Rollover Offering definition

Rollover Offering means a reoffering or refinancing of all (but not less than all) of the Securities effected not earlier than May __, 2001 by means of a completed public offering or offerings (which may include one or more exchange offers) by or on behalf of Seller and the other sellers that have entered into purchase agreements with the Purchaser.

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Rollover Offering means a refinancing by us of the ZONES by way of either (a) a sale of the reference shares or (b) a sale of securities that are priced by reference to the reference shares, in either case, by means of a completed public offering or offerings by us (which may include one or more exchange offers) and which is expected to yield net proceeds which are sufficient to pay the redemption amount for all of the ZONES. The trustee will notify holders if we elect to redeem their ZONES in connection with a rollover offering not less than 30 nor more than 60 business days prior to the redemption date. We will also issue a press release prior to 4:00 p.m., New York City time, on the business day immediately before the day on which the closing price of the reference shares is to be measured for the purpose of determining the current market value in connection with a rollover offering. The notice will state we are firmly committed to price the rollover offering, will specify the date on which the rollover offering is to be priced (including whether the rollover offering will be priced during trading on the pricing date or after the close of trading on the pricing date) and consequently, whether the closing price for the reference shares by which the current market value will be measured will be the closing price on the trading date immediately preceding the pricing date or the closing price on the pricing date. We will provide that press release to DTC for dissemination through the DTC broadcast facility.

Rollover Offering means a reoffering or refinancing of the DECS effected by the Seller not earlier than [ ], 2005 by means of a completed public offering or offerings or another similar offering (which may include one or more exchange offers), by or on behalf of such Seller.

Examples of Rollover Offering in a sentence

• If Seller elects the Cash Settlement Alternative, Purchaser shall provide notice of such election (specifying whether such cash settlement is being made in connection with a Rollover Offering) to the holders of the Securities, not less than 30 nor more than 90 days prior to the Exchange Date as then in effect.

• Seller may elect the Cash Settlement Alternative in respect of all, but not less than all, Contract Shares and may do so by notice to Purchaser, the Collateral Agent and the Custodian not less than 35 days prior to the Exchange Date as then in effect (specifying whether such cash settlement is being made in connection with a Rollover Offering).

• Unless Counterparty has duly elected, in connection with a Rollover Offering, to accelerate the Exchange Date in accordance with Section 1.3(g) hereof, Counterparty shall on such extended Exchange Date pay to the Trust by wire transfer of Federal (immediately available same-day) funds an amount equal to the Extension Amount.

• If Seller elects the Cash Settlement Alternative and so notifies Purchaser, Purchaser shall provide notice of such election (specifying whether such cash settlement is being made in connection with a Rollover Offering) to the holders of the Securities, not less than thirty (30) nor more than ninety (90) days prior to the Exchange Date.

• Unless [Counterparty] [Holdings] has duly elected, in connection with a Rollover Offering, to accelerate the Exchange Date in accordance with Section 1.3(g) hereof, Counterparty shall on such extended Exchange Date pay to the Trust by wire transfer of Federal (immediately available same-day) funds an amount equal to the Extension Amount.

• The provisions of Sections 1.3(f) and (g) shall be applicable if [the Counterparty] [Holdings] has made a Rollover Offering Election by written notice given to the Trust not earlier than [ ], 2004 and not later than [ ], 2004.

• If Counterparty elects the Cash Delivery Option and so notifies the Trust, the Trust shall promptly notify The Depository Trust Company and publish a notice in a daily newspaper of national circulation stating whether the holders of Equity Trust Securities will receive shares of Common Stock or cash (and specifying whether any such cash settlement is being made in connection with a Rollover Offering).

• Seller may request the Cash Settlement Alternative in respect of all, but not less than all, Contract Shares and may do so by notice to Purchaser, the Collateral Agent and the Custodian not less than 35 days prior to the Exchange Date (specifying whether such cash settlement is being made in connection with a Rollover Offering).

• Any Rollover Offering Election made by [Counterparty] [Holdings] (i) shall be irrevocable once made, and (ii) may be made only if [the Counterparty] [Holdings] has also elected, or simultaneously elects, the Cash Delivery Option.

• The provisions of Sections 1.3(f) and (g) shall be applicable if the Seller has made a Rollover Offering Election by written notice given to the Purchaser not earlier than [ ], 2002 and not later than [ ], 2002.

More Definitions of Rollover Offering

Rollover Offering means a refinancing of the PRIZES by way of either (i) a sale of the Reference Shares or (ii) a sale of securities that are priced by reference to the Reference Shares, in either case, by means of a completed public offering or offerings by the Company and which is expected to yield net proceeds which are sufficient to pay the Redemption Amount for all of the PRIZES. The Trustee will notify the Holders of the PRIZES if the Company elects to redeem the PRIZES in connection with a Rollover Offering not less than thirty (30) nor more than sixty (60) Business Days prior to the Redemption Date. The Company will also issue a press release prior to 4:00 p.m., New York City time, on the Business Day immediately prior to the day on which the Closing Price of the Reference Shares is to be measured for the purpose of determining the Current Market Value in connection with a Rollover Offering. Such notice shall state that the Company is firmly committed to price the Rollover Offering, shall specify the date on which the Rollover Offering is to be priced (including whether the Rollover Offering shall be priced during trading on the Pricing Date or after the close of trading on the Pricing Date) and consequently, whether the Closing Price for the Reference Shares by which the Current Market Value shall be measured shall be the Closing Price on the Trading Day immediately preceding the Pricing Date or the Closing Price on the Pricing Date. The Company shall provide such press release to DTC for dissemination through the DTC broadcast facility.

Rollover Offering means a refinancing of the PHONES by way of either (i) a sale of the Reference Shares or (ii) a sale of securities that are priced by reference to the Reference Shares, in either case, by means of a completed public or private offering or offerings by the Company and which is expected to yield net proceeds which are sufficient to pay the Redemption Amount for all of the PHONES. The Trustee will notify the Holders of the PHONES if the Company elects to redeem the PHONES in connection with a Rollover Offering not less than thirty (30) nor more than sixty (60) Business Days prior to the Redemption Date. The Company will also issue a press release prior to 4:00 p.m., New York City time, on the Business Day immediately prior to the day

Rollover Offering means a refinancing of the ▇▇▇▇ by way of either (a) a sale of all of the Reference Shares or (b) a sale of securities that are priced by reference to the Reference Shares, in either case, by means of a completed public offering or offerings by the Company and which is expected to yield net proceeds which are sufficient to pay the Redemption Price for all of the ▇▇▇▇;

Rollover Offering means a reoffering or refinancing of Securities effected not earlier than [INSERT EXCHANGE DATE] by means of a completed