PIK Interest. (a) In the event that the Company pays PIK Interest (including, for avoidance of doubt, the Rollover Fee) as set forth in the Notes, the Company shall issue Additional Notes having an aggregate principal amount equal to the amount of interest then due and owing as PIK Interest as follows: (i) with respect to Notes represented by one or more Global Notes, by (A) increasing the principal amount of the outstanding Global Notes, effective as of the applicable interest payment date, by an amount equal to the amount of Additional Notes for the applicable interest period (rounded up to the nearest $1) or (B) by issuing Additional Notes in the form of Global Notes, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest $1); and (ii) with respect to Notes represented by Definitive Notes, by issuing Additional Notes in the form of Definitive Notes, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest $1). (b) The Company will, if required by the rules and regulations of the Luxembourg Stock Exchange, promptly deliver a notice to the holders of the Notes stating the amount of PIK Interest, if any, to be paid either by publication in a leading newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort) or post such notice on the official website of the Luxembourg Stock Exchange. (c) Following an increase in the principal amount of the outstanding Global Notes as a result of a payment of PIK Interest in the form of Additional Notes, the Global Notes will bear interest on such increased principal amount from and after the applicable interest payment date. Any Additional Notes issued in the form of Definitive Notes or Global Notes will be dated as of the applicable interest payment date and will bear interest from and after such date. Additional Notes issued pursuant to a payment of PIK Interest will have identical terms to the originally issued Notes except interest on such Additional Notes will begin to accrue from the date they are issued rather than the Issue Date. (d) The Trustee (or its authenticating agent) will, following receipt of an authentication order signed by an Officer of the Company, authenticate and deliver any Additional Notes in the form of Definitive Notes or Global Notes for original issuance to the Holders on the relevant record date, as shown by the records of the register of Holders.
Appears in 4 contracts
Samples: Indenture (CGG), Indenture (CGG Marine B.V.), Indenture (CGG Marine B.V.)
PIK Interest. For any interest period the Company may elect to pay all or any portion of interest in kind (“PIK Interest”) on the then outstanding principal amount of the Notes (a “PIK Payment”) by (a) in the case of interest on any Global Note, by increasing the principal amount of such Global Note and (b) with respect to a Definitive Note, by issuing to the Holder of such Definitive Note an additional Definitive Note, the principal amount of which shall be rounded up to the nearest whole dollar (a “PIK Interest Note”). Notwithstanding anything to the contrary, the payment of accrued interest in connection with any redemption or repurchase of the Notes as described under Section 3.07 or 3.08 hereof will be made solely in cash. If the Company elects to pay interest on the Notes as a combination Cash Interest and PIK Interest, such Cash Interest and PIK Interest shall be paid on the Notes on a pro rata basis. In the event that the Company pays shall elect to pay PIK Interest (includingfor any interest period, then the Company shall deliver a notice to the Trustee and the Holders not less than five Business Days prior to the applicable record date for avoidance the relevant Interest Payment Date of doubtthe relevant interest period, which notice shall state the Rollover Fee) as set forth in total amount of interest to be paid on such Interest Payment Date and the Notestotal amount of PIK Interest. Unless otherwise agreed between the Company and the Trustee, with respect to the payment of any PIK Interest, the Company shall issue Additional Notes having an aggregate principal amount equal deliver to the amount of interest then due and owing as PIK Trustee no later than two Business Days prior to the applicable Interest as follows:
Payment Date, (ia) with respect to Definitive Notes, the required amount of new Definitive Notes represented by one (rounded up to the nearest whole dollar) and an Authentication Order to authenticate and deliver such PIK Interest Notes on the relevant Interest Payment Date or more (b) with respect to Global Notes, unless prohibited by (A) increasing the procedures of the Depositary, a written order from an Officer of the Company to the Trustee to increase the principal amount of the outstanding Global Notes, effective as of the applicable interest payment date, Note by an amount equal to the amount of Additional Notes for the applicable interest period (rounded up to the nearest $1) or (B) by issuing Additional Notes in the form of Global Notes, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest $1whole dollar); and
(ii) with respect . Any PIK Interest Note shall, after being executed and authenticated pursuant to Section 2.02 hereof, be mailed to the Person entitled thereto as shown on the register for the Definitive Notes represented by Definitive Notes, by issuing Additional Notes in the form of Definitive Notes, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest $1).
(b) The Company will, if required by the rules and regulations of the Luxembourg Stock Exchange, promptly deliver a notice to the holders of the Notes stating the amount of PIK Interest, if any, to be paid either by publication in a leading newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort) or post such notice on the official website of the Luxembourg Stock Exchange.
(c) Following an increase in the principal amount of the outstanding Global Notes as a result of a payment of PIK Interest in the form of Additional Notes, the Global Notes will bear interest on such increased principal amount from and after the applicable interest payment daterelevant Record Date. Any Additional Notes issued PIK Payment shall be made in such form and on terms as specified in this Section 2.14, and the form of Definitive Notes or Global Notes will be dated Company shall and the Trustee may take additional steps as of the applicable interest payment date and will bear interest from and after necessary to effect such date. Additional Notes issued pursuant to a payment of PIK Interest will have identical terms to the originally issued Notes except interest on such Additional Notes will begin to accrue from the date they are issued rather than the Issue DatePayment.
(d) The Trustee (or its authenticating agent) will, following receipt of an authentication order signed by an Officer of the Company, authenticate and deliver any Additional Notes in the form of Definitive Notes or Global Notes for original issuance to the Holders on the relevant record date, as shown by the records of the register of Holders.
Appears in 3 contracts
Samples: Indenture (Goodrich Petroleum Corp), Indenture (Goodrich Petroleum Corp), Note Purchase Agreement (Goodrich Petroleum Corp)
PIK Interest. (ai) In the event absence of a Default or Event of Default, the Company may determine to pay any PIK Interest for any Interest Period on or prior to December 15, 2024 (the “PIK Election Period”); provided that the Company pays shall deliver a notice (a “PIK Notice”) to the Trustee and the Holders not less than five (5) Business Days prior to the Interest Payment Date of the relevant Interest Period, which notice shall state the total amount of interest to be paid on the Interest Payment Date in respect of such Interest Period and the amount of such interest to be paid as PIK Interest (includingand the amount of such interest to be paid in cash; provided that during the PIK Election Period, for so long as a Default or Event of Default has not occurred or is continuing, in the event of a PIK Notice is not delivered or not delivered in a timely manner, the Company is deemed to have elected PIK Interest and selected to pay 100% of such interest as PIK Interest. For the avoidance of doubt, the Rollover Fee) as set forth in the Notes, the Company shall issue Additional Notes having an aggregate principal amount equal to the amount of all interest then due and owing as payable after December 15, 2024 or if a Default or Event of Default has occurred and is continuing shall be paid entirely in cash.
(ii) Any PIK Interest as follows:
on the Notes will be payable to Holders and (ix) with respect to the Notes represented by one or more Global NotesNotes registered in the name of, or held by, the Depositary or its nominee on the relevant Regular Record Date, by (A) increasing the principal amount of the outstanding Global Notes, effective as of the applicable interest payment date, Notes by an amount equal to the amount of Additional Notes PIK Interest for the applicable interest period Interest Period (rounded up down to the nearest $1whole dollar), and the Trustee will, upon receipt of an authentication order from the Company, record such increase in principal amount and (y) or (B) with respect to Notes represented by Physical Notes, by issuing Additional PIK Notes in the form of Global Notes, dated as of the applicable interest payment date, Physical Notes in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period Interest Period (rounded up down to the nearest $1whole dollar); and
(ii) with respect to Notes represented by Definitive Notes, by issuing Additional Notes in and the form of Definitive Notes, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest $1).
(b) The Company Trustee will, if required by the rules and regulations of the Luxembourg Stock Exchange, promptly deliver a notice to the holders of the Notes stating the amount of PIK Interest, if any, to be paid either by publication in a leading newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort) or post such notice on the official website of the Luxembourg Stock Exchange.
(c) Following an increase in the principal amount of the outstanding Global Notes as a result of a payment of PIK Interest in the form of Additional Notes, the Global Notes will bear interest on such increased principal amount from and after the applicable interest payment date. Any Additional Notes issued in the form of Definitive Notes or Global Notes will be dated as of the applicable interest payment date and will bear interest from and after such date. Additional Notes issued pursuant to a payment of PIK Interest will have identical terms to the originally issued Notes except interest on such Additional Notes will begin to accrue from the date they are issued rather than the Issue Date.
(d) The Trustee (or its authenticating agent) will, following upon receipt of an authentication order signed by an Officer of and PIK Notes from the Company, authenticate and deliver any Additional such PIK Notes in the certificated form of Definitive Notes or Global Notes for original issuance to the Holders on the relevant record date, as shown by the records of the register of Holders.. In the event that the Company is entitled to and elects to pay PIK Interest constituting a portion of the interest then due and payable for any Interest Period, each Holder will be entitled to receive cash in respect of the applicable percentage of the principal amount of the Notes held by such Holder on the relevant record date and PIK Interest in respect of the remaining percentage of the principal amount of the Notes held by such Holder on the relevant record date. Following an increase in the principal amount of the outstanding Global Notes as a result of a PIK Payment, the Global Notes will bear interest on such increased principal amount from and after the date of such PIK Payment. Any PIK Notes issued in the form of Physical Notes will be distributed to Holders, will be dated as of the applicable Interest Payment Date and will bear interest from and after such date in accordance with the terms of this Indenture. All Notes issued pursuant to a PIK Payment will mature on the Maturity Date and will be governed by, and subject to the terms, provisions and conditions of, the Indenture and shall have the same rights and benefits as the other
Appears in 2 contracts
Samples: Indenture (NanoString Technologies Inc), Indenture (NanoString Technologies Inc)
PIK Interest. For any interest period the Company may elect to pay all or any portion of interest in kind (“PIK Interest”) on the then outstanding principal amount of the Notes (a “PIK Payment”) by (a) in the case of interest on any Initial Note then outstanding, (i) on the first Interest Payment Date on which interest on such Initial Note is paid in kind, issuing an additional Global Note or Definitive Note, as applicable, in the form of Exhibit A-2 attached hereto (each, a “PIK Interest Note”) in a principal amount equal to such interest and (ii) on any subsequent Interest Payment Date on which interest on such Initial Note is paid in kind, (A) with respect to a Global Note, by increasing the principal amount of such PIK Interest Note and (B) with respect to a Definitive Note, by issuing to the Holder of such Definitive Note an additional Definitive Note, the principal amount of which shall be rounded up to the nearest whole dollar and (b) in the case of interest on PIK Interest Notes then outstanding, (i) with respect to a Global Note, by increasing the principal amount of such PIK Interest Notes and (ii) with respect to a Definitive Note, by issuing to the Holder of such Definitive Note an additional Definitive Note, the principal amount of which shall be rounded up to the nearest whole dollar; provided, however that for each Interest Payment Date prior to the maturity date of the First Lien Credit Agreement in effect on the date hereof (but not any refinancing or replacement thereof), the Company shall be required to pay all interest in kind. PIK Interest Notes will not be fungible with Initial Notes and will trade separately. Notwithstanding anything to the contrary, the payment of accrued interest in connection with any redemption or repurchase of the Notes as described under Section 3.07 or 3.08 hereof will be made solely in cash. If the Company elects to pay interest on the Notes as a combination Cash Interest and PIK Interest, such Cash Interest and PIK Interest shall be paid on the Notes on a pro rata basis. In the event that the Company pays shall elect to pay PIK Interest for any interest period, then the Company shall deliver a notice to the Trustee and the Holders not less than five Business Days prior to the applicable record date for the relevant Interest Payment Date of the relevant interest period, which notice shall state the total amount of interest to be paid on such Interest Payment Date and the total amount of PIK Interest; provided, however that for each Interest Payment Date prior to the maturity date of the First Lien Credit Agreement in effect on the date hereof (includingbut not any refinancing or replacement thereof), for avoidance interest shall be paid in kind. Unless otherwise agreed between the Company and the Trustee, with respect to the payment of doubt, the Rollover Fee) as set forth in the Notesany PIK Interest, the Company shall issue Additional deliver to the Trustee no later than two Business Days prior to the applicable Interest Payment Date, (a) if such PIK Interest Notes having are Definitive Notes, the required amount of new Definitive Notes (rounded up to the nearest whole dollar) and an aggregate principal Authentication Order to authenticate and deliver such PIK Interest Notes on the relevant Interest Payment Date or (b) if such PIK Interest Notes are Global Notes, (i) a new Global Note in an amount equal to the amount of interest then due and owing as PIK Interest as follows:
for the applicable period (irounded up to the nearest whole dollar) with respect and an Authentication Order to Notes represented authenticate and deliver such new Global Note on the relevant Interest Payment Date or (ii) unless prohibited by one or more Global Notesthe procedures of the Depositary, by (A) increasing a written order from an Officer of the Company to the Trustee to increase the principal amount of the outstanding Global Notes, effective as of the applicable interest payment date, Note by an amount equal to the amount of Additional Notes for the applicable interest period (rounded up to the nearest $1) or (B) by issuing Additional Notes in the form of Global Notes, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest $1whole dollar); . Any PIK Interest Note shall, after being executed and
, if applicable, authenticated pursuant to Section 2.02 hereof, be (i) if such PIK Interest Notes are Definitive Notes, mailed to the Person entitled thereto as shown on the register for the Definitive Notes as of the relevant Record Date or (ii) with respect to if such PIK Interest Notes represented by Definitive are Global Notes, deposited into the account specified by issuing Additional Notes in the form of Definitive Notes, dated Holder or Holders thereof as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest $1).
(b) The Company will, if required by the rules and regulations of the Luxembourg Stock Exchange, promptly deliver a notice to the holders of the Notes stating the amount of PIK Interest, if any, to be paid either by publication in a leading newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort) or post such notice on the official website of the Luxembourg Stock Exchange.
(c) Following an increase in the principal amount of the outstanding Global Notes as a result of a payment of PIK Interest in the form of Additional Notes, the Global Notes will bear interest on such increased principal amount from and after the applicable interest payment date. Any Additional Notes issued in the form of Definitive Notes or Global Notes will be dated as of the applicable interest payment date and will bear interest from and after such date. Additional Notes issued pursuant to a payment of PIK Interest will have identical terms to the originally issued Notes except interest on such Additional Notes will begin to accrue from the date they are issued rather than the Issue Date.
(d) The Trustee (or its authenticating agent) will, following receipt of an authentication order signed by an Officer of the Company, authenticate and deliver any Additional Notes in the form of Definitive Notes or Global Notes for original issuance to the Holders on the relevant record date, unless the principal amount of any outstanding PIK Interest Note that is a Global Note is increased at the Depositary. Any PIK Payment shall be made in such form and on terms as shown by specified in this Section 2.14, and the records of Company shall and the register of HoldersTrustee may take additional steps as necessary to effect such PIK Payment.
Appears in 1 contract
Samples: Indenture (Goodrich Petroleum Corp)
PIK Interest. (ai) In the event that the Company pays Any PIK Interest (including, for avoidance of doubt, including Partial PIK Interest) on the Rollover Fee) as set forth in the Notes, the Company shall issue Additional Notes having an aggregate principal amount equal will be payable to the amount of interest then due Holders and owing as PIK Interest as follows:
(ix) with respect to the Notes represented by one or more Global NotesNotes registered in the name of, or held by, the Depositary or its nominee on the relevant Regular Record Date, by (A) increasing the principal amount of the outstanding Global Notes, effective as of the applicable interest payment date, Notes by an amount equal to the amount of Additional Notes PIK Interest for the applicable interest period Interest Period (rounded up to the nearest $1whole dollar), and the Trustee will, upon receipt of an authentication order from the Company, record such increase in principal amount and (y) or (B) with respect to Notes represented by certificated Notes, by issuing Additional PIK Notes in certificated form or such other method as may be approved by the form of Global Notes, dated as of the applicable interest payment date, Trustee in its sole discretion in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period Interest Period (rounded up to the nearest $1whole dollar); and
(ii) with respect to Notes represented by Definitive Notes, by issuing Additional Notes in and the form of Definitive Notes, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest $1).
(b) The Company Trustee will, if required by the rules and regulations of the Luxembourg Stock Exchange, promptly deliver a notice to the holders of the Notes stating the amount of PIK Interest, if any, to be paid either by publication in a leading newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort) or post such notice on the official website of the Luxembourg Stock Exchange.
(c) Following an increase in the principal amount of the outstanding Global Notes as a result of a payment of PIK Interest in the form of Additional Notes, the Global Notes will bear interest on such increased principal amount from and after the applicable interest payment date. Any Additional Notes issued in the form of Definitive Notes or Global Notes will be dated as of the applicable interest payment date and will bear interest from and after such date. Additional Notes issued pursuant to a payment of PIK Interest will have identical terms to the originally issued Notes except interest on such Additional Notes will begin to accrue from the date they are issued rather than the Issue Date.
(d) The Trustee (or its authenticating agent) will, following upon receipt of an authentication order signed by an Officer of and PIK Notes from the Company, authenticate and deliver any Additional such PIK Notes in the certificated form of Definitive Notes or Global Notes for original issuance to the Holders on the relevant record date, as shown by the records of the register of Holders. Following an increase in the principal amount of the outstanding Notes as a result of a PIK Payment, the Notes will bear interest on such increased principal amount from and after the date of such PIK Payment. Any PIK Notes issued in certificated form will be distributed to Holders, will be dated as of the applicable Interest Payment Date and will bear interest from and after such date. All Notes issued pursuant to a PIK Payment will mature on the Maturity Date and will be governed by, and subject to the terms, provisions and conditions of, the Indenture and shall have the same rights and benefits as the Notes issued on the Issue Date. Any certificated PIK Notes will be issued with the description “PIK Note” on the face of such PIK Note.
(ii) Notwithstanding anything to the contrary in this Indenture or the Notes, the payment of accrued and unpaid interest in connection with any repurchase of the Notes as described Article 4 of this Indenture and on the Maturity Date shall be made solely in cash.
Appears in 1 contract
Samples: Indenture (Getaround, Inc)
PIK Interest. (a) In Notwithstanding anything to the event that contrary in this Indenture, the payment of accrued interest in connection with any redemption or repurchase of the Notes as described under Sections 1103, 1009 or 1014 hereof will be made solely in Cash Interest. If the Company pays elects to pay interest on the Notes at the PIK Interest Rate on any Interest Payment Date, with a combination of Cash Interest and PIK Interest in accordance with Section 301 (includingthe “PIK Election”), for avoidance such Cash Interest and PIK Interest shall be paid on the Notes on a pro rata basis. If the Company wishes to make the PIK Election on any Interest Payment Date, then the Company shall deliver a notice to the Trustee not less than five Business Days prior to such Interest Payment Date, which notice shall state the total amount of doubtinterest to be paid on such Interest Payment Date and the portion of such total amount of interest payable as PIK Interest. Unless otherwise agreed between the Company and the Trustee, with respect to the Rollover Fee) as set forth in the issuance of any PIK Interest Notes, the Company shall issue Additional Notes having an aggregate principal amount equal deliver to the amount of interest then due and owing as PIK Trustee no later than two Business Days prior to the applicable Interest as follows:
Payment Date, (i) with if such PIK Interest is payable in respect to Notes represented by one or more Global of any Definitive Notes, by (A) increasing the principal required amount of the outstanding Global Notes, effective as of the applicable interest payment date, by an amount equal to the amount of Additional new Definitive Notes for the applicable interest period (rounded up to the nearest $1whole dollar) representing the PIK Interest Notes required to satisfy the relevant PIK Payment and a Company Order to authenticate and deliver such PIK Interest Notes on the relevant Interest Payment Date or (Bii) by issuing Additional Notes if such PIK Interest is payable in the form respect of any Global Notes, dated as by delivering a written order from an Officer of the applicable interest payment date, in Company to the Trustee to increase the principal amount of the then outstanding Global Note by an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest $1whole dollar); . Any PIK Interest Note shall, after being executed and
, if applicable, authenticated pursuant to Section 303 hereof, be (i) if such PIK Interest Notes are Definitive Notes, mailed to the Person entitled thereto as shown on the register for the Definitive Notes as of the relevant Regular Record Date or (ii) with respect to if such PIK Interest Notes represented by Definitive are Global Notes, deposited into the account specified by issuing Additional the Holder or Holders thereof as of the relevant Regular Record Date. Notwithstanding the foregoing, in connection with any PIK Payment on Notes that are Global Notes, the Company may, if requested in writing by any Holder or if required by the procedures of the Depositary, in lieu of increasing the principal amount of such Global Notes, issue the required amount of the PIK Payment in the form of Definitive Notes, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period a new Global Note (rounded up to the nearest $1).
(bwhole dollar) The Company will, if required by the rules and regulations of the Luxembourg Stock Exchange, promptly deliver a notice upon delivery to the holders of the Notes stating the amount of PIK Interest, if any, to be paid either by publication in a leading newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort) or post such notice on the official website of the Luxembourg Stock Exchange.
(c) Following an increase in the principal amount of the outstanding Global Notes as a result Trustee of a payment of PIK Interest in the form of Additional Notes, the Global Notes will bear interest on such increased principal amount from and after the applicable interest payment date. Any Additional Notes issued in the form of Definitive Notes or Global Notes will be dated as of the applicable interest payment date and will bear interest from and after such date. Additional Notes issued pursuant Company Order to a payment of PIK Interest will have identical terms to the originally issued Notes except interest on such Additional Notes will begin to accrue from the date they are issued rather than the Issue Date.
(d) The Trustee (or its authenticating agent) will, following receipt of an authentication order signed by an Officer of the Company, authenticate and deliver any Additional Notes in the form of Definitive Notes or such new Global Notes for original issuance to the Holders Note on the relevant record dateInterest Payment Date. Any PIK Payment shall be made in such form and on terms as specified in this Section 314, and the Company shall and the Trustee and Paying Agent may take additional steps as shown by the records of the register of Holdersnecessary to effect such PIK Payment.
Appears in 1 contract
PIK Interest. (a) In the event that the Company pays PIK Interest (including, for avoidance of doubt, the Rollover Fee) as As further set forth in Sections 1 and 2 of Exhibit A, interest on the Notes shall be partially payable in the form of PIK Interest on the then-outstanding principal amount of Notes. In connection with a PIK Payment in respect of the Notes, the Company shall issue Additional Notes having an will, without the consent of Holders, either increase the aggregate principal amount equal of an outstanding Global Note or issue PIK Notes under this Indenture. Pursuant to this Section 2.15 and Section 1 of Exhibit A, and as further set forth in Section 4.01 and Section 2 of Exhibit A, on the applicable Interest Payment Date, the Company shall deliver to the amount of interest then due and owing as PIK Interest as follows:
Trustee (i) with respect a written order of the Company to Notes represented by one or more Global Notes, by (A) increasing increase the aggregate principal amount of an outstanding Global Note as a result of such PIK Payment in the amount set forth in such order or (ii) PIK Notes duly executed by the Company together with an Authentication Order pursuant to Section 2.02 requesting the authentication of such PIK Notes by the Trustee. On any Interest Payment Date on which the Company makes a PIK Payment by increasing the aggregate principal amount of an outstanding Global Note, the Trustee, or the Depositary at the direction of the Trustee, shall increase the outstanding aggregate principal amount of such Global Notes, effective as of the applicable interest payment date, Note by an amount equal to the amount of Additional Notes for the applicable interest period (PIK Interest payable, rounded up to the nearest $1) or (B) whole dollar, for the relevant interest period on the principal amount of such Global Note, to the credit of the Holders on the relevant Record Date and an adjustment will be made on the register maintained with the Registrar with respect to such Global Note to reflect such increase and thereafter shall be part of the outstanding principal amount of the Notes for all purposes of this Indenture, the Security Documents and the Intercreditor Agreements. On any Interest Payment Date on which the Company makes a PIK Payment by issuing Additional Notes in the form of Global PIK Notes, dated the principal amount of such PIK Notes issued to any Holder, for the relevant interest period as of the applicable interest payment daterelevant Record Date for such Interest Payment Date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (will be rounded up to the nearest $1); and
(ii) with respect to Notes represented by Definitive Noteswhole dollar. For the avoidance of doubt, by issuing Additional Notes following the increase in the form of Definitive Notes, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest $1).
(b) The Company will, if required by the rules and regulations of the Luxembourg Stock Exchange, promptly deliver a notice to the holders of the Notes stating the amount of PIK Interest, if any, to be paid either by publication in a leading newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort) or post such notice on the official website of the Luxembourg Stock Exchange.
(c) Following an increase in the principal amount of the any outstanding Global Notes Note as a result of a payment of PIK Interest in the form of Additional NotesPayment, the such Global Notes Note will bear interest on such increased aggregate principal amount from and after the date of such PIK Payment at the rate applicable interest payment date. to the Notes in the manner set forth on Exhibit A. Any Additional PIK Notes issued in the form of Definitive Notes or Global Notes will be dated as of the applicable interest payment date Interest Payment Date and will bear interest from and after such date. Additional date at the rate applicable to the First Lien Notes in the manner set forth on Exhibit A. All Notes issued pursuant to a payment of PIK Interest Payment will have identical terms mature on March 31, 2031 and will be governed by, and subject to the originally issued Notes except interest on such Additional terms, provisions and conditions of, this Indenture and shall have the same terms as the applicable Initial Notes, subject to the terms of Exhibit A. Any certificated PIK Notes will begin to accrue from be issued with the date they are issued rather than the Issue Date.
(d) The Trustee (or its authenticating agent) will, following receipt of an authentication order signed by an Officer of the Company, authenticate and deliver any Additional Notes in the form of Definitive Notes or Global Notes for original issuance to the Holders description “THIS IS A PIK NOTE” on the relevant record dateface of such PIK Note, but shall be treated for all purposes under this Indenture with the same rights and obligations as shown by the records of the register of HoldersNotes.
Appears in 1 contract
Samples: Indenture (MultiPlan Corp)
PIK Interest. (a) In Notwithstanding anything to the event that contrary in this Indenture, the payment of accrued interest in connection with any redemption or repurchase of the Notes as described under Sections 1103, 1009 or 1014 hereof will be made solely in Cash Interest. If the Company pays elects to pay interest on the Notes at the PIK Interest Rate on any Interest Payment Date, with a combination of Cash Interest and PIK Interest in accordance with Section 301 (includingthe “PIK Election”), for avoidance such Cash Interest and PIK Interest shall be paid on the Notes on a pro rata basis. If the Company wishes to make the PIK Election on any Interest Payment Date, then the Company shall deliver a notice to the Trustee not less than five Business Days prior to such Interest Payment Date, which notice shall state the total amount of doubtinterest to be paid on such Interest Payment Date and the portion of such total amount of interest payable as PIK Interest. Unless otherwise agreed between the Company and the Trustee, with respect to the Rollover Fee) as set forth in the issuance of any PIK Interest Notes, the Company shall issue Additional Notes having an aggregate principal amount equal deliver to the amount of interest then due and owing as PIK Trustee no later than two Business Days prior to the applicable Interest as follows:
Payment Date, (i) with if such PIK Interest is payable in respect to Notes represented by one or more Global of any Definitive Notes, by (A) increasing the principal required amount of the outstanding Global Notes, effective as of the applicable interest payment date, by an amount equal to the amount of Additional new Definitive Notes for the applicable interest period (rounded up to the nearest $1whole dollar) representing the PIK Interest Notes required to satisfy the relevant PIK Payment and a Company Order to authenticate and deliver such PIK Interest Notes on the relevant Interest Payment Date or (Bii) by issuing Additional Notes if such PIK Interest is payable in the form respect of any Global Notes, dated as by delivering a written order from an Officer of the applicable interest payment date, in Company to the Trustee to increase the principal amount of the then outstanding Global Note by an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest $1whole dollar); . Any PIK Interest Note shall, after being executed and
, if applicable, authenticated pursuant to Section 303 hereof, be (i) if such PIK Interest Notes are Definitive Notes, mailed to the Person entitled thereto as shown on the register for the Definitive Notes as of the relevant Regular Record Date or (ii) with respect to if such PIK Interest Notes represented by Definitive are Global Notes, deposited into the account specified by issuing Additional the Holder or Holders thereof as of the relevant Regular Record Date. Notwithstanding the foregoing, in connection with any PIK Payment on Notes that are Global Notes, the Company may, if requested in writing by any Holder or if required by the procedures of the Depositary, in lieu of increasing the principal amount of such Global Notes, issue the required amount of the PIK Payment in the form of Definitive Notes, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period a new Global Note (rounded up to the nearest $1).
(bwhole dollar) The Company will, if required by the rules and regulations of the Luxembourg Stock Exchange, promptly deliver a notice upon delivery to the holders of the Notes stating the amount of PIK Interest, if any, to be paid either by publication in a leading newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort) or post such notice on the official website of the Luxembourg Stock Exchange.
(c) Following an increase in the principal amount of the outstanding Global Notes as a result Trustee of a payment of PIK Interest in the form of Additional Notes, the Global Notes will bear interest on such increased principal amount from and after the applicable interest payment date. Any Additional Notes issued in the form of Definitive Notes or Global Notes will be dated as of the applicable interest payment date and will bear interest from and after such date. Additional Notes issued pursuant Company Order to a payment of PIK Interest will have identical terms to the originally issued Notes except interest on such Additional Notes will begin to accrue from the date they are issued rather than the Issue Date.
(d) The Trustee (or its authenticating agent) will, following receipt of an authentication order signed by an Officer of the Company, authenticate and deliver any Additional Notes in the form of Definitive Notes or such new Global Notes for original issuance to the Holders Note on the relevant record dateInterest Payment Date. Any PIK Payment shall be made in such form and on terms as specified in this Section 314, and the Company shall and the Trustee and Paying Agent may take additional steps as shown by the records of the register of Holdersnecessary to effect such PIK Payment.
Appears in 1 contract
Samples: Indenture
PIK Interest. (a) In the event that the Company pays PIK Interest (includingOn any interest payment date, for avoidance of doubt, the Rollover Fee) as set forth in the Notes, the Company shall issue Additional Notes having an aggregate principal amount equal to the amount of interest then due and owing as PIK Interest as follows:
(i) with respect to Notes represented by one a Global Note, the Trustee, or more Global Notesthe Depositary at the direction of the Trustee, by (A) increasing will increase the principal amount of the outstanding such Global Notes, effective as of the applicable interest payment date, Note by an amount equal to the amount of Additional Notes for the applicable interest period (PIK Interest payable, rounded up down to the nearest $1) or (B) whole dollar, for the relevant interest period on the principal amount of such Global Note, to the credit of the Holders on the relevant record date and an adjustment will be made on the register maintained with the Registrar with respect to such Global Note to reflect such increase and thereafter shall constitute the outstanding principal amount of the Notes for all purposes of this Indenture and the other Note Documents. On any interest payment date on which the Company makes a payment of PIK Interest by issuing Additional Definitive Notes in (a “PIK Note”) under this Indenture having the form of Global same terms as the Notes, dated the principal amount of any such PIK Note issued to any Holder, for the relevant interest period as of the applicable relevant record date for such interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (will be rounded up down to the nearest $1); and
(ii) whole dollar. In connection with respect to Notes represented by Definitive Notesany PIK Payment, by issuing Additional Notes in the form of Definitive NotesCompany is entitled, dated as without the consent of the applicable interest payment dateHolders (and without regard to any restrictions or limitations set forth under Sections 4.09 and 4.12), in an aggregate to increase the outstanding principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest $1).
(b) The Company will, if required by the rules and regulations of the Luxembourg Stock Exchange, promptly deliver a notice to the holders of the Notes stating or to issue the amount of PIK Interest, if any, to be paid either by publication in a leading newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort) or post such notice Notes under this Indenture on the official website same terms and conditions as the Notes. For the avoidance of doubt, following the Luxembourg Stock Exchange.
(c) Following an increase in the principal amount of the outstanding any Global Notes Note as a result of a payment of PIK Interest in the form of Additional NotesPayment, the such Global Notes Note will bear interest on such increased principal amount from and after the date of such PIK Payment at the rate applicable interest payment dateto the Notes. Any Additional PIK Notes issued in the certificated form of Definitive Notes or Global Notes will be dated as of the applicable interest payment date and will bear interest from and after such date. Additional Notes issued pursuant to a payment of PIK Interest will have identical terms date at the rate applicable to the originally issued Notes except interest on such Additional Notes will begin to accrue from the date they are issued rather than the Issue Date.
(d) The Trustee (or its authenticating agent) will, following receipt of an authentication order signed by an Officer of the Company, authenticate and deliver any Additional Notes in the form of Definitive Notes or Global Notes for original issuance to the Holders on the relevant record date, as shown by the records of the register of Holders.Notes. ARTICLE III REDEMPTION AND PREPAYMENT Section 3.01
Appears in 1 contract
Samples: Supplemental Indenture (Altera Infrastructure L.P.)
PIK Interest. (a) In the event that the Company pays PIK Interest (including, for avoidance of doubt, the Rollover Fee) as As further set forth in Sections 1 and 2 of Exhibit A, interest on the First Lien Notes shall be partially payable in the form of PIK Interest on the then-outstanding principal amount of First Lien Notes. In connection with a PIK Payment in respect of the First Lien Notes, the Company shall issue Additional Notes having an will, without the consent of Holders (and without regard to any restrictions or limitations set forth under Sections 4.09 and 4.10), either increase the aggregate principal amount equal of an outstanding Global Note or issue PIK Notes under this First Lien Indenture. Pursuant to this Section 2.14 and Section 1 of Exhibit A, and as further set forth in Section 4.01 and Section 2 of Exhibit A, on the applicable Record Date, the Company shall deliver to the amount of interest then due and owing as PIK Interest as follows:
Trustee (i) with respect a written order of the Company to Notes represented by one or more Global Notes, by (A) increasing increase the aggregate principal amount of an outstanding Global Note as a result of such PIK Payment in the amount set forth in such order or (ii) PIK Notes duly executed by the Company together with an Authentication Order pursuant to Section 2.02 requesting the authentication of such PIK Notes by the Trustee. On any Interest Payment Date on which the Company makes a PIK Payment by increasing the aggregate principal amount of an outstanding Global Note, the Trustee, or the Depositary at the direction of the Trustee, shall increase the outstanding aggregate principal amount of such Global Notes, effective as of the applicable interest payment date, Note by an amount equal to the amount of Additional Notes for the applicable interest period (PIK Interest payable, rounded up down to the nearest $1) or (B) by issuing Additional Notes in the form of Global Noteswhole dollar, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable relevant interest period (rounded up to the nearest $1); and
(ii) with respect to Notes represented by Definitive Notes, by issuing Additional Notes in the form of Definitive Notes, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest $1).
(b) The Company will, if required by the rules and regulations of the Luxembourg Stock Exchange, promptly deliver a notice to the holders of the Notes stating the amount of PIK Interest, if any, to be paid either by publication in a leading newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort) or post such notice on the official website of the Luxembourg Stock Exchange.
(c) Following an increase in the principal amount of such Global Note, to the credit of the Holders on the relevant Record Date and an adjustment will be made on the register maintained with the Registrar with respect to such Global Note to reflect such increase and thereafter shall be part of the outstanding principal amount of the First Lien Notes for all purposes of this First Lien Indenture, the Security Documents and the First Lien/Second Lien/Third Lien Intercreditor Agreement. On any Interest Payment Date on which the Company makes a PIK Payment by issuing PIK Notes, the principal amount of such PIK Notes issued to any Holder, for the relevant interest period as of the relevant Record Date for such Interest Payment Date, will be rounded down to the nearest whole dollar. For the avoidance of doubt, following the increase in the aggregate principal amount of any outstanding Global Notes Note as a result of a payment of PIK Interest in the form of Additional NotesPayment, the such Global Notes Note will bear interest on such increased aggregate principal amount from and after the date of such PIK Payment at the rate applicable interest payment date. to the First Lien Notes in the manner set forth on Exhibit A. Any Additional PIK Notes issued in the form of Definitive Notes or Global Notes will be dated as of the applicable interest payment date Interest Payment Date and will bear interest from and after such date. Additional date at the rate applicable to the First Lien Notes in the manner set forth on Exhibit A. All First Lien Notes issued pursuant to a payment of PIK Interest Payment will have identical terms mature on August 15, 2027 and will be governed by, and subject to the originally issued Notes except interest on such Additional terms, provisions and conditions of, this First Lien Indenture and shall have the same terms as the applicable Initial Notes, subject to the terms of Exhibit A. Any certificated PIK Notes will begin to accrue from be issued with the date they are issued rather than the Issue Date.
(d) The Trustee (or its authenticating agent) will, following receipt of an authentication order signed by an Officer of the Company, authenticate and deliver any Additional Notes in the form of Definitive Notes or Global Notes for original issuance to the Holders description “THIS IS A PIK NOTE” on the relevant record dateface of such PIK Note, but shall be treated for all purposes under this First Lien Indenture with the same rights and obligations as shown by the records of the register of HoldersFirst Lien Notes.
Appears in 1 contract
Samples: First Lien Senior Secured Pik Notes Indenture (WeWork Inc.)
PIK Interest. (ai) In the event that the Company pays shall determine to pay PIK Interest (includingincluding Partial PIK Interest) for any Interest Period, for then the Company shall deliver a notice (a “PIK Notice”) to the Trustee and the Holders not less than three (3) Business Days prior to the Interest Payment Date of the relevant Interest Period, which notice shall state the total amount of interest to be paid on the Interest Payment Date in respect of such Interest Period and the amount of such interest to be paid as PIK Interest or Partial PIK Interest, as the case may be. For the avoidance of doubt, interest on the Rollover FeeNotes in respect of any Interest Period for which a PIK Notice is not delivered in accordance with the first sentence of this paragraph, in connection with a redemption or repurchase and on the Maturity Date must be paid entirely in cash.
(ii) as set forth in the Notes, the Company shall issue Additional Notes having an aggregate principal amount equal to the amount of interest then due and owing as Any PIK Interest as follows:
(iincluding Partial PIK Interest) on the Notes will be payable to Holders and (x) with respect to the Notes represented by one or more Global Notesglobal Notes registered in the name of, or held by, the Depositary or its nominee on the relevant Regular Record Date, by (A) increasing the principal amount of the outstanding Global Notes, effective as of the applicable interest payment date, global Notes by an amount equal to the amount of Additional Notes PIK Interest for the applicable interest period Interest Period (rounded up to the nearest $1whole dollar), and the Trustee will, upon receipt of an authentication order from the Company, record such increase in principal amount and (y) or (B) with respect to Notes represented by certificated Notes, by issuing Additional PIK Notes in the certificated form of Global Notes, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period Interest Period (rounded up to the nearest $1whole dollar); and
(ii) with respect to Notes represented by Definitive Notes, by issuing Additional Notes in and the form of Definitive Notes, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest $1).
(b) The Company Trustee will, if required by the rules and regulations of the Luxembourg Stock Exchange, promptly deliver a notice to the holders of the Notes stating the amount of PIK Interest, if any, to be paid either by publication in a leading newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort) or post such notice on the official website of the Luxembourg Stock Exchange.
(c) Following an increase in the principal amount of the outstanding Global Notes as a result of a payment of PIK Interest in the form of Additional Notes, the Global Notes will bear interest on such increased principal amount from and after the applicable interest payment date. Any Additional Notes issued in the form of Definitive Notes or Global Notes will be dated as of the applicable interest payment date and will bear interest from and after such date. Additional Notes issued pursuant to a payment of PIK Interest will have identical terms to the originally issued Notes except interest on such Additional Notes will begin to accrue from the date they are issued rather than the Issue Date.
(d) The Trustee (or its authenticating agent) will, following upon receipt of an authentication order signed by an Officer of and PIK Notes from the Company, authenticate and deliver any Additional such PIK Notes in the certificated form of Definitive Notes or Global Notes for original issuance to the Holders on the relevant record date, as shown by the records of the register of Holders. In the event that the Company is entitled to and elects to pay Partial PIK Interest for any Interest Period, each Holder will be entitled to receive cash in respect of the applicable percentage of the principal amount of the Notes held by such Holder on the relevant record date and PIK Interest in respect of the remaining percentage of the principal amount of the Notes held by such Holder on the relevant record date. Following an increase in the principal amount of the outstanding global Notes as a result of a PIK Payment, the global Notes will bear interest on such increased principal amount from and after the date of such PIK Payment. Any PIK Notes issued in certificated form will be distributed to Holders, will be dated as of the applicable Interest Payment Date and will bear interest from and after such date. All Notes issued pursuant to a PIK Payment will mature on the Maturity Date and will be governed by, and subject to the terms, provisions and conditions of, the Indenture and shall have the same rights and benefits as the Notes issued on the Issue Date. Any certificated PIK Notes will be issued with the description “PIK Note” on the face of such PIK Note.
(iii) If the Company pays a portion of the interest on the Notes in cash and a portion as PIK Interest, such cash and PIK Interest shall be paid to Holders pro rata in accordance with their interests.
(iv) Notwithstanding anything to the contrary, the payment of accrued interest in connection in connection with any repurchase of the Notes as described Article 4 of this Indenture shall be made solely in cash.
Appears in 1 contract
Samples: Indenture (MultiPlan Corp)
PIK Interest. (ai) In the event that the Company pays shall determine to pay PIK Interest (includingincluding Partial PIK Interest) for any Interest Period, for then the Company shall deliver a notice (a “PIK Notice”) to the Trustee and the Holders not less than five (5) Business Days prior to the Interest Payment Date of the relevant Interest Period, which notice shall state the total amount of interest to be paid on the Interest Payment Date in respect of such Interest Period and the amount of such interest to be paid as PIK Interest or Partial PIK Interest, as the case may be. For the avoidance of doubt, interest on the Rollover FeeNotes in respect of any Interest Period for which a PIK Notice is not delivered in accordance with the first sentence of this paragraph, in connection with a redemption or repurchase and on the Maturity Date must be paid entirely in cash.
(ii) as set forth in the Notes, the Company shall issue Additional Notes having an aggregate principal amount equal to the amount of interest then due and owing as Any PIK Interest as follows:
(iincluding Partial PIK Interest) on the Notes will be payable to Holders and (x) with respect to the Notes represented by one or more Global Notesglobal Notes registered in the name of, or held by, the Depositary or its nominee on the relevant Regular Record Date, by (A) increasing the principal amount of the outstanding Global Notes, effective as of the applicable interest payment date, global Notes by an amount equal to the amount of Additional Notes PIK Interest for the applicable interest period Interest Period (rounded up to the nearest $1whole dollar), and the Trustee will, upon receipt of an authentication order from the Company, record such increase in principal amount and (y) or (B) with respect to Notes represented by certificated Notes, by issuing Additional PIK Notes in the certificated form of Global Notes, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period Interest Period (rounded up to the nearest $1whole dollar); and
(ii) with respect to Notes represented by Definitive Notes, by issuing Additional Notes in and the form of Definitive Notes, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest $1).
(b) The Company Trustee will, if required by the rules and regulations of the Luxembourg Stock Exchange, promptly deliver a notice to the holders of the Notes stating the amount of PIK Interest, if any, to be paid either by publication in a leading newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort) or post such notice on the official website of the Luxembourg Stock Exchange.
(c) Following an increase in the principal amount of the outstanding Global Notes as a result of a payment of PIK Interest in the form of Additional Notes, the Global Notes will bear interest on such increased principal amount from and after the applicable interest payment date. Any Additional Notes issued in the form of Definitive Notes or Global Notes will be dated as of the applicable interest payment date and will bear interest from and after such date. Additional Notes issued pursuant to a payment of PIK Interest will have identical terms to the originally issued Notes except interest on such Additional Notes will begin to accrue from the date they are issued rather than the Issue Date.
(d) The Trustee (or its authenticating agent) will, following upon receipt of an authentication order signed by an Officer of and PIK Notes from the Company, authenticate and deliver any Additional such PIK Notes in the certificated form of Definitive Notes or Global Notes for original issuance to the Holders on the relevant record date, as shown by the records of the register of Holders. In the event that the Company is entitled to and elects to pay Partial PIK Interest for any Interest Period, each Holder will be entitled to receive cash in respect of the applicable percentage of the principal amount of the Notes held by such Holder on the relevant record date and PIK Interest in respect of the remaining percentage of the principal amount of the Notes held by such Holder on the relevant record date. Following an increase in the principal amount of the outstanding global Notes as a result of a PIK Payment, the global Notes will bear interest on such increased principal amount from and after the date of such PIK Payment. Any PIK Notes issued in certificated form will be distributed to Holders, will be dated as of the applicable Interest Payment Date and will bear interest from and after such date. All Notes issued pursuant to a PIK Payment will mature on the Maturity Date and will be governed by, and subject to the terms, provisions and conditions of, the Indenture and shall have the same rights and benefits as the Notes. Any certificated PIK Notes will be issued with the description “PIK Note” on the face of such PIK Note.
(iii) If the Company pays a portion of the interest on the Notes in cash and a portion as PIK Interest, such cash and PIK Interest shall be paid to Holders pro rata in accordance with their interests.
(iv) Notwithstanding anything to the contrary, the payment of accrued interest in connection in connection with any repurchase of the Notes as described Article 4 of this Indenture shall be made solely in cash.
Appears in 1 contract
Samples: Indenture (Boxed, Inc.)
PIK Interest. (a) In the event that the Company pays PIK Interest (includingOn any interest payment date, for avoidance of doubt, the Rollover Fee) as set forth in the Notes, the Company shall issue Additional Notes having an aggregate principal amount equal to the amount of interest then due and owing as PIK Interest as follows:
(i) with respect to Notes represented by one a Global Note, the Trustee, or more Global Notesthe Depositary at the direction of the Trustee, by (A) increasing will increase the principal amount of the outstanding such Global Notes, effective as of the applicable interest payment date, Note by an amount equal to the amount of Additional Notes for the applicable interest period (PIK Interest payable, rounded up down to the nearest $1) or (B) whole dollar, for the relevant interest period on the principal amount of such Global Note, to the credit of the Holders on the relevant record date and an adjustment will be made on the register maintained with the Registrar with respect to such Global Note to reflect such increase and thereafter shall constitute the outstanding principal amount of the Notes for all purposes of this Indenture and the other Note Documents. On any interest payment date on which the Company makes a payment of PIK Interest by issuing Additional Definitive Notes in (a “PIK Note”) under this Indenture having the form of Global same terms as the Notes, dated the principal amount of any such PIK Note issued to any Holder, for the relevant interest period as of the applicable relevant record date for such interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (will be rounded up down to the nearest $1); and
(ii) whole dollar. In connection with respect to Notes represented by Definitive Notesany PIK Payment, by issuing Additional Notes in the form of Definitive NotesCompany is entitled, dated as without the consent of the applicable interest payment dateHolders (and without regard to any restrictions or limitations set forth under Sections 4.09 and 4.12), in an aggregate to increase the outstanding principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest $1).
(b) The Company will, if required by the rules and regulations of the Luxembourg Stock Exchange, promptly deliver a notice to the holders of the Notes stating or to issue the amount of PIK Interest, if any, to be paid either by publication in a leading newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort) or post such notice Notes under this Indenture on the official website same terms and conditions as the Notes. For the avoidance of doubt, following the Luxembourg Stock Exchange.
(c) Following an increase in the principal amount of the outstanding any Global Notes Note as a result of a payment of PIK Interest in the form of Additional NotesPayment, the such Global Notes Note will bear interest on such increased principal amount from and after the date of such PIK Payment at the rate applicable interest payment dateto the Notes. Any Additional PIK Notes issued in the certificated form of Definitive Notes or Global Notes will be dated as of the applicable interest payment date and will bear interest from and after such date. Additional Notes issued pursuant to a payment of PIK Interest will have identical terms date at the rate applicable to the originally issued Notes except interest on such Additional Notes will begin to accrue from the date they are issued rather than the Issue DateNotes.
(d) The Trustee (or its authenticating agent) will, following receipt of an authentication order signed by an Officer of the Company, authenticate and deliver any Additional Notes in the form of Definitive Notes or Global Notes for original issuance to the Holders on the relevant record date, as shown by the records of the register of Holders.
Appears in 1 contract
PIK Interest. (a) In the event that the Company pays PIK Interest (including, for avoidance of doubt, the Rollover Fee) as set forth in the Notes, the Company shall issue Additional Notes having an aggregate principal amount equal addition to the amount of cash interest then due and owing as PIK Interest as follows:
(i) with respect payable pursuant to Notes represented Section 4.01 hereof, interest shall be paid by one or more Global Notes, by (A) increasing the principal amount of the outstanding Global Notes or by issuing Notes (such notes, “PIK Notes, effective as of the applicable interest payment date, by an amount equal to the amount of Additional Notes for the applicable interest period ”) (rounded up to the nearest $11.00) or (B“PIK Interest”) by issuing Additional under this Indenture, having the same terms and conditions as the Notes (in each case, a “PIK Payment”). PIK Interest on the form Notes will accrue at a per annum rate of Global Notes(i) from the Issue Date until the day prior to the first anniversary thereof, dated as 1.50%, (ii) from the first anniversary of the Issue Date until the day prior to the second anniversary thereof, 2.25%, and (iii) from the second anniversary of the Issue Date and thereafter, 3.00%; provided that, at the Issuers’ option, the Issuers may, upon notice of such election no later than 10 Business Days prior to the applicable interest payment record date, in an aggregate principal amount equal to pay all interest accruing on the amount of PIK Interest Notes for the applicable any interest period (rounded up to the nearest $1)in cash; and
(ii) with respect to Notes represented by Definitive Notesprovided, by issuing Additional Notes in the form of Definitive Notesfurther, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest $1).
(b) The Company will, that if required by the rules and regulations of the Luxembourg Stock Exchange, promptly deliver a Newco at any time provides written notice to the holders of Trustee and the Notes stating Issuers, pursuant to the amount of PIK Interest, if any, to be paid either by publication in a leading newspaper having a general circulation in Luxembourg (which is expected to be indenture governing the Luxemburger Wort) or post such notice on the official website of the Luxembourg Stock Exchange.
(c) Following an increase in the principal amount of the outstanding Global Notes as a result of a payment of PIK Interest in the form of Additional New Take-Back Notes, that Newco intends to pays cash interest under the Global New Take-Back Notes will bear during an interest on such increased principal amount period from and after the applicable interest payment date. Any Additional Notes issued in the form of Definitive Notes or Global Notes will be dated as second anniversary of the applicable issue date of the New Take-Back Notes, all interest payment date on the Notes for such interest period shall be payable in cash, and will bear the Issuers shall not be permitted to pay PIK Interest for such interest from and after such dateperiod. Additional All Notes issued pursuant to a payment of PIK Interest will have identical terms Payment shall be governed by, and subject to the originally terms, provisions and conditions of, this Indenture and shall have the same rights and benefits as the Notes issued Notes except interest on such Additional Notes will begin to accrue from the date they are issued rather than the Issue Date.
(di) The calculation of PIK Interest will be made by the Issuers or on behalf of the Issuers by such Person as the Issuers shall designate, and in no event shall the Trustee have any duty or obligation to calculate PIK Interest or to verify the Issuers’ or their designees’ calculations of PIK Interest or the correctness thereof. The Issuers shall provide the Trustee with an Officer’s Certificate setting forth its (or its authenticating agentdesignee’s) will, following receipt calculation of an authentication order signed by an Officer of the Company, authenticate and deliver any Additional Notes in the form of Definitive Notes or Global Notes for original issuance PIK Interest not less than five days prior to the Holders on the relevant record date, as shown by the records of the register of Holdersapplicable Interest Payment Date.
Appears in 1 contract
Samples: Indenture (Transact LTD)
PIK Interest. (ai) In the event that the Company pays Any PIK Interest on the Notes will be payable to Holders and (including, for avoidance of doubt, the Rollover Fee) as set forth in the Notes, the Company shall issue Additional Notes having an aggregate principal amount equal to the amount of interest then due and owing as PIK Interest as follows:
(ix) with respect to the Notes represented by one or more Global NotesNotes registered in the name of, or held by, the Common Depositary or its nominee on the relevant Regular Record Date, by (A) increasing the principal amount of the outstanding Global Notes, effective as of the applicable interest payment date, Notes by an amount equal to the amount of Additional Notes PIK Interest for the applicable interest period Interest Period (rounded up to the nearest $1whole dollar), and the Trustee will, upon receipt of an authentication order from the Company, record such increase in principal amount and (y) or with respect to Notes represented by certificated Notes, by increasing the balance of such Notes on the books and records of the Registrar (B) or, in the Trustee’s sole discretion, by issuing Additional PIK Notes in the certificated form of Global Notes, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period Interest Period) (rounded up to the nearest $1whole dollar); and
, and the Trustee will, upon receipt of an authentication order and PIK Notes from the Company, increase the balance of the certificated notes on the books and records of the Registrar (ii) with respect to Notes represented by Definitive Notesor, by issuing Additional in the Trustee’s sole discretion, authenticate and deliver such PIK Notes in certificated form for original issuance) to the form of Definitive Notes, dated Holders as of the applicable interest payment relevant record date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest $1).
(b) The Company will, if required as shown by the rules and regulations records of the Luxembourg Stock Exchange, promptly deliver a notice to the holders of the Notes stating the amount of PIK Interest, if any, to be paid either by publication in a leading newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort) or post such notice on the official website of the Luxembourg Stock Exchange.
(c) Register. Following an increase in the principal amount of the outstanding Global Notes as a result of a payment of PIK Interest in the form of Additional NotesPayment, the Global Notes will bear interest on such increased principal amount from and after the applicable interest payment datedate of such PIK Payment. Any Additional PIK Notes issued in the certificated form of Definitive Notes or Global Notes will be distributed to Holders, will be dated as of the applicable interest payment date Interest Payment Date and will bear interest from and after such date. Additional All Notes issued pursuant to a payment of PIK Interest Payment will have identical terms mature on the Maturity Date and will be governed by, and subject to the originally terms, provisions and conditions of, the Indenture and shall have the same rights and benefits as the Notes issued Notes except interest on such Additional Notes will begin to accrue from the date they are issued rather than the Issue Date.
(dii) The Trustee (or its authenticating agent) will, following receipt of an authentication order signed by an Officer If the Company pays a portion of the Company, authenticate and deliver any Additional interest on the Notes in the form of Definitive Notes or Global Notes for original issuance cash and a portion as PIK Interest, such cash and PIK Interest shall be paid to Holders pro rata in accordance with their interests.
(iii) Notwithstanding anything to the Holders contrary in this Indenture or the Notes, the payment of accrued and unpaid interest in connection with any repurchase of the Notes as described Article 4 of this Indenture and on the relevant record date, as shown by the records of the register of HoldersMaturity Date shall be made solely in cash.
Appears in 1 contract
Samples: Indenture (Vertical Aerospace Ltd.)
PIK Interest. (ai) In the event that the Company pays shall determine to pay PIK Interest (includingincluding Partial PIK Interest) for any Interest Period, for then the Company shall deliver a notice (a “PIK Notice”) to the Trustee and the Holders not less than five (5) Business Days prior to the Interest Payment Date of the relevant Interest Period, which notice shall state the total amount of interest to be paid on the Interest Payment Date in respect of such Interest Period and the amount of such interest to be paid as PIK Interest or Partial PIK Interest, as the case may be. For the avoidance of doubt, interest on the Rollover FeeNotes in respect of any Interest Period for which a PIK Notice is not delivered in accordance with the first sentence of this paragraph, in connection with a redemption or repurchase and on the Maturity Date must be paid entirely in cash. 5 NTD: Default interest payment method to be confirmed.
(ii) as set forth in the Notes, the Company shall issue Additional Notes having an aggregate principal amount equal to the amount of interest then due and owing as Any PIK Interest as follows:
(iincluding Partial PIK Interest) on the Notes will be payable to Holders and (x) with respect to the Notes represented by one or more Global Notesglobal Notes registered in the name of, or held by, the Depositary or its nominee on the relevant Regular Record Date, by (A) increasing the principal amount of the outstanding Global Notes, effective as of the applicable interest payment date, global Notes by an amount equal to the amount of Additional Notes PIK Interest for the applicable interest period Interest Period (rounded up to the nearest $1whole dollar), and the Trustee will, upon receipt of an authentication order from the Company, record such increase in principal amount and (y) or (B) with respect to Notes represented by certificated Notes, by issuing Additional PIK Notes in the certificated form of Global Notes, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period Interest Period (rounded up to the nearest $1whole dollar); and
(ii) with respect to Notes represented by Definitive Notes, by issuing Additional Notes in and the form of Definitive Notes, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest $1).
(b) The Company Trustee will, if required by the rules and regulations of the Luxembourg Stock Exchange, promptly deliver a notice to the holders of the Notes stating the amount of PIK Interest, if any, to be paid either by publication in a leading newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort) or post such notice on the official website of the Luxembourg Stock Exchange.
(c) Following an increase in the principal amount of the outstanding Global Notes as a result of a payment of PIK Interest in the form of Additional Notes, the Global Notes will bear interest on such increased principal amount from and after the applicable interest payment date. Any Additional Notes issued in the form of Definitive Notes or Global Notes will be dated as of the applicable interest payment date and will bear interest from and after such date. Additional Notes issued pursuant to a payment of PIK Interest will have identical terms to the originally issued Notes except interest on such Additional Notes will begin to accrue from the date they are issued rather than the Issue Date.
(d) The Trustee (or its authenticating agent) will, following upon receipt of an authentication order signed by an Officer of and PIK Notes from the Company, authenticate and deliver any Additional such PIK Notes in the certificated form of Definitive Notes or Global Notes for original issuance to the Holders on the relevant record date, as shown by the records of the register of Holders. In the event that the Company is entitled to and elects to pay Partial PIK Interest for any Interest Period, each Holder will be entitled to receive cash in respect of the applicable percentage of the principal amount of the Notes held by such Holder on the relevant record date and PIK Interest in respect of the remaining percentage of the principal amount of the Notes held by such Holder on the relevant record date. Following an increase in the principal amount of the outstanding global Notes as a result of a PIK Payment, the global Notes will bear interest on such increased principal amount from and after the date of such PIK Payment. Any PIK Notes issued in certificated form will be distributed to Holders, will be dated as of the applicable Interest Payment Date and will bear interest from and after such date. All Notes issued pursuant to a PIK Payment will mature on the Maturity Date and will be governed by, and subject to the terms, provisions and conditions of, the Indenture and shall have the same rights and benefits as the Notes. Any certificated PIK Notes will be issued with the description “PIK Note” on the face of such PIK Note.
(iii) If the Company pays a portion of the interest on the Notes in cash and a portion as PIK Interest, such cash and PIK Interest shall be paid to Holders pro rata in accordance with their interests.
(iv) Notwithstanding anything to the contrary, the payment of accrued interest in connection in connection with any repurchase of the Notes as described Article 4 of this Indenture shall be made solely in cash.
Appears in 1 contract
PIK Interest. (a) In the event that the Company pays PIK Interest (including, for avoidance of doubt, the Rollover Fee) as set forth in the Notes, the Company shall issue Additional Notes having an aggregate principal amount equal to the amount of interest then due and owing as PIK Interest as follows:
(i) with respect Any PIK Interest on the Notes will be payable to Holders by increasing the balance of such Notes represented by one or more Global Noteson the books and records of the Registrar (or, in the Trustee’s sole discretion, by (A) increasing the principal amount of the outstanding Global Notes, effective as of the applicable interest payment date, by an amount equal to the amount of Additional Notes for the applicable interest period (rounded up to the nearest $1) or (B) by issuing Additional PIK Notes in the certificated form of Global Notes, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period Interest Period) (rounded up to the nearest $1whole dollar); and
, and the Trustee will, upon receipt of an Authentication Order and PIK Notes from the Company, increase the balance of the certificated Notes on the books and records of the Registrar (ii) with respect to Notes represented by Definitive Notesor, by issuing Additional in the Trustee’s sole discretion, authenticate and deliver such PIK Notes in certificated form for original issuance) to the form of Definitive Notes, dated Holders as of the applicable interest payment relevant record date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest $1).
(b) The Company will, if required as shown by the rules and regulations records of the Luxembourg Stock Exchange, promptly deliver a notice to the holders of the Notes stating the amount of PIK Interest, if any, to be paid either by publication in a leading newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort) or post such notice on the official website of the Luxembourg Stock Exchange.
(c) Register. Following an increase in the principal amount of the outstanding Global Notes as a result of a payment of PIK Interest in the form of Additional NotesPayment, the Global Notes will bear interest on such increased principal amount from and after the applicable interest payment datedate of such PIK Payment. Any Additional PIK Notes issued in the certificated form of Definitive Notes or Global Notes will be distributed to Holders, will be dated as of the applicable interest payment date Interest Payment Date and will bear interest from and after such date. Additional All Notes issued pursuant to a payment of PIK Interest Payment will have identical terms mature on the Maturity Date and will be governed by, and subject to the originally terms, provisions and conditions of, the Indenture and shall have the same rights and benefits as the Notes issued Notes except interest on such Additional Notes will begin to accrue from the date they are issued rather than the Issue Date.
(d) The Trustee (. Notwithstanding anything to the contrary in this Indenture or its authenticating agent) willthe Notes, following receipt the payment of an authentication order signed by an Officer accrued and unpaid interest in connection with any repurchase of the Company, authenticate Notes as described Article 4 of this Indenture and deliver any Additional Notes in the form of Definitive Notes or Global Notes for original issuance to the Holders on the relevant record date, as shown by the records of the register of HoldersMaturity Date shall be made solely in cash.
Appears in 1 contract
PIK Interest. The Company shall pay all interest due on the Notes in kind (“PIK Interest”) on the then outstanding principal amount of the Notes (as such amount is increased or deemed to have been increased by any PIK Interest) (a “PIK Payment”) by (a) In in the event that case of interest on any Global Note, increasing the principal amount of such Global Note, rounded up to the nearest whole dollar and (b) with respect to a Physical Note, issuing to the Holder of such Physical Note an additional Physical Note, the principal amount of which shall be rounded up to the nearest whole dollar (a “PIK Interest Note”). Notwithstanding anything to the contrary, the payment of accrued interest in connection with any repurchase of the Notes as described under Article 3 hereof will be made solely in cash. Unless otherwise agreed between the Company pays and the Trustee, with respect to the payment of any PIK Interest (including, for avoidance of doubt, the Rollover Fee) as set forth in the NotesInterest, the Company shall issue Additional Notes having an aggregate principal amount equal deliver to the amount of interest then due and owing as PIK Trustee no later than two Business Days prior to the applicable Interest as follows:
Payment Date, (ia) with respect to Physical Notes, the required amount of new Physical Notes represented by one (rounded up to the nearest whole dollar) and a Company Order for authentication and delivery of such PIK Interest Notes on the relevant Interest Payment Date, and the Trustee in accordance with such Company order shall authenticate the PIK Interest Notes, or more (b) with respect to Global Notes, unless prohibited by (A) increasing the procedures of the Depositary, a Company Order to increase the principal amount of the outstanding Global Notes, effective Note as of the Regular Record Date for the applicable interest payment dateInterest Payment Date, by an amount equal to the amount of Additional Notes interest payable for the applicable interest period (rounded up to the nearest $1) whole dollar), and an adjustment shall be made on the books and records of the Custodian to reflect such increase. Notwithstanding anything to the contrary, the Company shall not be required to deliver to the Trustee an Officer’s Certificate or (B) by issuing Additional Opinion of Counsel in connection with the issuance of any PIK Interest Notes or any increase in principal amount of a Global Note as a result of any PIK Payment. Any PIK Interest Note shall, after being executed and authenticated pursuant to Section 2.04 hereof, be mailed to the form of Global Notes, dated Person entitled thereto as shown on the register for the Physical Notes as of the applicable interest payment daterelevant Regular Record Date. The Company will make PIK Payments on Global Notes held by the Depositary or its nominee, in an aggregate principal amount equal to the amount Depositary or its nominee, as the case may be, as the registered holder of such Global Note. Any PIK Payment shall be considered paid on the date it is due (a) if PIK Interest for Notes have been issued therefor, such PIK Interest Notes have been executed by the applicable interest period (rounded up Company and authenticated by the Trustee on or prior to the nearest $1); and
(ii) date the payment is due in accordance with respect to Notes represented by Definitive Notes, by issuing Additional Notes in the form terms of Definitive Notes, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest $1).
this Indenture and (b) The Company will, if required the PIK Payment is made by the rules and regulations of the Luxembourg Stock Exchange, promptly deliver a notice to the holders of the Notes stating the amount of PIK Interest, if any, to be paid either by publication in a leading newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort) or post such notice on the official website of the Luxembourg Stock Exchange.
(c) Following an increase in increasing the principal amount of the outstanding Global Notes as a result of a payment of PIK Interest in the form of Additional Notesthen authenticated, the Company has delivered the Company Order required by this Section 2.15 and the Trustee has increased the principal amount of Global Notes will bear interest then authenticated by the relevant amount on such increased principal amount from and after the applicable interest payment date. Any Additional Notes issued in the form of Definitive Notes or Global Notes will be dated as of the applicable interest payment date and will bear interest from and after such date. Additional Notes issued pursuant to a payment of PIK Interest will have identical terms prior to the originally issued Notes except interest on such Additional Notes will begin to accrue from date the date they are issued rather than the Issue Datepayment is due.
(d) The Trustee (or its authenticating agent) will, following receipt of an authentication order signed by an Officer of the Company, authenticate and deliver any Additional Notes in the form of Definitive Notes or Global Notes for original issuance to the Holders on the relevant record date, as shown by the records of the register of Holders.
Appears in 1 contract
Samples: Indenture (Teligent, Inc.)
PIK Interest. (a) In the event that the Company pays PIK Interest (including, for avoidance of doubt, the Rollover Fee) as As further set forth in Sections 1 and 2 of Exhibit A, interest on the Notes shall be partially payable in the form of PIK Interest on the then-outstanding principal amount of Notes. In connection with a PIK Payment in respect of the Notes, Parent will, without the Company shall issue Additional Notes having an consent of Holders, either increase the aggregate principal amount equal of an outstanding Global Note or issue PIK Notes under this Indenture. Pursuant to this Section 2.15 and Section 1 of Exhibit A, and as further set forth in Section 4.01 and Section 2 of Exhibit A, on the applicable Interest Payment Date, Parent shall deliver to the amount of interest then due and owing as PIK Interest as follows:
Trustee (i) with respect a written order of Parent to Notes represented by one or more Global Notes, by (A) increasing increase the aggregate principal amount of an outstanding Global Note as a result of such PIK Payment in the amount set forth in such order or (ii) PIK Notes duly executed by Parent together with an Authentication Order pursuant to Section 2.02 requesting the authentication of such PIK Notes by the Trustee. On any Interest Payment Date on which Parent makes a PIK Payment by increasing the aggregate principal amount of an outstanding Global Note, the Trustee, or the Depositary at the direction of the Trustee, shall increase the outstanding aggregate principal amount of such Global Notes, effective as of the applicable interest payment date, Note by an amount equal to the amount of Additional Notes for the applicable interest period (PIK Interest payable, rounded up to the nearest $1) or (B) whole dollar, for the relevant interest period on the principal amount of such Global Note, to the credit of the Holders on the relevant Record Date and an adjustment will be made on the register maintained with the Registrar with respect to such Global Note to reflect such increase and thereafter shall be part of the outstanding principal amount of the Notes for all purposes of this Indenture, the Security Documents and the Intercreditor Agreements. On any Interest Payment Date on which Parent makes a PIK Payment by issuing Additional Notes in the form of Global PIK Notes, dated the principal amount of such PIK Notes issued to any Holder, for the relevant interest period as of the applicable interest payment daterelevant Record Date for such Interest Payment Date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (will be rounded up to the nearest $1); and
(ii) with respect to Notes represented by Definitive Noteswhole dollar. For the avoidance of doubt, by issuing Additional Notes following the increase in the form of Definitive Notes, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest $1).
(b) The Company will, if required by the rules and regulations of the Luxembourg Stock Exchange, promptly deliver a notice to the holders of the Notes stating the amount of PIK Interest, if any, to be paid either by publication in a leading newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort) or post such notice on the official website of the Luxembourg Stock Exchange.
(c) Following an increase in the principal amount of the any outstanding Global Notes Note as a result of a payment of PIK Interest in the form of Additional NotesPayment, the such Global Notes Note will bear interest on such increased aggregate principal amount from and after the date of such PIK Payment at the rate applicable interest payment date. to the Notes in the manner set forth on Exhibit A. Any Additional PIK Notes issued in the form of Definitive Notes or Global Notes will be dated as of the applicable interest payment date Interest Payment Date and will bear interest from and after such date. Additional date at the rate applicable to the First Lien Notes in the manner set forth on Exhibit A. All Notes issued pursuant to a payment of PIK Interest Payment will have identical terms mature on March 31, 2031 and will be governed by, and subject to the originally issued Notes except interest on such Additional terms, provisions and conditions of, this Indenture and shall have the same terms as the applicable Initial Notes, subject to the terms of Exhibit A. Any certificated PIK Notes will begin to accrue from be issued with the date they are issued rather than the Issue Date.
(d) The Trustee (or its authenticating agent) will, following receipt of an authentication order signed by an Officer of the Company, authenticate and deliver any Additional Notes in the form of Definitive Notes or Global Notes for original issuance to the Holders description “THIS IS A PIK NOTE” on the relevant record dateface of such PIK Note, but shall be treated for all purposes under this Indenture with the same rights and obligations as shown by the records of the register of HoldersNotes.
Appears in 1 contract
Samples: Indenture (MultiPlan Corp)
PIK Interest. (a) In the event that the Company pays PIK Interest (including, for avoidance of doubt, the Rollover Fee) as As further set forth in Sections 1 and 2 of Exhibit A, interest on the Notes shall be partially payable in the form of PIK Interest on the then-outstanding principal amount of Notes. In connection with a PIK Payment in respect of the Notes, the Company shall issue Additional Notes having an will, without the consent of Holders, either increase the aggregate principal amount equal of an outstanding Global Note or issue PIK Notes under this Indenture. Pursuant to this Section 2.15 and Section 1 of Exhibit A, and as further set forth in Section 4.01 and Section 2 of Exhibit A, on the applicable Interest Payment Date, the Company shall deliver to the amount of interest then due and owing as PIK Interest as follows:
Trustee (i) with respect a written order of the Company to Notes represented by one or more Global Notes, by (A) increasing increase the aggregate principal amount of an outstanding Global Note as a result of such PIK Payment in the amount set forth in such order or (ii) PIK Notes duly executed by the Company together with an Authentication Order pursuant to Section 2.02 requesting the authentication of such PIK Notes by the Trustee. On any Interest Payment Date on which the Company makes a PIK Payment by increasing the aggregate principal amount of an outstanding Global Note, the Trustee, or the Depositary at the direction of the Trustee, shall increase the outstanding aggregate principal amount of such Global Notes, effective as of the applicable interest payment date, Note by an amount equal to the amount of Additional Notes for the applicable interest period (PIK Interest payable, rounded up to the nearest $1) or (B) whole dollar, for the relevant interest period on the principal amount of such Global Note, to the credit of the Holders on the relevant Record Date and an adjustment will be made on the register maintained with the Registrar with respect to such Global Note to reflect such increase and thereafter shall be part of the outstanding principal amount of the Notes for all purposes of this Indenture, the Security Documents and the Intercreditor Agreements. On any Interest Payment Date on which the Company makes a PIK Payment by issuing Additional Notes in the form of Global PIK Notes, dated the principal amount of such PIK Notes issued to any Holder, for the relevant interest period as of the applicable interest payment daterelevant Record Date for such Interest Payment Date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (will be rounded up to the nearest $1); and
(ii) with respect to Notes represented by Definitive Noteswhole dollar. For the avoidance of doubt, by issuing Additional Notes following the increase in the form of Definitive Notes, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest $1).
(b) The Company will, if required by the rules and regulations of the Luxembourg Stock Exchange, promptly deliver a notice to the holders of the Notes stating the amount of PIK Interest, if any, to be paid either by publication in a leading newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort) or post such notice on the official website of the Luxembourg Stock Exchange.
(c) Following an increase in the principal amount of the any outstanding Global Notes Note as a result of a payment of PIK Interest in the form of Additional NotesPayment, the such Global Notes Note will bear interest on such increased aggregate principal amount from and after the date of such PIK Payment at the rate applicable interest payment date. to the Notes in the manner set forth on Exhibit A. Any Additional PIK Notes issued in the form of Definitive Notes or Global Notes will be dated as of the applicable interest payment date Interest Payment Date and will bear interest from and after such date. Additional date at the rate applicable to the First Lien Notes in the manner set forth on Exhibit A. All Notes issued pursuant to a payment of PIK Interest Payment will have identical terms mature on December 31, 2030 and will be governed by, and subject to the originally issued Notes except interest on such Additional terms, provisions and conditions of, this Indenture and shall have the same terms as the applicable Initial Notes, subject to the terms of Exhibit A. Any certificated PIK Notes will begin to accrue from be issued with the date they are issued rather than the Issue Date.
(d) The Trustee (or its authenticating agent) will, following receipt of an authentication order signed by an Officer of the Company, authenticate and deliver any Additional Notes in the form of Definitive Notes or Global Notes for original issuance to the Holders description “THIS IS A PIK NOTE” on the relevant record dateface of such PIK Note, but shall be treated for all purposes under this Indenture with the same rights and obligations as shown by the records of the register of HoldersNotes.
Appears in 1 contract
Samples: Indenture (MultiPlan Corp)
PIK Interest. Section 2.12(a) of the Indenture is hereby amended and restated so as to read in its entirety as follows:
(a) On each PIK Interest Payment Date, the Company may, at its election, pay up to 50% of the interest due and payable on the Notes in PIK Interest. In the event that the Company pays shall determine to pay PIK Interest (includingfor any PIK Interest Period, then the Company shall direct the Trustee in a written order dated and delivered no later than five Business Days prior to the applicable PIK Interest Payment Date to increase the Capitalized Principal Amount of the Notes by the Capitalized Amount for avoidance such PIK Interest Payment Date, effective as of doubtsuch Interest Payment Date, and pay the Rollover Fee) as set forth remainder of the interest due and payable on the Notes in cash. The Trustee, or the Custodian acting at the direction of the Trustee, on receipt of such written order shall increase the Capitalized Principal Amount accordingly to the credit of the Holders on the applicable record date and appropriate adjustments will be made on the books and records of the Trustee with respect to such increase; provided that the Capitalized Principal Amount shall be rounded up to the nearest $1.00. Notwithstanding the foregoing or anything to the contrary in this Indenture, if the Notes are represented by one or more Certificated Notes, or if the Company is prohibited by the requirements of the Depository or law with respect to Global Notes from paying interest by increasing the Capitalized Principal Amount of the Notes, the Company shall issue Additional may, at its option, in lieu of increasing the Capitalized Principal Amount of the Notes having by the Capitalized Amount for such Interest Payment Date, pay interest due and payable on such Certificated Notes or Global Notes, as the case may be, by directing the Trustee to authenticate additional Notes (in the form of Certificated Notes or Global Notes, as applicable) on the relevant PIK Interest Payment Date (the “PIK Notes”) in an aggregate principal amount equal to the amount of interest then due and owing as relevant Capitalized Amount. If the Company elects to issue PIK Notes, the Company shall deliver to the Trustee no later than five Business Days prior to the applicable PIK Interest as follows:
(i) Payment Date appropriate PIK Notes duly executed by the Company together with respect a written order to Notes represented by one or more Global authenticate and deliver such PIK Notes, by (A) increasing the principal amount of the outstanding Global Notes, effective dated as of the applicable interest payment datePIK Interest Payment Date, by in an aggregate amount equal to the amount of Additional Notes Capitalized Amount for the applicable interest period (rounded up to the nearest $1) 1.00). The Trustee, or (B) by issuing Additional Notes in the form of Global Notes, dated as Custodian acting at the direction of the applicable interest payment dateTrustee, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest $1); and
(ii) with respect to Notes represented by Definitive Notes, by issuing Additional Notes in the form of Definitive Notes, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest $1).
(b) The Company will, if required by the rules and regulations of the Luxembourg Stock Exchange, promptly deliver a notice to the holders of the Notes stating the amount of PIK Interest, if any, to be paid either by publication in a leading newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort) or post such notice on the official website of the Luxembourg Stock Exchange.
(c) Following an increase in the principal amount of the outstanding Global Notes as a result of a payment of PIK Interest in the form of Additional Notes, the Global Notes will bear interest on such increased principal amount from and after the applicable interest payment date. Any Additional Notes issued in the form of Definitive Notes or Global Notes will be dated as of the applicable interest payment date and will bear interest from and after such date. Additional Notes issued pursuant to a payment of PIK Interest will have identical terms to the originally issued Notes except interest on such Additional Notes will begin to accrue from the date they are issued rather than the Issue Date.
(d) The Trustee (or its authenticating agent) will, following receipt of an authentication such written order signed by an Officer of the Company, shall authenticate and deliver any Additional such PIK Notes in the form of Definitive Notes or Global Notes for original issuance to the Holders on the relevant applicable record date, as shown by date and appropriate adjustments will be made on the books and records of the register Trustee with respect to such PIK Notes. Any PIK Notes delivered pursuant to the provisions hereof shall be on the same terms and conditions, and shall be treated as a single class for all purposes (including waivers, amendments, conversions and offers to purchase) as the Initial Notes under this Indenture. For the avoidance of Holdersdoubt, interest on the Notes in respect of any PIK Interest Period for which a written order is not delivered in accordance with the Indenture must be paid entirely in cash.
Appears in 1 contract
Samples: Second Supplemental Indenture (Pioneer Energy Services Corp)
PIK Interest. (a) In the event that the Company pays PIK Interest (including, for avoidance of doubt, the Rollover Fee) as As further set forth in Sections 1 and 2 of Exhibit A, interest on the Second Lien Exchangeable Notes shall be partially payable in the form of PIK Interest on the then-outstanding principal amount of Second Lien Exchangeable Notes. In connection with a PIK Payment in respect of the Second Lien Exchangeable Notes, the Company shall issue Additional Notes having an will, without the consent of Holders (and without regard to any restrictions or limitations set forth under Section 4.09 and Section Section 4.10), either increase the aggregate principal amount equal of an outstanding Global Note or issue PIK Notes under this Second Lien Exchangeable Notes Indenture. Pursuant to this Section 2.14 and Section 1 of Exhibit A, and as further set forth in Section 4.01 and Section 2 of Exhibit A, on the applicable Record Date, the Company shall deliver to the amount of interest then due and owing as PIK Interest as follows:
Trustee (i) with respect a written order of the Company to Notes represented by one or more Global Notes, by (A) increasing increase the aggregate principal amount of an outstanding Global Note as a result of such PIK Payment in the amount set forth in such order or (ii) PIK Notes duly executed by the Company together with an Authentication Order pursuant to Section 2.02 requesting the authentication of such PIK Notes by the Trustee. On any Interest Payment Date on which the Company makes a PIK Payment by increasing the aggregate principal amount of an outstanding Global Note, the Trustee, or the Depositary at the direction of the Trustee, shall increase the outstanding aggregate principal amount of such Global Notes, effective as of the applicable interest payment date, Note by an amount equal to the amount of Additional Notes for the applicable interest period (PIK Interest payable, rounded up down to the nearest $1) or (B) by issuing Additional Notes in the form of Global Noteswhole dollar, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable relevant interest period (rounded up to the nearest $1); and
(ii) with respect to Notes represented by Definitive Notes, by issuing Additional Notes in the form of Definitive Notes, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest $1).
(b) The Company will, if required by the rules and regulations of the Luxembourg Stock Exchange, promptly deliver a notice to the holders of the Notes stating the amount of PIK Interest, if any, to be paid either by publication in a leading newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort) or post such notice on the official website of the Luxembourg Stock Exchange.
(c) Following an increase in the principal amount of such Global Note, to the credit of the Holders on the relevant Record Date and an adjustment will be made on the register maintained with the Registrar with respect to such Global Note to reflect such increase and thereafter shall be part of the outstanding principal amount of the Second Lien Exchangeable Notes for all purposes of this Second Lien Exchangeable Notes Indenture, the Security Documents and the First Lien/Second Lien/Third Lien Intercreditor Agreement. On any Interest Payment Date on which the Company makes a PIK Payment by issuing PIK Notes, the principal amount of such PIK Notes issued to any Holder, for the relevant interest period as of the relevant Record Date for such Interest Payment Date, will be rounded down to the nearest whole dollar. For the avoidance of doubt, following the increase in the aggregate principal amount of any outstanding Global Notes Note as a result of a payment of PIK Interest in the form of Additional NotesPayment, the such Global Notes Note will bear interest on such increased aggregate principal amount from and after the date of such PIK Payment at the rate applicable interest payment date. to the Second Lien Exchangeable Notes in the manner set forth on Exhibit A. Any Additional PIK Notes issued in the form of Definitive Notes or Global Notes will be dated as of the applicable interest payment date Interest Payment Date and will bear interest from and after such date. Additional date at the rate applicable to the Second Lien Exchangeable Notes in the manner set forth on Exhibit A. All Second Lien Exchangeable Notes issued pursuant to a payment of PIK Interest Payment will have identical terms mature on August 15, 2027 and will be governed by, and subject to the originally terms, provisions and conditions of, this Second Lien Exchangeable Notes Indenture and shall have the same terms as the Second Lien Exchangeable Notes issued Notes except interest on such Additional Notes will begin to accrue from the date they are issued rather than the Issue Date.
(d) The Trustee (or its authenticating agent) will, following receipt of an authentication order signed by an Officer of the Company, authenticate and deliver any Additional Notes in the form of Definitive Notes or Global Notes for original issuance subject to the Holders terms of Exhibit A. Any certificated PIK Notes will be issued with the description “THIS IS A PIK NOTE” on the relevant record dateface of such PIK Note, but shall be treated for all purposes under this Second Lien Exchangeable Notes Indenture with the same rights and obligations as shown by the records of the register of HoldersSecond Lien Exchangeable Notes.
Appears in 1 contract
Samples: Second Lien Exchangeable Senior Secured Pik Notes Indenture (WeWork Inc.)
PIK Interest. (a) In the event that the Company pays PIK Interest (including, for avoidance of doubt, the Rollover Fee) Except as set forth in the following sentence and in Section 1 of the Notes, interest on the Notes shall be payable entirely in Cash Interest at the Cash Interest Rate. For any interest period ending on or prior to the June 15, 2018 Interest Payment Date, the Company shall issue Additional Notes having an aggregate may elect to pay all or any portion of interest in kind at the PIK Interest Rate on the then outstanding principal amount equal to of the amount of interest then due and owing as Notes (a “PIK Interest as follows:
(iPayment”) with respect to Notes represented by one or more Global Notes, by (A) increasing the principal amount of the outstanding Global NotesNotes or by issuing additional Notes (each, effective as of the applicable interest payment date, by an a “PIK Interest Note”) in a principal amount equal to such interest (“PIK Interest”), provided, that the December 15, 2016 interest payment shall be made entirely in PIK Interest at the PIK Interest Rate. On the December 15, 2018 Interest Payment Date, the Company shall be permitted to make only part of the interest payment in PIK Interest at the PIK Interest Rate and part of the interest payment in Cash Interest at the Cash Interest Rate, provided, that PIK Interest to be paid on such Interest Payment Date shall accrue only for the period from June 15, 2018 to, but not including, September 7, 2018, and any remaining interest for such period shall be payable solely in Cash Interest. Notwithstanding anything to the contrary, the payment of accrued interest in connection with any redemption or repurchase of the Notes as described under Section 3.07, 4.10 or 4.14 hereof will be made solely in Cash Interest. If the Company elects to pay interest on the Notes as a combination Cash Interest and PIK Interest, such Cash Interest and PIK Interest shall be paid on the Notes on a pro rata basis. In the event that the Company shall elect to pay PIK Interest for any interest period, then the Company shall deliver a notice to the Trustee and the Holders not less than five Business Days prior to the commencement of the relevant interest period, which notice shall state the total amount of Additional Notes for interest to be paid on such Interest Payment Date and the total amount of PIK Interest. Unless otherwise agreed between the Company and the Trustee, with respect to the issuance of any PIK Interest Notes, the Company shall deliver to the Trustee no later than two Business Days prior to the applicable interest period Interest Payment Date, (i) if such PIK Interest Notes are Definitive Notes, the required amount of new Definitive Notes (rounded up to the nearest $1whole dollar) and an Authentication Order to authenticate and deliver such PIK Interest Notes on the relevant Interest Payment Date or (Bii) by issuing Additional if such PIK Interest Notes in the form of are Global Notes, dated as by delivering a written order from an Officer of the applicable interest payment date, in Company to the Trustee to increase the principal amount of the outstanding Global Note by an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest $1whole dollar); . Any PIK Interest Note shall, after being executed and
, if applicable, authenticated pursuant to Section 2.02 hereof, be (i) if such PIK Interest Notes are Definitive Notes, mailed to the Person entitled thereto as shown on the register for the Definitive Notes as of the relevant Record Date or (ii) with respect to if such PIK Interest Notes represented by Definitive are Global Notes, deposited into the account specified by issuing Additional the Holder or Holders thereof as of the relevant record date. Notwithstanding the foregoing, in connection with any PIK Payment on Notes that are Global Notes, the Company may, if requested in writing by any Holder or if required by the procedures of the Depositary, in lieu of increasing the principal amount of such Global Notes, issue the required amount of the PIK Payment in the form of Definitive Notes, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period a new Global Note (rounded up to the nearest $1).
(bwhole dollar) The Company will, if required by the rules and regulations of the Luxembourg Stock Exchange, promptly deliver a notice upon delivery to the holders of the Notes stating the amount of PIK Interest, if any, to be paid either by publication in a leading newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort) or post such notice on the official website of the Luxembourg Stock Exchange.
(c) Following an increase in the principal amount of the outstanding Global Notes as a result of a payment of PIK Interest in the form of Additional Notes, the Global Notes will bear interest on such increased principal amount from and after the applicable interest payment date. Any Additional Notes issued in the form of Definitive Notes or Global Notes will be dated as of the applicable interest payment date and will bear interest from and after such date. Additional Notes issued pursuant to a payment of PIK Interest will have identical terms to the originally issued Notes except interest on such Additional Notes will begin to accrue from the date they are issued rather than the Issue Date.
(d) The Trustee (or its authenticating agent) will, following receipt of an authentication order signed by an Officer of the Company, Authentication Order to authenticate and deliver any Additional Notes in the form of Definitive Notes or such new Global Notes for original issuance to the Holders Note on the relevant record dateInterest Payment Date. Any PIK Payment shall be made in such form and on terms as specified in this Section 2.13, and the Company shall and the Trustee and Paying Agent may take additional steps as shown by the records of the register of Holdersnecessary to effect such PIK Payment.
Appears in 1 contract
Samples: Indenture (W&t Offshore Inc)
PIK Interest. For any interest period the Company may elect to pay all interest in kind (“PIK Interest”) on the then outstanding principal amount of the Notes (a “PIK Payment”) by (a) in the case of interest on any Global Note, increasing the principal amount of such Global Note, rounded up to the nearest whole dollar and (b) with respect to a Physical Note, issuing to the Holder of such Physical Note an additional Physical Note, the principal amount of which shall be rounded up to the nearest whole dollar (a “PIK Interest Note”). The Company shall be deemed to have elected to pay all interest on the Notes with PIK Interest unless (i) the Company elects to pay all such interest in cash (“Cash Interest”) as described below or (ii) with respect to the final interest payment at the Maturity Date, which payment shall be Cash Interest. In the event that the Company pays PIK shall elect to pay Cash Interest (includingfor any interest period, then the Company shall deliver a notice to the Trustee and the Holders not less than five Business Days prior to the applicable record date for avoidance the relevant Interest Payment Date of doubtthe relevant interest period. Notwithstanding anything to the contrary, the Rollover Fee) payment of accrued interest in connection with any repurchase of the Notes as set forth described under Article 3 hereof will be made solely in cash. Unless otherwise agreed between the NotesCompany and the Trustee, with respect to the payment of any PIK Interest, the Company shall issue Additional Notes having an aggregate principal amount equal deliver to the amount of interest then due and owing as PIK Trustee no later than two Business Days prior to the applicable Interest as follows:
Payment Date, (ia) with respect to Physical Notes, the required amount of new Physical Notes represented by one (rounded up to the nearest whole dollar) and a Company Order for authentication and delivery of such PIK Interest Notes on the relevant Interest Payment Date, and the Trustee in accordance with such Company order shall authenticate the PIK Interest Notes, or more (b) with respect to Global Notes, unless prohibited by (A) increasing the procedures of the Depositary, a Company Order to increase the principal amount of the outstanding Global Notes, effective Note as of the Regular Record Date for the applicable interest payment dateInterest Payment Date, by an amount equal to the amount of Additional Notes interest payable for the applicable interest period (rounded up to the nearest $1) whole dollar), and an adjustment shall be made on the books and records of the Custodian to reflect such increase. Notwithstanding anything to the contrary, the Company shall not be required to deliver to the Trustee an Officer’s Certificate or (B) by issuing Additional Opinion of Counsel in connection with the issuance of any PIK Interest Notes or any increase in principal amount of a Global Note as a result of any PIK Payment. Any PIK Interest Note shall, after being executed and authenticated pursuant to Section 2.04 hereof, be mailed to the form of Global Notes, dated Person entitled thereto as shown on the register for the Physical Notes as of the applicable interest payment daterelevant Regular Record Date. The Company will make PIK Payments on Global Notes held by the Depositary or its nominee, in an aggregate principal amount equal to the amount Depositary or its nominee, as the case may be, as the registered holder of such Global Note. Any PIK Payment shall be considered paid on the date it is due (a) if PIK Interest for Notes have been issued therefor, such PIK Interest Notes have been executed by the applicable interest period (rounded up Company and authenticated by the Trustee on or prior to the nearest $1); and
(ii) date the payment is due in accordance with respect to Notes represented by Definitive Notes, by issuing Additional Notes in the form terms of Definitive Notes, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest $1).
this Indenture and (b) The Company will, if required the PIK Payment is made by the rules and regulations of the Luxembourg Stock Exchange, promptly deliver a notice to the holders of the Notes stating the amount of PIK Interest, if any, to be paid either by publication in a leading newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort) or post such notice on the official website of the Luxembourg Stock Exchange.
(c) Following an increase in increasing the principal amount of the outstanding Global Notes as a result of a payment of PIK Interest in the form of Additional Notesthen authenticated, the Company has delivered the Company Order required by this Section 2.15 and the Trustee has increased the principal amount of Global Notes will bear interest then authenticated by the relevant amount on such increased principal amount from and after the applicable interest payment date. Any Additional Notes issued in the form of Definitive Notes or Global Notes will be dated as of the applicable interest payment date and will bear interest from and after such date. Additional Notes issued pursuant to a payment of PIK Interest will have identical terms prior to the originally issued Notes except interest on such Additional Notes will begin to accrue from date the date they are issued rather than the Issue Datepayment is due.
(d) The Trustee (or its authenticating agent) will, following receipt of an authentication order signed by an Officer of the Company, authenticate and deliver any Additional Notes in the form of Definitive Notes or Global Notes for original issuance to the Holders on the relevant record date, as shown by the records of the register of Holders.
Appears in 1 contract
Samples: Indenture (Teligent, Inc.)
PIK Interest. (ai) In the event that the Company pays Any PIK Interest (including, for avoidance of doubt, including Partial PIK Interest) on the Rollover Fee) as set forth in the Notes, the Company shall issue Additional Notes having an aggregate principal amount equal will be payable to the amount of interest then due Holders and owing as PIK Interest as follows:
(ix) with respect to the Notes represented by one or more Global NotesNotes registered in the name of, or held by, the Depositary or its nominee on the relevant Regular Record Date, by (A) increasing the principal amount of the outstanding Global Notes, effective as of the applicable interest payment date, Notes by an amount equal to the amount of Additional Notes PIK Interest for the applicable interest period Interest Period (rounded up to the nearest $1whole dollar), and the Trustee will, upon receipt of an authentication order from the Company, record such increase in principal amount and (y) or with respect to Notes represented by certificated Notes, by increasing the principal amount outstanding of such Notes on the books and records of the Registrar (B) or, in the Trustee’s sole discretion, by issuing Additional PIK Notes in the form of Global Notes, dated as of the applicable interest payment date, certificated form) in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period Interest Period (rounded up to the nearest $1whole dollar); and
(ii) with respect to Notes represented by Definitive Notes, by issuing Additional Notes in and the form of Definitive Notes, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest $1).
(b) The Company Trustee will, if required by the rules and regulations of the Luxembourg Stock Exchange, promptly deliver a notice to the holders of the Notes stating the amount of PIK Interest, if any, to be paid either by publication in a leading newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort) or post such notice on the official website of the Luxembourg Stock Exchange.
(c) Following an increase in the principal amount of the outstanding Global Notes as a result of a payment of PIK Interest in the form of Additional Notes, the Global Notes will bear interest on such increased principal amount from and after the applicable interest payment date. Any Additional Notes issued in the form of Definitive Notes or Global Notes will be dated as of the applicable interest payment date and will bear interest from and after such date. Additional Notes issued pursuant to a payment of PIK Interest will have identical terms to the originally issued Notes except interest on such Additional Notes will begin to accrue from the date they are issued rather than the Issue Date.
(d) The Trustee (or its authenticating agent) will, following upon receipt of an authentication order signed by an Officer of and PIK Notes from the Company, authenticate and deliver any Additional such PIK Notes in the certificated form of Definitive Notes or Global Notes for original issuance to the Holders on the relevant record date, as shown by the records of the register of Holders. Following an increase in the principal amount of the outstanding Notes as a result of a PIK Payment, the Notes will bear interest on such increased principal amount from and after the date of such PIK Payment. Any PIK Notes issued in certificated form will be distributed to Holders, will be dated as of the applicable Interest Payment Date and will bear interest from and after such date. All Notes issued pursuant to a PIK Payment will mature on the Maturity Date and will be governed by, and subject to the terms, provisions and conditions of, the Indenture and shall have the same rights and benefits as the Notes issued on the Issue Date. Any certificated PIK Notes will be issued with the description “PIK Note” on the face of such PIK Note.
(ii) Notwithstanding anything to the contrary in this Indenture or the Notes, the payment of accrued and unpaid interest in connection with any repurchase of the Notes as described Article 4 of this Indenture and on the Maturity Date shall be made solely in cash.
Appears in 1 contract
Samples: Convertible Note Subscription Agreement (InterPrivate II Acquisition Corp.)
PIK Interest. (a) In the event that the Company pays PIK Interest (including, for avoidance of doubt, the Rollover Fee) as As further set forth in Sections 1 and 2 of Exhibit A, interest on the Third Lien Exchangeable Notes shall be payable in the form of PIK Interest on the then-outstanding principal amount of Third Lien Exchangeable Notes. In connection with a PIK Payment in respect of the Third Lien Exchangeable Notes, the Company shall issue Additional Notes having an will, without the consent of Holders (and without regard to any restrictions or limitations set forth under Section 4.09 and Section 4.10), either increase the aggregate principal amount equal of an outstanding Global Note or issue PIK Notes under this Third Lien Exchangeable Notes Indenture. Pursuant to this Section 2.14 and Section 1 of Exhibit A, and as further set forth in Section 4.01 and Section 2 of Exhibit A, on the applicable Record Date, the Company shall deliver to the amount of interest then due and owing as PIK Interest as follows:
Trustee (i) with respect a written order of the Company to Notes represented by one or more Global Notes, by (A) increasing increase the aggregate principal amount of an outstanding Global Note as a result of such PIK Payment in the amount set forth in such order or (ii) PIK Notes duly executed by the Company together with an Authentication Order pursuant to Section 2.02 requesting the authentication of such PIK Notes by the Trustee. On any Interest Payment Date on which the Company makes a PIK Payment by increasing the aggregate principal amount of an outstanding Global Note, the Trustee, or the Depositary at the direction of the Trustee, shall increase the outstanding aggregate principal amount of such Global Notes, effective as of the applicable interest payment date, Note by an amount equal to the amount of Additional Notes for the applicable interest period (PIK Interest payable, rounded up down to the nearest $1) or (B) by issuing Additional Notes in the form of Global Noteswhole dollar, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable relevant interest period (rounded up to the nearest $1); and
(ii) with respect to Notes represented by Definitive Notes, by issuing Additional Notes in the form of Definitive Notes, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest $1).
(b) The Company will, if required by the rules and regulations of the Luxembourg Stock Exchange, promptly deliver a notice to the holders of the Notes stating the amount of PIK Interest, if any, to be paid either by publication in a leading newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort) or post such notice on the official website of the Luxembourg Stock Exchange.
(c) Following an increase in the principal amount of such Global Note, to the credit of the Holders on the relevant Record Date and an adjustment will be made on the register maintained with the Registrar with respect to such Global Note to reflect such increase and thereafter shall be part of the outstanding principal amount of the Third Lien Exchangeable Notes for all purposes of this Third Lien Exchangeable Notes Indenture, the Security Documents and the First Lien/Second Lien/Third Lien Intercreditor Agreement. On any Interest Payment Date on which the Company makes a PIK Payment by issuing PIK Notes, the principal amount of such PIK Notes issued to any Holder, for the relevant interest period as of the relevant Record Date for such Interest Payment Date, will be rounded down to the nearest whole dollar. For the avoidance of doubt, following the increase in the aggregate principal amount of any outstanding Global Notes Note as a result of a payment of PIK Interest in the form of Additional NotesPayment, the such Global Notes Note will bear interest on such increased aggregate principal amount from and after the date of such PIK Payment at the rate applicable interest payment date. to the Third Lien Exchangeable Notes in the manner set forth on Exhibit A. Any Additional PIK Notes issued in the form of Definitive Notes or Global Notes will be dated as of the applicable interest payment date Interest Payment Date and will bear interest from and after such date. Additional date at the rate applicable to the Third Lien Exchangeable Notes in the manner set forth on Exhibit A. All Third Lien Exchangeable Notes issued pursuant to a payment of PIK Interest Payment will have identical terms mature on August 15, 2027 and will be governed by, and subject to the originally terms, provisions and conditions of, this Third Lien Exchangeable Notes Indenture and shall have the same terms as the Third Lien Exchangeable Notes issued Notes except interest on such Additional Notes will begin to accrue from the date they are issued rather than the Issue Date.
(d) The Trustee (or its authenticating agent) will, following receipt of an authentication order signed by an Officer of the Company, authenticate and deliver any Additional Notes in the form of Definitive Notes or Global Notes for original issuance subject to the Holders terms of Exhibit A. Any certificated PIK Notes will be issued with the description “THIS IS A PIK NOTE” on the relevant record dateface of such PIK Note, but shall be treated for all purposes under this Third Lien Exchangeable Notes Indenture with the same rights and obligations as shown by the records of the register of HoldersThird Lien Exchangeable Notes.
Appears in 1 contract
Samples: Third Lien Exchangeable Senior Secured Pik Notes Indenture (WeWork Inc.)
PIK Interest. (a) In the event that the Company pays PIK Interest (including, for avoidance of doubt, the Rollover Fee) as As further set forth in Sections 1 and 2 of Exhibit A, from and after February 15, 2024 and to, but excluding, maturity, to the extent any Notes are issued and outstanding, interest on the Notes shall be payable in the form of PIK Interest on the then-outstanding principal amount of Notes. In connection with a PIK Payment in respect of the Notes, the Company shall issue Additional Notes having an will, without the consent of Holders (and without regard to any restrictions or limitations set forth under Sections 4.09 and 4.10), either increase the aggregate principal amount equal of an outstanding Global Note or issue PIK Notes under this Indenture. If the Company is required to make a PIK Payment in respect of the Notes pursuant to this Section 2.14 and Section 1 of Exhibit A, as further set forth in Section 4.01 and Section 2 of Exhibit A, on each applicable Interest Payment Date, the Company shall deliver to the amount of interest then due and owing as PIK Interest as follows:
Trustee either (i) with respect a written order of the Company to Notes represented by one or more Global Notes, by (A) increasing increase the aggregate principal amount of an outstanding Global Note as a result of such PIK Payment in the amount set forth in such order or (ii) PIK Notes duly executed by the Company together with an Authentication Order pursuant to Section 2.02 requesting the authentication of such PIK Notes by the Trustee. On any Interest Payment Date on which the Company makes a PIK Payment by increasing the aggregate principal amount of an outstanding Global Note, the Trustee, or the Depositary at the direction of the Trustee, shall increase the outstanding aggregate principal amount of such Global Notes, effective as of the applicable interest payment date, Note by an amount equal to the amount of Additional Notes for the applicable interest period (PIK Interest payable, rounded up down to the nearest $1) or (B) by issuing Additional Notes in the form of Global Noteswhole dollar, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable relevant interest period (rounded up to the nearest $1); and
(ii) with respect to Notes represented by Definitive Notes, by issuing Additional Notes in the form of Definitive Notes, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest $1).
(b) The Company will, if required by the rules and regulations of the Luxembourg Stock Exchange, promptly deliver a notice to the holders of the Notes stating the amount of PIK Interest, if any, to be paid either by publication in a leading newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort) or post such notice on the official website of the Luxembourg Stock Exchange.
(c) Following an increase in the principal amount of such Global Note, to the credit of the Holders on the relevant Record Date and an adjustment will be made on the register maintained with the Registrar with respect to such Global Note to reflect such increase and thereafter shall be part of the outstanding principal amount of the Notes for all purposes of this Indenture, the Security Documents and the Intercreditor Agreements. On any Interest Payment Date on which the Company makes a PIK Payment by issuing PIK Notes, the principal amount of such PIK Notes issued to any Holder, for the relevant interest period as of the relevant Record Date for such Interest Payment Date, will be rounded down to the nearest whole dollar. For the avoidance of doubt, following the increase in the aggregate principal amount of any outstanding Global Notes Note as a result of a payment of PIK Interest in the form of Additional NotesPayment, the such Global Notes Note will bear interest on such increased aggregate principal amount from and after the date of such PIK Payment at the rate applicable interest payment date. to the Notes in the manner set forth on Exhibit A. Any Additional PIK Notes issued in the form of Definitive Notes or Global Notes will be dated as of the applicable interest payment date Interest Payment Date and will bear interest from and after such date. Additional date at the rate applicable to the Notes in the manner set forth on Exhibit A. All Notes issued pursuant to a payment of PIK Interest Payment will have identical terms mature on March 15, 2025 and will be governed by, and subject to the originally terms, provisions and conditions of, this Indenture and shall have the same terms as the Notes issued Notes except interest on such Additional Notes will begin to accrue from the date they are issued rather than the Issue Date.
(d) The Trustee (or its authenticating agent) will, following receipt of an authentication order signed by an Officer of the Company, authenticate and deliver any Additional Notes in the form of Definitive Notes or Global Notes for original issuance subject to the Holders terms of Exhibit A. Any certificated PIK Notes will be issued with the description “This is a PIK Note” on the relevant record dateface of such PIK Note, but shall be treated for all purposes under this Indenture with the same rights and obligations as shown by the records of the register of HoldersNotes.
Appears in 1 contract
PIK Interest. In addition to the cash interest payable pursuant to Section 4.01 hereof, interest shall be paid by increasing the principal amount of the outstanding Notes or by issuing Notes (asuch notes, “PIK Notes”) (rounded up to the nearest $1.00) (“PIK Interest”) under this Indenture, having the same terms and conditions as the Notes (in each case, a “PIK Payment”). PIK Interest on the Notes shall accrue at a rate of 2.0% per annum commencing on March 30, 2020. On the first two Interest Payment Dates following the Issue Date, the Issuer may, at its option and in lieu of cash and PIK Interest that would otherwise be due on such dates, pay PIK Interest at a rate of 10.0% per annum with no cash interest (“Optional PIK Interest”). In the event that the Company pays Issuer elects to pay Optional PIK Interest (including, for avoidance of doubtwith respect to an Interest Payment Date, the Rollover Fee) as set forth in Issuer shall deliver a notice of such election to the NotesTrustee and Holders not later than ten Business Days prior to the Record Date for such Interest Payment Date. If no such notice is timely delivered, the Company Issuer shall issue Additional Notes having an aggregate principal amount equal be deemed to have waived its right to elect to pay Optional PIK Interest with respect to the amount of interest then due and owing as applicable Interest Payment Date. PIK Interest as follows:
Interest, including Optional PIK Interest, shall be payable (ix) with respect to Notes represented by one or more Global NotesNotes registered in the name of, or held by, DTC or its nominee on the relevant Record Date, by (A) increasing the principal amount of the outstanding Global Notes, effective as of the applicable interest payment date, Note by an amount equal to the amount of Additional Notes for the applicable interest period (rounded up to the nearest $1) or (B) by issuing Additional Notes in the form of Global Notes, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest $1); and
whole dollar) and (iiy) with respect to Notes represented by Definitive Notescertificated notes, by issuing Additional Notes in the certificated form of Definitive Notes, dated as of the applicable interest payment date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest $1whole dollar).
(b) The Company will, if required and the Trustee shall, at the request of the Issuer, authenticate and deliver such Notes in certificated form for original issuance to the Holders on the relevant Record Date, as shown by the rules and regulations records of the Luxembourg Stock Exchange, promptly deliver a notice to the holders register of the Notes stating the amount of PIK Interest, if any, to be paid either by publication in a leading newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort) or post such notice on the official website of the Luxembourg Stock Exchange.
(c) Holders. Following an increase in the principal amount of the outstanding Global Notes as a result of a payment of PIK Interest in the form of Additional NotesPayment, the Global Notes will shall bear interest on such increased principal amount from and after the applicable interest payment datedate of such PIK Payment. Any Additional Notes issued in the certificated form of Definitive Notes or Global Notes will shall be dated as of the applicable interest payment date and will shall bear interest from and after such date. Additional All Notes issued pursuant to a payment PIK Payment shall mature on April 1, 2024 and shall be governed by, and subject to the terms, provisions and conditions of, this Indenture and shall have the same rights and benefits as the Notes issued on the Issue Date. Any certificated Notes shall be issued with the description PIK on the face of such Note, and references to the “principal amount” of the Notes shall include any increase in the principal amount of the outstanding Notes as a result of any PIK Payment. The calculation of PIK Interest will shall be made by the Issuer or on behalf of the Issuer by such Person as the Issuer shall designate, and in no event shall the Trustee have identical terms any duty or obligation to calculate PIK Interest or to verify the originally issued Notes except interest on such Additional Notes will begin to accrue from Issuer’s or its designee’s calculations of PIK Interest. The Issuer shall provide the date they are issued rather than the Issue Date.
(d) The Trustee with an Officer’s Certificate setting forth its (or its authenticating agentdesignee’s) will, following receipt calculation of an authentication order signed by an Officer of the Company, authenticate and deliver any Additional Notes in the form of Definitive Notes or Global Notes for original issuance PIK Interest not less than five days prior to the Holders on the relevant record date, as shown by the records of the register of Holdersapplicable Interest Payment Date.
Appears in 1 contract
Samples: Indenture (Digicel Pacific LTD)
PIK Interest. (a) For each Interest Payment Date through, and including, the Interest Payment Date on July 15, 2017, the Company may, at its option, elect to pay interest on any or all such Interest Payment Dates in kind in the form of PIK Interest. PIK Interest shall accrue at a rate of 11.000% and shall accrue from the date of original issuance of the Notes or, if interest has already been paid, from the date it was most recently paid. Any PIK Notes issued as PIK Interest shall be fungible with, and shall accrue interest at the same rate as, the Initial Notes.
(b) In the event that the Company pays elects to pay PIK Interest, no later than two Business Days prior to the relevant Interest (including, for avoidance of doubt, the Rollover Fee) as set forth in the NotesPayment Date, the Company shall issue Additional Notes having an aggregate principal amount equal deliver notice of such election to the amount Trustee and the Paying Agent (if other than the Trustee). In the absence of such election notice, interest then due and owing as shall be payable in cash. Beginning with the October 15, 2017 Interest Payment Date, all interest payments shall be payable in cash. PIK Interest as follows:
shall be payable (i) with respect to Notes represented by one or more Global Notes, Notes by (A) increasing the principal amount of the such outstanding Global Notes, effective as of the applicable interest payment date, Note by an amount equal to the amount of Additional Notes for the applicable accrued interest period (rounded up to the nearest $1whole dollar) or (B) by issuing Additional Notes in or, if necessary, pursuant to the form of Global Notes, dated as requirements of the applicable interest payment dateDepositary or otherwise, in an aggregate by authenticating new Global Notes with such increased principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest $1); and
amounts) and (ii) with respect to Notes represented by Definitive Notes, by issuing Additional the required amount of new PIK Notes in represented by certificated PIK Notes (rounded up to the form of Definitive Notes, dated as of the applicable interest payment date, nearest whole dollar) in an aggregate principal amount equal to the amount of PIK Interest for the applicable accrued interest period (rounded up to the nearest $1whole dollar).
(b) The Company will, if required by and the rules and regulations of Trustee shall, at the Luxembourg Stock Exchange, promptly deliver a notice to the holders of the Notes stating the amount of PIK Interest, if any, to be paid either by publication in a leading newspaper having a general circulation in Luxembourg (which is expected to be the Luxemburger Wort) or post such notice on the official website of the Luxembourg Stock Exchange.
(c) Following an increase in the principal amount of the outstanding Global Notes as a result of a payment of PIK Interest in the form of Additional Notes, the Global Notes will bear interest on such increased principal amount from and after the applicable interest payment date. Any Additional Notes issued in the form of Definitive Notes or Global Notes will be dated as of the applicable interest payment date and will bear interest from and after such date. Additional Notes issued pursuant to a payment of PIK Interest will have identical terms to the originally issued Notes except interest on such Additional Notes will begin to accrue from the date they are issued rather than the Issue Date.
(d) The Trustee (or its authenticating agent) will, following receipt of an authentication order signed by an Officer request of the Company, authenticate and deliver any Additional such PIK Notes in the certificated form of Definitive Notes or Global Notes for original issuance to the Holders on the relevant record dateRecord Date, as shown by the records of the register of Holders.
(c) Payment shall be made in such form and terms as specified in this Section 2.15 and the Company shall, and the Paying Agent may, take additional steps as is necessary to effect such payment. The Company may not issue PIK Interest in lieu of paying interest in cash if such interest is payable with respect to any principal amount that is due and payable upon redemption, repurchase or otherwise.
Appears in 1 contract