Put Premium definition

Put Premium means a premium payable by Ambac Assurance under a Put Agreement.

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Put Premium means 7,126,676 shares of New Common Stock to be issued by Reorganized Marvel to the Standby Purchasers in exchange for the performance of their obligations under the Standby Purchase Agreements, which shares shall represent 2.8% of the issued and outstanding shares of Reorganized Marvel as of the Marvel Debtors Consummation Date.

Put Premium has the meaning set forth in Section 3.1(a).

Examples of Put Premium in a sentence

• The number of shares of Preferred Equity Interests allocated to each Backstop Party and Supporting Party in respect of the New Preferred Equity Interests Backstop Put Premium and New Preferred Equity Interests Commitment Premium, as applicable, shall be rounded among the applicable party solely to avoid fractional units as the Parent shall determine in consultation with the Requisite Backstop Parties.

• The Delayed Put Premium for each Delayed Auction Period will be calculated on the Delayed Auction Date.

• The amount of the Delayed Put Premium shall be calculated by the Trustee and delivered in writing (the “Delayed Put Premium Certificate”) to the Company prior to 5:00 p.m. on the Delayed Auction Date.

• The payment to the Backstop Parties of the Backstop Put Premium, the Breakup Fee and any First Lien Fees and Expenses will be free and clear of all withholding taxes (except for withholding taxes arising as result of a Backstop Party’s failure to provide a Tax Form, as defined in Section 10.19, establishing a complete exemption from withholding).

• The Put Premium Certificate, and any Delayed Put Premium Certificate, also shall set forth the Eligible Assets held by the Custodial Trust, the Stated Yield on each Eligible Asset, any fees to be incurred or accrued by the Trustee on behalf of the Custodial Trust and the computation of the Put Premium, or the Delayed Put Premium, as the case may be, in each case for the respective Distribution Period and the Delayed Auction Period, respectively, and shall be in the form attached hereto as Annex B.

• The Put Premium for each Distribution Period will be calculated on the last Business Day prior to the related Distribution Payment Date.

• The "Put Premium" shall be an additional payment by the Company to the Purchaser in an amount such that when added to the total dividends paid to such Purchaser through the date of redemption will yield an annual percentage rate of return ("Total Return") to such Purchaser set forth below opposite the period in which such redemption occurs.

• The Company agrees to treat, for U.S. federal income tax purposes, its Put Option as an option to cause the Backstop Lenders to purchase the Unsubscribed Term Loan and to treat the Backstop Put Premium as an adjustment to the Unsubscribed Term Loan acquired by the Backstop Lenders pursuant to the transactions contemplated by this Agreement.

• Notwithstanding the foregoing, the Put Premium payable to the Investors shall not be less than $1,750,000.

• Whereas all dividends paid on the Shares shall be cash dividends, the additional amount represented by the Put Premium may, at the option of the Purchaser, be paid in cash or in shares of registered Common Stock.

More Definitions of Put Premium

Put Premium has the meaning set forth in Section 5.1.

Put Premium shall have the meaning set forth in the Investment Agreement.

Put Premium shall have the meaning set forth in Section 2.4.

Put Premium means the excess of $22.50 over the prevailing ICN Price Per Share on the Principal Market on December 23, 1996, at the time the Seller's Shares are purchased by Buyer, times the number of Shares. "Put Shares" shall mean 1,064,833 shares of ICN Common Stock as to which a Put is being granted by ICN to Buyer pursuant to the terms of this Agreement and all of the securities which have derived from the Put Shares whether by reason of any forward or reverse stock split, stock dividend, spin off, any distribution paid with respect to any Put Shares (other than cash dividends or distribution of assets), or other recapitalization or reclassification of any Put Shares. "Second Year" shall mean the period commencing on the first anniversary of the Closing and ending on the date preceding the day the second anniversary of the Closing. "Shares" shall mean, collectively, the Seller's Shares purchased by Buyer from Seller and the Shelf Shares. "Shelf Shares" shall mean the 100,000 shares of ICN Common Stock being purchased by Buyer from ICN under the terms of this Agreement pursuant to the shelf registration statement which has been declared effective by the Securities and Exchange Commission, which shares are being purchased by Buyer at the prevailing ICN Price Per Share on the Principal Market on December 23, 1996, at the time the Seller's Shares are purchased by Buyer, and which shares ICN is in the process of listing on the NYSE. "Shelf Shares Purchase Price" shall mean the prevailing ICN Price Per Share on the Principal Market on December 23, 1996, at the time the Seller's Shares are purchased by Buyer, times the number of Seller's Shares. "Siemens Put Price" shall mean an amount determined as follows: (a) $23.512493872 per share of Seller's Shares times the number of Seller's Shares plus (b) the amount equal to the interest which would accrue for the period September 28, 1996, through and including the Closing on an amount equal to $23.512493872 times the number of Seller's Shares (i.e., the price at which Seller would have otherwise put such Seller's Shares to ICN) at an annual interest rate equal to one percent (1%) plus that rate from time to time during the period from September 28, 1996, to the Closing announced by Bank of America, N.T. & S.A. by its San Francisco headquarters office as its prime or reference rate. "Siemens Shortfall" shall mean the excess of the Siemens Put Price over the payment made by Buyer to Siemens pursuant to Section 2. "Third Year" ...