Optional Repurchase Price. The Optional Repurchase Price for any Note to be repurchased on any Optional Repurchase Date pursuant to an Optional Repurchase is an amount in cash equal to the principal amount of such Note plus accrued and unpaid interest on such Note to, but excluding, such Optional Repurchase Date; provided, however, that if such Optional Repurchase Date is after a Regular Record Date and on or before the next Interest Payment Date, then (i) the Holder of such Note at the Close of Business on such Regular Record Date will be entitled, notwithstanding such Optional Repurchase, to receive, on or, at the Company’s election, before such Interest Payment Date, the unpaid interest that would have accrued on such Note to, but excluding, such Interest Payment Date (assuming, solely for these purposes, that such Note remained outstanding through such Interest Payment Date, if such Optional Repurchase Date is before such Interest Payment Date); and (ii) the Optional Repurchase Price will not include accrued and unpaid interest on such Note to, but excluding, such Optional Repurchase Date. For the avoidance of doubt, if an Interest Payment Date is not a Business Day within the meaning of Section 2.04(C) and such Optional Repurchase Date occurs on the Business Day immediately after such Interest Payment Date, then (x) accrued and unpaid interest on Notes to, but excluding, such Interest Payment Date will be paid, in accordance with Section 2.04(C), on the next Business Day to Holders at of the Close of Business on the immediately preceding Regular Record Date; and (y) the Optional Repurchase Price will include interest, if any, on Notes to be repurchased from, and including, such Interest Payment Date.
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Samples: Second Supplemental Indenture (Verastem, Inc.), First Supplemental Indenture (Verastem, Inc.)
Optional Repurchase Price. The Optional Repurchase Price for any Note to be repurchased on any Optional Repurchase Date pursuant to an Optional Repurchase is an amount in cash equal to the principal amount of such Note plus accrued and unpaid interest on such Note to, but excluding, such Optional Repurchase Date; provided, however, that if such Optional Repurchase Date is after a Regular Record Date and on or before the next Interest Payment Date, then (i) the Holder of such Note at the Close of Business on such Regular Record Date will be entitled, notwithstanding such Optional Repurchase, to receive, on or, at the Company’s election, before such Interest Payment Date, the unpaid interest that would have accrued on such Note to, but excluding, such Interest Payment Date (assuming, solely for these purposes, that such Note remained outstanding through such Interest Payment Date, if such Optional Repurchase Date is before such Interest Payment Date); and (ii) the Optional Repurchase Price will not include accrued and unpaid interest on such Note to, but excluding, such Optional Repurchase Date. For the avoidance of doubt, if an Interest Payment Date is not a Business Day within the meaning of Section Section 2.04(C) and such Optional Repurchase Date occurs on the Business Day immediately after such Interest Payment Date, then (x) accrued and unpaid interest on Notes to, but excluding, such Interest Payment Date will be paid, in accordance with Section Section 2.04(C), on the next Business Day to Holders at of the Close of Business on the immediately preceding Regular Record Date; and (y) the Optional Repurchase Price will include interest, if any, on Notes to be repurchased from, and including, such Interest Payment Date.
Appears in 1 contract
Samples: Indenture (Verastem, Inc.)
Optional Repurchase Price. The Optional Repurchase Price for any Note to be repurchased on any the Optional Repurchase Date pursuant to an the Optional Repurchase Right is an amount in cash equal to the principal amount of such Note plus any accrued and unpaid interest Special Interest on such Note to, but excluding, such the Optional Repurchase Date; provided, however, that if such the Optional Repurchase Date is after a Regular Special Interest Record Date and on or before the next Special Interest Payment Date, then (i) the Holder of such Note at the Close of Business on such Regular Special Interest Record Date will be entitled, notwithstanding such Optional Repurchase, to receive, on or, at the Company’s election, before such Special Interest Payment Date, the any unpaid interest Special Interest that would have accrued on such Note to, but excluding, such Special Interest Payment Date (assuming, solely for these purposes, that such Note remained outstanding through such Special Interest Payment Date, if such Optional Repurchase Date is before such Special Interest Payment Date); and (ii) the Optional Repurchase Price will not include any accrued and unpaid interest Special Interest on such Note to, but excluding, such Optional Repurchase Date. For the avoidance of doubt, if an a Special Interest Payment Date is not a Business Day within the meaning of Section 2.04(C) and such Optional Repurchase Date occurs on the Business Day immediately after such Interest Payment Date, then (x) accrued and unpaid interest on Notes to, but excluding, such Interest Payment Date will be paid, in accordance with Section 2.04(C), on the next Business Day to Holders at of the Close of Business on the immediately preceding Regular Record Date; and (y) the Optional Repurchase Price will include interest, if any, on Notes to be repurchased from, and including, such Interest Payment Date.of
Appears in 1 contract
Samples: Indenture (Farfetch LTD)
Optional Repurchase Price. The Optional Repurchase Price for any Note share of Convertible Preferred Stock to be repurchased on any Optional Repurchase Date pursuant to upon an Optional Repurchase is is:
(i) in the case of an Optional Repurchase pursuant to Section 8(a)(i) or Section 8(b), an amount in cash equal to the principal amount product of (A) 1.0 (in the case of an Optional Repurchase pursuant to Section 8(a)(i)) or 1.5 (in the case of an Optional Repurchase pursuant to Section 8(b)) and (B) the sum of (x) the Liquidation Preference of such Note share, plus accrued (y) accumulated and unpaid interest Dividends on such Note share from, and including, the last date on which Dividends have been paid thereon (or, if no Dividends have been paid, from, and including, the Issue Date) to, but excluding, such Optional Repurchase DateDate (to the extent such accumulated and unpaid Dividends are not included in such Liquidation Preference); provided, however, that if such Optional Repurchase Date is after a Regular Dividend Record Date for a declared Dividend on the Convertible Preferred Stock that has been declared for payment in cash and on or before the next Interest Dividend Payment Date, then (i1) pursuant to Section 5(c), the Holder of such Note share at the Close of Business on such Regular Dividend Record Date will be entitled, notwithstanding such Optional Repurchase, to receive, on or, at the Company’s election, before such Interest Dividend Payment Date, the unpaid interest that would have accrued such declared cash Dividend on such Note to, but excluding, such Interest Payment Date (assuming, solely for these purposes, that such Note remained outstanding through such Interest Payment Date, if such Optional Repurchase Date is before such Interest Payment Date)share; and (ii2) the Optional Repurchase Price will not include accrued and unpaid interest such declared cash Dividend on such Note toshare (and, but excluding, such Optional Repurchase Date. For for the avoidance of doubt, if an Interest any portion of the full Dividend scheduled to be paid on such Dividend Payment Date that is not a Business Day within declared and paid in cash and is added to the meaning Liquidation Preference of such share pursuant to Section 2.04(C5(b)(i) and such Optional Repurchase Date occurs on the Business Day immediately after such Interest Payment Date, then (x) accrued and unpaid interest on Notes to, but excluding, such Interest Payment Date will be paid, included in accordance with Section 2.04(C), on the next Business Day to Holders at of the Close of Business on the immediately preceding Regular Record Date; and (y) the Optional Repurchase Price); provided, further, that no change or amendment to the multiplication factors in clause (A) above shall be requested by Holders or effected prior to October 31, 2024; or
(ii) in the case of an Optional Repurchase pursuant to Section 8(a)(ii), an amount in cash equal to the number of Excess Conversion Shares multiplied by the Last Reported Sale Price will include interest, if any, of Common Stock on Notes to be repurchased from, and including, such Interest Payment the applicable Conversion Date.
Appears in 1 contract
Samples: Exchange Agreement (Comtech Telecommunications Corp /De/)