Common use of Right to Require Purchase Clause in Contracts

Right to Require Purchase. (a) [If a Fundamental Change occurs, Holders shall have the right, at their option, to require the Company to Purchase all of such Holder's Debentures not previously called for redemption, or any portion of the principal amount thereof, that is equal to $1,000 or an integral multiple of $1,000, on the Fundamental Change Purchase Date. A "Fundamental Change" shall be deemed to have occurred at such time as (a) any Person, including its Affiliates and associates, other than Permitted Holders, files a Schedule 13D or TO (or any successor schedule, form or report under the Exchange Act) disclosing that such Person has become the Beneficial Owner of 50% or more of the total voting power in the aggregate of all classes the Company's Capital Stock then outstanding normally entitled to vote in elections of the Board of Directors, (b) there shall be consummated any consolidation or merger of the Company pursuant to which the Common Stock would converted into cash, securities or other property, in each case other than a consolidation or merger of the Company in which the holders of Common Stock immediately prior to the consolidation or merger have, directly or indirectly, at least a majority of the total voting power in the aggregate of all classes of Capital Stock of the continuing or surviving corporation normally entitled to vote in elections of directors immediately after the consolidation or merger or (c) the Company shall sell, convey, transfer or lease all or substantially all of its properties and assets to any Person other than a Permitted Holder.

Appears in 2 contracts

Samples: Dte Energy Co, Dte Energy Co

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Right to Require Purchase. (a) [If a Fundamental Change occurs, Holders shall have the right, at their option, to require the Company to Purchase all of such Holder's Debentures Notes not previously called for redemption, or any portion of the principal amount thereof, that is equal to $1,000 or an integral multiple of $1,000, on the Fundamental Change Purchase Date. A "Fundamental Change" shall be deemed to have occurred at such time as (a) any Person, including its Affiliates and associates, other than Permitted Holders, files a Schedule 13D or TO (or any successor schedule, form or report under the Exchange Act) disclosing that such Person has become the Beneficial Owner of 50% or more of the total voting power in the aggregate of all classes the Company's Capital Stock then outstanding normally entitled to vote in elections of the Board of Directors, (b) there shall be consummated any consolidation or merger of the Company pursuant to which the Common Stock would converted into cash, securities or other property, in each case other than a consolidation or merger of the Company in which the holders of Common Stock immediately prior to the consolidation or merger have, directly or indirectly, at least a majority of the total voting power in the aggregate of all classes of Capital Stock of the continuing or surviving corporation normally entitled to vote in elections of directors immediately after the consolidation or merger or (c) the Company shall sell, convey, transfer or lease all or substantially all of its properties and assets to any Person other than a Permitted Holder.

Appears in 2 contracts

Samples: Indenture (Dte Energy Co), Indenture (Dte Energy Co)

Right to Require Purchase. (a) [If a Fundamental Change occurs, Holders shall have the right, at their option, to require the Company to Purchase all of such Holder's Debentures not previously called for redemption, or any portion of the principal amount thereof, that is equal to $1,000 or an integral multiple of $1,000, on the Fundamental Change Purchase Date. A "Fundamental Change" shall be deemed to have occurred at such time as (a) any Person, including its Affiliates and associates, other than Permitted Holders, files a Schedule 13D or TO (or any successor schedule, form or report under the Exchange Act) disclosing that such Person has become the Beneficial Owner of 50% or more of the total voting power in the aggregate of all classes the Company's Capital Stock then outstanding normally entitled to vote in elections of the Board of Directors, (b) there shall be consummated any consolidation or merger of the Company pursuant to which the Common Stock would converted into cash, securities or other property, in each case other than a consolidation or merger of the Company in which the holders of Common Stock immediately prior to the consolidation or merger have, directly or indirectly, at least a majority of the total voting power in the aggregate of all classes of Capital Stock of the continuing or surviving corporation normally entitled to vote in elections of directors immediately after the consolidation or merger or (c) the Company shall sell, convey, transfer or lease all or substantially all of its properties and assets to any Person other than a Permitted Holder.

Appears in 1 contract

Samples: Dte Energy Co

Right to Require Purchase. (a) [If a Fundamental Change occurs, Holders shall have the right, at their option, to require the Company to Purchase all of such Holder's Debentures Notes not previously called for redemption, or any portion of the principal amount thereof, that is equal to $1,000 or an integral multiple of $1,000, on the Fundamental Change Purchase Date. A "Fundamental Change" shall be deemed to have occurred at such time as (a) any Person, including its Affiliates and associates, other than Permitted Holders, files a Schedule 13D or TO (or any successor schedule, form or report under the Exchange Act) disclosing that such Person has become the Beneficial Owner of 50% or more of the total voting power in the aggregate of all classes the Company's Capital Stock then outstanding normally entitled to vote in elections of the Board of Directors, (b) there shall be consummated any consolidation or merger of the Company pursuant to which the Common Stock would converted into cash, securities or other property, in each case other than a consolidation or merger of the Company in which the holders of Common Stock immediately prior to the consolidation or merger have, directly or indirectly, at least a majority of the total voting power in the aggregate of all classes of Capital Stock of the continuing or surviving corporation normally entitled to vote in elections of directors immediately after the consolidation or merger or (c) the Company shall sell, convey, transfer or lease all or substantially all of its properties and assets to any Person other than a Permitted Holder.

Appears in 1 contract

Samples: Supplemental Indenture (Dte Energy Co)

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Right to Require Purchase. (a) [If a Fundamental Change occurs, Holders shall have the right, at their option, to require the Company to Purchase all of such Holder's Debentures Notes not previously called for redemption, or any portion of the principal amount thereof, that is equal to $1,000 or an integral multiple of $1,000, on the Fundamental Change Purchase Date. A "Fundamental Change" shall be deemed to have occurred at such time as (a) any Person, including its Affiliates and associates, other than Permitted Holders, files a Schedule 13D or TO (or any successor schedule, form or report under the Securities Exchange Act) disclosing that such Person has become the Beneficial Owner of 50% or more of the total voting power in the aggregate of all classes the Company's Capital Stock then outstanding normally entitled to vote in elections of the Board of Directors, (b) there shall be consummated any consolidation or merger of the Company pursuant to which the Common Stock would converted into cash, securities or other property, in each case other than a consolidation or merger of the Company in which the holders of Common Stock immediately prior to the consolidation or merger have, directly or indirectly, at least a majority of the total voting power in the aggregate of all classes of Capital Stock of the continuing or surviving corporation normally entitled to vote in elections of directors immediately after the consolidation or merger or (c) the Company shall sell, convey, transfer or lease all or substantially all of its properties and assets to any Person other than a Permitted Holder.

Appears in 1 contract

Samples: Jabil Circuit Inc

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