Sale Price Redemption definition

Sale Price Redemption shall have the meaning specified in Section 16.02(a)
Sample 1Sample 2
Sale Price Redemption. Except as described in “Acquisition Non-Occurrence Redemption” below, we may not redeem the Notes prior to November 5, 2025. On or after November 5, 2025, we may redeem for cash all or any portion of the Notes (subject to the partial redemption limitation described below), at our option, if the last reported sale price of our common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which we provide notice of redemption at a redemption price equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date (any such redemption, a “sale price redemption”). If we redeem less than all the outstanding Notes in a sale price redemption, at least $75 million aggregate principal amount of Notes must be outstanding and not subject to redemption as of the relevant redemption notice date (the “partial redemption limitation”). See “Description of notes—Optional redemption—Optional redemption on or after November 5, 2025” in the Preliminary Offering Memorandum.
Sample 1

Examples of Sale Price Redemption in a sentence

  • Accordingly, if the Company elects to call less than all of the outstanding Notes for a Sale Price Redemption pursuant to Section 16.02, Holders of any Notes not called for redemption will not be entitled to convert their Notes or to an increased Conversion Rate for conversions of such Notes during a Redemption Period on account of such Sales Price Redemption, except in the limited circumstances set forth in the last sentence of Section 14.01(b)(v).

  • A conversion of Notes shall be deemed for these purposes to be “in connection with” a Notice of Sale Price Redemption if such Notes are Called Notes with respect to such Notice of Sale Price Redemption and the relevant Conversion Date occurs during the related Redemption Period.

  • The Trustee shall have no liability or responsibility for determining whether the conditions for Sale Price Redemption have 92 been met.

  • Surrendered in Connection with Make-Whole Fundamental Changes or a Notice of Sale Price Redemption 71 Section 14.04.

  • Other than as described in this Article 16 in the case of a Tax Redemption or a Sale Price Redemption, the Notes may not be redeemed by the Company at its option prior to the Maturity Date and no sinking fund is provided for the Notes.

  • In any case, failure to give such Sale Price Redemption Notice or any defect in Notice of the Sale Price Redemption to the Holder of any Note designated for redemption as a whole or in part shall not affect the validity of the proceedings for the redemption of any other Note.

  • Accordingly, if the Company elects to call less than all of the outstanding Notes for a Sale Price Redemption pursuant to Section 16.02, Holders of any Notes not called for redemption will not be entitled to an increased Conversion Rate for conversions of such Notes during a Redemption Period on account of such Sales Price Redemption, except in the limited circumstances set forth in the last sentence of Section 14.01(b)(v).

  • The Redemption Date must be a Business Day, and the Company may not specify a Redemption Date (i) after July 3, 2023 in the case of an Acquisition Non-occurrence Redemption or (ii) that falls on or after the 61st Scheduled Trading Day immediately preceding the Maturity Date in the case of a Sale Price Redemption.

Related to Sale Price Redemption

  • Make-Whole Redemption Price means the sum of the outstanding principal amount of the Notes to be redeemed plus the Make-Whole Amount of such Notes. Calculation or verification of the calculation of the Make-Whole Redemption Price is not the responsibility of the Trustee and the Trustee may conclusively rely on an Officers’ Certificate with respect thereto without investigation.

  • Triggering Redemption Amount means, for each share of Preferred Stock, the sum of (a) the greater of (i) 130% of the Stated Value and (ii) the product of (y) the VWAP on the Trading Day immediately preceding the date of the Triggering Event and (z) the Stated Value divided by the then Conversion Price, (b) all accrued but unpaid dividends thereon and (c) all liquidated damages and other costs, expenses or amounts due in respect of the Preferred Stock.

  • Debenture Redemption Date means, with respect to any Debentures to be redeemed under the Indenture, the date fixed for redemption under the Indenture.

  • Note Redemption Price means, for the Redemption Date, an amount equal to the sum of:

  • Series A Redemption Price has the meaning set forth in Section 16.6(a).

  • Make-Whole Redemption Amount means the sum of:

  • Tax Event Redemption Price means an amount equal to the unpaid principal amount of this Note to be redeemed, which shall be determined by multiplying (1) the Outstanding Principal Amount of this Note by (2) the quotient derived by dividing (A) the outstanding principal amount to be redeemed by Principal Life of the Funding Agreement by (B) the outstanding principal amount of the Funding Agreement.

  • Tax Redemption Date shall have the meaning specified in Section 16.02(a).

  • Indenture Redemption Price has the meaning specified in Section 4.2(c).

  • Series A Redemption Date has the meaning set forth in Section 16.6.

  • Special Event Redemption Price has the meaning specified in Section 11.2.

  • Change of Control Redemption Price shall have the meaning set forth in Section 7.3;

  • Optional Redemption Price shall have the meaning set forth in Section 3.2.

  • Failed Remarketing Condition—Purchased VRDP Shares Redemption means redemption by the Fund, at a Redemption Price equal to $100,000 per share plus accumulated but unpaid dividends thereon (whether or not earned or declared) to, but excluding, the date fixed by the Board of Directors for redemption, of VRDP Shares that the Liquidity Provider shall have acquired pursuant to the Purchase Obligation and continued to be the beneficial owner of for federal income tax purposes for a period of six months during which such VRDP Shares cannot be successfully remarketed (i.e., a Failed Remarketing Condition--Purchased VRDP Shares shall have occurred and be continuing for such period of time with respect to such VRDP Shares), determined by the Fund on a first-in, first-out basis, in accordance with and subject to the provisions of the VRDP Fee Agreement and this Statement.

  • Tax Redemption The meaning specified in Section 9.3(a) hereof.