provided that the unredeemed portion of a Note must be in a minimum principal amount of $2,000, at a Redemption Price equal to the greater of:
(1) 100% of the principal amount of the Notes of such series being redeemed; and
(2) the sum, as determined by an Independent Investment Banker, of the present values of the Remaining Scheduled Payments on the Notes being redeemed that would be due if such series of the Notes matured on the applicable Par Call Date (excluding accrued and unpaid interest to the Redemption Date), discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 20 basis points in the case of the 2041 Notes, 25 basis points in the case of the 2051 Notes and 25 basis points in the case of the 2061 Notes,
in each case, plus accrued and unpaid interest, if any, on the Notes of such series being redeemed to, but not including, the Redemption Date.
(c) The Company may redeem the 2041 Notes, the 2051 Notes and the 2061 Notes, at its option, in whole or in part, at any time and from time to time on or after the applicable Par Call Date, in principal amounts of $1,000 and integral multiples of $1,000 in excess thereof, provided that the unredeemed portion of a Note must be in a minimum principal amount of $2,000, at a Redemption Price equal to 100% of the principal amount of the Notes of such series being redeemed, plus accrued and unpaid interest, if any, on the Notes of such series being redeemed to, but not including, the Redemption Date.
(d) The Company may at any time, and from time to time, purchase the Notes of any series at any price or prices in the open market, through negotiated transactions, by tender offer or otherwise.
(e) The Company shall have no obligation to make mandatory redemption of the Notes, except as provided in Section 3.13, or to redeem, purchase or repay Notes pursuant to any sinking fund or analogous provision or, except as provided in Section 4.10, at the option of a Holder thereof.
(f) With respect to any redemption occurring prior to the applicable Par Call Date, the Company shall deliver notice to the Trustee of the related Redemption Price promptly after the calculation thereof and the Trustee shall not have any responsibility for such calculation.
|Section 3.05. || |
Special Mandatory Redemption.
The following Section 3.13 shall be added to Article III of the Indenture, but only with respect to the Notes:
SECTION 3.13. Special Mandatory Redemption.
(a) Upon the first to occur of either (i) 5:00 p.m. (New York City time) on the later of (1) November 1, 2021 and (2) January 30, 2022 if the closing of the LASCO Acquisition