Note Exchange definition

Note Exchange as defined in the recitals above.

Split View

AI-Powered Contracts

Draft, Review & Redline at the Speed of AI

Get StartedBook a Demo

Note Exchange means the transactions contemplated by that certain Note Exchange Agreement, dated as of December 5, 2007 and as may be amended from time to time, by and among the Company and the other Persons named therein.

Note Exchange has the meaning given to such term in the Recitals.

Examples of Note Exchange in a sentence

• AND THE "NOTEHOLDERS" IDENTIFIED THEREIN The undersigned hereby executes and delivers the Note Exchange Agreement to which this Signature Page is attached, which, together with all counterparts of the Note Exchange Agreement and Signature Pages of the Company and other "Noteholders" under the Note Exchange Agreement, shall constitute one and the same document in accordance with the terms of the Note Exchange Agreement.

• PJC shall cause the Investor to make an offer to each Senior Note Holder to purchase from each Senior Note Holder who validly accepts and exchanges all of the Senior Notes held by such Senior Note Holder pursuant to the Senior Note Exchange Offer all of the New Senior Notes that will be issued to such Senior Note Holder on the Closing Date at a price equal to the face amount of each New Senior Note purchased in accordance with the terms of the Note Purchase Agreement.

• Notwithstanding anything in this Agreement to the contrary, Emergent may forego launching the Senior Note Exchange Offer in the event that Emergent obtains the agreement of holders of not less than 100% of the aggregate outstanding principal amount of the Senior Notes to sell all of the Senior Notes to PJC or the Investor.

• Section 6.13 of the Agreement shall be amended by replacing the words “On or before the date that is ten (10) Business Days after the date Emergent launches the Convertible Note Exchange Offer” in such section with “Prior to the expiration of the Convertible Note Exchange Offer”.

• Until the Regulation S Global Note Exchange Date with respect to any Temporary Regulation S Global Note, Beneficial Interests in such Temporary Regulation S Global Note may be held only through Agent Members acting for and on behalf of Euroclear and Clearstream.

More Definitions of Note Exchange

Note Exchange means the exchange of the 1.5 Lien Notes and the Excess Notes, if any, for shares of Common Stock valued at $10.00 per share pursuant to the terms of the Exchange Agreement.

Note Exchange has the meaning specified in Section 2.1(a)(iii).

Note Exchange means the exchange and cancellation by Ronald P. Erickson and/or his Affiliates of $500,000 of outstanding principal, accrued interest and other amounts due and owing Ronald P. Erickson and/or his Affiliates on the Insider Notes into an aggregate of not more than 5,000,000 shares of Common Stock (the “Exchange Shares”).

Note Exchange shall have the meaning given in paragraph 2A hereof.

Note Exchange means the Company’s agreement to exchange $100.0 million of the Notes for a new series of 8.00% / 11.00% Convertible Senior PIK Toggle Notes due 2026 on a dollar-for-dollar basis with a new conversion price pursuant to an Investment and Exchange Agreement dated the date hereof.

Note Exchange means (i) the exchange and cancellation by Ronald P. Erickson and/or his Affiliates all outstanding principal, accrued interest and other amounts due and owing on the Company’s outstanding Demand Promissory Notes into an aggregate of not more than 5,000,000 shares of Common Stock (the “Exchange Shares”) and (ii) the release and termination of any pledge, lien, collateral assignment, mortgage, security interest or other lien or encumbrance securing the obligations of the Company thereunder.

Note Exchange means the exchanges of notes contemplated by Section 2.2.