Common use of Certain Corporate Events Clause in Contracts

Certain Corporate Events. If, prior to the Close of Business on the Business Day immediately preceding July 15, 2026, a Fundamental Change, Make-Whole Fundamental Change (other than a Make-Whole Fundamental Change pursuant to clause (B) of the definition thereof) or Common Stock Change Event (other than a Common Stock Change Event that is solely for the purpose of changing the Company’s jurisdiction of incorporation and that (x) does not constitute a Fundamental Change or a Make-Whole Fundamental Change and (y) results in a reclassification, conversion or exchange of outstanding shares of Common Stock solely into shares of common stock of the surviving entity and such common stock becomes the Reference Property for the Notes) occurs, then, in each case, Holders may convert their Notes at any time from, and including, the effective date of such transaction or event to, and including, the thirty fifth (35th) Trading Day after such effective date (or, if such transaction or event also constitutes a Fundamental Change (other than an Exempted Fundamental Change), to, and including, the Business Day immediately before the related Fundamental Change Repurchase Date). No later than the second (2nd) Business Day after the effective date of any Fundamental Change, Make-Whole Fundamental Change (other than a Make-Whole Fundamental Change pursuant to clause (B) of the definition thereof) or Common Stock Change Event that occurs before the Maturity Date, the Company will send notice to the Holders, the Trustee and the Conversion Agent of such transaction or event, such effective date and, if applicable, the related right to convert Notes.

Appears in 1 contract

Samples: Cytokinetics, Incorporated (Cytokinetics Inc)

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Certain Corporate Events. If, prior to the Close of Business on the Business Day immediately preceding July 15, 2026, If a Fundamental Change, Make-Whole Fundamental Change (other than a Make-Whole Fundamental Change pursuant to clause (B) of the definition thereof) or Common Stock Change Event occurs (other than a Common Stock Change Event merger or other business combination transaction that is effected solely for the purpose of changing the Company’s jurisdiction of incorporation or an internal reorganization among the Company and its Wholly Owned Subsidiaries or parent entities (in each case, directly or indirect), such that, following such reorganization, such Wholly Owned Subsidiaries or parent entities directly or indirectly own 100% of the Company’s outstanding equity and, in each case, that (x) does not constitute a Fundamental Change or a Make-Whole Fundamental Change Change) and (y) results in a reclassification, conversion conversion, or exchange of outstanding shares of Common Stock solely into shares of common stock of the surviving entity and such common stock becomes the Reference Property for the Notes) occurs, then, in each case, Holders may convert their Notes at any time from, and including, the effective date of such transaction or event to, and including, the thirty fifth (35th) Trading Day after such effective date (or, if such transaction or event also constitutes a Fundamental Change (other than an Exempted Fundamental Change), to, and includingbut excluding, the Business Day immediately before the related Fundamental Change Repurchase Date); provided, however, that if the Company does not provide the notice referred to in the immediately following sentence by such effective date, then the last day on which the Notes are convertible pursuant to this sentence will be extended by the number of Business Days from, and including, such effective date to, but excluding, the date the Company provides such notice. No later than the second (2nd) Business Day after the such effective date of any Fundamental Change, Make-Whole Fundamental Change (other than a Make-Whole Fundamental Change pursuant to clause (B) of the definition thereof) or Common Stock Change Event that occurs before the Maturity Datedate, the Company will send notice to the Holders, the Trustee and the Conversion Agent of such transaction or event, such effective date and, if applicable, and the related right to convert Notes.

Appears in 1 contract

Samples: Supplemental Indenture (Gossamer Bio, Inc.)

Certain Corporate Events. If, prior to the Close of Business on the Business Day immediately preceding July 15, 2026, If a Fundamental Change, Make-Whole Fundamental Change (other than a Make-Whole Fundamental Change pursuant to clause (B) of the definition thereof) or Common Stock Change Event occurs (other than a Common Stock Change Event merger or other business combination transaction that is effected solely for the purpose of changing to change the Company’s jurisdiction of incorporation and that (x) does not constitute a Fundamental Change or a Make-Whole Fundamental Change and (y) results in a reclassification, conversion or exchange of outstanding shares of Common Stock solely into shares of common stock of the surviving entity and such common stock becomes the Reference Property for the Notes) occursChange), then, in each case, Holders may convert their Notes at any time from, and including, the effective date of such transaction or event to, and including, the thirty fifth (35th) Trading Day after such effective date (or, if such transaction or event also constitutes a Fundamental Change (other than an Exempted Fundamental Change), or if such transaction or event is a Termination of Trading that the Company has elected to treat as the occurrence as a Fundamental Change pursuant to Section 7.13, to, and includingbut excluding, the Business Day immediately before the related Fundamental Change Repurchase DateDate (including a Fundamental Change Repurchase Date that the Company has specified in connection with such an election)); provided, however, that if the Company does not provide the notice referred to in the immediately following sentence by such effective date, then the last day on which the Notes are convertible pursuant to this sentence will be extended by the number of Business Days from, and including, such effective date to, but excluding, the date the Company provides such notice. No later than the second (2nd) Business Day after the such effective date of any Fundamental Change, Make-Whole Fundamental Change (other than a Make-Whole Fundamental Change pursuant to clause (B) of the definition thereof) or Common Stock Change Event that occurs before the Maturity Datedate, the Company will send notice to the Holders, the Trustee and the Conversion Agent of such transaction or event, such effective date and, if applicable, and the related right to convert Notes.

Appears in 1 contract

Samples: Indenture (Arch Resources, Inc.)

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Certain Corporate Events. If, prior to the Close of Business on the Business Day immediately preceding July 15, 2026, If a Fundamental Change, Make-Whole Fundamental Change (other than a Make-Whole Fundamental Change pursuant to clause (B) of the definition thereof) or Common Stock Change Event occurs (other than a Common Stock Change Event merger or other business combination transaction that is effected solely for the purpose of changing the Company’s jurisdiction of incorporation or an internal reorganization among the Company and its Wholly Owned Subsidiaries or parent entities (in each case, direct or indirect) such that, following such reorganization, such Subsidiaries or parent entities directly or indirectly own one hundred percent (100%) of the Company’s outstanding equity, and, in each case, that (x) does not constitute a Fundamental Change or a Make-Whole Fundamental Change and (y) results in a reclassification, conversion or exchange of outstanding shares of Common Stock solely into shares of common stock of the surviving entity and such common stock becomes the Reference Property for the Notes) occursChange), then, in each case, Holders may convert their Notes at any time from, and including, the effective date of such transaction or event to, and including, the thirty fifth (35th) Trading Day after such effective date (or, if such transaction or event also constitutes a Fundamental Change (other than an Exempted Fundamental Change), to, and includingbut excluding, the Business Day immediately before the related Fundamental Change Repurchase Date); provided, however, that if the Company does not provide the notice referred to in the immediately following sentence by such effective date, then the last day on which the Notes are convertible pursuant to this sentence will be extended by the number of Business Days from, and including, such effective date to, but excluding, the date the Company provides such notice. No later than the second (2nd) Business Day after the such effective date of any Fundamental Change, Make-Whole Fundamental Change (other than a Make-Whole Fundamental Change pursuant to clause (B) of the definition thereof) or Common Stock Change Event that occurs before the Maturity Datedate, the Company will send notice to the Holders, the Trustee and the Conversion Agent of such transaction or event, such effective date and, if applicable, and the related right to convert Notes.

Appears in 1 contract

Samples: Indenture (Spirit Airlines, Inc.)

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