Rule 144A Global definition

Rule 144A Global. Note” 2.1(b)
Rule 144A Global. Security” 2.1(b)
Rule 144A Global. Note” 2.1(b) “Unrestricted Note” 2.3(i)

Examples of Rule 144A Global in a sentence

  • The Issuer has the right to compel any beneficial owner of an interest in Rule 144A Global Notes that does not meet the qualifications set forth in the preceding sentence to sell its interest in such Notes, or may sell such interest on behalf of such owner, pursuant to Section 2.11.

  • The Rule 144A Global Note, the Temporary Regulation S Global Note and the Permanent Regulation S Global Note are collectively referred to herein as “Global Notes”.

  • A Definitive Note may not be exchanged for a beneficial interest in a Rule 144A Global Note or a Regulation S Global Note except upon satisfaction of the requirements set forth below.

  • Beneficial interests in a Rule 144A Global Note may be transferred to a Person who takes delivery in the form of an interest in a Regulation S Global Note, whether before or after the expiration of the Distribution Compliance Period, only if the transferor first delivers to the Trustee a written certificate (in a form satisfactory to the Issuer and the Trustee) to the effect that such transfer is being made in accordance with Rule 903 or 904 of Regulation S.


More Definitions of Rule 144A Global

Rule 144A Global notes” means one or more Global Securities deposited with a custodian for, and registered in the name of a nominee of, the Depository, interests in which will be held for the benefit of purchasers of securities in transactions under Rule 144A, and (B) “Regulation S global notes” means one or more Global Securities deposited with a custodian for, and registered in the name of a nominee of, the Depository, interests in which will be held for the benefit of purchasers of the securities in offshore transactions under Regulation S.
Rule 144A Global. Note is issued in respect of an issue of U.S.$155,200,000 principal amount of 12-1/2% Senior Secured Notes due 2004 of the Issuer and is governed by the Trust Indenture dated as of April 22, 1997 and the First Supplemental Indenture dated as of April 22, 1997 (the "Indenture"), between the Issuer and Bankers Trust Company, as trustee (the "Trustee"), the terms of which Indenture are incorporated herein by reference. This Rule 144A Global Note shall, except as otherwise stated in the Indenture, be entitled to the same benefits as other Notes under the Indenture. The Issuer hereby irrevocably undertakes to the holder hereof to exchange this Rule 144A Global Note in accordance with the terms of the Indenture as a whole or in part without charge upon request of such holder for Certificated Notes, or a portion or portions of the Regulation S Global Note, upon delivery hereof to the Trustee together with any certificates, letters or writings required by the Indenture. Upon any exchange or transfer of all or a portion of this Rule 144A Global Note for Certificated Notes, or a portion or portions of the Regulation S Global Note, or upon any exchange or transfer of Certificated Notes or a portion or portions of the Regulation S Global Note for an interest in this Rule 144A Global Note, in accordance with the terms of the Indenture, this Rule 144A Global Note shall be endorsed on Schedule A hereto to reflect the change of the principal amount evidenced hereby as provided for in the Indenture.
Rule 144A Global. Note” 2.1(b) “Rule 144A Notes” 2.1(a) “Schedule” 2.1(b) “U.S. Resale Restriction Termination Date” 2.2(a)
Rule 144A Global. Note” 2.1(a) “Temporary Regulation S Global Note” 2.1(a)
Rule 144A Global. Notes shall be substantially in the form set forth in EXHIBIT A attached hereto. The aggregate principal amount of the Rule 144A Global Notes may from time to time be increased or decreased by adjustments made on the records of the Registrar, in accordance with the instructions given by the Holder thereof, as hereinafter provided. Initial Notes offered and sold in offshore transactions to Non-U.S. Persons (as defined in Regulation S under the Securities Act) ("Regulation S Notes") in reliance on Regulation S shall be issued on the Issue Date, and Additional Notes offered and sold in offshore transactions to Non-U.S. Persons in reliance on Regulation S shall be issued, initially in the form of a global Note, without interest coupons, substantially in the form set forth in EXHIBIT A (the "Regulation S Global Notes"). Prior to the 40th day following the later of commencement of the offering of the Notes and the Issue Date (such period through and including the 40th day, the "Restricted Period"), beneficial interests in the Regulation S Global Note may only be held through Euroclear or Clearstream (or a successor agency to either or both of them), and any resale or transfer of such interests to U.S. persons shall not be permitted during such period unless such resale or transfer is made in accordance with the procedures set forth in this Arti- cle II, including, without limitation, receipt by the Trustee of a written certification from the transferor of the beneficial interest in the form provided herein to the effect that such transfer is being made to (i) a person whom the transferor reasonably believes is a Qualified Institutional Buyer within the meaning of Rule 144A under the Securities Act in a transaction meeting the requirements of such Rule or (ii) an Institutional Accredited Investor purchasing for its own account or for the account of such an Institutional Accredited Investor, subject to delivery of the letters and opinions contemplated by this Indenture. The Regulation S Global Note will be deposited with the Trustee, as custodian for the Depositary, duly executed by the Issuers and authenticated by the Trustee as hereinafter provided. The Regulation S Global Note may be represented by more than one certificate, if so required by the Depositary's rules regarding the maximum principal amount to be represented by a single certificate. The aggregate principal amount of the Regulation S Global Note may from time to time be increased or decreased by adj...
Rule 144A Global notes” means one or more global Securities deposited with a custodian for, and registered in the name of a nominee of, the Depository, interests in which will be held for the benefit of purchasers of securities in transactions under Rule 144A, and (B) “Regulation S global notes” means one or more global Securities deposited with a custodian for, and registered in the name of a nominee of, the Depository, interests in which will be held for the benefit of purchasers of the securities in offshore transactions under Regulation S.
Rule 144A Global. Securities shall bear the legend set forth in Section 206 and, in the case of Restricted Securities, the legend set forth in Section 205. Securities purchased by persons outside the United States pursuant to sales in accordance with Regulation S under the Securities Act shall be deposited with, or on behalf of, the Depository, and registered in the name of the Depository or the nominee of the Depository in the form of one or more global note certificates (each a "Regulation S Global Security"), for credit to the respective accounts of the beneficial owners of the Securities represented thereby (or such other accounts as they may direct), provided that upon such deposit all such Securities shall be credited to or through accounts maintained at the Depository by or on behalf of the Euroclear System or Cedel Bank, S.A. Securities represented by a Regulation S Global Security shall not be exchangeable for Securities in registered definitive form (each a "Physical Security") until the expiration of the "40-day restricted period" within the meaning of Rule 903(c)(3) of Regulation S under the Securities Act. The Regulation S Global Securities shall bear the legend set forth in Section 206 and, in the case of Restricted Securities, the legend set forth in Section 205. The Company may, subject to Article Ten of this Indenture and applicable law, issue under this Indenture Additional Securities and Exchange Securities therefor; provided, however, that the Company may not issue any Additional Securities if an Event of Default with respect to any Outstanding Securities shall have occurred and be continuing at the time of such issuance. All Securities issued under this Indenture shall be treated as a single class for all purposes under this Indenture.