Repurchase at Holder’s Option Clause Samples
Repurchase at Holder’s Option. (a) In the event any Change in Control or Termination of Trading (each, a “Repurchase Triggering Event”) shall occur prior to the Maturity Date, each Holder of Securities shall have the right (the “Repurchase Right”), at the Holder’s option, to require the Company to repurchase all of such Holder’s Securities (or portions thereof that are integral multiples of $1,000 in principal amount) (a “Repurchase at Holder’s Option”), on a date selected by the Company (the “Repurchase Date”), which Repurchase Date shall be at least 20 Trading Days following the date of the Right of Repurchase Notice, but no later than 45 days after the occurrence of the Repurchase Triggering Event, at a price, payable in cash, equal to 105% of the principal amount of such Security, plus accrued and unpaid interest (including any Additional Interest) to, but excluding, the Repurchase Date (such amount, the “Repurchase Price”).
(b) Within 15 days after the Company knows or reasonably should know of the occurrence of a Repurchase Triggering Event, the Company shall mail, or cause to be mailed, to all Holders of record (as of the date upon which the Repurchase Triggering Event was effected or such earlier dated designated by the Company, which date shall be no more than 60 days prior to the occurrence of the Repurchase Triggering Event) of the Securities at their addresses shown in the register of the Registrar, and to beneficial owners as required by applicable law, a notice (the “Right of Repurchase Notice”) of the occurrence of such Repurchase Triggering Event and the Repurchase Right arising as a result thereof. The Company shall deliver a copy of the Right of Repurchase Notice to the Trustee. Each Right of Repurchase Notice shall state:
(i) the events causing the Repurchase Triggering Event;
(ii) the date of such Repurchase Triggering Event;
(iii) the Repurchase Date;
(iv) the Repurchase Price;
(v) the date by which the Repurchase Right must be exercised;
(vi) that Securities submitted for Repurchase at Holder’s Option may be converted only if the Purchase Notice has been withdrawn;
(vii) the paragraphs of the Securities pursuant to which the Securities may be submitted for Repurchase at Holder’s Option;
(viii) the names and addresses of the Paying Agent and the Conversion Agent;
(ix) a description of the procedure which a Holder must follow to exercise the Repurchase Right;
(x) that, (A) in order to exercise the Repurchase Right, the Securities must be surrendered for payment, and ...
Repurchase at Holder’s Option. The Holder shall have the right, at its option, to require the Company to repurchase for cash all or part of the Note, on [●], being the third anniversary of the date of the issuance of the Note (the “Repurchase Date”), at a repurchase price equal to 100% of the principal amount of the Note then outstanding and to be repurchased plus all accrued and unpaid interest, calculated to but excluding the Repurchase Date. Such right shall be exercisable by the Holder by delivering a written notice of repurchase no later than ten (10) Business Days prior to the Repurchase Date.
Repurchase at Holder’s Option. (1) Subject to Subsection 2.03(c)(2) below, if a Change of Control occurs, the Company will be required to make an offer (a “Change of Control Offer”) to each Holder of Series A Notes to repurchase all or any part (equal to $1,000 or an integral multiple of $1,000) of that Holder’s Series A Notes. In the Change of Control Offer, the Company will offer a payment (the “Change of Control Payment”) in cash equal to 101% of the aggregate principal amount of the Series A Notes repurchased plus accrued and unpaid interest on the Series A Notes repurchased, if any, to the date of purchase (the “Change of Control Payment Date”). Within ten days following any Change of Control, the Company will mail a notice to each Holder of Series A Notes describing (A) the transaction or transactions that constitute the Change of Control and offering to repurchase notes on the Change of Control Payment Date specified in the notice, which date will be no earlier than 30 days and no later than 60 days from the date such notice is mailed, and (B) the procedures determined by the Company, consistent with this Supplemental Indenture No. 2, that a Holder must follow in order to have its Series A Notes repurchased. On the Change of Control Payment Date, the Company will, to the extent lawful:
(i) accept for payment all Series A Notes or portions of Series A Notes (of $1,000 and integral multiples of $1,000) properly tendered pursuant to the Change of Control Offer;
(ii) deposit with the Trustee an amount equal to the Change of Control Payment in respect of all Series A Notes or portions of Series A Notes properly tendered pursuant to the Change of Control Offer; and
(iii) deliver or cause to be delivered to the Trustee the Series A Notes properly accepted together with an Officers’ Certificate stating the aggregate principal amount of Series A Notes or portions of Series A Notes being purchased by the Company. The Trustee will promptly mail to each Holder of Series A Notes properly tendered the Change of Control Payment for such Series A Notes, and the Trustee will promptly authenticate and mail (or cause to be transferred by book entry) to each Holder a new Series A Note equal in principal amount to any unpurchased portion of the Series A Notes surrendered, if any; provided that each new Series A Note will be in a principal amount of $1,000 or an integral multiple of $1,000. If the Change of Control Payment Date is on or after an interest payment record date and on or before the relate...