Applicable Increase has the meaning set out in paragraph 4.2 of Schedule 10 (Pricebook, Charges and Invoicing).
Applicable Increase means (x) 0.75 to 1.00 for the Reference Period ending on the last day of the fiscal quarter in which a Material Acquisition is consummated and the Reference Period ending on the last day of the first full fiscal quarter following the consummation of such Material Acquisition, (y) 0.50 to 1.00 for the Reference Periods ending on the last day of the second and third full fiscal quarters following the consummation of such Material Acquisition and (z) 0.25 to 1.00 for the Reference Periods ending on the last day of the fourth and fifth full fiscal quarters following the consummation of such Material Acquisition (it being understood that no Applicable Increase shall apply for any Reference Period ending on or after the last day of the sixth full fiscal quarter following the applicable Material Acquisition).
Applicable Increase means, with respect to a Fundamental Change, the amount, set forth in the following table, which corresponds to the effective date of such Fundamental Change (the “Effective Date”) and the Stock Price of such Fundamental Change: Stock Price Effective Date $13.00 $15.00 $20.00 $25.00 $30.00 $35.00 $40.00 $45.00 $50.00 $55.00 $60.00 $65.00 March 2, 2007 20.93 17.31 7.55 3.77 2.19 1.71 1.50 1.33 1.20 1.09 1.00 0.92 July 15, 2007 20.93 15.67 6.04 2.64 1.38 1.14 1.00 0.89 0.80 0.73 0.66 0.62 July 21, 2008 20.93 10.67 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 provided, however, that (x) if the actual Stock Price of such Fundamental Change is between two (2) Stock Prices listed in the table above under the column titled “Stock Price,” or if the actual Effective Date of such Fundamental Change is between two Effective Dates listed in the table above in the row immediately below the title “Effective Date,” or both, then the Applicable Increase for such Fundamental Change shall be determined by linear interpolation between the Applicable Increases set forth (i) for such two Stock Prices or (ii) for such two Effective Dates based on a three hundred and sixty five (365) day year, or both, as applicable; and (y) if the actual Stock Price of such Fundamental Change is greater than $65.00 per share (the “Cap”) (subject to adjustment as provided in Section 11.18(b)(i)), or if the actual Stock Price of such Fundamental Change is less than $13.00 (the “Floor”) per share (subject to adjustment as provided in Section 11.18(b)(i)), then the Applicable Increase shall be equal to zero (0).
Examples of Applicable Increase in a sentence
The Conversion Rate applicable to each Security that is surrendered for conversion, in accordance with the Securities and Article X of the Indenture, at any time during the Make-Whole Conversion Period with respect to a Make-Whole Fundamental Change shall be increased to an amount equal to the Conversion Rate that would, but for Section 10.15 of the Indenture, otherwise apply to such Security pursuant to Article X of the Indenture, plus an amount equal to the Make-Whole Applicable Increase.
The additional consideration payable hereunder on account of any Make-Whole Applicable Increase (as defined below) with respect to a Debenture surrendered for conversion is herein referred to as the “ Make-Whole Consideration.” The Make-Whole Consideration will be in addition to, and not in substitution for, any cash, securities or other assets otherwise due to Holders of Debentures upon conversion (other than the Interest Make-Whole) as described in this Indenture.
The additional consideration payable hereunder on account of any Make-Whole Applicable Increase with respect to a Security surrendered for conversion is herein referred to as the “Make-Whole Consideration.” For avoidance of doubt, the amount of the Make-Whole Consideration due upon the conversion of a Security shall be based on the Cash Settlement Averaging Period and Volume-Weighted Average Prices applicable to such conversion pursuant to Section 8.02 hereof.
No later than the third Business Day after the Make-Whole Reference Date of each Make-Whole Fundamental Change, the Company shall mail, in accordance with Section 12.02, written notice of, and shall publicly announce, through a reputable national newswire service in the United States, and publish on the Company’s website, such Make-Whole Reference Date and the Make-Whole Applicable Increase applicable to such Make-Whole Fundamental Change.
On the third Trading Day following the applicable Conversion Date, the Company shall deliver to the applicable Holder (i) an amount in cash equal to the applicable Interest Make- Whole if the Conversion Date is after May 1, 2011 (except in the case of a conversion in which the Make-Whole Applicable Increase pursuant to Section 10.04 of the Indenture shall apply) and (ii) the Settlement Shares, in accordance with Section 10.02 of the Indenture.
More Definitions of Applicable Increase
Applicable Increase means, with respect to a Make-Whole Fundamental Change, the amount, set forth in the following table, which corresponds to the effective date of such Make-Whole Fundamental Change (the "Effective Date”) and the Applicable Price of such Make-Whole Fundamental Change: APPLICABLE INCREASE (per $1,000 principal amount of Securities) Effective Date APPLICABLE May 23, May 31, May 31, May 31, May 31, May 31, May 31, June 6, PRICE 2006 2007 2008 2009 2010 2011 2012 2013 $9.87 9.23 9.23 9.23 9.23 9.23 6.40 2.66 1.96 $10.50 9.23 9.23 9.08 7.92 7.26 5.62 1.84 0.35 $10.86 8.63 8.59 8.35 7.28 6.75 5.24 1.58 0.00 $11.00 8.34 8.31 8.09 7.06 6.56 5.10 1.52 0.00 $11.50 7.37 7.31 7.21 6.33 5.93 4.64 1.33 0.00 $12.00 6.51 6.46 6.41 5.68 5.34 4.21 1.19 0.00 $13.00 5.08 5.04 4.93 4.53 4.32 3.47 0.98 0.00 $14.00 3.90 3.86 3.64 3.58 3.44 2.83 0.80 0.00 $15.00 3.23 3.12 3.02 2.79 2.70 2.29 0.65 0.00 $16.00 2.47 2.36 2.28 2.12 2.07 1.81 0.51 0.00 $18.00 1.21 1.20 1.19 1.14 1.11 1.01 0.29 0.00 $20.00 0.52 0.52 0.51 0.51 0.49 0.44 0.10 0.00 $22.50 0.07 0.05 0.03 0.03 0.02 0.01 0.00 0.00 $25.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 provided, however, that:
Applicable Increase shall have the meaning specified in Section 15.03.
Applicable Increase means, with respect to a Make-Whole Fundamental Change, the amount, set forth in the following table, which corresponds to the effective date of such Make-Whole Fundamental Change (the "EFFECTIVE DATE") and the Applicable Price of such Make-Whole Fundamental Change: APPLICABLE INCREASE (per $1,000 principal amount of Securities)
Applicable Increase means, with respect to a Make-Whole Fundamental Change, the amount set forth in the following table that corresponds to the effective date of such Make-Whole Fundamental Change (the "Effective Date") and the Stock Price of such Make-Whole Fundamental Change, all as determined by the Company: Applicable Increase (per $1,000 principal amount of Notes) 77 ------------------------------------------------------------------------------------------------------------- Stock price ------------------------------------------------------------------------------------------------------------- Effective Date $37.10 $48.00 $58.00 $68.00 $78.00 $88.00 $98.00 $108.00 $118.00 ------------------------------------------------------------------------------------------------------------- March 8, 2006 4.4923 2.2848 1.3491 0.8472 0.5538 0.3703 0.2494 0.1667 0.1089 ------------------------------------------------------------------------------------------------------------- March 15, 2007 4.4923 2.2453 1.2866 0.7877 0.5049 0.3324 0.2209 0.1457 0.0934 ------------------------------------------------------------------------------------------------------------- March 15, 2008 4.4923 2.1491 1.1833 0.7021 0.4403 0.2854 0.1872 0.1219 0.0769 ------------------------------------------------------------------------------------------------------------- March 15, 2009 4.4923 2.0283 1.0547 0.5994 0.3655 0.2332 0.1517 0.0981 0.0613 ------------------------------------------------------------------------------------------------------------- March 15, 2010 4.4923 1.8233 0.8681 0.4630 0.2729 0.1720 0.1115 0.0717 0.0441 ------------------------------------------------------------------------------------------------------------- March 15, 2011 4.4923 1.5258 0.6154 0.2970 0.1702 0.1086 0.0719 0.0466 0.0282 ------------------------------------------------------------------------------------------------------------- March 15, 2012 4.4923 1.0214 0.2826 0.1182 0.0723 0.0500 0.0344 0.0222 0.0125 ------------------------------------------------------------------------------------------------------------- March 15, 2013 4.4923 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000 ------------------------------------------------------------------------------------------------------------- provided, however, that:
Applicable Increase means for any given fiscal year an amount equal to the sum of (x) fifty percent (50%) of Consolidated Net Income for the fiscal year ending on such date (but in any event not less than zero), (y) one hundred percent (100%) of the net cash proceeds of the issuance of any Capital Stock during such fiscal year and (z) one hundred percent (100%) of the principal amount of securities (other than capital stock) converted into capital stock of Company after the date of this Agreement during such fiscal year.
Applicable Increase means, with respect to (a) a Non-Stock Change of Control or (b) a conversion in connection with a Redemption pursuant to Section 3.01(a) hereof, the amount, set forth in the following table, which corresponds to the Effective Date and the Stock Price: 55.33 60.00 65.00 70.00 75.00 80.00 87.50 91.00 100.00 120.00 150.00 175.00 200.00 8/28/2013 2.2792 2.3143 2.1297 1.9143 1.7810 1.6393 1.4857 1.5275 1.2743 0.9393 0.6276 0.4571 0.3493 2/15/2014 2.3012 2.2214 1.9504 1.7504 1.6285 1.4989 1.3585 1.3967 1.1652 0.8589 0.5739 0.4180 0.3194 2/15/2015 2.3488 2.0233 1.5679 1.4005 1.3029 1.1993 1.0869 1.1175 0.9323 0.6872 0.4592 0.3344 0.2555 2/15/2016 2.3965 1.8251 1.1853 1.0506 0.9774 0.8997 0.8154 0.8383 0.6994 0.5155 0.3445 0.2509 0.1917 2/15/2017 2.4443 1.6264 0.8017 0.6998 0.6510 0.5992 0.5431 0.5584 0.4658 0.3434 0.2294 0.1671 0.1277 2/15/2018 2.4922 1.4282 0.4191 0.3499 0.3255 0.2996 0.2716 0.2792 0.2329 0.1717 0.1147 0.0836 0.0638 2/15/2019 2.5403 1.2300 0.0365 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000 0.0000 provided, however, that:
Applicable Increase means (i) if a Material Acquisition is consummated during the Reference Period ending on or nearest to June 30, 2017, (x) 0.50 to 1.00 for the Reference Period ending on or nearest to June 30, 2017 and the Reference Periods ending on or nearest to September 30, 2017 and December 31, 2017 and (y) 0.25 to 1.00 for the Reference Periods ending on or nearest to March 31, 2018, June 30, 2018 and September 30, 2018 and (ii) if a Material Acquisition is consummated during the fiscal quarter ending on or nearest to September 30, 2017 or any subsequent fiscal quarter, (x) 0.75 to 1.00 for the Reference Period ending on the last day of the fiscal quarter in which such Material Acquisition is consummated and the Reference Period ending on the last day of the first full fiscal quarter following the consummation of such Material Acquisition, (y) 0.50 to 1.00 for the Reference Periods ending on the last day of the second and third full fiscal quarters following the consummation of such Material Acquisition and (z) 0.25 to 1.00 for the Reference Periods ending on the last day of the fourth and fifth full fiscal quarters following the consummation of such Material Acquisition (it being understood that (A) no Applicable Increase shall apply, with respect to clause (i) above, for any Reference Period ending on or nearest to December 31, 2018 or thereafter and (B) no Applicable Increase shall apply, with respect to clause (ii) above, for any Reference Period ending on or after the last day of the sixth full fiscal quarter following the applicable Material Acquisition).