Combination Exchange definition

Combination Exchange has the meaning ascribed to it in the Offering Memorandum.
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Combination Exchange has the meaning ascribed to it in Section 2.06 of this Indenture.
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Combination Exchange means the automatic exchange of the New 2021 Notes and the receipt by Holders of their pro rata share of: (i) $243,283,000 aggregate principal amount of Notes under an indenture, to be dated as of the Combination Exchange Date, on the terms described under the caption “Description of the Newco Secured Notes” in the Offering Memorandum; (ii) $243,283,000 aggregate principal amount of 8.750% Senior Second Lien Secured Notes due 2026 issued by SESI under an indenture, to be dated as of the Combination Exchange Date, on the terms described under the caption “Description of the Superior Secured Notes” in the Offering Memorandum and (iii) $131,374,001 in cash.
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Examples of Combination Exchange in a sentence

  • Each holder is deemed to have (i) agreed to be bound by the Combination Exchange and (ii) irrevocably authorized and directed the Trustee, or any other person required to complete the Combination Exchange, to take all actions required to consummate the Combination Exchange without the need for further direction from such holder under this Indenture.

  • Section 5.1 Split Up, Combination, Exchange and Transfer of Warrant Certificates.

  • The Combination Exchange will be completed on a cashless basis and no consent or any other action will be required by the holders of the Notes for the Combination Exchange.

  • Many people think that it is no good when we remain at the present situation, and I strongly feel the same.At this point, I received a remarkable suggestion from Doctor Russell L.

  • The Notes will be automatically cancelled upon consummation of the Combination Exchange.

  • The Combination Exchange will be completed on a cashless basis and no consent or any other action will be required by the holders of the Notes, for the Combination Exchange.

  • For an important recent contribution from a more general perspective, see Wagner (2003) (arguing that increases in appropriability generally are likely to increase the amount of information in the public domain, not decrease it).

  • The Issuer shall give prompt written notice that payment of the Total Consent Payment has been made, that the Combination has occurred on the Combination Exchange Date, and that the Proposed Amendment has become operative, or if for any reason payment of the Total Consent Payment will not be made or the Combination will not occur, the Issuer shall give prompt written notice that the Proposed Amendment shall not become operative.

  • The Notes will be automatically cancelled upon consummation of the Combination Exchange (and the Notes Guarantees and the Notes Collateral will be automatically released and terminated).

  • The successful bidder shall not be entitled to deemed generation in case of any delay in grant of connectivity.

Related to Combination Exchange

  • Interest exchange means the acquisition of an ownership or membership interest in a domestic entity as provided by Subchapter B, Chapter 10. The term does not include a merger or conversion.

  • Option Exchange Ratio means the quotient obtained by dividing (i) the Cash Amount Per Share by (ii) the Acquiror Common Stock Price.

  • Optional Exchange means the exchange of the Certificates by the Trust for the Underlying Securities pursuant to Section 7(a) hereof.

  • Combination Settlement shall have the meaning specified in Section 14.02(a).

  • Combination means an event in which the Company consolidates with, mergers with or into, or sells all or substantially all of its assets to another Person, where “Person” means any individual, corporation, partnership, joint venture, limited liability company, association, joint-stock company, trust, unincorporated organization, government or any agency or political subdivision thereof or any other entity; (ii) In the event of (x) a Combination where consideration to the holders of Common Stock in exchange for their shares is payable solely in cash or (y) the dissolution, liquidation or winding-up of the Company, the Holders shall be entitled to receive, upon surrender of their Warrant, distributions on an equal basis with the holders of Common Stock or other securities issuable upon exercise of the Warrant, as if the Warrant had been exercised immediately prior to such event, less the Exercise Price. In case of any Combination described in this Section 4, the surviving or acquiring Person and, in the event of any dissolution, liquidation or winding-up of the Company, the Company, shall deposit promptly with an agent or trustee for the benefit of the Holders of the funds, if any, necessary to pay to the Holders the amounts to which they are entitled as described above. After such funds and the surrendered Warrant are received, the Company is required to deliver a check in such amount as is appropriate (or, in the case or consideration other than cash, such other consideration as is appropriate) to such Person or Persons as it may be directed in writing by the Holders surrendering such Warrant.

  • Free Exchange means an exchange of a Commission Share of one Fund for a Commission Share of another Fund under circumstances where the CDSC which would have been payable in respect of a redemption of the exchanged Commission Share on the date of such exchange is waived and the Commission Share issued in such exchange is treated as a continuation of the investment in the Commission Share exchanged for purposes of determining the CDSC payable if such Commission Share issued in the exchange is thereafter redeemed.

  • National Exchange means the Nasdaq Global Select Market, the Nasdaq Global Market, the Nasdaq Capital Market, or the New York Stock Exchange.

  • Option Exchange Program means a program whereby outstanding Options are surrendered in exchange for Options with a lower exercise price.

  • Direct Exchange has the meaning set forth in Section 11.03(a).

  • Retail transaction means the purchase of prepaid wireless telecommunications service from a seller for any purpose other than resale.

  • Multi-Exchange Index , if applicable, means each Reference Item specified under the heading "Underlying" in the Product Terms to be a Multi-Exchange Index.

  • Recognised Investment Exchange means a recognised investment exchange as defined by section 285 of the Financial Services and Markets Xxx 0000;

  • Exchange Transaction means an exchange of Units for Common Units pursuant to, and in accordance with, the Exchange Agreement or, if the Issuer and the exchanging Limited Partner shall mutually agree, a Transfer of Units to the Issuer, the Partnership or any of their subsidiaries for other consideration.

  • Derivatives Exchange means Chicago Board Options Exchange. "Interest Rate" means USD LIBOR O/N (overnight).LIBOR stands for London InterBank Offered Rate. LIBOR is an average interest rate based on infor- mation submitted by the contributing banks. The panel banks indicate the interest rates at which they are able to refinance their own interbank activities in the relevant currency for the relevant term on an unsecured basis. To calculate the reference interest rate, the highest and lowest quar- tiles of these interest rates are eliminated, and the remaining interest rates are averaged. LIBOR is calculated for 7 different terms and 5 different currencies. The LIBOR interest rates (ICE Libor) are administered by ICE Benchmark Administration Limited (IBA) and determined each business day at 11 a.m. (London time). LIBOR O/N (overnight) stands for terms of 1 day.If the Interest Rate is not set or published on an Index Calculation Day, the Interest Rate applied on the immediately preceding Index Calculation Day is used to calculate the index in accordance with section C).If the Interest Rate has neither been set nor published for ten consecutive Index Calculation Days, the Index Calculation Agent has the right and obligation to stipulate in its reasonable discretion an alternative relevant Interest Rate which has functions comparable to the previous Interest Rate.

  • Roll-Up Transaction means a transaction involving the acquisition, merger, conversion or consolidation either directly or indirectly of the Company and the issuance of securities of a Roll-Up Entity to the holders of Common Shares. Such term does not include:

  • Market Exchange Rate means, unless otherwise specified with respect to any Securities pursuant to Section 301, (i) for any conversion involving a currency unit on the one hand and Dollars or any Foreign Currency on the other, the exchange rate between the relevant currency unit and Dollars or such Foreign Currency calculated by the method specified pursuant to Section 301 for the Securities of the relevant series, (ii) for any conversion of Dollars into any Foreign Currency, the noon buying rate for such Foreign Currency for cable transfers quoted in New York City as certified for customs purposes by the Federal Reserve Bank of New York and (iii) for any conversion of one Foreign Currency into Dollars or another Foreign Currency, the spot rate at noon local time in the relevant market at which, in accordance with normal banking procedures, the Dollars or Foreign Currency into which conversion is being made could be purchased with the Foreign Currency from which conversion is being made from major banks located in either New York City, London or any other principal market for Dollars or such purchased Foreign Currency, in each case determined by the Exchange Rate Agent. Unless otherwise specified with respect to any Securities pursuant to Section 301, in the event of the unavailability of any of the exchange rates provided for in the foregoing clauses (i), (ii) and (iii), the Exchange Rate Agent shall use, in its sole discretion and without liability on its part, such quotation of the Federal Reserve Bank of New York as of the most recent available date, or quotations from one or more major banks in New York City, London or other principal market for such currency or currency unit in question, or such other quotations as the Exchange Rate Agent shall deem appropriate. Unless otherwise specified by the Exchange Rate Agent, if there is more than one market for dealing in any currency or currency unit by reason of foreign exchange regulations or otherwise, the market to be used in respect of such currency or currency unit shall be that upon which a nonresident issuer of securities designated in such currency or currency unit would purchase such currency or currency unit in order to make payments in respect of such securities.

  • Related Futures or Options Exchange for the Index means an exchange or quotation system where trading has a material effect (as determined by the Calculation Agent) on the overall market for futures or options contracts relating to the Index.

  • Recapitalization means any stock dividend, stock split, combination of shares, reorganization, recapitalization, reclassification or other similar event.

  • Primary Exchange means, with respect to each Index constituent or each constituent underlying a Successor Index, the primary exchange or market of trading such Index constituent or such constituent underlying a Successor Index.

  • Initial Business Combination means the acquisition by the Company, whether through a merger, share exchange, asset acquisition, stock purchase, reorganization, recapitalization or similar type of transaction, of one or more business or entities (“Target Business” or “Target Businesses”), whose collective fair market value is equal to at least 80% of the balance in the Trust Account and resulting in ownership by the Company or the holders of IPO Shares of at least 51% of the voting equity interests of the Target Business or Businesses or all or substantially all of the assets of the Target Business or Businesses;

  • Share Exchange Event shall have the meaning specified in Section 14.07(a).