Common use of Repurchase of Notes at the Option of the Holders upon Change of Control and Asset Sales Clause in Contracts

Repurchase of Notes at the Option of the Holders upon Change of Control and Asset Sales. Upon the occurrence of a Change of Control, each holder shall have the right, subject to certain conditions specified in the Indenture, to cause the Issuer to repurchase all or any part of such holder’s Notes at a purchase price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any, to the date of repurchase (subject to the right of the holders of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date), as provided in, and subject to the terms of, the Indenture. In accordance with Section 4.06 of the Indenture, the Issuer will be required to offer to purchase Notes upon the occurrence of certain events.

Appears in 10 contracts

Samples: Indenture (Hospitality Distribution Inc), Indenture (DS Services of America, Inc.), Indenture (CAESARS ENTERTAINMENT Corp)

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Repurchase of Notes at the Option of the Holders upon Change of Control and Asset Sales. Upon the occurrence of a Change of Control, each holder shall have the right, subject to certain conditions specified in the Indenture, to cause the Issuer Issuers to repurchase all or any part of such holder’s Notes at a purchase price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any, to to, but excluding, the date of repurchase (subject to the right of the holders of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date), as provided in, and subject to the terms of, the Indenture. In accordance with Section 4.06 of the Indenture, the Issuer Issuers will be required to offer to purchase Notes upon the occurrence of certain events.

Appears in 9 contracts

Samples: Indenture (Exela Technologies, Inc.), Restructuring Support Agreement (Exela Technologies, Inc.), Indenture (Exela Technologies, Inc.)

Repurchase of Notes at the Option of the Holders upon Change of Control and Asset Sales. Upon the occurrence of a Change of Control, each holder shall have the right, subject to certain conditions specified in the Indenture, to cause the Issuer Issuers to repurchase all or any part of such holder’s Notes at a purchase price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any, to the date of repurchase (subject to the right of the holders of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date), as provided in, and subject to the terms of, the Indenture. In accordance with Section 4.06 of the Indenture, the Issuer Issuers will be required to offer to purchase Notes upon the occurrence of certain events.

Appears in 6 contracts

Samples: Indenture (Everest Acquisition Finance Inc.), Indenture (McGraw-Hill Interamericana, Inc.), Indenture (EP Energy Corp)

Repurchase of Notes at the Option of the Holders upon Change of Control and Asset Sales. Upon the occurrence of a Change of Control, each holder shall have the right, subject to certain conditions specified in the Indenture, to cause the Issuer Issuers to repurchase all or any part of such holder’s Notes at a purchase price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any, to to, but excluding, the date of repurchase (subject to the right of the holders of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date), as provided in, and subject to the terms of, the Indenture. In accordance with Section 4.06 of the Indenture, the Issuer Issuers will be required to offer to purchase Notes upon the occurrence of certain events.

Appears in 6 contracts

Samples: Indenture (Muzak Capital, LLC), Indenture (Muzak Capital, LLC), Indenture (EP Energy Corp)

Repurchase of Notes at the Option of the Holders upon Change of Control and Asset Sales. Upon the occurrence of a Change of Control, each holder of Notes shall have the right, subject to certain conditions specified in the Indenture, to cause require the Issuer Issuers to repurchase all or any part of such holder’s Notes at a purchase price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any, to to, but excluding, the date of repurchase (subject to the right of the holders of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date), as provided in, and subject to the terms of, the Indenture. In accordance with Section 4.06 of the Indenture, the Issuer Issuers will be required to offer to purchase Notes upon the occurrence of certain events.

Appears in 6 contracts

Samples: Indenture (Mallinckrodt PLC), Indenture (Mallinckrodt PLC), Indenture (Mallinckrodt PLC)

Repurchase of Notes at the Option of the Holders upon Change of Control and Asset Sales. Upon the occurrence of a Change of Control, each holder shall have the right, subject to certain conditions specified in the Indenture, to cause require the Issuer Company to repurchase all or any part of such holder’s Notes at a purchase price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any, to to, but excluding, the date of repurchase (subject to the right of the holders of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date), as provided in, and subject to the terms of, the Indenture. In accordance with Section 4.06 of the Indenture, the Issuer Company will be required to offer to purchase Notes upon the occurrence of certain events.

Appears in 6 contracts

Samples: Indenture (XPO Logistics, Inc.), Indenture (XPO Logistics, Inc.), Indenture (Enpro Industries, Inc)

Repurchase of Notes at the Option of the Holders upon Change of Control and Asset Sales. Upon the occurrence of a Change of Control, each holder shall have the right, subject to certain conditions specified in the Indenture, to cause the Issuer to repurchase all or any part of such holder’s Notes at a purchase price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any, to to, but excluding, the date of repurchase (subject to the right of the holders of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date), as provided in, and subject to the terms of, the Indenture. In accordance with Section 4.06 of the Indenture, the Issuer will be required to offer to purchase Notes upon the occurrence of certain events.

Appears in 5 contracts

Samples: Indenture (Rackspace Technology, Inc.), Indenture (Rackspace Technology, Inc.), Indenture (Rackspace Technology, Inc.)

Repurchase of Notes at the Option of the Holders upon Change of Control and Asset Sales. Upon the occurrence of a Change of Control, each holder shall have the right, subject to certain conditions specified in the Indenture, to cause require the Issuer to repurchase all or any part of such holder’s Notes at a purchase price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any, to to, but excluding, the date of repurchase (subject to the right of the holders of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date), as provided in, and subject to the terms of, the Indenture. In accordance with Section 4.06 of the Indenture, the Issuer will be required to offer to purchase Notes upon the occurrence of certain events.

Appears in 5 contracts

Samples: Indenture (Chart Industries Inc), Indenture (Chart Industries Inc), Indenture (SeaWorld Entertainment, Inc.)

Repurchase of Notes at the Option of the Holders upon Change of Control and Asset Sales. Upon the occurrence of a Change of Control, each holder shall have the right, subject to certain conditions specified in the Indenture, to cause require the Issuer to repurchase all or any part of such holder’s Notes at a purchase price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any, to to, but excluding, the date of repurchase (subject to the right of the holders of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date), as provided in, and subject to the terms of, the Indenture. In accordance with Section 4.06 of the Indenture, the Issuer will be required to offer to purchase Notes upon the occurrence of certain events.

Appears in 4 contracts

Samples: Indenture (Interface Inc), Indenture (Installed Building Products, Inc.), Indenture (Trimas Corp)

Repurchase of Notes at the Option of the Holders upon Change of Control and Asset Sales. Upon the occurrence of a Change of Control, each holder shall have the right, subject to certain conditions specified in the Indenture, to cause the Issuer Company to repurchase all or any part of such holder’s Notes at a purchase price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any, to to, but excluding, the date of repurchase (subject to the right of the holders of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date), as provided in, and subject to the terms of, the Indenture. In accordance with Section 4.06 of the Indenture, the Issuer Company will be required to offer to purchase Notes upon the occurrence of certain events.

Appears in 3 contracts

Samples: Indenture (Caesars Entertainment, Inc.), Indenture (Caesars Entertainment, Inc.), Indenture (Caesars Entertainment, Inc.)

Repurchase of Notes at the Option of the Holders upon Change of Control and Asset Sales. Upon the occurrence of a Change of ControlControl Triggering Event, each holder shall have the right, subject to certain conditions specified in the Indenture, to cause the Issuer Issuers to repurchase all or any part of such holder’s Notes at a purchase price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any, to to, but excluding, the date of repurchase (subject to the right of the holders of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date), as provided in, and subject to the terms of, the Indenture. In accordance with Section 4.06 of the Indenture, the Issuer Issuers will be required to offer to purchase Notes upon the occurrence of certain events.

Appears in 3 contracts

Samples: Indenture (Athlon Energy Inc.), Indenture (Athlon Energy Inc.), Indenture (Athlon Energy Inc.)

Repurchase of Notes at the Option of the Holders upon Change of Control and Asset Sales. Upon the occurrence of a Change of Control, each holder shall have the right, subject to certain conditions specified in the Indenture, to cause the Issuer Issuers to repurchase all or any part of such holder’s Notes at a purchase price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interestinterest to, if anybut excluding, to the date of repurchase (subject to the right of the holders of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date), as provided in, and subject to the terms of, the Indenture. In accordance with Section 4.06 of the Indenture, the Issuer Issuers will be required to offer to purchase Notes upon the occurrence of certain events.

Appears in 2 contracts

Samples: Indenture (ADT, Inc.), Indenture (ADT, Inc.)

Repurchase of Notes at the Option of the Holders upon Change of Control and Asset Sales. Upon the occurrence of a Change of Control, each holder shall have the right, subject to certain conditions specified in the Indenture, to cause require the Issuer Company to repurchase all or any part of such holder’s Notes Notes, including the Notes, at a purchase price in cash equal to 101% of the principal amount thereof, thereof plus accrued and unpaid interest, if any, to to, but excluding, the date of repurchase (subject to the right of the holders of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date), as provided in, and subject to the terms of, of the Indenture. In accordance with Section 4.06 of the Indenture, the Issuer Company will be required to offer to purchase Notes including the Notes, upon the occurrence of certain events.

Appears in 2 contracts

Samples: Indenture (G Iii Apparel Group LTD /De/), Indenture (Abercrombie & Fitch Co /De/)

Repurchase of Notes at the Option of the Holders upon Change of Control and Asset Sales. Upon the occurrence of a Change of Control, each holder shall have the right, subject to certain conditions specified in the Indenture, to cause require the Issuer Company to repurchase all or any part of such holder’s Notes at a purchase price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any, to to, but excluding, the date of repurchase (subject to the right of the holders of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date), as provided in, and subject to the terms of, the Indenture. In accordance with Section 4.06 of the Indenture, the Issuer Company will be required to offer to purchase Notes following an Asset Sale upon the occurrence of certain events.

Appears in 2 contracts

Samples: Indenture (WABASH NATIONAL Corp), Indenture (Wabash National Corp /De)

Repurchase of Notes at the Option of the Holders upon Change of Control and Asset Sales. Upon the occurrence of a Change of Control, each holder shall have the right, subject to certain conditions specified in the Indenture, to cause require the Issuer Company to repurchase all or any part of such holder’s Notes at a purchase price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interestinterest to, if anybut excluding, to the date of repurchase (subject to the right of the holders of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date), as provided in, and subject to the terms of, the Indenture. In accordance with Section 4.06 of the Indenture, the Issuer Company will be required to offer to purchase Notes upon the occurrence of certain events.

Appears in 2 contracts

Samples: Indenture (TheRealReal, Inc.), Indenture (Rayonier Advanced Materials Inc.)

Repurchase of Notes at the Option of the Holders upon Change of Control and Asset Sales. Upon the occurrence of a Change of Control, each holder shall have the right, subject to certain conditions specified in the Indenture, to cause the Issuer to repurchase all or any part of such holder’s Notes at a purchase price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any, to the date of repurchase (subject to the right of the holders of record on the relevant Record Date record date to receive interest due on the relevant Interest Payment Dateinterest payment date), as provided in, and subject to the terms of, the Indenture. In accordance with Section 4.06 of the Indenture, the Issuer will be required to offer to purchase Notes upon the occurrence of certain events.

Appears in 2 contracts

Samples: Indenture (Gnoc Corp.), Indenture (Harrahs Entertainment Inc)

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Repurchase of Notes at the Option of the Holders upon Change of Control and Asset Sales. Upon the occurrence of a Change of Control, each holder shall have the right, subject to certain conditions specified in the Indenture, to cause the Company and the Issuer to repurchase all or any part of such holder’s Notes at a purchase price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any, to the date of repurchase (subject to the right of the holders of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date), as provided in, and subject to the terms of, the Indenture. In accordance with Section 4.06 of the Indenture, the Company and the Issuer will be required to offer to purchase Notes upon the occurrence of certain events.

Appears in 1 contract

Samples: Amended and Restated Indenture (Cott Corp /Cn/)

Repurchase of Notes at the Option of the Holders upon Change of Control and Asset Sales. Upon the occurrence of a Change of Control, each holder Holder shall have the right, subject to certain conditions specified in the Indenture, to cause the Issuer to repurchase all or any part of such holderHolder’s Notes at a purchase price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any, to the date of repurchase (subject to the right of the holders Holders of record of the Notes at the close of business on the relevant Record Date record date to receive interest due on the relevant Interest Payment Dateinterest payment date), as provided in, and subject to the terms of, the Indenture. In accordance with Section 4.06 of the Indenture, the Issuer will be required to offer to purchase Notes upon the occurrence of certain events.

Appears in 1 contract

Samples: Indenture (Kronos Worldwide Inc)

Repurchase of Notes at the Option of the Holders upon Change of Control and Asset Sales. Upon the occurrence of a Change of Control, each holder shall have the right, subject to certain conditions specified in the Indenture, to cause require the Issuer Company to repurchase all or any part of such holder’s Notes Notes, including the 2025 Notes, at a purchase price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any, to to, but excluding, the date of repurchase (subject to the right of the holders of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date), as provided in, and subject to the terms of, the Indenture. In accordance with Section 4.06 of the Indenture, the Issuer Company will be required to offer to purchase Notes Notes, including the 2025 Notes, upon the occurrence of certain events.

Appears in 1 contract

Samples: Indenture (Gap Inc)

Repurchase of Notes at the Option of the Holders upon Change of Control and Asset Sales. Upon the occurrence of a Change of Control, each holder shall have the right, subject to certain conditions specified in the Indenture, to cause require the Issuer Company to repurchase all or any part of such holder’s Notes Notes, including the 2023 Notes, at a purchase price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any, to to, but excluding, the date of repurchase (subject to the right of the holders of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date), as provided in, and subject to the terms of, the Indenture. In accordance with Section 4.06 of the Indenture, the Issuer Company will be required to offer to purchase Notes including the 2023 Notes, upon the occurrence of certain events.

Appears in 1 contract

Samples: Indenture (Gap Inc)

Repurchase of Notes at the Option of the Holders upon Change of Control and Asset Sales. Upon the occurrence of a Change of Control, each holder Holder shall have the right, subject to certain conditions specified in the Indenture, to cause the Issuer Company to repurchase all or any part of such holderHolder’s Notes at a purchase price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any, to the date of repurchase (subject to the right of the holders Holders of record on the relevant Record Date record date to receive interest due on the relevant Interest Payment Dateinterest payment date), as provided in, and subject to the terms of, the Indenture. In accordance with Section 4.06 of the Indenture, the Issuer Company will be required to offer to purchase Notes upon the occurrence of certain events.

Appears in 1 contract

Samples: Indenture (Momentive Performance Materials Inc.)

Repurchase of Notes at the Option of the Holders upon Change of Control and Asset Sales. Upon the occurrence of a Change of Control, each holder shall have the right, subject to certain conditions specified in the Indenture, to cause require the Issuer Company to repurchase all or any part of such holder’s Notes Notes, including the 2027 Notes, at a purchase price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any, to to, but excluding, the date of repurchase (subject to the right of the holders of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date), as provided in, and subject to the terms of, the Indenture. In accordance with Section 4.06 of the Indenture, the Issuer Company will be required to offer to purchase Notes Notes, including the 2027 Notes, upon the occurrence of certain events.

Appears in 1 contract

Samples: Indenture (Gap Inc)

Repurchase of Notes at the Option of the Holders upon Change of Control and Asset Sales. Upon the occurrence of a Change of Control, each holder shall have the right, subject to certain conditions specified in the Indenture, to cause require the Issuer Issuers to repurchase all or any part of such holder’s Notes at a purchase price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any, to to, but excluding, the date of repurchase (subject to the right of the holders of record on the relevant Record Date to receive interest due on the relevant Interest Payment Date), as provided in, and subject to the terms of, the Indenture. In accordance with Section 4.06 of the Indenture, the Issuer Issuers will be required to offer to purchase Notes upon the occurrence of certain events.

Appears in 1 contract

Samples: Indenture (Mallinckrodt PLC)

Repurchase of Notes at the Option of the Holders upon Change of Control and Asset Sales. Upon the occurrence of a Change of Control, each holder Holder shall have the right, subject to certain conditions specified in the Indenture, to cause the Issuer Issuers to repurchase all or any part of such holderHolder’s Notes at a purchase price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any, to the date of repurchase (subject to the right of the holders Holders of record of the Notes at the close of business on the relevant Record Date record date to receive interest due on the relevant Interest Payment Dateinterest payment date), as provided in, and subject to the terms of, the Indenture. In accordance with Section 4.06 of the Indenture, the Issuer Issuers will be required to offer to purchase Notes upon the occurrence of certain events.

Appears in 1 contract

Samples: Indenture (Tenneco Inc)

Repurchase of Notes at the Option of the Holders upon Change of Control and Asset Sales. Upon the occurrence of a Change of Control, each holder Holder shall have the right, subject to certain conditions specified in the Indenture, to cause the Issuer to repurchase all or any part of such holderHolder’s Notes at a purchase price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any, to the date of repurchase (subject to the right of the holders Holders of record on the relevant Record Date record date to receive interest due on the relevant Interest Payment Dateinterest payment date), as provided in, and subject to the terms of, the Indenture. In accordance with Section 4.06 of the Indenture, the Issuer will be required to offer to purchase Notes upon the occurrence of certain events.

Appears in 1 contract

Samples: Indenture (Momentive Performance Materials Inc.)

Repurchase of Notes at the Option of the Holders upon Change of Control and Asset Sales. Upon the occurrence of a Change of Control, each holder Holder shall have the right, subject to certain conditions specified in the Indenture, to cause require the Issuer to repurchase all or any part of such holderHolder’s Notes at a purchase price in cash equal to 101% the Change of the principal amount thereofControl Payment, plus accrued and unpaid interest, if any, to to, but not including, the date of repurchase (subject to the right of the holders Holders of record on the relevant Record Date record date to receive interest due on the relevant Interest Payment Dateinterest payment date), as provided in, and subject to the terms of, the Indenture. In accordance with Section 4.06 of the Indenture, the Issuer will may be required to use Excess Proceeds or Collateral Excess Proceeds to offer to purchase Notes upon the occurrence of certain eventsAsset Sales.

Appears in 1 contract

Samples: Indenture (Dave & Buster's Entertainment, Inc.)

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