Rights Distributions Pursuant to Stockholders’ Rights Plans. Upon conversion of any Note or a portion thereof, the Company shall make provision for the Holder thereof, to the extent such Holder is to receive shares of Common Stock upon such conversion, to receive, in addition to, and concurrently with the delivery of, the consideration otherwise payable hereunder upon such conversion, the rights described in any stockholders’ rights plan (i.e., poison pill) the Company may have in effect at such time, unless such rights have separated from the Common Stock at the time of such conversion, in which case the Conversion Rate shall be adjusted upon such separation in accordance with Section 10.05(C).
Rights Distributions Pursuant to Stockholders’ Rights Plans. Upon conversion of any Security or a portion thereof, the Company shall make provision such that the Holder thereof shall, to the extent such Holder is to receive shares of Common Stock upon such conversion, receive, in addition to, and concurrently with the delivery of, such shares of Common Stock upon conversion, the rights described in any stockholders’ rights plan(s) of the Company then in effect, unless the rights have separated from the Common Stock prior to the time of conversion, in which case the Conversion Rate shall be adjusted at the time of separation as if the Company distributed to all holders of Common Stock, Distributed Property as described in Section 10.06(c), subject to readjustment in the event of the expiration, termination or redemption of such rights.
Rights Distributions Pursuant to Stockholders’ Rights Plans. Upon conversion of any Note or a portion thereof, the Company shall make provisions for the Holder thereof, to the extent such Holder is to receive any shares of Common Stock, if any, upon such conversion, to receive, in addition to, and concurrently with the delivery of, the consideration otherwise deliverable hereunder upon such conversion, the rights described in any stockholder’s rights plan the Company may have in effect at such time, unless such rights have separated from the Common Stock at the time of such conversion, in which case the Conversion Rate shall be adjusted upon such separation in accordance with Section 12.05(c) of this Supplemental Indenture. A further adjustment shall occur as described in Section 12.05(c) above if such rights become exercisable to purchase different securities, evidences of indebtedness, or assets, subject to readjustment in the event of the expiration, termination or redemption of such right.
Rights Distributions Pursuant to Stockholders’ Rights Plans. Upon conversion of any Security or a portion thereof, the Company shall make provision such that the Holder thereof shall, to the extent such Holder is to receive shares of Common Stock upon such conversion, receive, in addition to, and concurrently with the delivery of, the consideration otherwise payable hereunder upon such conversion, the rights described in any stockholders’ rights plan(s) of the Company then in effect; provided, however, that no such provision need be made if the rights have been separated from the Common Stock prior to the time of such conversion, but the provisions of Section 8.06(c) hereof shall apply.
Rights Distributions Pursuant to Stockholders’ Rights Plans. Upon conversion of any Security or a portion thereof, the Guarantor shall make provision such that the Holder thereof shall, to the extent such Holder is to receive shares of Common Stock upon such conversion, receive, in addition to, and concurrently with the delivery of, the consideration otherwise payable hereunder upon such conversion, the rights described in any stockholders’ rights plan(s) of the Guarantor then in effect; provided, however, that no such provision need be made if the rights have been separated from the Common Stock prior to the time of such conversion, but in such event, the provisions of Section 10.05(c) shall apply.
Rights Distributions Pursuant to Stockholders’ Rights Plans. Upon conversion of any Security or a portion thereof, the Company shall make provision for the Holder thereof to receive, in addition to, and concurrently with the delivery of, the consideration otherwise payable hereunder upon such conversion, the rights described in each and any stockholders' rights plan the Company may have in effect at such time (unless the rights have been separated from the Common Stock prior to the time of conversion, in which case the provisions of SECTION 10.06(c) shall apply). In the event that the Company implements a stockholders' rights plan after the date hereof, the Company shall provide that the Holders will receive upon conversion of their Securities, in addition to the consideration otherwise payable hereunder upon such conversion, the rights described therein (unless the rights have been separated from the Common Stock prior to the time of conversion, in which case the provisions of SECTION 10.06(c) shall apply).
Rights Distributions Pursuant to Stockholders’ Rights Plans. Upon conversion of any Security or a portion thereof, the Company shall make provision for the Holder thereof to receive, in addition to, and concurrently with the delivery of, the consideration otherwise payable hereunder upon such conversion, the rights described in each and any stockholders’ rights plan the Company may have in effect at such time (whether or not the rights have been separated from the Common Stock prior to the time of conversion). In the event that the Company implements a stockholders’ rights plan after the date hereof, the Company shall provide that the Holders will receive upon conversion of their Securities, in addition to the consideration otherwise payable hereunder upon such conversion, the rights described therein (whether or not the rights have been separated from the Common Stock prior to the time of conversion).
Rights Distributions Pursuant to Stockholders’ Rights Plans of the Indenture is hereby amended by (i) deleting the first reference to “Company” and inserting in lieu thereof “Guarantor,” (ii) deleting the following words from the section “the Rights Agreement (as the same may be amended, supplemented or replaced) and any future” and replacing them with “any” and (iii) deleting the last reference to “Company” and replacing it with “Guarantor.”
Rights Distributions Pursuant to Stockholders’ Rights Plans. (i) To the extent that the Company adopts a rights plan (i.e., a poison pill) and such plan is in effect upon conversion of the Note or a portion thereof, the Company shall make provision such that the Holder shall receive, in addition to, and concurrently with the delivery of, the shares of Common Stock due upon conversion, the rights described in such plan, unless, prior to the Conversion Date, the rights have (i) become exercisable or (ii) separated from the shares of Common Stock (the first of such events to occur, a “Trigger Event”), in which case the Conversion Price shall be adjusted automatically effective at the time of such Trigger Event as if the Company distributed to all holders of shares of Common Stock Distributed Property as described in Section 5(a)(iii) above, subject to readjustment in the event of the expiration, termination or redemption of such rights. Notwithstanding the foregoing, to the extent any such stockholder rights are exchanged by the Company for shares of Common Stock or other property or securities, the Conversion Price shall be appropriately readjusted as if such stockholder rights had not been issued, but the Company had instead issued such shares of Common Stock or other property or securities as a dividend or distribution of shares of Common Stock pursuant to Section 5(a)(i) or Section 5(a)(iii), as applicable.
(ii) To the extent that such rights are not exercised prior to their expiration, termination or redemption, the Conversion Price shall be readjusted to the Conversion Price that would then be in effect had the adjustments made upon the occurrence of the Trigger Event been made on the basis of the issuance of, and the receipt of the exercise price with respect to, only the number of shares of Common Stock actually issued pursuant to such rights. Notwithstanding the foregoing, to the extent any such rights are exchanged by the Company for shares of Common Stock, the Conversion Price shall be appropriately readjusted as if such rights had not been issued, but the Company had instead issued the shares of Common Stock issued upon such exchange as a dividend or distribution of shares of Common Stock subject to Section 5(a)(i).
Rights Distributions Pursuant to Stockholders’ Rights Plans. In the event that the Company implements a shareholders’ rights plan after the date hereof, the Company shall provide that the Holders will receive, upon conversion of their Securities, to the extent such Holders receive shares of Common Stock upon such conversion, the associated rights issued under such shareholders’ rights plan, unless prior to conversion such rights have separated from the Common Stock, expired, terminated or been redeemed in accordance with such shareholders’ rights plan. If such rights shall have separated from the Common Stock prior to conversion by a Holder, then for purposes of Section 10.05 and Section 10.06, such separation shall be treated as a distribution of such rights and the Conversion Rate shall be adjusted pursuant to Section 10.05(b) or Section 10.05(c), as applicable.
