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

Repurchase of Notes at the Option of the Holders upon Change of Control; Mandatory Redemption upon Asset Sales. Upon the occurrence of a Change of Control, each holder shall have the right to require the Issuer to repurchase all or any part of such holder’s Notes at a purchase price in cash equal to 100% of the principal amount thereof, including any PIK Notes or any increased principal amount of Notes as payment for PIK Interest, plus accrued and unpaid cash interest, together with an amount of cash equal to all accrued and unpaid PIK Interest, on the Notes, 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), in accordance with the terms contemplated in Section 4.08 if the Indenture. In accordance with Section 4.06 of the Indenture, the Issuer will be required to redeem or purchase Notes upon the occurrence of certain asset sales. Any such redemption shall be conducted in compliance with Article III of the Indenture, including Section 3.03 through Section 3.08 thereof.

Appears in 2 contracts

Samples: Second Supplemental Indenture (Sunnova Energy International Inc.), Second Supplemental Indenture (Sunnova Energy International Inc.)

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Repurchase of Notes at the Option of the Holders upon Change of Control; Mandatory Redemption upon Asset Sales. Upon the occurrence of a Change of Control, each holder shall have the right to require the Issuer to repurchase all or any part of such holder’s Notes at a purchase price in cash equal to 100% of the principal amount thereof, including any PIK Notes or any increased principal amount of Notes as payment for PIK Interest, plus accrued and unpaid cash interest, together with an amount of cash equal to all accrued and unpaid PIK Interest, on the Notes, 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) and, if such repurchase occurs following the consummation of an IPO, the cash value of the IPO Redemption Premium (calculated using the price to the public in the IPO), in accordance with the terms contemplated in Section 4.08 if of the Indenture. In accordance with Section 4.06 of the Indenture, the Issuer will be required to redeem or purchase Notes upon the occurrence of certain asset sales. Any such redemption shall be conducted in compliance with Article III of the Indenture, including Section 3.03 through Section 3.08 thereof.

Appears in 2 contracts

Samples: Fourth Supplemental Indenture (Sunnova Energy International Inc.), Warrant Agreement (Sunnova Energy International Inc.)

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