Common use of Repurchase upon a Change of Control and Asset Sales Clause in Contracts

Repurchase upon a Change of Control and Asset Sales. Upon the occurrence of (a) a Change of Control, the Holders will have the right to require that the Issuer purchase such Holder’s Outstanding Notes, in whole or in part, at a purchase price of 101% of the aggregate principal amount thereof, plus accrued and unpaid interest, if any, to, but excluding, the date of purchase and (b) Asset Sales, the Issuer may be obligated to make offers to purchase Notes and Pari Passu Indebtedness of the Issuer with a portion of the Net Proceeds of such Asset Sales at a Redemption Price of 100% of the aggregate principal amount thereof plus accrued and unpaid interest, if any, to, but excluding, the date of purchase.

Appears in 12 contracts

Samples: Indenture (PennyMac Financial Services, Inc.), Indenture (Mr. Cooper Group Inc.), Indenture (PennyMac Financial Services, Inc.)

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Repurchase upon a Change of Control and Asset Sales. Upon the occurrence of (a) a Change of Control, the Holders of the Notes will have the right to require that the Issuer purchase such Holder’s Outstanding outstanding Notes, in whole or in part, at a purchase price of 101% of the aggregate principal amount thereof, plus accrued and unpaid interest, if any, to, but excluding, the date of purchase and (b) Asset Sales, the Issuer may be obligated to make offers to purchase Notes and Pari Passu Senior Indebtedness of the Issuer with a portion of the Net Proceeds of such Asset Sales at a Redemption Price of 100% of the aggregate principal amount thereof plus accrued and unpaid interest, if any, to, but excluding, the date of purchase.

Appears in 8 contracts

Samples: Indenture (Aar Corp), Indenture (GMS Inc.), Indenture (BWX Technologies, Inc.)

Repurchase upon a Change of Control and Asset Sales. Upon the occurrence of (a) a Change of Control, the Holders will have the right to require that the Issuer purchase such Holder’s Outstanding Notes, in whole or in part, at a purchase price of 101% of the aggregate principal amount thereof, plus accrued and unpaid interest, if any, to, but excluding, the date of purchase and (b) Asset Sales, the Issuer may be obligated to make offers to purchase Notes and Pari Passu Senior Indebtedness of the Issuer with a portion of the Net Proceeds of such Asset Sales at a Redemption Price of 100% of the aggregate principal amount thereof plus accrued and unpaid interest, if any, to, but excluding, the date of purchase.

Appears in 3 contracts

Samples: Supplemental Indenture (Ww International, Inc.), Supplemental Indenture (Academy Sports & Outdoors, Inc.), Indenture (Weight Watchers International Inc)

Repurchase upon a Change of Control and Asset Sales. Upon the occurrence of (a) a Change of Control, the Holders will shall have the right to require that the Issuer Company purchase such Holder’s Outstanding Notes, in whole or in part, at a purchase price of 101% of the aggregate principal amount thereof, plus accrued and unpaid interestinterest and Additional Interest, if any, to, but excluding, to the date of purchase and (b) Asset Sales, the Issuer Company may be obligated to make offers to purchase Notes and Pari Passu Senior Indebtedness of the Issuer Company with a portion of the Net Proceeds of such Asset Sales at a Redemption Price purchase price of 100% of the aggregate principal amount thereof plus accrued and unpaid interestinterest and Additional Interest, if any, to, but excluding, to the date of purchase.

Appears in 2 contracts

Samples: Supplemental Indenture (Aleris Ohio Management, Inc.), Supplemental Indenture (Aleris International, Inc.)

Repurchase upon a Change of Control and Asset Sales. Upon the occurrence of (a) a Change of Control, the Holders of the Notes will have the right to require that the Issuer Company purchase such Holder’s Outstanding outstanding Notes, in whole or in part, at a purchase price of 101% of the aggregate principal amount thereof, plus accrued and unpaid interestinterest and Special Interest, if any, to, but excluding, to the date of purchase and (b) Asset Sales, the Issuer Company may be obligated to make offers to purchase Notes and Pari Passu Senior Indebtedness of the Issuer Company with a portion of the Net Proceeds of such Asset Sales at a Redemption Price of 100% of the aggregate principal amount thereof plus accrued and unpaid interest, if any, to, but excluding, to the date of purchase.

Appears in 1 contract

Samples: Affinia Group Intermediate Holdings Inc.

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Repurchase upon a Change of Control and Asset Sales. Upon the occurrence of (a) a Change of Control, the Holders of the Notes will have the right to require that the Issuer purchase repurchase such Holder’s Outstanding outstanding Notes, in whole or in part, at a purchase price of 101% of the aggregate principal amount thereof, plus accrued and unpaid interestinterest and Additional Amounts, if any, to, but excluding, to the date of purchase repurchase and (b) Asset Sales, the Issuer may be obligated to make offers to purchase repurchase Notes and Pari Passu Indebtedness of the Issuer with a portion of the Net Proceeds of such Asset Sales at a Redemption Price redemption price of 100% of the aggregate principal amount thereof plus accrued and unpaid interest, if any, to, but excluding, to the date of purchaserepurchase.

Appears in 1 contract

Samples: Supplemental Indenture (Liberty Global PLC)

Repurchase upon a Change of Control and Asset Sales. Upon the occurrence of (a) a Change of Control, the Holders of the Notes will have the right to require that the Issuer Issuers purchase such Holder’s Outstanding outstanding Notes, in whole or in part, at a purchase price of 101% of the aggregate principal amount thereof, plus accrued and unpaid interest, if any, to, but excluding, the date of purchase and (b) Asset Sales, the Issuer Issuers may be obligated to make offers to purchase Notes and Pari Passu Senior Indebtedness of the Issuer Issuers with a portion of the Net Proceeds of such Asset Sales at a Redemption Price of 100% of the aggregate principal amount thereof plus accrued and unpaid interest, if any, to, but excluding, the date of purchase.

Appears in 1 contract

Samples: Supplemental Indenture (Garrett Motion Inc.)

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