each Holdernotice, at a redemption price equal to 100% of the principal amount of the Notes redeemed redeemed, plus the Applicable Premium as of the date of redemptionof, and accrued and unpaid interest and Additional Interestinterest, if any, to the applicable date of redemption, subject to the rights of Holders of on the Notes on any relevant record date to receive interest due on the relevant interest payment date occurring on or date.
(c) Except pursuant to the preceding paragraphs, the Notes will not be redeemable at the Company’s option prior to the redemption dateJuly 15, 2021.
(d) On or after July 15, 2021, the Company 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’ prior notice, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any, on the Notes redeemed, to the applicable date of redemption, if redeemed during the twelve-month period beginning on July 15 of the years indicated below, subject to the rights of Holders on the relevant record date to receive interest on the relevant interest payment date: 2021 103.313 % 2022 102.208 % 2023 101.104 % A-3 2024 and thereafter 100.000 % Any optional redemption provided for in the Note pursuant to this Section 5 shall be made pursuant to the provisions of Section Sections 3.01 through 3.06 of the Supplemental Indenture.
Appears in 1 contract