Redemption; Repurchase. (a) The Collateral Bonds are not redeemable at the option of the Company. (b) A reduction in the Revolving Committed Amount in accordance with Section 2.1(d) of the Credit Agreement shall automatically reduce the aggregate principal amount of the Collateral Bonds by the aggregate amount of such reduction in the Revolving Committed Amount, upon surrender by the Administrative Agent to the Trustee at the Corporate Trust Office of the Trustee of Collateral Bonds in an aggregate principal amount equal to the reduction, which surrender shall be a condition precedent to the reduction in the Revolving Committed Amount and a condition precedent to the reduction of the aggregate principal amount of the Collateral Bonds. (c) On a Credit Repurchase Date, the Company shall repurchase (the “Credit Repurchase Requirement”) the Collateral Bonds (including all accrued and unpaid interest on the Collateral Bonds) for a purchase price equal to the Borrower Obligations (the “Credit Repurchase Amount”). On the Credit Repurchase Date, the Company will deposit with the Trustee immediately available funds in an amount equal to the Credit Repurchase Amount and the Trustee shall pay such amount as soon as practicable after receipt thereof to the Administrative Agent. Payment of a Credit Repurchase Amount equal to the Borrower Obligations as of the applicable Credit Repurchase Date shall be deemed to satisfy and discharge in full the principal of, and accrued and unpaid interest on, the Collateral Bonds. (d) The Company’s obligation to satisfy a Credit Repurchase Requirement shall be mandatory upon the occurrence of a Credit Repurchase Event. Upon a Credit Acceleration Event, the Administrative Agent may, at its option, deliver a Credit Written Demand upon the Company’s receipt of which the Company’s compliance with the Credit Repurchase Requirement shall be mandatory. (e) Following a Credit Repurchase Event, the Administrative Agent shall promptly deliver to the Company a Credit Notice. (f) Any Collateral Bonds surrendered to the Trustee in connection with a Credit Repurchase Requirement or in connection with a reduction in the Revolving Committed Amount shall promptly be cancelled in accordance with Section 3.09 of the Indenture. (g) Any Collateral Bond which is to be repurchased only in part (or is reduced in part, pursuant to a reduction in the Revolving Committed Amount) shall be surrendered at a Place of Payment therefor (with, if the Company or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company and the Trustee duly executed by, the Holder thereof or his attorney duly authorized in writing), and the Company shall execute, and the Trustee shall authenticate and deliver to the Holder of such Collateral Bond, without service charge, a new Collateral Bond of any authorized denomination as requested by such Holder and of like tenor and in aggregate principal amount equal to and in exchange for the portion of the principal of the Collateral Bond so surrendered that is not being repurchased or reduced.
Appears in 5 contracts
Samples: Supplemental Indenture (Public Service Co of New Mexico), Credit Agreement (Texas New Mexico Power Co), Credit Agreement (Texas New Mexico Power Co)
Redemption; Repurchase. (a) The Collateral Bonds are not redeemable at the option of the Company.
(b) A reduction in the Revolving Committed Amount in accordance with Section 2.1(d) of the Credit Agreement shall automatically reduce the aggregate principal amount of the Collateral Bonds by the aggregate amount of such reduction in the Revolving Committed Amount, upon surrender by the Administrative Agent to the Trustee at the Corporate Trust Office of the Trustee of Collateral Bonds in an aggregate principal amount equal to the reduction, which surrender shall be a condition precedent to the reduction in the Revolving Committed Amount and a condition precedent to the reduction of the aggregate principal amount of the Collateral Bonds.
(ci) On a Credit Repurchase Date, the Company shall repurchase (the “Credit Repurchase Requirement”) an aggregate principal amount of the Collateral Bonds (including all accrued and unpaid interest on the Collateral Bonds) for a purchase price equal to the lesser of, as of the applicable Credit Repurchase Date, (A) the Borrower Obligations and (B) the Available Principal Amount (the “Credit Repurchase Amount”). On the Credit Repurchase Date, the Company will deposit with the Trustee immediately available funds in an amount equal to the Credit Repurchase Amount and the Trustee shall pay such amount as soon as practicable after receipt thereof to the Administrative Agent. Agent upon surrender by the Administrative Agent to the Trustee at the Corporate Trust Office of the Trustee of Collateral Bonds in an aggregate principal amount equal to the Credit Repurchase Amount, which surrender shall be a condition to the Company's Credit Repurchase Requirement.
(ii) Payment of a Credit Repurchase Amount equal to the Borrower Obligations as of the applicable Credit Repurchase Date shall be deemed to satisfy and discharge in full the principal of, and accrued and unpaid interest on, the Collateral BondsBonds in the same amount as the amount of principal and accrued and unpaid interest, respectively, comprising such Borrower Obligations. Such satisfaction and discharge shall automatically reduce the aggregate principal amount of the Collateral Bonds by the aggregate amount of such Borrower Obligations comprising principal.
(iii) Payment of a Credit Repurchase Amount equal to the Available Principal Amount plus accrued and unpaid interest on the Available Principal Amount, in each case, as of the applicable Credit Repurchase Date shall be deemed to satisfy and discharge all outstanding principal of and accrued and unpaid interest on the Collateral Bonds as of such Credit Repurchase Date.
(c) On a Hedge Repurchase Date, the Company shall repurchase (the “Hedge Repurchase Requirement”) an aggregate principal amount of the Collateral Bonds equal to the lesser of, as of the applicable Hedge Repurchase Date, (A) the Settlement Amount and (B) the Available Principal Amount (the “Hedge Repurchase Amount”). On the Hedge Repurchase Date, the Company will deposit with the Trustee immediately available funds in an amount equal to the Hedge Repurchase Amount and the Trustee shall pay such amount as soon as practicable after receipt thereof to the Administrative Agent upon surrender by the Administrative Agent to the Trustee at the Corporate Trust Office of the Trustee of Collateral Bonds in an aggregate principal amount equal to the Hedge Repurchase Amount, which surrender shall be a condition to the Company's Hedge Repurchase Requirement.
(d) The Company’s 's obligation to satisfy a Credit Repurchase Requirement or Hedge Repurchase Requirement shall be mandatory upon upon, respectively, the occurrence of a Credit Repurchase Event or a Hedge Repurchase Event. Upon a Credit Acceleration Event or a Hedge Acceleration Event, the Administrative Agent may, at its option, deliver a Credit Written Demand or a Hedge Written Demand, respectively, upon the Company’s 's receipt of which the Company’s 's compliance with the Credit Repurchase Requirement or Hedge Repurchase Requirement, as applicable, shall be mandatory.
(e) Following a Credit Repurchase Event or a Hedge Repurchase Event, the Administrative Agent shall promptly deliver to the Company a Credit Notice or a Hedge Notice, respectively.
(f) A Credit Written Demand, a Hedge Written Demand, a Credit Notice or a Hedge Notice, if being made concurrently, may, but need not, be consolidated and form one instrument.
(g) Any Collateral Bonds surrendered to the Trustee in connection with a Credit Repurchase Requirement or in connection with a reduction in the Revolving Committed Amount Hedge Repurchase Requirement shall promptly be cancelled in accordance with Section 3.09 of the Indenture.
(gh) Any Collateral Bond which is to be repurchased only in part (or is reduced in part, pursuant to a reduction in the Revolving Committed Amount) shall be surrendered at a Place of Payment therefor (with, if the Company or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company and the Trustee duly executed by, the Holder thereof or his attorney duly authorized in writing), and the Company shall execute, and the Trustee shall authenticate and deliver to the Holder of such Collateral Bond, without service charge, a new Collateral Bond of any authorized denomination as requested by such Holder Xxxxxx and of like tenor and in aggregate principal amount equal to and in exchange for the portion of the principal of the Collateral Bond so surrendered that is not being repurchased or reducedrepurchased.
Appears in 1 contract
Redemption; Repurchase. (a) The Collateral Bonds are not redeemable at If the option Company intends to exercise any right of redemption or repurchase in respect of any of the Company.
(b) A reduction in the Revolving Committed Amount in accordance with Section 2.1(d) of the Credit Agreement shall automatically reduce the aggregate principal amount of the Collateral Bonds by the aggregate amount of such reduction in the Revolving Committed Amount, upon surrender by the Administrative Agent to the Trustee at the Corporate Trust Office of the Trustee of Collateral Bonds in an aggregate principal amount equal to the reduction, which surrender shall be a condition precedent to the reduction in the Revolving Committed Amount and a condition precedent to the reduction of the aggregate principal amount of the Collateral Bonds.
(c) On a Credit Repurchase DateDeposited Securities, the Company shall repurchase (the “Credit Repurchase Requirement”) the Collateral Bonds (including all accrued and unpaid interest on the Collateral Bonds) for a purchase price equal to the Borrower Obligations (the “Credit Repurchase Amount”). On the Credit Repurchase Date, the Company will deposit with the Trustee immediately available funds in an amount equal to the Credit Repurchase Amount and the Trustee shall pay such amount as soon as practicable after receipt give notice thereof to the Administrative Agent. Payment of a Credit Repurchase Amount equal Depositary at least 60 days prior to the Borrower Obligations as intended date of redemption or repurchase which notice shall set forth the particulars of the proposed redemption or repurchase. Upon receipt of such (i) notice and (ii) satisfactory documentation given by the Company to the Depositary within the terms of Section 5.7, and only if the Depositary shall have determined that such proposed redemption or repurchase is practicable, the Depositary shall mail to each Holder a notice setting forth the intended exercise by the Company of the redemption or repurchase rights and any other particulars set forth in the Company's notice to the Depositary. The Depositary shall instruct the Custodian to present to the Company the Deposited Securities in respect of which redemption or repurchase rights are being exercised against payment of the applicable Credit Repurchase Date redemption or repurchase price. Upon receipt of confirmation from the Custodian that the redemption or repurchase has taken place and that funds representing the redemption or repurchase price have been received, the Depositary shall be deemed to satisfy convert, transfer, and discharge in full distribute the principal proceeds (net of applicable (a) fees and charges of, and accrued and unpaid interest on, the Collateral Bonds.
(d) The Company’s obligation to satisfy a Credit Repurchase Requirement shall be mandatory upon the occurrence of a Credit Repurchase Event. Upon a Credit Acceleration Event, the Administrative Agent may, at its option, deliver a Credit Written Demand upon the Company’s receipt of which the Company’s compliance with the Credit Repurchase Requirement shall be mandatory.
(e) Following a Credit Repurchase Event, the Administrative Agent shall promptly deliver to the Company a Credit Notice.
(f) Any Collateral Bonds surrendered to the Trustee in connection with a Credit Repurchase Requirement or in connection with a reduction in the Revolving Committed Amount shall promptly be cancelled in accordance with Section 3.09 of the Indenture.
(g) Any Collateral Bond which is to be repurchased only in part (or is reduced in part, pursuant to a reduction in the Revolving Committed Amount) shall be surrendered at a Place of Payment therefor (with, if the Company or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company and the Trustee duly executed expenses incurred by, the Holder thereof or his attorney duly authorized in writingDepositary, and (b) taxes), retire GDSs and cancel GDRs upon delivery of such GDSs by Holders thereof and the Company terms set forth in Sections 4.1 and 6.2 hereof. If less than all outstanding Deposited Securities are redeemed or repurchased, the GDSs to be retired will be selected by lot or on a pro rata basis, as may be determined by the Depositary. The redemption or repurchase price per GDS shall executebe the per share amount received by the Depositary upon the redemption or repurchase of the Deposited Securities represented by Global Depositary Shares (subject to the terms of Section 4.8 hereof and the applicable fees and charges of, and expenses incurred by, the Trustee Depositary, and taxes) multiplied by the number of Deposited Securities represented by each GDS redeemed or repurchased. If at any time the Depositary shall authenticate determine that in its judgment the conversion of any Foreign Currency and deliver the transfer and distribution of proceeds of such conversion received by the Depositary is not practical or lawful, or if any approval or license of any governmental authority or agency thereof that is required for such conversion, transfer and distribution is denied or, in the opinion of the Depositary, not obtainable at a reasonable cost or within a reasonable period, the Depositary may, in its discretion, (i) make such conversion and distribution in Dollars to the Holder of Holders for whom such Collateral Bondconversion, transfer and distribution is lawful and practicable, (ii) distribute the Foreign Currency (or an appropriate document evidencing the right to receive such Foreign Currency) to Holders for whom this is lawful and practicable or (iii) hold (or cause the Custodian to hold) such Foreign Currency (without service charge, a new Collateral Bond of any authorized denomination as requested by such Holder and of like tenor and in aggregate principal amount equal to and in exchange liability for interest thereon) for the portion respective accounts of the principal of Holders entitled to receive the Collateral Bond so surrendered that is not being repurchased or reducedsame.
Appears in 1 contract
Redemption; Repurchase. (a) The Collateral Bonds are not redeemable at the option of the Company.
(b) A reduction in the Revolving Committed Amount in accordance with Section 2.1(d) of the Credit Agreement shall automatically reduce the aggregate principal amount of the Collateral Bonds by the aggregate amount of such reduction in the Revolving Committed Amount, upon surrender by the Administrative Agent to the Trustee at the Corporate Trust Office of the Trustee of Collateral Bonds in an aggregate principal amount equal to the reduction, which surrender shall be a condition precedent to the reduction in the Revolving Committed Amount and a condition precedent to the reduction of the aggregate principal amount of the Collateral Bonds.
(c) On a Credit Repurchase Date, the Company shall repurchase (the “Credit Repurchase Requirement”) the Collateral Bonds (including all accrued and unpaid interest on the Collateral Bonds) for a purchase price equal to the Borrower Obligations (the “Credit Repurchase Amount”). On the Credit Repurchase Date, the Company will deposit with the Trustee immediately available funds in an amount equal to the Credit Repurchase Amount and the Trustee shall pay such amount as soon as practicable after receipt thereof to the Administrative Agent. Payment of a Credit Repurchase Amount equal to the Borrower Obligations as of the applicable Credit Repurchase Date shall be deemed to satisfy and discharge in full the principal of, and accrued and unpaid interest on, the Collateral Bonds.
(d) The Company’s obligation to satisfy a Credit Repurchase Requirement shall be mandatory upon the occurrence of a Credit Repurchase Event. Upon a Credit Acceleration Event, the Administrative Agent may, at its option, deliver a Credit Written Demand upon the Company’s receipt of which the Company’s compliance with the Credit Repurchase Requirement shall be mandatory.
(e) Following a Credit Repurchase Event, the Administrative Agent shall promptly deliver to the Company a Credit Notice.
(f) Any Collateral Bonds surrendered to the Trustee in connection with a Credit Repurchase Requirement or in connection with a reduction in the Revolving Committed Amount shall promptly be cancelled in accordance with Section 3.09 of the Indenture.
(g) Any Collateral Bond which is to be repurchased only in part (or is reduced in part, pursuant to a reduction in the Revolving Committed Amount) shall be surrendered at a Place of Payment therefor (with, if the Company or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company and the Trustee duly executed by, the Holder thereof or his attorney duly authorized in writing), and the Company shall execute, and the Trustee shall authenticate and deliver to the Holder of such Collateral Bond, without service charge, a new Collateral Bond of any authorized denomination as requested by such Holder Xxxxxx and of like tenor and in aggregate principal amount equal to and in exchange for the portion of the principal of the Collateral Bond so surrendered that is not being repurchased or reduced.
Appears in 1 contract
Samples: Sixteenth Supplemental Indenture (Texas New Mexico Power Co)
Redemption; Repurchase. (a) The Collateral Bonds are not redeemable On each Debenture Redemption Date and at maturity of the Debentures, the Trust shall be required to redeem a Like Amount of Trust Securities at the option of the CompanyRedemption Price.
(b) A reduction Notice of redemption shall be given by the Property Trustee by first- class mail, postage prepaid, mailed not less than 30 nor more than 60 days prior to the Redemption Date to each Holder of Trust Securities to be redeemed, at such Holder's address appearing in the Revolving Committed Securities Register. The Property Trustee shall have no responsibility for the accuracy of any CUSIP number contained in such notice. All notices of redemption shall state:
(i) the Redemption Date;
(ii) the Redemption Price;
(iii) the CUSIP number;
(iv) if less than all the Outstanding Trust Securities are to be redeemed, the identification and the aggregate Liquidation Amount in accordance with Section 2.1(d) of the Credit Agreement particular Trust Securities to be redeemed; and
(v) that, on the Redemption Date, the Redemption Price shall automatically reduce the aggregate principal amount of the Collateral Bonds by the aggregate amount of become due and payable upon each such reduction in the Revolving Committed Amount, upon surrender by the Administrative Agent Trust Security to the Trustee at the Corporate Trust Office of the Trustee of Collateral Bonds in an aggregate principal amount equal be redeemed and that Distributions thereon shall cease to the reduction, which surrender shall be a condition precedent to the reduction in the Revolving Committed Amount accumulate on and a condition precedent to the reduction of the aggregate principal amount of the Collateral Bondsafter said date.
(c) On a Credit Repurchase Date, The Trust Securities redeemed on each Redemption Date shall be redeemed at the Company Redemption Price with the proceeds from the contemporaneous redemption of Debentures. Redemptions of the Trust Securities shall repurchase (be made and the “Credit Repurchase Requirement”) the Collateral Bonds (including all accrued and unpaid interest Redemption Price shall be payable on the Collateral Bonds) for a purchase price equal each Redemption Date only to the Borrower Obligations (extent that the “Credit Repurchase Amount”). On the Credit Repurchase Date, the Company will deposit with the Trustee Trust has immediately available funds then on hand and available in an amount equal to the Credit Repurchase Amount and Payment Account for the Trustee shall pay payment of such amount as soon as practicable after receipt thereof to the Administrative Agent. Payment of a Credit Repurchase Amount equal to the Borrower Obligations as of the applicable Credit Repurchase Date shall be deemed to satisfy and discharge in full the principal of, and accrued and unpaid interest on, the Collateral BondsRedemption Price.
(d) The Company’s obligation If the Property Trustee gives a notice of redemption in respect of any Trust Securities, then, by 11:00 a.m., Dallas, Texas time, on the Redemption Date, subject to satisfy a Credit Repurchase Requirement Section 402(c), the Property Trustee shall deposit with the Paying Agent funds sufficient to pay the applicable Redemption Price and shall give the Paying Agent irrevocable instructions and authority to pay the Redemption Price to the Holders thereof upon surrender of their Trust Securities Certificates. Notwithstanding the foregoing, Distributions payable on or prior to the Redemption Date for any Trust Securities called for redemption shall be mandatory payable to the Holders of such Trust Securities as they appear on the Securities Register for the Trust Securities on the relevant record dates for the related Distribution Dates. If notice of redemption shall have been given and funds deposited as required, then upon the occurrence date of such deposit, all rights of Securityholders holding Trust Securities so called for redemption shall cease, except the right of such Securityholders to receive the Redemption Price and any Distribution payable on or prior to the Redemption Date, but without interest, and such Trust Securities shall cease to be Outstanding. In the event that any date on which any Redemption Price is payable is not a Credit Repurchase EventBusiness Day, then payment of the Redemption Price payable on such date shall be made on the next succeeding day that is a Business Day (and without any interest or other payment in respect of any such delay) with the same force and effect as if made on such date. Upon a Credit Acceleration EventIn the event that payment of the Redemption Price in respect of any Trust Securities called for redemption is improperly withheld or refused and not paid either by the Trust or by the Depositor pursuant to the Guarantee, the Administrative Agent mayDistributions on such Trust Securities shall continue to accumulate, at its optionthe then applicable rate, deliver a Credit Written Demand upon from the Company’s receipt of Redemption Date originally established by the Trust for such Trust Securities to the date such Redemption Price is actually paid, in which case the Company’s compliance with the Credit Repurchase Requirement actual payment date shall be mandatorythe date fixed for redemption for purposes of calculating the Redemption Price.
(e) Following a Credit Repurchase Event, Payment of the Administrative Agent Redemption Price on the Trust Securities shall promptly deliver be made to the Company a Credit Noticerecord holders thereof as they appear on the Securities Register for the Trust Securities on the relevant record date, which shall be the date 15 days prior to the relevant Redemption Date.
(f) Any Collateral Bonds surrendered Subject to Section 403(a), if less than all the Outstanding Trust Securities are to be redeemed on a Redemption Date, then the aggregate Liquidation Amount of Trust Securities to be redeemed shall be allocated on a pro rata basis (based on Liquidation Amounts) among the Common Securities and the Preferred Securities. The particular Preferred Securities to be redeemed shall be selected not more than 60 days prior to the Redemption Date by the Property Trustee from the Outstanding Preferred Securities not previously called for redemption, by such method (including, without limitation, by lot) as the Property Trustee shall deem fair and appropriate and which may provide for the selection for redemption of portions (equal to the Liquidation Amount or an integral multiple thereof) of the Liquidation Amount of Preferred Securities of a denomination larger than such Liquidation Amount. The Property Trustee shall promptly notify the Securities Registrar in connection with a Credit Repurchase Requirement or in connection with a reduction writing of the Preferred Securities selected for redemption and, in the Revolving Committed case of any Preferred Securities selected for partial redemption, the Liquidation Amount thereof to be redeemed. For all purposes of this Trust Agreement, unless the context otherwise requires, all provisions relating to the redemption of Preferred Securities shall promptly relate, in the case of any Preferred Securities redeemed or to be cancelled redeemed only in accordance with Section 3.09 part, to the portion of the IndentureLiquidation Amount of Preferred Securities which has been or is to be redeemed.
(g) Any Collateral Bond which is Subject to be repurchased only in part the foregoing and applicable law (including, without limitation, United States federal securities laws), the Depositor or is reduced in partany of its subsidiaries may at any time and from time to time purchase Outstanding Preferred Securities by tender, pursuant to a reduction in the Revolving Committed Amount) open market or by private agreement; provided, however, the Depositor shall be surrendered at a Place of Payment therefor (with, if the Company or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory not effect any such purchase to the Company and extent that such action would disqualify the Trustee duly executed byPreferred Securities from listing on the American Stock Exchange, Inc. unless after the Holder thereof or his attorney duly authorized in writing), and the Company shall execute, and the Trustee shall authenticate and deliver to the Holder consummation of such Collateral Bond, without service charge, a new Collateral Bond of any authorized denomination as requested by such Holder and of like tenor and in aggregate principal amount equal to and in exchange for the portion of the principal of the Collateral Bond so surrendered that is not being repurchased or reducedevent no Preferred Securities would then be outstanding.
Appears in 1 contract
Redemption; Repurchase. (a) The Collateral Bonds are not redeemable at the option of the Company.
(b) A reduction in the Revolving Committed Amount in accordance with Section 2.1(d) of the Credit Agreement shall automatically reduce the aggregate principal amount of the Collateral Bonds by the aggregate amount of such reduction in the Revolving Committed Amount, upon surrender by the Administrative Agent to the Trustee at the Corporate Trust Office of the Trustee of Collateral Bonds in an aggregate principal amount equal to the reduction, which surrender shall be a condition precedent to the reduction in the Revolving Committed Amount and a condition precedent to the reduction of the aggregate principal amount of the Collateral Bonds.
(ci) On a Credit Repurchase Date, the Company shall repurchase (the “Credit Repurchase Requirement”) an aggregate principal amount of the Collateral Bonds (including all accrued and unpaid interest on the Collateral Bonds) for a purchase price equal to the lesser of, as of the applicable Credit Repurchase Date, (A) the Borrower Obligations and (B) the Available Principal Amount (the “Credit Repurchase Amount”). On the Credit Repurchase Date, the Company will deposit with the Trustee immediately available funds in an amount equal to the Credit Repurchase Amount and the Trustee shall pay such amount as soon as practicable after receipt thereof to the Administrative Agent. Agent upon surrender by the Administrative Agent to the Trustee at the Corporate Trust Office of the Trustee of Collateral Bonds in an aggregate principal amount equal to the Credit Repurchase Amount, which surrender shall be a condition to the Company’s Credit Repurchase Requirement.
(ii) Payment of a Credit Repurchase Amount equal to the Borrower Obligations as of the applicable Credit Repurchase Date shall be deemed to satisfy and discharge in full the principal of, and accrued and unpaid interest on, the Collateral BondsBonds in the same amount as the amount of principal and accrued and unpaid interest, respectively, comprising such Borrower Obligations. Such satisfaction and discharge shall automatically reduce the aggregate principal amount of the Collateral Bonds by the aggregate amount of such Borrower Obligations comprising principal.
(iii) Payment of a Credit Repurchase Amount equal to the Available Principal Amount plus accrued and unpaid interest on the Available Principal Amount, in each case, as of the applicable Credit Repurchase Date shall be deemed to satisfy and discharge all outstanding principal of and accrued and unpaid interest on the Collateral Bonds as of such Credit Repurchase Date.
(c) On a Hedge Repurchase Date, the Company shall repurchase (the “Hedge Repurchase Requirement”) an aggregate principal amount of the Collateral Bonds equal to the lesser of, as of the applicable Hedge Repurchase Date, (A) the Settlement Amount and (B) the Available Principal Amount (the “Hedge Repurchase Amount”). On the Hedge Repurchase Date, the Company will deposit with the Trustee immediately available funds in an amount equal to the Hedge Repurchase Amount and the Trustee shall pay such amount as soon as practicable after receipt thereof to the Administrative Agent upon surrender by the Administrative Agent to the Trustee at the Corporate Trust Office of the Trustee of Collateral Bonds in an aggregate principal amount equal to the Hedge Repurchase Amount, which surrender shall be a condition to the Company’s Hedge Repurchase Requirement.
(d) The Company’s obligation to satisfy a Credit Repurchase Requirement or Hedge Repurchase Requirement shall be mandatory upon upon, respectively, the occurrence of a Credit Repurchase Event or a Hedge Repurchase Event. Upon a Credit Acceleration Event or a Hedge Acceleration Event, the Administrative Agent may, at its option, deliver a Credit Written Demand or a Hedge Written Demand, respectively, upon the Company’s receipt of which the Company’s compliance with the Credit Repurchase Requirement or Hedge Repurchase Requirement, as applicable, shall be mandatory.
(e) Following a Credit Repurchase Event or a Hedge Repurchase Event, the Administrative Agent shall promptly deliver to the Company a Credit Notice or a Hedge Notice, respectively.
(f) A Credit Written Demand, a Hedge Written Demand, a Credit Notice or a Hedge Notice, if being made concurrently, may, but need not, be consolidated and form one instrument.
(g) Any Collateral Bonds surrendered to the Trustee in connection with a Credit Repurchase Requirement or in connection with a reduction in the Revolving Committed Amount Hedge Repurchase Requirement shall promptly be cancelled in accordance with Section 3.09 of the Indenture.
(gh) Any Collateral Bond which is to be repurchased only in part (or is reduced in part, pursuant to a reduction in the Revolving Committed Amount) shall be surrendered at a Place of Payment therefor (with, if the Company or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company and the Trustee duly executed by, the Holder thereof or his attorney duly authorized in writing), and the Company shall execute, and the Trustee shall authenticate and deliver to the Holder of such Collateral Bond, without service charge, a new Collateral Bond of any authorized denomination as requested by such Holder Hxxxxx and of like tenor and in aggregate principal amount equal to and in exchange for the portion of the principal of the Collateral Bond so surrendered that is not being repurchased or reducedrepurchased.
Appears in 1 contract
Redemption; Repurchase. (a) The Collateral Bonds are not redeemable at the option of the Company.
(b) A reduction in the Revolving Committed Amount in accordance with Section 2.1(d) of the Credit Agreement shall automatically reduce the aggregate principal amount of the Collateral Bonds by the aggregate amount of such reduction in the Revolving Committed Amount, upon surrender by the Administrative Agent to the Trustee at the Corporate Trust Office of the Trustee of Collateral Bonds in an aggregate principal amount equal to the reduction, which surrender shall be a condition precedent to the reduction in the Revolving Committed Amount and a condition precedent to the reduction of the aggregate principal amount of the Collateral Bonds.
(ci) On a Credit Repurchase Date, the Company shall repurchase (the “Credit Repurchase Requirement”) an aggregate principal amount of the Collateral Bonds (including all accrued and unpaid interest on the Collateral Bonds) for a purchase price equal to the lesser of, as of the applicable Credit Repurchase Date, (A) the Borrower Obligations and (B) the Available Principal Amount (the “Credit Repurchase Amount”). On the Credit Repurchase Date, the Company will deposit with the Trustee immediately available funds in an amount equal to the Credit Repurchase Amount and the Trustee shall pay such amount as soon as practicable after receipt thereof to the Administrative Agent. Agent upon surrender by the Administrative Agent to the Trustee at the Corporate Trust Office of the Trustee of Collateral Bonds in an aggregate principal amount equal to the Credit Repurchase Amount, which surrender shall be a condition to the Company's Credit Repurchase Requirement.
(ii) Payment of a Credit Repurchase Amount equal to the Borrower Obligations as of the applicable Credit Repurchase Date shall be deemed to satisfy and discharge in full the principal of, and accrued and unpaid interest on, the Collateral BondsBonds in the same amount as the amount of principal and accrued and unpaid interest, respectively, comprising such Borrower Obligations. Such satisfaction and discharge shall automatically reduce the aggregate principal amount of the Collateral Bonds by the aggregate amount of such Borrower Obligations comprising principal.
(iii) Payment of a Credit Repurchase Amount equal to the Available Principal Amount plus accrued and unpaid interest on the Available Principal Amount, in each case, as of the applicable Credit Repurchase Date shall be deemed to satisfy and discharge all outstanding principal of and accrued and unpaid interest on the Collateral Bonds as of such Credit Repurchase Date.
(c) On a Hedge Repurchase Date, the Company shall repurchase (the “Hedge Repurchase Requirement”) an aggregate principal amount of the Collateral Bonds equal to the lesser of, as of the applicable Hedge Repurchase Date, (A) the Settlement Amount and (B) the Available Principal Amount (the “Hedge Repurchase Amount”). On the Hedge Repurchase Date, the Company will deposit with the Trustee immediately available funds in an amount equal to the Hedge Repurchase Amount and the Trustee shall pay such amount as soon as practicable after receipt thereof to the Administrative Agent upon surrender by the Administrative Agent to the Trustee at the Corporate Trust Office of the Trustee of Collateral Bonds in an aggregate principal amount equal to the Hedge Repurchase Amount, which surrender shall be a condition to the Company's Hedge Repurchase Requirement.
(d) The Company’s 's obligation to satisfy a Credit Repurchase Requirement or Hedge Repurchase Requirement shall be mandatory upon upon, respectively, the occurrence of a Credit Repurchase Event or a Hedge Repurchase Event. Upon a Credit Acceleration Event or a Hedge Acceleration Event, the Administrative Agent may, at its option, deliver a Credit Written Demand or a Hedge Written Demand, respectively, upon the Company’s 's receipt of which the Company’s 's compliance with the Credit Repurchase Requirement or Hedge Repurchase Requirement, as applicable, shall be mandatory.
(e) Following a Credit Repurchase Event or a Hedge Repurchase Event, the Administrative Agent shall promptly deliver to the Company a Credit Notice or a Hedge Notice, respectively.
(f) A Credit Written Demand, a Hedge Written Demand, a Credit Notice or a Hedge Notice, if being made concurrently, may, but need not, be consolidated and form one instrument.
(g) Any Collateral Bonds surrendered to the Trustee in connection with a Credit Repurchase Requirement or in connection with a reduction in the Revolving Committed Amount Hedge Repurchase Requirement shall promptly be cancelled in accordance with Section 3.09 of the Indenture.
(gh) Any Collateral Bond which is to be repurchased only in part (or is reduced in part, pursuant to a reduction in the Revolving Committed Amount) shall be surrendered at a Place of Payment therefor (with, if the Company or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory to the Company and the Trustee duly executed by, the Holder thereof or his attorney duly authorized in writing), and the Company shall execute, and the Trustee shall authenticate and deliver to the Holder of such Collateral Bond, without service charge, a new Collateral Bond of any authorized denomination as requested by such Holder and of like tenor and in aggregate principal amount equal to and in exchange for the portion of the principal of the Collateral Bond so surrendered that is not being repurchased or reducedrepurchased.
Appears in 1 contract
Redemption; Repurchase. (a) 23.1 The Collateral Bonds are not redeemable at the option Board of the Company.
(b) A reduction in the Revolving Committed Amount in accordance with Section 2.1(d) of the Credit Agreement shall automatically reduce the aggregate principal amount of the Collateral Bonds by the aggregate amount of such reduction in the Revolving Committed Amount, upon surrender by the Administrative Agent to the Trustee at the Corporate Trust Office of the Trustee of Collateral Bonds in an aggregate principal amount equal to the reduction, which surrender shall be a condition precedent to the reduction in the Revolving Committed Amount and a condition precedent to the reduction of the aggregate principal amount of the Collateral Bonds.
(c) On a Credit Repurchase Date, the Company shall repurchase (the “Credit Repurchase Requirement”) the Collateral Bonds (including all accrued and unpaid interest on the Collateral Bonds) for a purchase price equal to the Borrower Obligations (the “Credit Repurchase Amount”). On the Credit Repurchase Date, the Company will deposit with the Trustee immediately available funds in an amount equal to the Credit Repurchase Amount and the Trustee shall pay such amount as soon as practicable after receipt thereof to the Administrative Agent. Payment of a Credit Repurchase Amount equal to the Borrower Obligations as of the applicable Credit Repurchase Date shall be deemed to satisfy and discharge in full the principal of, and accrued and unpaid interest on, the Collateral Bonds.
(d) The Company’s obligation to satisfy a Credit Repurchase Requirement shall be mandatory upon the occurrence of a Credit Repurchase Event. Upon a Credit Acceleration Event, the Administrative Agent Directors may, at its option, deliver at any time prior to the earlier to occur of (i) the Close of Business on the tenth day following the Stock Acquisition Date (or, if the tenth day following the Stock Acquisition Date occurs before the Record Date, the Close of Business on the Record Date) and (ii) the Final Expiration Date, redeem all, but not less than all, of the then outstanding Rights at a Credit Written Demand redemption price of $0.0001 per Right, appropriately adjusted to reflect any stock split, stock dividend or similar transaction occurring after the date hereof (the “Redemption Price”). The redemption of the Rights by the Board of Directors may be made effective at such time, on such basis and subject to such conditions as the Board of Directors in its sole discretion may establish.
23.2 Immediately upon the time of the effectiveness of the redemption of the Rights or such earlier time as may be determined by the Board of Directors in the action ordering such redemption (although not earlier than the time of such action) (the “Redemption Date”), and without any further action and without any notice, the right to exercise the Rights shall terminate and the only right thereafter of the holders of Rights shall be to receive the Redemption Price. The Company shall promptly give public notice of any such redemption (with prompt written notice to the Rights Agent); provided, that the failure to give, or any defect in, any such notice shall not affect the validity of such redemption. Within ten Business Days after action of the Board of Directors ordering the redemption of the Rights, the Company shall mail, or cause the Rights Agent to mail (at the expense of the Company’s receipt ), a notice of redemption to the holders of the then outstanding Rights at their last addresses as they appear upon the registry books of the Rights Agent or, prior to the Distribution Date, on the registry books of the transfer agent for the Common Shares. Any notice mailed in the manner herein provided shall be deemed given, whether or not the holder receives the notice. If the payment of the Redemption Price is not included with such notice, each such notice shall state the method by which the Company’s compliance with payment of the Credit Repurchase Requirement shall Redemption Price will be mandatorymade.
(e) Following a Credit Repurchase Event, the Administrative Agent shall promptly deliver to 23.3 Neither the Company a Credit Notice.
(f) Any Collateral Bonds surrendered to the Trustee nor any of its Affiliates or Associates may redeem, acquire or purchase for value any Rights at any time in any manner other than that specifically set forth in this Section 23 or in Section 24, other than in connection with a Credit Repurchase Requirement or in connection with a reduction in the Revolving Committed Amount shall promptly be cancelled in accordance with Section 3.09 purchase of the Indenture.
(g) Any Collateral Bond which is to be repurchased only in part (or is reduced in part, pursuant to a reduction in the Revolving Committed Amount) shall be surrendered at a Place of Payment therefor (with, if the Company or the Trustee so requires, due endorsement by, or a written instrument of transfer in form satisfactory Common Shares prior to the Company and the Trustee duly executed by, the Holder thereof or his attorney duly authorized in writing), and the Company shall execute, and the Trustee shall authenticate and deliver to the Holder of such Collateral Bond, without service charge, a new Collateral Bond of any authorized denomination as requested by such Holder and of like tenor and in aggregate principal amount equal to and in exchange for the portion of the principal of the Collateral Bond so surrendered that is not being repurchased or reducedDistribution Date.
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