Change of Control Premium definition

Change of Control Premium means (i) 125% or (ii) 120% in the event of a Change of Control involving consideration paid to holders of the Company’s Common Stock where the consideration per share of the Company’s Common Stock to be received by the holders thereof is greater (as to amounts other than cash, as determined reasonably and in good faith by the Board of Directors of the Company) than 200% of the Conversion Price as of the Amendment Date (as adjusted for stock splits, stock dividends, reverse stock splits, recapitalizations, reclassifications and similar events).

Change of Control Premium means (i) until the 12-month anniversary of the Issuance Date, 120%, (ii) from and after the 12-month anniversary of the Issuance Date until the 24-month anniversary of the Issuance Date, 115%, (iii) from and after the 24-month anniversary of the Issuance Date until the 30-month anniversary of the Issuance Date, 110%, and (iv) after the 30-month anniversary of the Issuance Date, 105%.

Change of Control Premium means 1%.

Examples of Change of Control Premium in a sentence

• The portion of the Principal of this Note subject to redemption pursuant to this Section 5 shall be redeemed by the Company in cash at a price equal to (i) the product of (x) the Conversion Amount being redeemed and (y) the Change of Control Premium, plus (ii) accrued and unpaid Interest and Late Charges, if any, on the portion of the Principal to be redeemed, to, but not including, the date of redemption (the “Change of Control Redemption Price”).

• Company shall prepay, and shall cause its Subsidiaries to distribute to Company sufficient funds to prepay, in full on the Control Change Payment Date all Loans for which a Declaration Notice has been issued, together with accrued interest and the Change of Control Premium thereon.

• If a Change of Control occurs, the Required Lenders may, at their option and in their sole discretion, instruct the Administrative Agent by written notice to the Borrower to require the Borrower to repay all of the Obligations in cash in an amount equal to 100% of the aggregate unpaid principal amount of the Obligations then outstanding plus the Change of Control Premium (the “Change of Control Prepayment”).

• Upon any conversion of any Conversion Amount of this Note during the Change of Control Period, the Holder shall be entitled to receive on the applicable Conversion Date an amount in cash equal to (i) the product of (x) the Change of Control Premium and (y) the applicable Conversion Amount minus (ii) the applicable Conversion Amount.

• All Loans of such Lender shall be prepaid, together with accrued interest thereon and the Change of Control Premium, on the Control Change Payment Date if such Lender delivers to Company a written notice (the “Declaration Notice”) to prepay such Lender’s Loans (which notice may provide, at such Lender’s option, for a partial prepayment of such Lender’s Loans).

More Definitions of Change of Control Premium

Change of Control Premium means an amount equal to 1% of the principal amount of the Notes prepaid as a result of a Change of Control.

Change of Control Premium means, (i) until the third anniversary of the Issuance Date, 120%, (ii) commencing on the third anniversary of the Issuance Date until the fourth anniversary of the Issuance Date, 115%, and (iii) commencing on the fourth anniversary of the Issuance Date, 110%.

Change of Control Premium means (i) 130% from the Issuance Date through the second anniversary of the Issuance Date, (ii) 120% after the second anniversary of the Issuance Date through the fourth anniversary of the Issuance Date and (iii) 100% thereafter.

Change of Control Premium means 115%.

Change of Control Premium means (i) in the first 18 months following the Issuance Date, 120%, (ii) in the period starting 18 months from the Issuance Date and ending 42 months from the Issuance Date, 115%; and (iii) thereafter, 110%.

Change of Control Premium means the amount by which the total consideration received by AAP and/or the Buyer, as applicable and excluding only reasonable compensation for services actually performed or to be performed, in the Change of Control transaction exceeds the Fair Market Value paid to Seller (the “Change of Control Premium”), determined pro rata as if all of the ownership interests of AAP were sold in the change of control transaction. The amount by which the amound paid to the Seller shall be increased (the “Change of Control Adjustment”) shall be equal to one half (1/2) of the amount of the Change of Control Premium.

Change of Control Premium has the meaning provided in the Indenture.