Common use of Right of the Company to Redeem the Notes Clause in Contracts

Right of the Company to Redeem the Notes. (A) No Right to Redeem Before March 20, 2024. The Company may not redeem the Notes at its option at any time before March 20, 2024. (B) Right to Redeem the Notes on or After March 20, 2024. Subject to the terms of this Section 4.03 (including, for the avoidance of doubt, Section 4.03(J)), the Company has the right, at its election, to redeem all, or any portion in an Authorized Denomination, of the Notes, at any time, and from time to time, on a Redemption Date on or after March 20, 2024 and on or before the thirtieth (30th) Scheduled Trading Day immediately before the Maturity Date, for a cash purchase price equal to the Redemption Price, but only if the Last Reported Sale Price per share of Common Stock exceeds one hundred and thirty percent (130%) of the Conversion Price on (i) each of at least twenty (20) Trading Days (whether or not consecutive) during the thirty (30) consecutive Trading Days ending on, and including, the Trading Day immediately before the Redemption Notice Date for such Redemption; and (ii) the Trading Day immediately before such Redemption Notice Date. For the avoidance of doubt, the calling of any Notes for Redemption will constitute a Make-Whole Fundamental Change with respect to such Notes pursuant to clause (B) of the definition thereof.

Appears in 1 contract

Samples: Indenture (Airbnb, Inc.)

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Right of the Company to Redeem the Notes. (A) No Right to Redeem Before March 20, 2024. The Company may not redeem the Notes at its option at any time before March 20, 2024, except pursuant to a Tax Redemption. (B) Right to Redeem the Notes on or After March 20, 2024. Subject to the terms of this Section 4.03 (including, for the avoidance of doubt, Section 4.03(J4.03(L)), the Company has the right, at its election, to redeem (a “Provisional Redemption”) all, or any portion in an Authorized Denomination, of the Notes, at any time, and from time to time, on a Redemption Date on or after March 20, 2024 and on or before the thirtieth fortieth (30th40th) Scheduled Trading Day immediately before the Maturity Date, for a cash purchase price equal to the Redemption Price, but only if the Last Reported Sale Price per share of Common Stock Ordinary Share exceeds one hundred and thirty percent (130%) of the Conversion Exchange Price on (ix) each of at least twenty (20) Trading Days (whether or not consecutive) during the thirty (30) consecutive Trading Days ending on, and including, the Trading Day immediately before the Redemption Notice Date for such Redemption; and (iiy) the Trading Day immediately before such Redemption Notice Date. For the avoidance of doubt, the calling of any Notes for Redemption will constitute a Make-Whole Fundamental Change with respect to such Notes pursuant to clause (B) of the definition thereof.

Appears in 1 contract

Samples: Indenture (Spotify Technology S.A.)

Right of the Company to Redeem the Notes. (A) No Right to Redeem Before March 20, 20242025. The Company may not redeem the Notes at its option at any time before March 20, 20242025. (B) Right to Redeem the Notes on or After March 20, 20242025. Subject to the terms of this Section 4.03 (including, for the avoidance of doubt, Section 4.03(J)), the Company has the right, at its election, to redeem all, or any portion in an Authorized Denomination, of the Notes, at any time, and from time to time, on a Redemption Date on or after March 20, 2024 2025 and on or before the thirtieth seventy-fifth (30th75) Scheduled Trading Day immediately before the Maturity Date, for a cash purchase price equal to the Redemption Price, but only if the Last Reported Sale Price per share of Common Stock exceeds one hundred and thirty percent (130%) of the Conversion Price on (i) each of at least twenty (20) Trading Days (whether or not consecutive) during the thirty (30) consecutive Trading Days ending on, and including, the Trading Day immediately before the Redemption Notice Date for such Redemption; and (ii) the Trading Day immediately before such Redemption Notice Date. For the avoidance of doubt, the calling of any Notes for Redemption will constitute a Make-Whole Fundamental Change with respect to such Notes pursuant to clause (B) of the definition thereof.

Appears in 1 contract

Samples: Indenture (Innoviva, Inc.)

Right of the Company to Redeem the Notes. (A) No Right to Redeem Before March 20, 20242026. The Company may not redeem the Notes at its option at any time before March 20, 20242026. (B) Right to Redeem the Notes on or After March 20, 20242026. Subject to the terms of this Section 4.03 (including, for the avoidance of doubt, Section 4.03(J))4.03, the Company has the right, at its election, to redeem all, or any portion in an Authorized Denomination, of the Notes, at any time, and from time to time, on a Redemption Date on or after March 20, 2024 2026 and on or before the thirtieth twentieth (30th20th) Scheduled Trading Day immediately before the Maturity Date, for a cash purchase price equal to the Redemption Price, but only if the Last Reported Sale Price per share of Common Stock exceeds one hundred and thirty percent (130%) of the Conversion Price on (ix) each of at least twenty (20) Trading Days (whether or not consecutive) during the thirty (30) consecutive Trading Days ending on, and including, the Trading Day immediately before the Redemption Notice Date for such Redemption; and (iiy) the Trading Day immediately before such Redemption Notice Date; provided, however, that the Company will not be entitled to call less than all of the outstanding Notes for Redemption unless the excess of the principal amount of Notes outstanding as of the time the Company sends the related Redemption Notice over the aggregate principal amount of Notes set forth in such Redemption Notice as being subject to such Redemption is at least one hundred million dollars ($100,000,000). For the avoidance of doubt, the calling of any Notes for Redemption (or any Note having been deemed called for Redemption pursuant to Section 4.03(I)) will constitute a Make-Whole Fundamental Change with respect to such Notes pursuant to clause (B) of the definition thereof.

Appears in 1 contract

Samples: Indenture (Rivian Automotive, Inc. / DE)

Right of the Company to Redeem the Notes. (A) No Right to Redeem Before March 20, 2024. The Company may not redeem the Notes at its option at any time before March 20, 2024. (B) Right to Redeem the Notes on or After March 20, 2024. Subject to the terms of this Section 4.03 (including, for the avoidance of doubt, Section 4.03(J)), the Company has the right, at its election, to redeem all, or any portion in an Authorized Denomination, of the Notes, at any time, and from time to time, on a Redemption Date on or after March 20, 2024 and on or before the thirtieth twentieth (30th20th) Scheduled Trading Day immediately before the Maturity Date, for a cash purchase price equal to the Redemption Price, but only if the Last Reported Sale Price per share of Common Stock exceeds one hundred and thirty percent (130%) of the Conversion Price on (ix) each of at least twenty (20) Trading Days (whether or not consecutive) during the thirty (30) consecutive Trading Days ending on, and including, the Trading Day immediately before the Redemption Notice Date for such Redemption; and (iiy) the Trading Day immediately before such Redemption Notice Date. For the avoidance of doubt, the calling of any Notes for Redemption will constitute a Make-Whole Fundamental Change with respect to such Notes pursuant to clause (B) of the definition thereof.

Appears in 1 contract

Samples: Indenture (Beyond Meat, Inc.)

Right of the Company to Redeem the Notes. (A) No Right to Redeem Before March 20[July [●], 20242024]12. The Company may not redeem the Notes at its option at any time before March 20[July [●], 2024]. (B) Right to Redeem the Notes on or After March 20[July [●], 2024]. Subject to the terms of this Section 4.03 (including, for the avoidance of doubt, Section 4.03(J))4.03, the Company has the right, at its election, to redeem all, or any portion in an Authorized Denomination, of the Notes, at any time, and from time to time, on a Redemption Date on or after March 20[July [●], 2024 2024] and on or before the thirtieth fortieth (30th40th) Scheduled Trading Day immediately before the Maturity Date, for a cash purchase price equal to the Redemption Price, but only if the Last Reported Sale Price per share of Common Stock exceeds one hundred and thirty percent (130%) of the Conversion Price on (i) each of at least twenty (20) Trading Days (whether or not consecutive) during the thirty (30) consecutive Trading Days ending on, and including, the Trading Day immediately before the Redemption Notice Date for such Redemption; Redemption and (ii) the Trading Day immediately before such Redemption Notice Date. For the avoidance of doubt, the calling of any Notes for Redemption will constitute a Make-Whole Fundamental Change with respect to such Notes pursuant to clause (B) of the definition thereof. 12 Note: Date This will be the third year anniversary from the issuance of the PubCo Notes.

Appears in 1 contract

Samples: Subordination Agreement (Outbrain Inc.)

Right of the Company to Redeem the Notes. (A) No Right to Redeem Before March 20July 7, 20242025. The Company may not redeem the Notes at its option at any time before March 20July 7, 20242025. (B) Right to Redeem the Notes on or After March 20July 7, 20242025. Subject to the terms of this Section 4.03 (including, for the avoidance of doubt, Section 4.03(J)), the Company has the right, at its election, to redeem all, or any portion in an Authorized Denomination, of the Notes, at any time, and from time to time, on a Redemption Date on or after March 20July 7, 2024 and 2025 and, in the case of any partial Redemption, on or before the thirtieth sixtieth (30th60th) Scheduled Trading Day immediately before the Maturity Date, for a cash purchase price equal to the Redemption Price, but only if the Last Reported Sale Price per share of Common Stock exceeds one hundred and thirty percent (130%) of the Conversion Price on (i) each of at least twenty (20) Trading Days (whether or not consecutive) during the thirty (30) consecutive Trading Days ending on, and including, the Trading Day immediately before the Redemption Notice Date for such Redemption; and (ii) the Trading Day immediately before such Redemption Notice Date. For the avoidance of doubt, the calling of any Notes for Redemption will constitute a Make-Whole Fundamental Change with respect to such Notes pursuant to clause (B) of the definition thereof.

Appears in 1 contract

Samples: Indenture (Cytokinetics Inc)

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Right of the Company to Redeem the Notes. (A) No Right to Redeem Before March 20, 2024. The Company may not redeem the Notes at its option at any time before March 20, 2024. (B) Right to Redeem the Notes on or After March 20, 2024. Subject to the terms of this Section 4.03 (including, for the avoidance of doubt, Section 4.03(J))4.03, the Company has the right, at its election, to redeem all, or any portion (subject to the Partial Redemption Limitation) in an Authorized Denomination, of the Notes, at any time, and from time to time, on a Redemption Date on or after March 20, 2024 and on or before the thirtieth fortieth (30th40th) Scheduled Trading Day immediately before the Maturity Date, for a cash purchase price equal to the Redemption Price, but only if the Last Reported Sale Price per share of Common Stock exceeds one hundred and thirty percent (130%) of the Conversion Price on (i) each of at least twenty (20) Trading Days (whether or not consecutive) during the thirty (30) consecutive Trading Days ending on, and including, the Trading Day immediately before the Redemption Notice Date for such Redemption; and (ii) the Trading Day immediately before such Redemption Notice Date. For the avoidance of doubt, the calling of any Notes for Redemption will constitute a Make-Whole Fundamental Change with respect to such Notes pursuant to clause (B) of the definition thereof. If the Company elects to redeem less than all of the outstanding Notes, then the Redemption will not constitute a Make-Whole Fundamental Change with respect to such Notes not called for Redemption, except to the extent provided in Section 4.03(J).

Appears in 1 contract

Samples: Indenture (Magnite, Inc.)

Right of the Company to Redeem the Notes. (A) No Right to Redeem Before March 20, 2024. The Company may not redeem the Notes at its option at any time before March 20, 2024. (B) Right to Redeem the Notes on or After March 20, 2024. Subject to the terms of this Section 4.03 (including, for the avoidance of doubt, Section 4.03(J))4.03, the Company has the right, at its election, to redeem all, or any portion (subject to the Partial Redemption Limitation) in an Authorized Denomination, of the Notes, at any time, and from time to time, on a Redemption Date on or after March 20, 2024 and on or before the thirtieth (30th) Scheduled Trading Day immediately before the Maturity Date, for a cash purchase price equal to the Redemption Price, but only if the Last Reported Sale Price per share of Common Stock exceeds one hundred and thirty percent (130%) of the Conversion Price on (i) each of at least twenty (20) Trading Days (whether or not consecutive) during the thirty (30) consecutive Trading Days ending on, and including, the Trading Day immediately before the Redemption Notice Date for such Redemption; and (ii) the Trading Day immediately before such Redemption Notice Date. For the avoidance of doubt, the calling of any Notes for Redemption will constitute a Make-Whole Fundamental Change with respect to such Notes pursuant to clause (B) of the definition thereof.

Appears in 1 contract

Samples: Indenture (Ceridian HCM Holding Inc.)

Right of the Company to Redeem the Notes. (A) No Right to Redeem Before March 20July 17, 20242023. The Company may not redeem the Notes at its option at any time before March 20July 17, 20242023, except pursuant to a Tax Redemption or a Mandatory Redemption. (B) Right to Redeem the Notes on or After March 20July 17, 20242023. Subject to the terms of this Section 4.03 (including, for the avoidance of doubt, Section 4.03(J))4.03, the Company has the right, at its election, to redeem (a “Provisional Redemption”) all, or any portion in an Authorized Denomination, of the Notes, at any time, and from time to time, on a Redemption Date on or after March 20July 17, 2024 2023 and on or before the thirtieth sixtieth (30th60th) Scheduled Trading Day immediately before the Maturity Date, for a cash purchase price equal to the Redemption Price, but only if the Last Reported Sale Price per share of Common Stock Ordinary Share exceeds one hundred and thirty percent (130%) of the Conversion Price on (i) each of at least twenty (20) Trading Days (whether or not consecutive) during the thirty (30) consecutive Trading Days ending on, and including, the Trading Day immediately before the Redemption Notice Date for such Redemption; and (ii) the Trading Day immediately before such Redemption Notice Date. For the avoidance of doubt, the calling of any Notes for Provisional Redemption will constitute a Make-Whole Fundamental Change Event with respect to such Notes pursuant to clause (B) of the definition thereof.

Appears in 1 contract

Samples: Indenture (Sunpower Corp)

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