Tender Premium means, as of any date, the amount described in clause (y)(A) of the second sentence of the definition of "Funded Indebtedness" as of such date, other than the unpaid principal amount of, and accrued and unpaid interest on, the Senior Notes as of such date.
Holders who validly tender their Notes after the Early Tender Time but at or prior to the Expiration Time will only be eligible to receive the "Tender Consideration", which is the applicable Total Consideration minus the Early Tender Premium, plus any Accrued Interest.
Holders who validly tender their Existing Notes subsequent to the Early Tender Time and prior to July 31, 2012 will receive the New Notes with a principal amount equal to the principal amount of any Existing Notes so accepted for exchange, and will not be entitled to receive the Early Tender Premium.
Holders of Debentures who validly tender their Debentures following the Early Tender Date and on or prior to the Expiration Date will only receive the "Tender Offer Consideration" per $1,000 principal amount of any such Debentures tendered by such holders that are accepted for purchase, which is equal to the Total Consideration minus the Early Tender Premium.
Holders that tender their Notes after the Early Tender Time but at or prior to the Expiration Time will receive the Tender Offer Consideration, which is the Total Consideration less the Early Tender Premium.
The "Total Consideration" is the U.S. dollar amount payable per $1,000 principal amount of the Notes set forth in the table above and includes an early tender premium of $50 per $1,000 principal amount of Notes (the "Early Tender Premium").