Change in Control Premium definition

Change in Control Premium means an amount equal to 1.0% of the aggregate principal amount of a Loan being prepaid in connection with a Change in Control.
Change in Control Premium means one percent (1.00%) of the principal amount of any Note redeemed, repurchased or repaid pursuant to Section 3.04(f).
Change in Control Premium means, with respect to any Notes being repurchased or otherwise repaid in whole or in part for the period from the First Closing Date to July 20, 2007, the lesser of (i) 25% and (ii) the greater of (x) 5% and (y) the IRR as of the date of a Change in Control earned by the Investors on their Investments in Holdings and its Subsidiaries made on or prior to the First Closing Date (it being understood that during such period, the Change in Control Premium shall not be less than 5.0%), and thereafter shall mean, with respect to any Notes being repurchased or otherwise repaid in whole or in part during any of the periods set forth below, an amount equal to the percentage, set forth opposite such period, of the aggregate principal amount of the Notes required to be repurchased or otherwise repaid at such time: July 21, 2007 - July 20, 2008 4.0% July 21, 2008 - July 20, 2009 3.0% July 21, 2009 and thereafter 1.0%

Examples of Change in Control Premium in a sentence

  • The Company shall pay the Change in Control Premium in cash or issue the Transaction Election Shares to the Holder, as the case may be, at and subject to the closing of the Change in Control.

  • Upon conversion of this Note or payment of the Change in Control Premium in accordance with this Section, all rights with respect to this Note shall terminate, whether or not the Note has been surrendered for cancellation, and the Company will be forever released from all of its obligations and liabilities under this Note except its obligations pursuant to Section 2.5.

  • The Transaction Election Notice shall set forth the form of consideration (the Change in Control Premium or the Transaction Election Shares) that the Holder elects to receive in cancellation of the Outstanding Amount.

  • If the Company has not received the Transaction Election Notice within the Transaction Election Period, the Company may specify the form of consideration (Change in Control Premium and/or Transaction Election Shares) in its sole discretion; provided that the form of consideration shall be the same form of consideration as is paid to any other holder of a note issued pursuant to the Agreement that has not timely returned a Transaction Election Notice.

  • For the avoidance of doubt, no Prepayment Premium, Makewhole Amount, Change in Control Premium or Special Premium shall be payable in connection solely with a prepayment pursuant to this Section 2.2(c)(v).

  • One- half of the Change in Control Premium Payment will be paid to Representative on the Payout Date.

  • Initial Change in Control Premium Payment: One-half of the Change in Control Premium Payment paid to Representative on the Payout Date.

  • For the avoidance of doubt, no Change in Control Premium or Special Premium shall be payable in connection with a prepayment solely pursuant to this Section 2.2(c)(i).

  • Adjusted Change in Control Premium Payment: The Change in Control Premium Payment adjusted by the Total Adjustment factor but not including any interest.

  • Any Asset Divestiture Payment made by LCI to Representative pursuant to this Section 5(c) shall be excluded from any Change in Control Premium Payment that may be due pursuant to Sections 5(a), 5(b), 5(d), 6, or 7 herein.


More Definitions of Change in Control Premium

Change in Control Premium means an amount equal to, with respect to each respective Term Loan Tranche, (a) if a Change in Control occurs on or prior to the first anniversary of the Closing Date, an amount equal to the principal amount of the Loans comprising such Term Loan Tranche outstanding at the time of such Change in Control multiplied by twenty percent (20.0%), (b) if a Change in Control occurs after the first anniversary of the Closing Date, but on or prior to the second anniversary of the Closing Date, an amount equal to the principal amount of the Loans comprising such Term Loan Tranche outstanding at the time of such Change in Control multiplied by ten percent (10.0%) and (c) if a Change in Control occurs after the second anniversary of the Closing Date, the minimum amount that, when received by the Lenders, would be sufficient to cause both (i) the IRR for each such Lender with respect to such Term Loan Tranche to be not less than eleven and one half percent (11.5%) and (ii) solely with respect to a Term Loan Tranche that is a Delayed Draw Loan, the MOIC for each such Lender with respect to such Term Loan Tranche to be not less than 1.10. For the avoidance of doubt, (x) any Change in Control Premium will be payable in addition to any principal of the Loans and any accrued interest at the time of any Change in Control and (y) upon a Change in Control, the Change in Control Premium shall be the only premium payable and shall be in lieu of, and not in addition to, any Call Premium.