Special Mandatory Redemption. In the event that the Company does not consummate the acquisition of Visa Europe Limited (the “Visa Europe Acquisition”) on or prior to the Visa Europe Outside Date, or if, on or prior to the Visa Europe Outside Date, the Acquisition Agreement is terminated other than as a result of consummating the Visa Europe Acquisition, the Company will redeem this Note on the Special Mandatory Redemption Date at a redemption price (the “Special Mandatory Redemption Price”) equal to 101% of the aggregate principal amount of this Note, plus accrued and unpaid interest, if any, to, but excluding, the Special Mandatory Redemption Date (the “Special Mandatory Redemption”). Notwithstanding the foregoing, installments of interest on this Note that are due and payable on Interest Payment Dates falling on or prior to the Special Mandatory Redemption Date will be payable on such Interest Payment Dates to the registered Holders as of the close of business on the relevant record dates in accordance with this Note and the Indenture. If the Company is required to redeem this Note pursuant to the Special Mandatory Redemption, the Company will cause a notice to be sent within five Business Days after the occurrence of the event that requires the Company to redeem this Note to the registered address of each Holder, with a copy to the Trustee. If funds sufficient to pay the Special Mandatory Redemption Price of this Note on the Special Mandatory Redemption Date are deposited with the Trustee on or before such Special Mandatory Redemption Date, plus accrued and unpaid interest to, but excluding, the Special Mandatory Redemption Date, this Note will cease to bear interest and all rights under this Note shall terminate (other than in respect of the right to receive the Special Mandatory Redemption Price, plus accrued and unpaid interest to, but excluding, the Special Mandatory Redemption Date). The Acquisition Agreement and the terms of the Visa Europe Acquisition may be modified without the consent of any Holder of this Note.
Special Mandatory Redemption. If (i) the closing of the merger of Scorpion Corporation I, Inc. with and into USF Holding Corp., with USF Holding Corp. surviving as a wholly owned subsidiary of the Issuer, immediately followed by the merger of USF Holding Corp. with and into Scorpion Company II, LLC, with Scorpion Company II, LLC surviving as a wholly owned subsidiary of the Issuer (such transactions being collectively referred to herein as the “Merger”), pursuant to the Agreement and Plan of Merger, dated as of December 8, 2013 (the “Merger Agreement”), among the Issuer, Scorpion Corporation I, Inc., Scorpion Company II, LLC and USF Holding Corp., has not occurred on or prior to October 8, 2015 substantially on the terms contemplated by the Merger Agreement as such Merger Agreement exists as of the Original Issue Date or (ii) the Merger Agreement is terminated at any time on or prior to October 8, 2015 (each of such events being a “Special Mandatory Redemption Trigger”), the Issuer shall, in accordance with this Section 2.9, redeem the Notes, in whole, at a redemption price equal to 101% of the aggregate principal amount of the Notes, plus accrued and unpaid interest from and including the Original Issue Date, or the most recent date to which interest has been paid, whichever is later, to but not including the mandatory redemption date (the “Special Mandatory Redemption”). Within ten days of the occurrence of the Special Mandatory Redemption Trigger, the Issuer will give notice of the Special Mandatory Redemption to each Holder of the Notes and to the Trustee, stating, among other matters prescribed in the Indenture, that a Special Mandatory Redemption Trigger has occurred and that all of the Notes will be redeemed on the redemption date set forth in such notice (which will be no earlier than 15 days and no later than 30 days from the date such notice is given). Upon the occurrence of the closing of the Merger substantially on the terms contemplated by the Merger Agreement, the provisions of this Section 2.9 regarding the Special Mandatory Redemption will cease to apply. The provisions relating to Special Mandatory Redemption described above may not be waived or modified with respect to the Notes without the written consent of each Holder of the Outstanding Notes.
Special Mandatory Redemption. (a) In the event that (a) the Escrow Release has not occurred on or prior to the Outside Date or (b) the Issuer notifies the Trustee and the Escrow Agent in writing that the Issuer has determined that the Escrow Release will not occur on or prior to the Outside Date (each such event being a “Mandatory Redemption Event”), the Issuer will redeem all of the Notes (the “Special Mandatory Redemption”) at a price equal to 100.0% of the principal amount of the Notes redeemed plus accrued and unpaid interest from the Issue Date to, but not including, the Special Mandatory Redemption Date (the “Special Mandatory Redemption Price”). Notice of the occurrence of a Mandatory Redemption Event will be given by the Issuer (a “Special Redemption Notice”) within three Business Days following the occurrence of a Mandatory Redemption Event, to the Trustee, the Escrow Agent, the Collateral Agent and DTC. Within three Business Days after the Issuer sends such notice of a Mandatory Redemption Event or otherwise in accordance with DTC’s procedures, the Escrowed Property will be released from the Escrow Account to the Issuer or in accordance with the Escrow Agreement and the Issuer will perform the Special Mandatory Redemption (the date of such redemption, the “Special Mandatory Redemption Date”).
Special Mandatory Redemption. If, for any reason, (i) the Acquisition is not consummated on or prior to July 10, 2011 or (ii) the Stock Purchase Agreement is terminated on or prior to July 10, 2011, the Company shall redeem all of the Senior Notes on the Special Mandatory Redemption Date at the Special Mandatory Redemption Price. Promptly after the occurrence of the event triggering such redemption, the Company shall furnish the Trustee with an Officers’ Certificate to the effect that such event has occurred and, promptly after the occurrence of the event triggering such redemption, the Company shall either (i) give notice of such redemption to the holders of the Senior Notes in accordance with Section 3.02 of the Indenture or (ii) cause the Trustee to give such notice in the Company’s name and at its expense, by providing a written request to the Trustee, signed by the Company’s President, Treasurer or any Vice President; provided, however, that such written request is received by the Trustee at least five (5) Business Days prior to the date the Trustee is requested to give notice of such redemption to the holders of the Senior Notes. In such event, the Company shall provide the Trustee with the information required by Section 3.02 of the Indenture. Such notice having been duly given, the redemption of the Senior Notes shall be made upon the terms and in the manner stated in Sections 3.02 and 3.03 of the Indenture, to the extent applicable and to the extent not inconsistent with this Section 1.09. If funds sufficient to pay the Special Mandatory Redemption Price of all of the Senior Notes to be redeemed on the Special Mandatory Redemption Date are deposited with a Paying Agent or the Trustee on or before such Special Mandatory Redemption Date, on and after such Special Mandatory Redemption Date, the Senior Notes will cease to bear interest and, other than the right to receive the Special Mandatory Redemption Price, all rights under the Senior Notes shall terminate.
Special Mandatory Redemption. (a) If (i) the Yak Acquisition is not consummated on or prior to June 3, 2024 or such later date as the parties to the Yak Purchase Agreement may agree as the “Drop Dead Date” thereunder (the “Acquisition Deadline”), (ii) Holdings has determined that the Yak Acquisition will not be consummated on or before the Acquisition Deadline and has given the Trustee a written notice to that effect or (iii) the Yak Purchase Agreement is terminated in accordance with its terms or by agreement of the parties thereto, and the Yak Acquisition has not been consummated (each, a “Special Mandatory Redemption Event”), the Company shall be required to redeem the Securities (the “Special Mandatory Redemption”) at a redemption price (the “Special Mandatory Redemption Price”) equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but not including, the redemption date (the “Special Mandatory Redemption Date”), which will be the earliest to occur of (i) the Acquisition Deadline, if the Yak Acquisition is not consummated on or before such date, (ii) the 10th business day following written notification by the Company to the Trustee that Holdings has determined that the Yak Acquisition will not be consummated on or before the Acquisition Deadline, and (iii) the 10th business day following the termination of the Yak Purchase Agreement, if the Yak Acquisition has not been consummated.
Special Mandatory Redemption. In the event that the Rexam Acquisition is not consummated on or prior to November 15, 2016, or if prior to November 15, 2016 the Company notifies the Trustee in writing that the Rexam Acquisition has lapsed or been withdrawn, (such event being a “Mandatory Redemption Event”), the Company will redeem all outstanding Notes (the “Special Mandatory Redemption”) at a price equal to 100% of the issue price of such Notes, plus accrued and unpaid interest from the issue date to, but excluding, the Special Mandatory Redemption Date and additional amounts, if any. Notice of the occurrence of a Mandatory Redemption Event will be sent by the Company (a “Special Redemption Notice”) within five Business Days following the occurrence of a Mandatory Redemption Event, to the Trustee. The Special Redemption Notice will specify the date fixed for such Special Mandatory Redemption (the “Special Mandatory Redemption Date”), which date may not be any later than 15 days from the date of such Special Redemption Notice. Concurrently with the delivery of the Special Redemption Notice, the Company will instruct the paying agent to, at the Company’s expense, deliver (by first-class mail to each Holder’s registered address or otherwise in accordance with the procedures of Euroclear or Clearstream, as the case may be) a notice that a Special Mandatory Redemption will occur on the date specified in the Special Redemption Notice. Upon the consummation of the Rexam Acquisition, this Section 3.09 will cease to apply.
Special Mandatory Redemption. If a Special Mandatory Redemption of the Notes is to occur pursuant to Section 3.02 hereof, the Escrow Agent will cause the liquidation of all Escrowed Property then held by it and cause the release of the proceeds of such liquidated Escrowed Property to the Trustee in accordance with the terms of the Escrow Agreement. The Trustee shall apply such proceeds to the payment of the Special Mandatory Redemption Price, as set forth in Section 3.02 hereof.
Special Mandatory Redemption. The Notes are subject to Special Mandatory Redemption as described in Section 3.03 of the Supplemental Indenture.
Special Mandatory Redemption. (a) In the event that the Notes are funded into the Notes Escrow Accounts and (i) the Completion Date does not take place on or prior to the Longstop Date; (ii) the Disposition is abandoned; or (iii) an Event of Default under Section 6.01(a)(6) of the Indenture has occurred and is continuing with respect to the Issuer on or prior to the Longstop Date (the date of any such event being the “Special Termination Date”), the Issuer will redeem all of the Notes (the “Special Mandatory Redemption”) at a price (the “Special Mandatory Redemption Price”) equal to 100% of the initial issue price of each Note, plus accrued but unpaid interest from the Issue Date to (but not including) the Special Mandatory Redemption Date (as defined below and subject to the right of Holders on the relevant record date to receive interest due on the relevant interest payment date).
Special Mandatory Redemption. (a) If (i) the Escrow Agent and the Trustee have not received an Officer’s Certificate and release notice on or prior to 11:59 p.m. Eastern Standard Time on April 3, 2017 (the “Outside Date”) certifying that, substantially concurrently with the Release (as defined below), the Escrow Release Conditions (as defined below) will be satisfied, or (ii) the Company shall have notified the Escrow Agent and the Trustee in writing in the form of an Officer’s Certificate stating that (x) Parent has abandoned the separation and distribution or (y) that the Escrow Release Conditions will not be satisfied (each of the events described in the foregoing clauses (i) and (ii), a “Special Mandatory Redemption Event”), then the Issuer will, on the Special Mandatory Redemption Date, redeem the Notes (the “Special Mandatory Redemption”) at a redemption price (the “Special Mandatory Redemption Price”) equal to (a) 100% of the principal amount of the Notes of if the Special Mandatory Redemption Event occurs on or before December 31, 2016 or (b) 101% of the principal amount of the Notes otherwise, in each case, plus accrued and unpaid interest to, but not including, the Special Mandatory Redemption Date (subject to the right of Holders of record of Notes on the relevant record date to receive interest due on the relevant interest payment date). “
