Mandatory Redemption of Notes. On September 1, 2004, the Company shall, to the extent permitted by the Credit Agreement and the New Subordination Agreements, redeem the principal amount outstanding of Notes equal to the sum of (i) the aggregate principal amount of PIK Notes issued (including without limitation all PIK Notes issued as interest on PIK Notes) to and including September 1, 2004 in respect of such $1,000 in principal amount of Notes (to the extent not previously redeemed) and (ii) $80 per $1,000 principal amount of Notes outstanding; provided, however, if such redemption shall be prohibited by the Credit Agreement or the New Subordination Agreements, the mandatory redemption provided for in this Section 7.14 shall be deemed waived by the Holders of the Notes until such mandatory redemption is no longer prohibited by the Credit Agreement and the New Subordination Agreements, at which time the Company shall, to the extent permitted by the Credit Agreement and the New Subordination Agreements, redeem (x) the principal amount outstanding of Notes equal to the sum of clauses (i) and (ii) above and (y) the principal amount of any additional issued and outstanding PIK Notes (including without limitation all PIK Notes issued as interest on PIK Notes).
1.5. Section 8.03(8) is amended to amend and restate the proviso as follows: provided that such encumbrances and restrictions are no more restrictive than those contained in the terms of the Revolving Facility as in effect on the Amendment Effective Date or the Proposed Term Loan Agreement as in effect on the date of original execution.
Mandatory Redemption of Notes. (a) On the date of receipt by any Group Company of any amount described below, the Issuer shall cause the principal of the Notes to be redeemed in the amounts described below at the redemption price described in Section 3.06(b) and subject to the notice provisions in Section 3.02(b):
(i) 100% of any Net Proceeds received by any Group Company after the Issue Date from the issue of any Capital Stock (other than an issuance to a Wholly Owned Subsidiary of Holdings);
(ii) 100% of any Net Proceeds of any Indebtedness of any Group Company issued or incurred after the Issue Date (other than Indebtedness that is otherwise expressly permitted pursuant to Section 4.03(b));
(iii) 100% of any Net Proceeds from (a) any maturity of Portfolio Policies, or from any maturity of other Life Policies (other than Encumbered Policies) owned by any Group Company (other than the Issuer), or (b) any sale or maturity of Encumbered Policies, or (c) any sale of the structured settlements business; and
(iv) 100% of any Net Proceeds from any Asset Sale, but excluding any sales which are covered in clause (iii) above.
(b) With respect to any mandatory redemption pursuant to Section 3.06(a), the Notes shall be redeemed at a redemption price in cash equal to (i) 100% of the Note Balance thereof, plus accrued and unpaid interest on the Note Balance redeemed to the date of repayment, in the case of any mandatory redemption pursuant to clauses (i), (ii), or (iii) of Section 3.06(a), (ii) 109% of the Note Balance thereof, plus accrued and unpaid interest on the Note Balance redeemed to the date of repayment, in the case of any mandatory redemption pursuant to clause (iv) of Section 3.06(a), other than as a result of sales of Life Policies, (iii) 109% of the Note Balance thereof, plus accrued and unpaid interest on the Note Balance redeemed to the date of repayment, in the case of any mandatory redemption pursuant to clause (iv) of Section 3.06(a) arising from any sale of Life Policies for a sale price in a single transaction of $15.0 million or more, and (iv) 100% of the Note Balance thereof, plus accrued and unpaid interest on the Note Balance redeemed to the date of repayment, in the case of any mandatory redemption pursuant to clause (iv) of Section 3.06(a) arising from any sale of Life Policies for a sale price in a single transaction of less than $15.0 million or more, until the aggregate of such sale proceeds described in this clause (iv) of Section 3.06(b) reaches $15.0 million, and th...
Mandatory Redemption of Notes. (a) The Company shall redeem the Notes in full on December 31, 2004, at a redemption price equal to the unpaid principal thereof plus accrued and unpaid interest thereon through the date fixed for redemption.
(b) Upon any of (i) the consummation of a Qualified Public Offering by the Company or any of its Subsidiaries, (ii) a Change of Control, (iii) the occurrence of an Event of Default, or (iv) the consummation by the Company of a merger, consolidation or share exchange with any other Person (other than as permitted by Section 9.01), or a sale of substantially all of its assets, the Company shall, if so directed by the Required Holders, redeem the Notes of all Holders in full at a redemption price equal to the unpaid principal thereof plus accrued and unpaid interest thereon through the date fixed for redemption.
(c) The Company shall, if directed by the Required Holders, redeem the Notes, partially in an amount equal to (i) fifty percent (50%) of the Net Cash Proceeds of any Public Offering by the Company or any of its Subsidiaries which is not a Qualified Public Offering and (ii) one hundred percent (100%) of the Net Cash Proceeds of any asset disposition other than a Permitted Disposition, in both (i) and (ii), on a pro rata basis in accordance with the provisions of Section 10.04, at a redemption price equal to the unpaid principal thereof plus accrued and unpaid interest thereon through the date fixed for redemption.
Mandatory Redemption of Notes. Upon the earliest to occur of
(a) any Change of Control,
(b) the Company entering into any written or other arrangement which will give rise to a Change of Control, or
(c) the Company having notice that any other Person has entered into a written or other arrangement which will give rise to a Change of Control, the Company will immediately give written notice of such transaction or event to each Noteholder, which notice shall describe such transaction or event in reasonable detail. Immediately upon (and concurrently with) the occurrence of any Change of Control, the Company will (x) purchase from each Noteholder all of the outstanding Notes held by it at a purchase price, payable in immediately available funds, equal to the unpaid principal amount thereof together with all unpaid interest accrued thereon to the date of such purchase and (y) make payment in full in immediately available funds of all interest, if any, on the Notes which shall, in lieu of having been paid in cash when due, have been accrued in accordance with clause (b) of Section 9.1 or the proviso to the first paragraph of the Notes and which shall remain unpaid.
Mandatory Redemption of Notes. Subject to Article XI hereof
(a) Holdings shall redeem the Notes in full on November 19, 2005, at a redemption price equal to the unpaid principal thereof, together with any interest accrued and unpaid thereon as of the redemption date.
(b) On the date that is the earliest to occur of (i) the consummation by Holdings or Healthcare of any Public Offering, (ii) a Change of Control, or (iii) the dissolution, winding-up or liquidation of Holdings or Healthcare in whole or in part except as otherwise permitted hereby, then, Holdings shall, at the option of the Required Holders, redeem the Notes of all Holders in full at a redemption price equal to the unpaid principal thereof plus interest thereon through the date fixed for redemption plus a premium in an amount equal to the Premium Percentage set forth in Section 10.0 1 times the principal amount redeemed.
Mandatory Redemption of Notes. (a) On the date of receipt by any Group Company of any amount described below, the Issuer shall cause the principal of the Notes to be redeemed in the amounts described below at the redemption price described in Section 3.06(b) and subject to the notice provisions in Section 3.02(b):
(i) 100% of any Net Proceeds of any Indebtedness of any Group Company issued or incurred after the Initial Issue Date (other than Indebtedness that is otherwise expressly permitted pursuant to Section 4.03(b)) and
(ii) 100% of any Net Proceeds from any Asset Sale (subject to Section 4.06).
(b) With respect to any mandatory redemption pursuant to Section 3.06(a), the Issuer shall cause the Notes to be redeemed at a price equal to (i) if the event giving rise to such redemption occurs on or after November 10, 2015, the amounts specified in Section 3.02(a) as if such redemption were an optional redemption and (ii) if the event giving rise to such redemption occurs before November 10, 2015, an amount equal to 106% of the principal amount thereof plus accrued and unpaid interest to the date of redemption plus an amount equal to the remaining scheduled payments of interest on the Notes redeemed through the Payment Date occurring in November 2015.
Mandatory Redemption of Notes. Upon the earliest to occur of
(a) any Change of Control,
(b) the Company or any Subsidiary entering into any written or other arrangement which will give rise to a Change of Control, or
(c) the Company having notice that any other Person has entered into a written or other arrangement which will give rise to a Change of Control, the Company will immediately give written notice of such transaction or event to each Noteholder, which notice shall describe such transaction or event in reasonable detail. Immediately upon (and concurrently with) the occurrence of any Change of Control, the Company will purchase from each Noteholder all of the outstanding Notes held by it at a purchase price, payable in immediately available funds, equal to the unpaid principal amount thereof together with all unpaid interest accrued on all Notes to the date of such purchase.
Mandatory Redemption of Notes. The Outstanding Notes shall be redeemed pro rata with (a) the Net Proceeds of the sale of the Yonkers Property, (b) the Net Proceeds of the sale of the Union Square Property and (c) the Net Proceeds of any Equity Offering. The Redemption Price shall equal 100% of the unpaid principal amount of the Notes to be redeemed plus accrued and unpaid interest thereon to the Redemption Date. The Redemption Date shall be a date determined by the Issuer which shall be no later than 60 days following receipt by the Trustee or the Issuer, as the case may be, of the Net Proceeds referred to in the first sentence of this Section 3.1.
Mandatory Redemption of Notes. The Company hereby agrees to use certain expected revenues for the cash redemption of the Notes and Debentures (as defined in Section 16 below) as follows; provided, that such revenues shall be further subject to apportionment among each of the Holders and Purchasers (as defined in Section 16 below) according to the percentages set forth on Schedule 8 attached hereto:
(a) 100% of any net revenues received by or payable to the Company, including, but not limited to, all milestone payments, all partnership payments, all royalty payments and any other payments, and excluding any direct costs, direct fees, or direct royalties (such payments, the “Net Revenue”) derived, directly or indirectly, from the Distribution and Supply Agreement between Xx. Xxxxx’x Laboratories, Inc. (“Xx. Xxxxx’x”), and the Company and Ceragenix Corporation, dated November 16, 2007 (the “DRL Agreement”), except for any milestone payments, net sales royalties and product cost reimbursements paid or owed to the Company prior to April 1, 2009. By way of example, Net Revenue shall not include such direct costs, direct fees or direct royalties such as, but not limited to, the 5% royalty for EpiCeram pursuant to the Exclusive License Agreement by and among the Company and The Regents of the University of California, dated June 28, 2000;
(b) 100% of the Net Revenue derived, directly or indirectly, from any other EpiCeram commercialization arrangements;
(c) 50% of the Net Revenue derived, directly or indirectly, from the sale of NeoCeram;
(d) 33% of any Net Revenue derived, directly or indirectly, from the sales of Ceragenins partnerships; and
(e) 33% of any Net Revenue not reference above and received by the Company in excess of, in the aggregate until the Notes are no longer outstanding, $250,000, excluding any capital raised by the Company through investment from the Holders or any other equity investment in or issuance of debt by the Company. Upon receipt of any of the Net Revenues described above, the Company shall immediately place such funds in a segregated account for the benefit of the Holders and notify the Holders in writing of the receipt of such funds. Upon notice to the Company that a Holder wishes to have its Debenture redeemed, the Company shall immediately wire such Holder its pro-rata share of such funds (based on the original principal amount purchased by such Holder) and record the reduction in principal in the Note register. In the event that a Holder declines to receive a ...
Mandatory Redemption of Notes. The Outstanding Notes ----------------------------- shall be redeemed pro rata with (a) the Net Proceeds of the Disposition of the Yonkers Property, (b) subject to Section 12.1(b) hereof, the Net Proceeds of the Disposition of the Additional Collateral, and (c) the Net Proceeds of any Equity Offering. The Redemption Price shall equal 100% of the unpaid principal amount of the Notes to be redeemed plus accrued and unpaid interest thereon to the Redemption Date. The Redemption Date shall be a date determined by the Issuer which shall be no later than 30 days following receipt by the Trustee or the Issuer, as the case may be, of the Net Proceeds referred to in the first sentence of this Section 3.1.
