Common use of Mandatory Redemption Upon IPO Clause in Contracts

Mandatory Redemption Upon IPO. Upon an IPO, HoldCo shall contribute the proceeds to the Issuer, if applicable, and the Issuer shall be required to apply the net cash proceeds received from any such IPO after deduction of all discounts, underwriters’ commissions and other reasonable expenses directly related to the IPO (the “IPO Proceeds”) to, upon 10 days’ prior written notice to the Trustee and the holders given within 5 days upon the closing of such IPO, redeem the maximum principal amount of Notes that is at least $2,000 and an integral multiple of $1,000 in excess thereof (or if a PIK Payment has been made, in the amount of $1.00 or any integral multiple of $1.00 in excess thereof) that may be purchased out of the IPO Proceeds (the “IPO Redemption”) at a redemption price in cash (the “IPO Redemption Price”) in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interest, together with an amount of cash equal to all accrued and unpaid PIK Interest, to, but excluding, the mandatory redemption date, and will be payable in cash, to the date fixed for the mandatory redemption, in accordance with the procedures set forth in Section 3.09 of the Indenture. An IPO Redemption shall be conducted in compliance with Article III of the Indenture, including Section 3.03 through Section 3.08 thereof.

Appears in 2 contracts

Samples: Second Supplemental Indenture (Sunnova Energy International Inc.), Second Supplemental Indenture (Sunnova Energy International Inc.)

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Mandatory Redemption Upon IPO. Upon an IPO, HoldCo shall contribute the proceeds to the Issuer, if applicable, and the Issuer shall be required to apply the net cash proceeds received from any such IPO after deduction of all discounts, underwriters’ commissions and other reasonable expenses directly related to the IPO (the “IPO Proceeds”) to, upon 10 days’ prior written notice to the Trustee and the holders given within 5 days upon the closing of such IPO, redeem the maximum principal amount of Notes that is at least $2,000 and an integral multiple of $1,000 in excess thereof (or if a PIK Payment has been made, in the amount of $1.00 or any integral multiple of $1.00 in excess thereof) that may be purchased out of the IPO Proceeds (the “IPO Redemption”) at a redemption price in cash (the “IPO Redemption Price”) in an amount equal to 100% of the principal amount thereof, plus accrued and unpaid interest, together with an amount of cash equal to all accrued and unpaid PIK Interest, to, but excluding, the mandatory redemption date, and will be payable in cash, to the date fixed for the mandatory redemption, in accordance with the procedures set forth in Section 3.09 of the Indenture. An IPO Redemption shall be conducted in compliance with Article III of the Indenture, including Section 3.03 through Section 3.08 thereof.

Appears in 2 contracts

Samples: Third Supplemental Indenture (Sunnova Energy International Inc.), Third Supplemental Indenture (Sunnova Energy International Inc.)

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