Capped Call definition

Capped Call means the capped call transactions referenced in Schedule 5.2(iv) in respect of the 2.25% Convertible Notes and any like transactions that are economically similar to such transactions entered into in connection with any Indebtedness contemplated under clause (k) of the definition of Permitted Indebtedness.
Capped Call means an agreement or agreements pursuant to which Borrower acquires one or more capped call options requiring the counterparty or counterparties thereto to deliver to Borrower shares of Borrower’s common stock, the cash value of such shares or a combination thereof from time to time upon exercise of such option or options, in each case entered into by Borrower substantially concurrently with the issuance of unsecured convertible notes. As used herein, references to a “Capped Call” include any component thereof.”

Examples of Capped Call in a sentence

  • Any capitalized term not otherwise defined herein shall have the meaning set forth for such term in the Capped Call Confirmations.

  • Base Capped Call Option Transaction Confirmation, dated as of July 28, 2011, by and between Chart Industries, Inc.

  • Ref: MercadoLibre Capped Call Account for delivery of Shares to Counterparty: To be provided by Counterparty.

  • Include in the Additional Capped Call Confirmation if executed by the closing of the base deal.

  • The Capped Call Transactions will not be remeasured as long as they continue to meet the conditions for equity classification.

  • The cap price of the 3.75% Notes Capped Call is initially$6.7560 per share, which represents a premium of approximately 60% over the last then-reported sale price of the Company’s common stock of $4.11 per share on the date of the transaction and is subject to certain adjustments under the terms of the 3.75% Notes Capped Call.

  • Capped Call In conjunction with the pricing of the 3.75% Convertible Senior Notes, the Company entered into privately negotiated capped call transactions (the “3.75% Notes Capped Call”) with certain counterparties at a price of $16.2 million.

  • The 3.75% Notes Capped Call becomes exercisable if the conversion option is exercised.The net cost incurred in connection with the 3.75% Notes Capped Call were recorded as a reduction to additional paid- in capital in the unaudited interim condensed consolidated balance sheets.

  • The cost of the Capped Call Transactions was recorded as a reduction of our additional paid-in capital in our consolidated balance sheets.

  • The “Notice Percentage” as of any day is the fraction, expressed as a percentage, the numerator of which is the sum of (x) Number of Shares for the Transaction and (y) the “Number of Shares” as defined in the Base Convertible Capped Call Transaction Confirmation and the denominator of which is the number of Shares outstanding on such day.

Related to Capped Call

  • Minimum Level (ML means the concentration at which the entire analytical system must give a recognizable signal and an acceptable calibration point. The ML is the concentration in a sample that is equivalent to the concentration of the lowest calibration standard analyzed by a specific analytical procedure, assuming that all the method-specified sample weights, volumes and processing steps have been followed.

  • mandatory control level RBC ’ means the product of .70 and the authorized control level RBC.

  • Reference Level means the level of the Index (excluding any flash estimates) published or announced by Eurostat (or any successor entity which publishes such index) in respect of the month that is 12 calendar months prior to the month referred to in “Latest Level” above.

  • Performance Measurement Period has the meaning set forth in Section 3.1(e)(ii).

  • Applicable Measurement Period means the most recently completed four consecutive fiscal quarters of the Issuer immediately preceding the Applicable Calculation Date for which internal financial statements are available.

  • Lowest achievable emission rate or “LAER” means, for any source, the more stringent rate of emissions based on the following:

  • Auto-Call Valuation Date means, in respect of an Index and subject to the Adjustment Provisions, each day specified as such in the definition of Auto-Call Trigger Level, or if any such day is not a Scheduled Trading Day for such Index, the next following Scheduled Trading Day in respect of such Index.

  • 280G Cap Cap" or "280G Cap" shall mean an amount equal to 2.99 times Executive's "Base Period Income." This is the maximum amount which Executive may receive without becoming subject to the excise tax imposed by Section 4999 of the Code or which Company may pay without loss of deduction under Section 280G of the Code.

  • Threshold Price is the lowest price (except to the extent otherwise provided in Section 2.6) at which the Company may sell Shares during the applicable Pricing Period as set forth in a Fixed Request Notice (not taking into account the applicable percentage discount during such Pricing Period determined in accordance with Section 2.2); provided, however, that at no time shall the Threshold Price be lower than $3.00 per share unless the Company and the Investor mutually shall agree.

  • Threshold Period shall have the meaning set forth in Section 6(d).

  • Call Valuation Date means the first Scheduled Trading Day of the month following the expiry of 35 calendar days after the Issuer’s Call Date. For the avoidance of doubt, the 35 calendar day period is mandatory and non- waivable by either the Issuer or the Holder.

  • Auto-Call Trigger Level means the level set out below for the relevant Auto-Call Valuation Date (i.e. as shown in the same row as that date):

  • Poverty level means the annual family income for a family unit of a particular size, as specified in the poverty guidelines updated annually in the Federal Register by the U.S. Department of Health and Human Services.

  • Threshold means with respect to Party B: infinity.

  • Trigger Amount with respect to Extraordinary Trust Expenses for the Trust is $25,000 and the Maximum Reimbursable Amount is $100,000. The Trustee Fee will be paid by the Expense Administrator. Expenses will be reimbursed by the Expense Administrator in accordance with the Expense Administration Agreement.

  • Days Sales Outstanding means, as of any day, an amount equal to the product of (x) 91, multiplied by (y) the amount obtained by dividing (i) the aggregate outstanding balance of Receivables as of the most recent Cut-Off Date, by (ii) the aggregate amount of Receivables created during the three (3) Calculation Periods including and immediately preceding such Cut-Off Date.

  • Hurdle Amount means for the applicable period, an amount equal to 5.0% of the Beginning VPU.

  • Qualifying tax rate means the applicable tax rate for the taxable year for the which the taxpayer paid income tax to a municipal corporation with respect to any portion of the total amount of compensation the payment of which is deferred pursuant to a nonqualified deferred compensation plan. If different tax rates applied for different taxable years, then the “qualifying tax rate” is a weighted average of those different tax rates. The weighted average shall be based upon the tax paid to the municipal corporation each year with respect to the nonqualified deferred compensation plan.

  • Performance Level means a reference to one of Performance Level I, Performance Level II, Performance Level III, Performance Level IV or Performance Level V.

  • AHYDO Catch-Up Payment means any payment on any Indebtedness that would be necessary to avoid such Indebtedness being characterized as an “applicable high yield discount obligation” under Section 163(i) of the Code.

  • Minimum Weighted Average Coupon Test means a test that will be satisfied on any Measurement Date if the Weighted Average Coupon equals or exceeds 7.0%.

  • Company action level event means any of the following events:

  • Trigger Level means with respect to an Index, the level specified as such in Annex 1 with respect to such Index

  • Auto-Call Trigger Rate means the applicable percentage in respect of the relevant Auto-Ca l Valuation Date on which an Auto-Call Trigger Event has occurred as set out in the definition of Auto-Call Trigger Level above (i.e. as shown in the same row as that date).

  • Formula Price means the highest of: (a) the highest composite daily closing price of the Stock during the period beginning on the 60th calendar day prior to the Change of Control and ending on the date of such Change of Control, (b) the highest gross price paid for the Stock during the same period of time, as reported in a report on Schedule 13D filed with the Securities and Exchange Commission, or (c) the highest gross price paid or to be paid for a share of Stock (whether by way of exchange, conversion, distribution upon merger, liquidation or otherwise) in any of the transactions set forth in Section 9 of the Plan as constituting a Change of Control; provided that in the case of the exercise of any such Right related to an Incentive Stock Option, “Formula Price” shall mean the Fair Market Value of the Stock at the time of such exercise.

  • Step-Out Notice has the meaning given to it in Section 8.1.