Special Partial Mandatory Redemption Clause Samples
A Special Partial Mandatory Redemption clause requires the issuer of a security, such as a bond, to redeem a specified portion of the outstanding principal before the scheduled maturity date under certain predefined circumstances. This clause typically applies when the issuer receives unexpected funds, such as proceeds from asset sales or insurance recoveries, and mandates that a portion of these funds be used to repay investors early. Its core practical function is to protect investors by ensuring they receive a return of capital in specific situations, thereby reducing credit risk and aligning the interests of the issuer and investors in the event of significant financial changes.
Special Partial Mandatory Redemption. If a Special Partial Mandatory Redemption Event occurs, the EchoStar Exchange Notes will be redeemed in an amount (taking into consideration equivalent provisions under the New Senior Spectrum Secured Convertible Notes Indenture and the New Senior Spectrum Secured Notes Indenture), as shall be determined by the Company (the “Special Partial Mandatory Redemption”) and set forth in the notice delivered to the Trustee pursuant to Section 4.18 and in the notice of redemption to be delivered to the Holders of the EchoStar Exchange Notes pursuant to such Section, such that immediately after giving effect to such redemption the LTV Ratio shall not be greater than 0.375 to 1.00 at a price equal to 102% of the aggregate principal amount of the EchoStar Exchange Notes to be redeemed, plus accrued and unpaid (or not yet capitalized in the case of PIK Interest) interest on the principal amount of the EchoStar Exchange Notes to be redeemed to, but not including, the Special Mandatory Redemption Date. The Trustee shall have no obligation to determine whether the amount of the EchoStar Exchange Notes to be redeemed in connection with a Special Partial Mandatory Redemption Event complies with the requirements of this Section 3.08. In the case of any partial redemption (including Special Partial Mandatory Redemption), unless otherwise required by the law or, with respect to Global Notes, by the procedures of the Depositary, the EchoStar Exchange Notes to be redeemed will be selected on a pro rata basis; provided, that, unless otherwise required by law, certificated EchoStar Exchange Notes (other than Global Notes) will be selected by the Trustee by lot. Other than as explicitly set forth in this Section 3.08, the provisions of Article III related to redemption of EchoStar Exchange Notes, including deposit of redemption price and relevant notices, shall apply mutatis mutandis to a mandatory redemption of the EchoStar Exchange Notes in accordance with this Section 3.08.
Special Partial Mandatory Redemption. If (i) the Acquisition has not been completed on or prior to 5:00 p.m. (Eastern Time) on July 24, 2021 (or, to the extent such date is automatically extended pursuant to the terms of the Purchase Agreement, on or before October 24, 2021 or January 24, 2022, as applicable) (such date, as extended if applicable, the “Outside Date”), or (ii) prior to 5:00 p.m. (Eastern Time) on the Outside Date, (a) the Company has terminated the Purchase Agreement or decided that it will not pursue the consummation of the Acquisition or (b) the Company has determined in its sole discretion that the consummation of the Acquisition cannot or is not reasonably likely to be satisfied by 5:00 p.m. (Eastern Time) on the Outside Date (the earlier to occur of the events described in clauses (i) and (ii) of this sentence, an “Acquisition Triggering Event”), the Company will be required to redeem (the “Special Partial Mandatory Redemption”), within 30 days of the Acquisition Triggering Event, all of the 2029 Notes and $200.0 million aggregate principal amount of the 2031 Notes, in each case, at a redemption price equal to 100% of the principal amount thereof, plus accrued and unpaid interest to, but not including, the redemption date (the “Special Partial Mandatory Redemption Price”). Upon the occurrence of an Acquisition Triggering Event, the Company will promptly (but in no event later than five Business Days following such Acquisition Triggering Event) notify the Holders of the 2029 Notes and/or the 2031 Notes, as applicable, by mail (or electronic delivery) of such event (with an Officer’s Certificate certifying the occurrence of the Acquisition Triggering Event to be delivered to the Trustee prior to or substantially simultaneously with such notice; and, at the Company’s request, the Trustee shall give the notice of an Acquisition Triggering Event to the Holders of such Notes in the Company’s name and at the Company’s expense, which request (together with such Officer’s Certificate) shall be delivered to the Trustee at least two Business Days before the delivery of the notice to the holders of such notes) (such date of notification to the Holders, the “Special Partial Mandatory Redemption Notice Date”), that the 2029 Notes and/or the 2031 Notes, as applicable, will be redeemed no later than 30 days after the Acquisition Triggering Event (such date, the “Special Partial Mandatory Redemption Date”), in each case in accordance with the applicable provisions of Sections 3.02 through ...
Special Partial Mandatory Redemption. (a) The Escrow Property, in an aggregate amount of $309,253,125, will be held by the Escrow Agent in the Escrow Account pursuant to the Escrow Agreement. The Escrow Property will be invested as provided in the Escrow Agreement.
(b) In addition to any payments required by Sections 4.10 and 4.15 hereof, if the conditions to release of the Escrow Property to the Company in connection with the consummation of the Acquisition, which are set forth in Section 1.4(b) of the Escrow Agreement, have not been satisfied on or before August 15, 2012, or, such later date through September 15, 2012 as may be extended due to antitrust review pursuant to the terms of the Merger Agreement or the Company notifies the Trustee in writing that the Acquisition has been terminated prior to that date (the earlier of such dates, the “Acquisition Deadline”), the Company will redeem notes in an aggregate principal amount equal to the Redeemable Notes Amount (the “Special Partial Mandatory Redemption”), selected on a pro rata basis as provided for herein from all the Notes, no sooner than three Business Days after notice of such redemption has been provided to the Trustee and the Escrow Agent pursuant to the terms of the Escrow Agreement and not more than five Business Days after the Acquisition Deadline (the date of redemption, the “Special Partial Mandatory Redemption Date”), at a redemption price equal to the offering price set forth on the cover page of the Offering Circular plus accrued interest and accreted value (if any) to, but not including, the Special Partial Mandatory Redemption Date (the “
Special Partial Mandatory Redemption. The Company shall not be required to make any mandatory redemption or sinking fund payments with respect to the Notes; provided that if (i) the DDC Acquisition is not consummated, or the DDC Acquisition Agreement is terminated, on or prior to October 22, 2016 or (ii) the Company notifies the Trustee in writing, or otherwise announces, that the it will not pursue the consummation of the DDC Acquisition, then the Company shall redeem $450.0 million of the Notes (the “Special Partial Mandatory Redemption”) on the third Business Day following the earlier to occur of (i) and (ii) (the “Special Partial Mandatory Redemption Date”) at a redemption price equal to 100% of the issue price of the Notes, plus accrued and unpaid interest to, but excluding, the Special Partial Mandatory Redemption Date.
Special Partial Mandatory Redemption. Except as described below, the Company is not required to make mandatory redemption payments or sinking fund payments with respect to the Notes.