Discounted Buyback definition

Discounted Buyback as defined in Section 2.7(d)(i).

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Discounted Buyback means, with respect to the Notes, a repurchase of such Notes at a discount to the outstanding principal amount that is either: (1) made by way of a fixed-price (per series) tender offer, in which case the principal amount of any series of Notes to be repurchased in such tender offer shall be proportionate to the aggregate principal amount of that series of Notes relative to the aggregate principal amount of all series of Notes, provided that, if such tender offer is not fully subscribed in any series of Notes (any amount not subscribed for being the “Series Shortfall”), the Issuer may undertake a further tender offer only in respect of such series of Notes to repurchase a principal amount of such series of Notes equal to the Series Shortfall; or (2) made by way of a reverse Dutch auction tender offer, in which case the holders of each series of Notes are offered the opportunity to tender in such reverse Dutch auction tender offer.

Discounted Buyback. 1.7(d)(i) “Discounted Buyback Amount” 1.7(d)(ii) “Discounted Buyback Notice” 1.7(d)(ii) “Change in Law” 10.3(a) “Compliance Certificate” 4.2(b) “Cure Period” 7.6 “Cure Right” 7.6 “Declined Proceeds” 1.8(h) “Discount Price Range” 1.7(d)(ii) “DQ List” 9.9(b)(iv)(E) “Enforcement Qualifications” 3.4 “Event of Default” 7.1

Examples of Discounted Buyback in a sentence

For the avoidance of doubt, no Lender shall be obligated to participate in a Discounted Buyback.
The foregoing provisions shall not apply with respect to any Discounted Buyback or open market purchase, in each case, governed by Section 1.7(d).
The par principal amount of the Term Loans prepaid pursuant to this Section 1.7(d) shall be deemed immediately cancelled upon payment of the applicable Discounted Buyback or upon consummation of the applicable open market purchase.
The Lenders hereby consent to the transactions described in this Section 1.7(d) (including, without limitation, any non-pro rata payments made to Lenders in accordance with the terms of this Section 1.7(d)) and waive the requirements of any provision of this Agreement or any other Loan Document that might otherwise result in an Event of Default as a result of a Discounted Buyback or an open market purchase.
The par principal amount of the Term Loans prepaid pursuant to this Section 2.7(d) shall be deemed immediately cancelled upon payment of the applicable Discounted Buyback.
The making of a Discounted Buyback shall be deemed to be a representation and warranty by Borrower that all conditions precedent to such Discounted Buyback set forth in this Section 1.7(d) were satisfied in all respects.
The making of a Discounted Buyback shall be deemed to be a representation and warranty by the Borrower that all conditions precedent to such Discounted Buyback set forth in this Section 2.7(d) were satisfied in all respects.
For the avoidance of doubt, (x) all Discounted Buybacks shall be offered to all Lenders holding Term Loans on a pro rata basis and (y) no Lender shall be obligated to participate in a Discounted Buyback.
Each Discounted Buyback shall be consummated pursuant to procedures (including as to timing, rounding and minimum amounts, type and Interest Periods of accepted Term Loans, conditions for terminating a Discounted Buyback or rescinding an acceptance of prepayment, forms of other notices (including notices of offer and acceptance) by Borrower and Lenders and determination of Applicable Discount Price) established by Agent acting in its reasonable discretion in consultation with Borrower.
The Lenders hereby consent to the transactions described in this Section 2.7(d) and waive the requirements of any provision of this Agreement or any other Loan Document that might otherwise result in a Default or Event of Default as a result of a Discounted Buyback.

More Definitions of Discounted Buyback

Discounted Buyback has the meaning given to that term in Schedule 14 (Covenants). “Disruption Event” means either or both of: