Common use of OFFERS TO REPURCHASE Clause in Contracts

OFFERS TO REPURCHASE. (a) If a Change of Control occurs, each Holder of Notes will have the right to require the Issuers to purchase all or any part (in integral multiples of $1,000 except that no purchase will be permitted that would result in a Note having a remaining principal amount of less than $2,000) of such Holder’s Notes pursuant to a Change of Control offer. In the Change of Control offer, the Issuers will offer to purchase all of the Notes, at a purchase price in cash in an amount equal to 101% of the principal amount of such Notes, plus accrued and unpaid interest, if any, to (but not including) the date of purchase (subject to the rights of Holders of record on relevant Record Dates to receive interest due on an Interest Payment Date). The Change of Control offer shall be made in accordance with Section 4.09 of the Indenture. (b) Under certain circumstances described in the Indenture, the Issuers will be required to apply the proceeds of Asset Sales to the repayment of the Notes and Permitted Additional Pari Passu Indebtedness. The offer shall be made in accordance with Section 4.07 of the Indenture.

Appears in 3 contracts

Samples: Indenture (Tops Holding Ii Corp), Indenture (Tops Markets Ii Corp), Indenture (Tops Holding Corp)

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OFFERS TO REPURCHASE. (a) If a Change of Control occurs, each Holder of Notes will have the right to require the Issuers to purchase all or any part (in integral multiples of $1,000 except that no purchase will be permitted that would result in a Note having a remaining principal amount of less than $2,000) of such Holder’s Notes pursuant to a Change of Control offer. In the Change of Control offer, the Issuers will offer to purchase all of the Notes, at a purchase price in cash in an amount equal to 101% of the principal amount of such Notes, plus accrued and unpaid interest, if any, to (but not including) the date of purchase (subject to the rights of Holders of record on relevant Record Dates to receive interest due on an Interest Payment Date). The Change of Control offer shall be made in accordance with Section 4.09 of the Indenture. (b) Under certain circumstances described in the Indenture, the Issuers will be required to apply the proceeds of Asset Sales to the repayment of the Notes and Permitted Additional Pari Passu IndebtednessDebt. The offer shall be made in accordance with Section 4.07 of the Indenture.

Appears in 2 contracts

Samples: Indenture (Zayo Group Holdings, Inc.), Second Supplemental Indenture (American Fiber Systems, Inc.)

OFFERS TO REPURCHASE. (a) If a Change of Control occurs, each Holder of Notes will have the right to require the Issuers to purchase all or any part (in integral multiples of $1,000 except that no purchase will be permitted that would result in a Note having a remaining principal amount of less than $2,000) of such Holder’s Notes pursuant to a Change of Control offer. In the Change of Control offer, the Issuers will offer to purchase all of the Notes, at a purchase price in cash in an amount equal to 101% of the principal amount of such Notes, plus accrued and unpaid interest, if any, to (but not including) the date of purchase (subject to the rights of Holders of record on relevant Record Dates to receive interest due on an Interest Payment Date). The Change of Control offer shall be made in accordance with Section 4.09 of the Indenture. (b) Under certain circumstances described in the Indenture, the Issuers will be required to apply the proceeds of Asset Sales to the repayment of the Notes and Permitted Additional Pari Passu IndebtednessDebt. The offer shall be made in accordance with Section 4.07 of the Indenture.

Appears in 2 contracts

Samples: Indenture (Zayo Group LLC), Indenture (Zayo Group LLC)

OFFERS TO REPURCHASE. (a) If a Change of Control occurs, each Holder of Notes will have the right to require the Issuers Issuer to purchase all or any part (in integral multiples of $1,000 except that no purchase will be permitted that would result in a Note having a remaining principal amount of less than $2,000) of such Holder’s Notes pursuant to a Change of Control offerOffer. In the such Change of Control offerOffer, the Issuers will Issuer shall offer to purchase all of the Notes, Notes then outstanding at a purchase price in cash in an amount equal to 101% of the aggregate principal amount of such Notesthe Notes purchased, plus accrued and unpaid interest, if any, thereon, to (but not including) the date of purchase (purchase, subject to the rights of Holders of record Notes on the relevant Record Dates Date to receive interest due on an the relevant Interest Payment Date). The Change of Control offer Offer shall be made in accordance with Section 4.09 of the Indenture. (b) Under certain circumstances described in the Indenture, the Issuers will Issuer shall be required to apply the proceeds of Asset Sales Excess Proceeds to the repayment of the Notes and Permitted Additional Pari Passu IndebtednessDebt pursuant to an Asset Sale Offer. The offer Such Asset Sale Offer shall be made in accordance with Section 4.07 of the Indenture.

Appears in 1 contract

Samples: Indenture (GTT Communications, Inc.)

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OFFERS TO REPURCHASE. (a) If a Change of Control occurs, each Holder of Notes will have the right to require the Issuers to purchase all or any part (in integral multiples of $1,000 except that no purchase will be permitted that would result in a Note having a remaining principal amount of less than $2,000) of such Holder’s Notes pursuant to a Change of Control offer. In the Change of Control offer, the Issuers will offer to purchase all of the Notes, at a purchase price in cash in an amount equal to 101% of the principal amount of such Notes, plus accrued and unpaid interest, if any, to (but not including) the date of purchase (subject to the rights of Holders of record on relevant Record Dates to receive interest due on an Interest Payment Date). The Change of Control offer shall be made in accordance with Section 4.09 of the Indenture. (b) Under certain circumstances described in the Indenture, the Issuers will be required to apply the proceeds of Asset Sales to the repayment of the Notes and Permitted Additional Pari Passu Indebtedness. The offer shall be made in accordance with Section 4.07 of the Indenture.

Appears in 1 contract

Samples: Indenture (Tops PT, LLC)

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