Special Mandatory Redemption Clause Samples

Special Mandatory Redemption. (a) If the Company does not consummate the Merger on or prior to June 17, 2020 (the “Outside Date”), or if, prior to the Outside Date, the Company notifies the Trustee in writing that the Merger Agreement is terminated or that in the Company’s reasonable judgment the Merger will not be consummated on or prior to the Outside Date (each, a “Special Mandatory Redemption Event”), the Company shall redeem the Notes in whole but not in part at a special mandatory redemption price (the “Special Mandatory Redemption Price”) equal to 101% of the aggregate principal amount of the Notes, plus accrued and unpaid interest, if any, to, but excluding, the Special Mandatory Redemption Date (as defined below) (subject to the right of Holders of record on the relevant Regular Record Date to receive interest due on any Interest Payment Date that is on or prior to the Special Mandatory Redemption Date), in accordance with the applicable provisions set forth herein and in Article 10 of the Base Indenture. (b) Upon the occurrence of a Special Mandatory Redemption Event, the Company shall promptly (but in no event later than 10 Business Days following such Special Mandatory Redemption Event) notify (such notice to include the Officers’ Certificate required by Section 10.2 of the Base Indenture) the Trustee in writing of such event, and the Trustee shall, no later than 5 Business Days following receipt of such notice from the Company, notify the Holders of Notes (such date of notification to the Holders, the “Special Mandatory Redemption Notice Date”) that all of the Notes outstanding will be redeemed on the 3rd Business Day following the Special Mandatory Redemption Notice Date (such date, the “Special Mandatory Redemption Date”) automatically and without any further action by the Holders of Notes, in each case in accordance with the applicable provisions set forth herein and in Article 10 of the Base Indenture, the form of such notice to the Holders of the Notes to be included in such notice to the Trustee. At or prior to 12:00 p.m., New York City time, on the Business Day immediately preceding the Special Mandatory Redemption Date, the Company shall deposit with the Trustee funds sufficient to pay the Special Mandatory Redemption Price for the Notes. If such deposit is made as provided above, the Notes will cease to bear interest on and after the Special Mandatory Redemption Date.

Special Mandatory Redemption. In the event that the Rexam Acquisition is not consummated on or prior to November 15, 2016, or if prior to November 15, 2016 the Company notifies the Trustee in writing that the Rexam Acquisition has lapsed or been withdrawn, (such event being a “Mandatory Redemption Event”), the Company will redeem all outstanding Notes (the “Special Mandatory Redemption”) at a price equal to 100% of the issue price of such Notes, plus accrued and unpaid interest from the issue date to, but excluding, the Special Mandatory Redemption Date and additional amounts, if any. Notice of the occurrence of a Mandatory Redemption Event will be sent by the Company (a “Special Redemption Notice”) within five Business Days following the occurrence of a Mandatory Redemption Event, to the Trustee. The Special Redemption Notice will specify the date fixed for such Special Mandatory Redemption (the “Special Mandatory Redemption Date”), which date may not be any later than 15 days from the date of such Special Redemption Notice. Concurrently with the delivery of the Special Redemption Notice, the Company will instruct the paying agent to, at the Company’s expense, deliver (by first-class mail to each Holder’s registered address or otherwise in accordance with the procedures of Euroclear or Clearstream, as the case may be) a notice that a Special Mandatory Redemption will occur on the date specified in the Special Redemption Notice. Upon the consummation of the Rexam Acquisition, this Section 3.09 will cease to apply.

Special Mandatory Redemption. If, for any reason, the Company's proposed acquisition of S▇▇▇▇▇'▇-▇▇▇▇▇, Inc. (the "S▇▇▇▇▇'▇-▇▇▇▇▇ Acquisition") is not consummated on or prior to the Special Redemption Deadline or, if prior to the Special Redemption Deadline, the Merger Agreement is terminated in accordance with its terms, the Company shall redeem all of the Securities of this series on the Special Redemption Date at the Special Redemption Price.

Special Mandatory Redemption. If a Special Mandatory Redemption of the Notes is to occur pursuant to Section 3.02 hereof, the Escrow Agent will cause the liquidation of all Escrowed Property then held by it and cause the release of the proceeds of such liquidated Escrowed Property to the Trustee in accordance with the terms of the Escrow Agreement. The Trustee shall apply such proceeds to the payment of the Special Mandatory Redemption Price, as set forth in Section 3.02 hereof.

Special Mandatory Redemption. In the event that the Principal Closing (as defined in the Cordis Purchase Agreement) has not occurred on or prior to March 31, 2016, or the Cordis Purchase Agreement is terminated, the Issuer will be required to redeem all outstanding Notes on the Special Mandatory Redemption Date at a redemption price equal to 101% of the aggregate principal amount thereof, plus accrued and unpaid interest, if any, to, but excluding, the Special Mandatory Redemption Date (the “Special Mandatory Redemption Price”). Notwithstanding the foregoing, installments of interest on the Notes that are due and payable on interest payment dates falling on or prior to the Special Mandatory Redemption Date will be payable on such interest payment dates to the registered Holders as of the close of business on the relevant record dates in accordance with the Notes and the Indenture. The Issuer will cause the notice of special mandatory redemption to be delivered electronically or mailed, with a copy to the Trustee, within ten Business Days after the occurrence of the event triggering the special mandatory redemption to each Holder at its registered address. If funds sufficient to pay the Special Mandatory Redemption Price of the Notes to be redeemed on the Special Mandatory Redemption Date are deposited with the Trustee or a paying agent on or before such Special Mandatory Redemption Date, and certain other conditions are satisfied, on and after such Special Mandatory Redemption Date, the Notes will cease to bear interest.

Special Mandatory Redemption. (a) If (i) the Escrow Agent has not received the Officer’s Certificate described in Section 12.02 on or prior to the Escrow End Date or (ii) the Issuer notifies the Escrow Agent in writing that the Issuer will not pursue the consummation of the Acquisition and announces that the Transaction Agreement has been terminated, then the Escrow Agent shall upon direction from the Issuer release the Escrowed Property (including investment earnings thereon, if any, and proceeds thereof) to the order of the Trustee and the Trustee shall arrange for payment of the amounts in the Euro Escrow Account to the Euro Paying Agent and the amounts in the U.S. Dollar Escrow Account to the Dollar Paying Agent for payment to the Holders of the Notes (the “Special Mandatory Redemption”) on the third Business Day following the date of the release of the Escrowed Property to the order of the Trustee (the “Special Mandatory Redemption Date”) or as otherwise required by the applicable procedures of DTC and Euroclear or Clearstream, as applicable, at a redemption price calculated by the Issuers (the “Special Mandatory Redemption Price”) equal to 100% of the issue price of the Notes, plus accrued and unpaid interest from the Issue Date to, but excluding, the Special Mandatory Redemption Date. Any Escrowed Property in excess of the amount necessary to effect the Special Mandatory Redemption shall be distributed as set forth in the Escrow Agreement. (b) Any redemption made pursuant to this Section 3.08 shall be made pursuant to the procedures set forth in this Indenture and the Escrow Agreement, except to the extent inconsistent with this paragraph. The Issuers shall not be required to make any mandatory redemption or sinking fund payment with respect to the Notes, except pursuant to Section 3.08(a) hereof.

Special Mandatory Redemption. The Bonds are also subject to Special Mandatory Redemption as set forth in Section 5.1(b) hereof.

Special Mandatory Redemption. The Company will be required to redeem this Note as and to the extent set forth in (and only in the circumstances described in) ‎Section 4.03 of the Supplemental Indenture.

Special Mandatory Redemption. (a) In the event that (i) the Escrow Outside Date occurs and the Escrow Agent shall not have received an Escrow Release Officer’s Certificate on or prior to such date, (ii) the Company informs the Escrow Agent and the Trustee in writing that, in the reasonable judgment of the Company, the Acquisition will not be consummated on or prior to the Escrow Outside Date or (iii) the Company informs the Escrow Agent and the Trustee in writing that the Acquisition Agreement was terminated prior to the Escrow Outside Date, as described under Section 5.8 of the Indenture, the Company shall redeem all of the Notes (the “Special Mandatory Redemption”) at a price (the “Special Mandatory Redemption Price”) equal to 100.0% of the initial issue price of the Notes, plus the amount of interest paid as PIK Interest, if any, plus accrued and unpaid interest on the Notes, if any, from the most recent date to which interest has been paid or, if no interest has been paid, from the Issue Date to, but excluding, the Special Mandatory Redemption Date. (b) Any Special Mandatory Redemption made pursuant to this paragraph 7 and Section 5.8 of the Indenture shall be made pursuant to the procedures set forth in the Indenture and the Escrow Agreement, except to the extent inconsistent with this paragraph 7 or Section 5.8 of the Indenture.