Notice of a Change of Control Sample Clauses

Notice of a Change of Control. The Company shall provide written notice to the Holder of a Change of Control reasonably promptly after public announcement thereof (and, in any event, not less than twenty (20) trading days prior to the consummation of such Change of Control) and such notice shall include (i) the projected date of consummation of the Change of Control to the extent known at the time such notice is delivered and (ii) the expected consideration to be received by the Company’s stockholders in such Change of Control.
AutoNDA by SimpleDocs
Notice of a Change of Control. Offer will be mailed by the Company to the Trustee and the Holders not less than 30 calendar days nor more than 60 calendar days before the Change of Control Payment Date. Such notice shall be sent by first-class mail, postage prepaid, to the Trustee and to each Holder of the Notes at the address appearing in the register maintained by the Registrar of the Notes, and shall state: (i) that the Change of Control Offer is being made pursuant to this Section 4.15, the length of time the Change of Control Offer will remain open (which must be at least 20 Business Days) and that all Notes tendered will be accepted for payment, and otherwise subject to the terms and conditions set forth herein; (ii) the Change of Control Purchase Price and the Change of Control Payment Date; (iii) that any Note not tendered or improperly tendered will continue to accrue interest; (iv) that, unless the Company defaults in the payment of the Change of Control Purchase Price, any Notes accepted for payment pursuant to the Change of Control Offer shall cease to accrue interest after the Change of Control Payment Date; (v) that Holders electing to have their Notes purchased pursuant to a Change of Control Offer will be required to surrender the Notes, with the form entitled "Option of Holder to Elect Purchase" on the reverse of the Notes completed, to the Paying Agent at the address specified in the notice prior to the close of business on the third Business Day preceding the Change of Control Payment Date in order to collect the purchase price; (vi) that Holders will be entitled to withdraw their election if the Paying Agent receives, not later than the close of business on the Change of Control Payment Date, a facsimile transmission or letter setting forth the name of the Holder, the principal amount of the Notes delivered for purchase (including, if any, the ISIN number or Common Code and the certificate number of such Notes), and a statement that such Holder is withdrawing his election to have such Notes purchased; (vii) that Holders whose Notes are being purchased only in part will be issued new Notes equal in principal amount to the unpurchased portion of the Notes surrendered, provided that each Note purchased and each such new Note issued shall be in an original principal amount in denominations of (euro)1,000 and integral multiples thereof; (viii) any other procedures that a Holder must follow to accept a Change of Control Offer or effect withdrawal of such acceptance; and (i...
Notice of a Change of Control. If there is a Change of Control, the Company shall transmit by first class mail to the Trustee and to all Holders of each series of Securities then Outstanding, as their names and addresses appear in the Security Register, written notice of the occurrence of such Change of Control within ten (10) days following such occurrence.
Notice of a Change of Control. Offer shall be mailed by the Issuer to the Securityholders at their last registered addresses with a copy to the Trustee and the Paying Agent. The Change of Control Offer shall remain open from the time of mailing until the fifth Business Day preceding the Change of Control Payment Date. The notice, which shall govern the terms of the Change of Control Offer, shall state:
Notice of a Change of Control. Offer shall be sent to the Trustee not more than 25 days after the Change in Control Date and to the Noteholders as shown on the register of Holders and the Trustee not more than 30 days after the Change in Control Date. The Change of Control Offer shall commence on the date such notice is given and shall remain open for not less than 30 days and nor more than 45 days, except to the extent that a longer period is required by Applicable Law. Upon expiration of such Change in Control Offer, the Company shall promptly purchase for Cash the 1997 Notes delivered for purchase at a purchase price equal to 101% of the principal amount thereof, plus accrued and unpaid interest thereon, if any.
Notice of a Change of Control. Offer shall be mailed by the Company to the Holders at their registered addresses not less than 30 days nor more than 45 days before the Change of Control Payment Date. The Change of Control Offer shall remain open for at least 20 Business Days and until 5:00 p.m., New York City time, on the Business Day next preceding the Change of Control Payment Date. Substantially simultaneously with mailing of the notice, the Company shall cause a copy of such notice to be published in a newspaper of general circulation in the Borough of Manhattan, The City of New York, State of New York.
Notice of a Change of Control. Offer shall be sent, at least 20 Business Days prior to Change of Control Put Date (as defined below), by first class mail, by the Company to each Holder at its registered address, with a copy to the Trustee. The notice to the Holders shall contain all instructions and materials required by applicable law and shall contain or make available to Holders other information material to such Holders' decision to tender Securities pursuant to the Change of Control Offer. The notice, which shall govern the terms of the Offer, shall state: (1) that the Change of Control Offer is being made pursuant to this Section 11.01 and that all Securities, or portions thereof, tendered will be accepted for payment; (2) the Change of Control Purchase Price (including the amount of accrued and unpaid interest), the Change of
AutoNDA by SimpleDocs
Notice of a Change of Control. Offer shall be mailed by the Company or the Issuer to the Holders not less than 30 calendar days nor more than 60 calendar days before the Change of Control Payment Date. The Company or the Issuer shall cause a copy of such notice to be published in a daily newspaper with general circulation in Luxembourg (which is expected to be the Luxemburger Wort). The Change of Control Offer is required to remain open for at least 20 Business Days and until the close of business on the Change of Control Payment Date. Holders electing to have a Note purchased pursuant to a Change of Control Offer shall be required to surrender such Note, with the form entitled "Option of Holder to Elect Purchase" on the reverse of the Note completed to the Trustee at the address specified in the notice prior to the close of business on the third Business Day prior to the Change of Control Payment Date. Holders will be entitled to withdraw their tendered Notes and their election to require the Company or the Issuer to purchase such Notes, provided that the Trustee receives, no later than the close of business on the last day of the offer period, a facsimile transmission or letter setting forth the name of the Holder, the principal amount at maturity of Notes tendered for purchase and a statement that such Holder is withdrawing his or her tendered Notes and his or her election to have such Notes purchased. Holders whose Notes are being purchased only in part shall be issued new Notes equal in principal amount at maturity to the unpurchased portion of the Notes surrendered, which unpurchased portion must be equal to (euro)1,000 in principal amount or an integral multiple thereof. Unless the Issuer defaults in the payment of the Change of Control Payment, all Notes accepted for payment pursuant to the Change of Control Offer shall cease to accrue interest on the Change of Control Payment Date. Any Note not properly tendered shall remain outstanding and continue to accrue interest.
Notice of a Change of Control. Offer shall be mailed by the Company not later than 10 days after the Change of Control Date to the Trustee, who, not less than 25 days nor more than 45 days before the Change of Control Payment Date, shall mail such notice to each of the Holders of Securities at their last registered address with a copy to the Paying Agent. The Change of Control Offer shall remain open from the time of mailing for at least 20 Business Days and until 5:00 p.m., New York City time, on the Change of Control Payment Date. The notice, which shall govern the terms of the Change of Control Offer, shall include such disclosures as are required by law and shall state:
Notice of a Change of Control. Offer shall be mailed by the Company, with a copy to the Trustee, or, at the Company's option, by the Trustee (at the Company's expense) not more than 20 calendar days after the Change of Control to each Holder of the Notes at such Holder's last registered address appearing in the Register. In such notice, the Company shall describe the transaction that constitutes the Change of Control and offer to repurchase Notes pursuant to the procedures required by this Section 4.14 and described in such notice. The notice shall contain all instructions and materials necessary to enable Holders to tender Notes pursuant to the Change of Control Offer. In addition, the notice shall state: (1) that the Change of Control Offer is being made pursuant to this Section 4.14 and that all Notes (or portions thereof) properly tendered will be accepted for payment; (2) the Change of Control Payment and the purchase date, which shall be no sooner than 30 nor later than 60 days from the date on which the Company notifies the Holders of the occurrence of the Change of Control (the "Change of Control Payment Date"); (3) that any Note (or portion thereof) not properly tendered will continue to accrue interest; (4) that, unless the Company defaults in the payment of the Change of Control Payment, all Notes (or portions thereof)
Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!