Provisional Redemption Clause Samples
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Provisional Redemption. Any time prior to June 30, 2006, the Company may, at its option, redeem the Securities in whole or in part on any date from time to time, upon notice as set forth in Section 10.5, at a Redemption Price, payable in cash, equal to $1,000 per $1,000 principal amount of the Securities redeemed (such amount, together with the Make-Whole Payment described below, the “Provisional Redemption Price”), on the date of redemption (the “Provisional Redemption Date”) if (i) the Closing Price of the Common Stock has exceeded 150% of the Conversion Price (as defined in Article 12 and as such may be adjusted from time to time) then in effect for at least 20 Trading Days in any consecutive 30-Trading Day period ending on the Trading Day prior to the date of mailing of the provisional notice of redemption pursuant to Section 10.5 (the “Notice Date”), and (ii) either (a) a registration statement covering resales of the Securities and the Common Stock issuable upon conversion thereof is effective and available for use and is expected to remain effective for the 30 days following the Provisional Redemption Date (such redemption, a “Provisional Redemption”) or (b) the Securities and the Common Stock issuable upon conversion thereof are no longer Transfer Restricted Securities (as defined in the Registration Rights Agreement). Upon any such Provisional Redemption, the Company shall make an additional payment (the “Make-Whole Payment”) with respect to the Securities called for redemption to Holders on the Notice Date in an amount equal to $90 per $1,000 principal amount of the Securities, less the amount of any interest actually paid on such Securities prior to the Provisional Redemption Date. The Company shall calculate the amount of the Make-Whole Payment and make such Make-Whole Payment on all Securities called for Provisional Redemption, including those Securities converted into Common Stock between the Notice Date and the Provisional Redemption Date. The Company may elect to pay the Make-Whole Payment or any portion thereof (i) in cash or, (ii) subject to the fulfillment by the Company of the conditions set forth in the following paragraph, by delivering the number of shares of Common Stock equal to (x) the Make-Whole Payment (or any portion thereof that the Company elects to pay in shares of Common Stock) divided by (y) 97% of the average of the Closing Prices per share of Common Stock for the five consecutive Trading Days immediately preceding and including the first Tradin...
Provisional Redemption. The Company shall have the right, at the Company's option, at any time, and from time to time, on a Redemption Date on or after June 15, 2007, to redeem (a "PROVISIONAL REDEMPTION") all or any part of the Securities at a price equal to the "REDEMPTION PRICE" (as defined below) plus the Make-Whole Payment (as defined below) if: (A) for each of at least twenty (20) Trading Days in any consecutive thirty (30) Trading Days ending on, and including, the Trading Day immediately preceding the date (the "NOTICE DATE") of mailing of the notice of Provisional Redemption as provided in SECTION 3.4 of the Indenture, the Closing Sale Price exceeds two hundred percent (200%) of the Conversion Price in effect on such Trading Day; and (B) on the Redemption Date and for a period of at least thirty (30) days thereafter, a registration statement covering the Securities and the shares of Common Stock issuable upon conversion of the Securities is effective and available for use; and (C) no continuing Default or Event of Default exists that has not been cured or waived, in accordance herewith, on or before such Redemption Date. If redeemed during the twelve (12) month period commencing on June 15 of the years set forth below, the "REDEMPTION PRICE" shall be (expressed as a percentage of principal amount): YEAR REDEMPTION PRICE ---- ---------------- 2007 104.50% 2008 and thereafter 102.25% The "MAKE-WHOLE PAYMENT" with respect to a Security subject to a Provisional Redemption on a Redemption Date shall mean an amount equal to the sum of: (a) fifty percent (50%) of all remaining scheduled interest payments on such Security from, and including, such Redemption Date through the Maturity date; (b) any defaulted interest that the Company shall have failed to pay with respect to such Security on or prior to such Redemption date, including any unpaid interest that has accrued, in accordance with SECTION 2.12 of the Indenture, to, and including, such Redemption Date on any such defaulted interest; (c) any unpaid additional interest that has accrued with respect to such Security to, but excluding, such Redemption Date. As soon as practicable after the time the amount of the Make-Whole Payment shall have been calculated, but no later than the second (2nd) Business Day immediately preceding such Redemption Date, the Company shall publicly disseminate the amount of the Make-Whole Payment in a press release or publish it on the Company's website. The Make-Whole Payment shall be paid by the C...
Provisional Redemption. The Securities may be redeemed on at least 20 days and no more than 60 days notice, in whole or in part, at the election of the Company, at a redemption price equal to 100% of the principal amount thereof plus the "Make-Whole Payment" described below (the "Redemption Price") if (a) the Closing Price of the Common Stock has exceeded 175% of the Conversion Price for at least 20 Trading Days within a period of any 30 consecutive Trading Days ending on the Trading Day prior to the date of mailing of the notice of provisional redemption (the "Notice Date"), and (b) a shelf registration statement covering resales of the Securities and the Common Stock issuable upon conversion thereof is effective and available for use and is expected to remain effective and available for use until the Redemption Date unless registration is no longer required. Upon any such redemption, the Company shall pay an amount in cash (the "Make-Whole Payment") with respect to the Securities called for redemption to holders on the Notice Date in an amount equal to the aggregate amount of interest that would have been payable on such Securities from the last day through which interest was paid on the Securities (or February 20, 2002, if no interest has been paid) to the Maturity Date. If the Redemption Date is an Interest Payment Date, interest will be payable to the Holders in whose names the Securities are registered at the close of business on the relevant record dates.
Provisional Redemption. The Securities may be redeemed at the election of the Company, as a whole or from time to time in part or any date, at any time prior to February 8, 2003 (a "Provisional Redemption"), at a Redemption Price equal to $1,000 per $1,000 principal amount of the Securities plus accrued and unpaid interest, if any, to but excluding the date of redemption (the "Provisional Redemption Date") if (i) the Closing Price of the Common Stock has exceeded 150% of the Conversion Price (as may be adjusted from time to time) then in effect for at least 20 trading Days in any consecutive 30-Trading Day period ending on the Trading Day prior to the date of mailing of the provisional notice of redemption upon not less than 20 nor more than 60 days notice (the "Notice Date'), and (ii) a registration statement covering resales of the Securities and Common Stock issuable upon the conversion thereof is effective and available for use and is expected to remain effective for the 30 days following the Provisional Redemption Date. Upon any such Provisional Redemption, the Company shall make an additional payment in cash (the "Make-Whole Payment") to holders of the Securities called for redemption, including those Securities converted into Common Stock between the Notice Date and the Provisional Redemption Date, in an amount equal to $137.93 per $1,000 principal amount of the Securities, less the amount of any interest actually paid on the Securities before the Notice Date.
Provisional Redemption. 26 SECTION 3.02
Provisional Redemption. Except as provided in this Section 13.01 and Section 13.02, the Notes are not subject to redemption at the Company’s option. On or after the date that is two calendar years after the consummation of the Qualified IPO, the Company may redeem, at its option, all or part of the Notes if the Last Reported Sale Price of the Common Stock has been at least 150% of the Qualified IPO Price then in effect for at least 20 Trading Days (whether or not consecutive) during a period of 30 consecutive Trading Days ending within three Trading Days immediately preceding the date on which the Company provides written notice of redemption (a “Provisional Redemption”) to the Holders of Notes on the redemption date specified in the Notice of Redemption in accordance with Section 13.03 (the “Provisional Redemption Date”). The Company shall redeem the Notes pursuant to a Provisional Redemption, if any, at a redemption price payable in cash equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the Provisional Redemption Date (the “Provisional Redemption Price”). Neither the Trustee nor the Paying Agent shall have any responsibility to determine whether or not the condition to calling Notes for Provisional Redemption has been satisfied.
Provisional Redemption. (A) The Company shall have the right, at the Company’s option, at any time, and from time to time, on a Redemption Date on or after November 1, 2012 and before November 1, 2017, to redeem (a “Provisional Redemption”) all or any part of the Securities at a price, payable in cash, equal to the Redemption Price, if the Last Reported Sale Price per share of Common Stock for twenty (20) or more Trading Days in a period of thirty (30) consecutive Trading Days ending on the Trading Day prior to the date the Company provides the notice of Provisional Redemption pursuant to Section 3.06 exceeds one hundred and thirty percent (130%) of the Conversion Price in effect on the applicable Trading Day.
Provisional Redemption. The Partnership may redeem, in whole or in part (a "Provisional Redemption"), at any time prior to March 2, 1999, at the Redemption Price of 103% of the aggregate Stated Value of the PPIs to be redeemed plus accrued and unpaid Scheduled Distributions, if any, to the date of Provisional Redemption (the "Provisional Redemption Date"), in the event that the Current Market Value of the GTL Common Stock equals or exceeds the following Trigger Percentages of the GTL Conversion Price for at least 20 Trading Days in any consecutive 30 Trading Day period ending on the Trading Day prior to the date of mailing of the Globalstar Redemption Notice if called for Provisional Redemption in the 12-month period ending March 1 of the following years: Year Trigger Percentage ---- ------------------ 1997 170% 1998 160% 1999 150% Upon any Provisional Redemption, the Partnership shall make the Distribution Make-Whole Payment with respect to the PPIs called for redemption. The Partnership shall make the Distribution Make-Whole Payment on all PPIs called for Redemption, regardless of whether such PPIs are converted prior to the Provisional Redemption Date.
Provisional Redemption. The Notes may be provisionally redeemed by the ---------------------- Company, in whole or in part, at any time on or after October 20, 2001 and prior to April 20, 2003, at a Redemption Price equal to 100% of the principal amount thereof to be redeemed plus accrued and unpaid interest, if any, to the Redemption Date if (i) the closing price of the Common Stock shall have exceeded 140% of the Conversion Price then in effect for at least 20 Trading Days in any consecutive 30 Trading Day period ending on the Trading Day prior to the date of mailing of the notice of Provisional Redemption and (ii) in accordance with the terms of the Registration Rights Agreement, the Shelf Registration Statement is effective and available for use and is expected to remain effective and available for use for the 30 days immediately following the Redemption Date. Upon any such Provisional Redemption, the Company shall make an additional Make- Whole Payment in cash with respect to the Notes called for redemption to Holders on the Redemption Notice Date in an amount equal to $105 per $1,000 Note, less the amount of any interest (at the rate set forth in the title to the Notes) actually paid on such Note after October 15, 2001 and prior to such date. The Company shall make the Make-Whole Payment on all Notes called for Provisional Redemption, including any Notes converted into Common Stock after the Redemption Notice Date and prior to the Redemption Date.
Provisional Redemption. The Notes may not be redeemed by the Company, in whole or in part, pursuant to this Section 3.1(b) prior to [____________ ___, 2005]. After such date, the Notes may be redeemed by the Company (a "Provisional Redemption"), in whole or in part, at any time upon notice as set forth in Section 3.2, at a redemption price equal to $1,000 per $1,000 principal amount of Notes to be redeemed plus accrued and unpaid interest, if any, to the date of redemption (the "Provisional Redemption Date") if the closing price of the Common Stock shall have exceeded 150% of the Conversion Price then in effect for at least 20 Trading Days in any consecutive 30-Trading Day period ending on the Trading Day prior to the date of mailing of the notice of redemption pursuant to Section 3.2 (the "Notice Date"). For purposes of this Article, the term "Conversion Price" shall have the meaning given such term in Section 15.4 hereof.