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

Repurchase of Securities 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 to repurchase all or any part of such Holder’s Securities 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 will be required to offer to purchase Securities upon the occurrence of certain events.

Appears in 16 contracts

Samples: Indenture (Berry Global Group Inc), Indenture (Berry Plastics Group Inc), Indenture (Phoenix Consulting Group, LLC)

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Repurchase of Securities 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 Issuers to repurchase all or any part of such Holder’s Securities 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 Issuers will be required to offer to purchase Securities upon the occurrence of certain events.

Appears in 6 contracts

Samples: Indenture (Gates Global Inc.), Third Supplemental Indenture (Verso Paper Corp.), Indenture (Gates Engineering & Services FZCO)

Repurchase of Securities 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 Issuers to repurchase all or any part of such Holder’s Securities at a purchase price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest and additional 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 Issuers will be required to offer to purchase Securities upon the occurrence of certain events.

Appears in 5 contracts

Samples: Indenture (Verso Paper Holdings LLC), Indenture (Verso Paper Corp.), Indenture (Verso Paper Corp.)

Repurchase of Securities at the Option of the Holders upon Change of Control and Asset Sales. Upon the occurrence of a Change of Control, each Holder shall will have the right, subject to certain conditions specified in the Indenture, to cause require the Company Issuer to repurchase all or any part of such Holder’s Securities 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 will Issuer shall be required to offer to purchase Securities upon the occurrence of certain eventsevents in connection with certain Asset Sales.

Appears in 2 contracts

Samples: Senior Notes Indenture (RenPac Holdings Inc.), Senior Subordinated Notes Indenture (RenPac Holdings Inc.)

Repurchase of Securities 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 Issuers to repurchase all or any part of such Holder’s Securities 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 Issuers will be required to offer to purchase Securities upon the occurrence of certain Asset Sale events.

Appears in 2 contracts

Samples: Indenture (Rexnord Corp), Indenture (RBS Global Inc)

Repurchase of Securities 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 Issuers to repurchase all or any part of such Holder’s 's Securities at a purchase price in cash equal to 101% of the principal amount thereof, Accreted Value 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 Issuers will be required to offer to purchase Securities upon the occurrence of certain events.

Appears in 2 contracts

Samples: Indenture (Nalco Finance Holdings Inc.), Indenture (Nalco Energy Services Equatorial Guinea LLC)

Repurchase of Securities at the Option of the Holders upon Change of Control and Asset Sales. Upon From and after the Escrow Release Date, 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 to repurchase all or any part of such Holder’s Securities 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 will be required to offer to purchase Securities upon the occurrence of certain events.

Appears in 2 contracts

Samples: Indenture (Berry Global Group Inc), Indenture (Berry Global Group Inc)

Repurchase of Securities 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 Issuer to repurchase all or any part of such Holder’s 's Securities at a purchase price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any, 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 Company Issuer will be required to offer to purchase Securities upon the occurrence of certain events.

Appears in 2 contracts

Samples: Indenture (Constellium Se), Indenture (Constellium Se)

Repurchase of Securities 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 Issuers to repurchase all or any part of such Holder’s Securities 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 of the Securities at the close of business 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 Issuers will be required to offer to purchase Securities upon the occurrence of certain events.

Appears in 1 contract

Samples: Indenture (PQ Group Holdings Inc.)

Repurchase of Securities 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 Issuer to repurchase all or any part of such Holder’s Securities 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 Issuer will be required to offer to purchase Securities upon the occurrence of certain eventsevents involving Asset Sales.

Appears in 1 contract

Samples: Indenture (ResCare Finance, Inc.)

Repurchase of Securities 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 Company Issuer to repurchase all or any part of such Holder’s Securities 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 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 will Issuer may be required to use Excess Proceeds or Collateral Excess Proceeds to offer to purchase Securities upon the occurrence of certain eventsAsset Sales.

Appears in 1 contract

Samples: Indenture (CLARIVATE PLC)

Repurchase of Securities 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 Issuer to repurchase all or any part of such Holder’s Securities at a purchase price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any, 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 Company Issuer will be required to offer to purchase Securities upon the occurrence of certain events.

Appears in 1 contract

Samples: Indenture (Constellium Se)

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Repurchase of Securities 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 Issuers to repurchase all or any part of such Holder’s Securities 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 4A.06 or Section 4B.06, as applicable, of the Indenture, the Company Issuers will be required to offer to purchase Securities upon the occurrence of certain events.

Appears in 1 contract

Samples: Indenture (Verso Paper Corp.)

Repurchase of Securities 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 Issuer to repurchase all or any part of such Holder’s Securities 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 Issuer will be required to offer to purchase Securities upon the occurrence of certain eventsevents constituting “Asset Sales.

Appears in 1 contract

Samples: Indenture (Party City Holdco Inc.)

Repurchase of Securities 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 Issuer to repurchase all or any part of such Holder’s Securities 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 of the Securities at the close of business 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 Issuer will be required to offer to purchase Securities upon the occurrence of certain events.

Appears in 1 contract

Samples: Indenture (Hillman Companies Inc)

Repurchase of Securities 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 Issuers to repurchase all or any part of such Holder’s Securities at a purchase price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest and additional 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 4A.06 or Section 4B.06, as applicable, of the Indenture, the Company Issuers will be required to offer to purchase Securities upon the occurrence of certain events.

Appears in 1 contract

Samples: Indenture (Verso Paper Holdings LLC)

Repurchase of Securities 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 Company Issuers to repurchase all or any part of such Holder’s Securities Securities, 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 Issuers will be required to offer to purchase Securities upon the occurrence of certain events.

Appears in 1 contract

Samples: Indenture (Verso Paper Corp.)

Repurchase of Securities 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 Company Issuer to repurchase all or any part of such Holder’s Securities 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 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 will Issuer may be required to use Excess Proceeds to offer to purchase Securities upon the occurrence of certain eventsAsset Sales.

Appears in 1 contract

Samples: Indenture (CLARIVATE PLC)

Repurchase of Securities 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 Issuer to repurchase all or any part of such Holder’s 's Securities 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 Issuer will be required to offer to purchase Securities upon the occurrence of certain eventsevents constituting "Asset Sales."

Appears in 1 contract

Samples: Indenture (Party City Holdco Inc.)

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