Offer to Repurchase Sample Clauses
Offer to Repurchase. In the event that, pursuant to Section 3.7, the Issuer is required to commence an offer to all Holders to purchase the Notes (an “Offer to Repurchase”), it shall follow the procedures specified below:
(a) The Offer to Repurchase shall remain open for a period of at least 10 days following its commencement and not more than 60 days, except to the extent that a longer period is required by applicable law (the “Offer Period”). No later than five Business Days after the termination of the Offer Period (the “Purchase Date”), the Issuer shall apply all Excess Proceeds (the “Offer Amount”) to the purchase of Notes and such Pari Passu Indebtedness, if any (in each instance, on a pro rata basis, if applicable), or, if less than the Offer Amount has been tendered, all Notes and other Indebtedness tendered in response to the Offer to Repurchase. Payment for any Notes so purchased shall be made pursuant to Section 3.1.
(b) If the Purchase Date is on or after a Record Date and on or before the related Interest Payment Date, any accrued and unpaid interest, if any, shall be paid to the Person in whose name a Note is registered at the close of business on such Record Date, and no additional interest shall be payable to Holders who tender Notes pursuant to the Offer to Repurchase.
(c) Upon the commencement of an Offer to Repurchase, the Issuer shall send, by first class mail, a notice to the Trustee, the Paying Agent and each of the Holders. The notice shall contain all instructions and materials necessary to enable such Holders to tender Notes pursuant to the Offer to Repurchase. The notice, which shall govern the terms of the Offer to Repurchase, shall state:
(i) that the Offer to Repurchase is being made pursuant to this Section 5.9 and Section 3.7, and the length of time the Offer to Repurchase shall remain open;
(ii) the Offer Amount, the purchase price and the Purchase Date;
(iii) that any Note not tendered or accepted for payment shall continue to accrue interest;
(iv) that, unless the Issuer defaults in making such payment, any Note accepted for payment pursuant to the Offer to Repurchase shall cease to accrue interest after the Purchase Date;
(v) that Holders electing to have a Note purchased pursuant to an Offer to Repurchase may elect to have Notes purchased in a minimum principal amount of $2,000 and integral multiples of $1,000 in excess thereof only;
(vi) that Holders electing to have Notes purchased pursuant to any Offer to Repurchase shall be required to s...
Offer to Repurchase. (a) Upon the occurrence of a Change of Control, Section 4.14 of the Indenture shall apply to the extent applicable.
(b) If the Company or any of its Restricted Subsidiaries consummates an Asset Sale, Section 3.09 and Section 4.10 of the Indenture shall apply to the extent applicable.
Offer to Repurchase. If the Company elects to exercise its Early Mandatory Settlement Right with respect to the Purchase Contracts pursuant to the terms of the Purchase Contract Agreement, then each Holder of Notes (whether any such Note is a Separate Note or constitutes part of a Unit) shall have the right (the “Repurchase Right”) to require the Company to repurchase some or all of its Notes for cash at the Repurchase Price per Note to be repurchased on the Repurchase Date, pursuant to Section 11.03. The Company shall not be required to repurchase a portion of a Note. Holders shall not have the right to require the Company to repurchase any or all of such Holders’ Notes in connection with any Early Settlement (as such term is defined in the Purchase Contract Agreement) of such Holders’ Purchase Contracts at the Holders’ option pursuant to the terms of the Purchase Contract Agreement.
Offer to Repurchase. (a) Within 15 days after the Acquisition Date, the Company shall, subject to the terms hereof, make an offer (a “Post-Merger Offer”) to each Holder to repurchase Notes in an aggregate principal amount of up to $25 million (the “Post-Merger Offer Amount”) at a purchase price equal to 100% of the aggregate principal amount thereof plus accrued and unpaid interest on the Notes repurchased to the date of purchase.
(b) Within 30 days following consummation of an Asahi Equity Offering, the Company shall, subject to the provisions of the next paragraph, make an offer (an “Equity Contribution Offer,” and together with the Post-Merger Offer, a “Repurchase Offer”) to each Holder to repurchase Notes in an aggregate principal amount of up to the lesser of (i) the amount equal to the Asahi Equity Offering Net Proceeds from such Asahi Equity Offerings less the amount applied as set forth in the first sentence of Section 3.10(c) and (ii) the Equity Offering Cap (such lesser amount herein the “Equity Offer Amount”), at a purchase price equal to 100% of the aggregate principal amount thereof plus accrued and unpaid interest on the Notes repurchased to the date of purchase; provided, however, that the Company shall have no obligation to make an Equity Contribution Offer if such amount shall not be greater than zero. Asahi shall contribute to the Company as equity capital the amount equal to the Equity Offer Amount (except to the extent such amount has been previously contributed pursuant to the Credit Facilities).
(c) Notwithstanding the foregoing, the Company will not be required to comply with the provisions described in Section 3.10(b) with respect to any such Asahi Equity Offering Net Proceeds that are used to repay the principal amount of any Indebtedness under the Credit Facilities consisting of term loans. In addition, the Company will not be required to make an Equity Contribution Offer if the Asahi Equity Offering Net Proceeds of any such Asahi Equity Offering (after application in accordance with the preceding sentence) are less than $2.0 million (any such proceeds with respect to an Asahi Equity Offering, the “Deminimus Asahi Proceeds”), provided that when the aggregate amount of any Deminimus Asahi Proceeds that have not been used to make an Equity Contribution Offer exceeds $10.0 million, the Company will make an Equity Contribution Offer in accordance with Section 3.10(b).
(d) The Company may, concurrently with any Equity Contribution Offer, make a concurrent ...
Offer to Repurchase. Within 30 calendar days following the occurrence of any Repurchase Condition, Company shall make a written offer (each, a "Repurchase Offer") to repurchase at the Repurchase Price up to all of the Warrant Shares and Warrants owned by each Holder. Each such Repurchase Offer (among other things) shall indicate the date of occurrence of the relevant Repurchase Condition and shall provide a calculation of the Current Market Price per Warrant Share (together with a copy of documentation supporting such calculation). Each such Repurchase Offer shall be delivered by Company to each such Holder entitled thereto by first-class mail to the last known address of such Holder on the books and records of Company.
Offer to Repurchase. Section 5.01. Offer to ▇▇▇▇▇▇▇▇▇▇ ▇▇
Offer to Repurchase. Upon Change of Control 15
Offer to Repurchase. If the Company (a) elects to exercise its Early Mandatory Settlement Right and (b) at the time of such election, (x) there is not an Extension Period in effect and (y) the Company has not given notice pursuant to Section 2.03(c)(iv) that it intends to defer future scheduled installment payments, then Holders of Notes will have the right (the “Repurchase Right”) to require the Company to repurchase some or all of their Notes for cash at the Repurchase Price per Note to be redeemed on the Repurchase Date, as described below. Holders may not require the Company to repurchase a portion of an Amortizing Note, nor will any Holder have the right to require the Company to repurchase any or all of such Holder’s Notes in connection with any Early Settlement of such Holder’s Purchase Contracts at the Early Settlement Rate in accordance with the Purchase Contract Agreement.
Offer to Repurchase. Section 5.01. Offer to ▇▇▇▇▇▇▇▇▇▇ ▇▇ MISCELLANEOUS Section 6.01. Successors and Assigns 12 Section 6.02. Effectiveness 12 Section 6.03. Ratification of Indenture 12 Section 6.04. Governing Law 12 Section 6.05. Multiple Originals 12 Section 6.06. Headings 12 FOURTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of August 23, 2012 between Laboratory Corporation of America Holdings, a Delaware corporation (or its permitted successor) (the “Company”), and U.S. Bank National Association, as Trustee under the Indenture (the “Trustee”).
Offer to Repurchase. Section 6.01. Offer to ▇▇▇▇▇▇▇▇▇▇ ▇▇ EVENTS OF DEFAULT Section 7.01. Events of Default 12 MISCELLANEOUS Section 8.01. Successors and Assigns 13 Section 8.02. Effectiveness 13 Section 8.03. Ratification of Indenture 13 Section 8.04. Governing Law 13 Section 8.05. Multiple Originals 13 Section 8.06. Headings 13 EIGHTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of January 30, 2015 between Laboratory Corporation of America Holdings, a Delaware corporation (or its permitted successor) (the “Company”), and U.S. Bank National Association, as Trustee under the Indenture (the “Trustee”).