Exchange Offer and Consent Solicitation. The Exchange Offer and Consent Solicitation shall have been consummated or are being consummated substantially concurrent with Closing, in all material respects, in accordance with the Transaction Agreements, and the Settlement Date shall have occurred or is occurring substantially concurrent with Closing.
Exchange Offer and Consent Solicitation. The Exchange Offer and Consent Solicitation shall have been consummated (a) on terms consistent with Exhibits A, B, and C attached hereto, (b) otherwise on reasonable and customary terms for such type of transaction, or (c) otherwise on terms reasonably satisfactory to DHC, whether pursuant to the acceptance of the terms and conditions of such Exchange Offer and Consent Solicitation by the holders of at least 95% of the outstanding aggregate principal amount of Senior Unsecured Notes or, in the event, subject to the terms and conditions hereof, a Chapter 11 Plan has been filed that incorporates the terms of the Restructuring, such Chapter 11 Plan shall have been confirmed by the Bankruptcy Court, and the Chapter 11 Confirmation Order shall be (a) on reasonable and customary terms for such type of transaction, or (b) otherwise on terms reasonably satisfactory to DHC.
Exchange Offer and Consent Solicitation. (a) As soon as practicable after the date of this Agreement, Parent shall, with the assistance of the Company, prepare a private placement memorandum (the "Private Placement Memorandum") in order to effect an offer to exchange (the "Exchange Offer") the Company's outstanding 8% Senior Subordinated Notes due 2011 (the "8% Notes") for a like amount of notes of Parent, with terms set forth in Section 6.15 of the Parent Disclosure Schedule, pursuant to exemptions from the registration provisions of the Securities Act, including those provided by Section 4(2) thereof. The Private Placement Memorandum will set forth the terms and conditions with respect to the Exchange Offer. Parent shall use its reasonable best efforts to consummate such Exchange Offer as promptly as practicable after the date of this Agreement; provided that Parent's obligations to consummate the Exchange Offer shall be conditioned on receipt of the Requisite Consent, execution of the Amendment and on consummation of the Merger.
Exchange Offer and Consent Solicitation. Aviation Sales Company, a --------------------------------------- Delaware corporation (the "Company"), plans to make an exchange offer (such exchange offer, together with any extensions, supplements and amendments thereof and thereto, the "Exchange Offer") for all of its 8-1/8% Senior Subordinated Notes due 2008 (the "Old Securities"). The debt securities and equity securities of the Company to be issued in connection with the Exchange Offer are hereinafter referred to as the "New Securities." Holders of Old Securities who tender for exchange such Old Securities pursuant to the Exchange Offer will be required, as a condition to a valid exchange, to have delivered their Consent to the Proposed Amendments. That portion of the New Securities constituting Debt Securities will be issued under an indenture dated as of February 28, 2002 (the "New Indenture") between the ------------- Company and HSBC Bank USA, as trustee (the "New Trustee"). ----------- The Exchange Offer and the Consent Solicitation are sometimes hereafter referred to collectively as the Exchange offer. The Exchange Offer will be made upon the terms and subject to the conditions set forth in the Exchange Offer and Consent Solicitation material (collectively, as amended or supplemented from time to time, the "Exchange Offer -------------- Documents") described below. --------- All references in this Agreement to any amendments or supplements to the Exchange Offer Documents shall be deemed to include, without limitation, the filing of any documents with the Securities and Exchange Commission (the "Commission") which are incorporated or deemed incorporated by reference in such ---------- Exchange Offer Documents. The documents constituting the Exchange Offer documents are as follows:
Exchange Offer and Consent Solicitation. ACL Holdings and ACL agree to commence the Exchange Offer and Consent Solicitation no later than April 15, 2002 (unless otherwise extended by written agreement of ACL Holdings, ACL and DHC) either (i) on terms consistent with Exhibits A, B, and C attached hereto, (ii) or otherwise on reasonable and customary terms for such type of transaction, or (iii) otherwise on terms reasonably satisfactory to DHC. The documentation for the Exchange Offer and Consent Solicitation will contain a Chapter 11 Plan and related Disclosure Statement reasonably satisfactory to DHC, ACL Holdings and ACL.
Exchange Offer and Consent Solicitation. On April 13, 2015, the Partnership Issuers commenced an offer to exchange (the “Exchange Offer”) any and all of the outstanding 2020 APL Notes, for an equal amount of new unsecured 6 5⁄8% Senior Notes due 2020 issued by the Partnership Issuers (the “6 5⁄8% Notes” or the “TRP 6 5⁄8% Notes”). On April 27, 2015, the Partnership had received tenders and consents from holders of approximately 96.3% of the total outstanding 2020 APL Notes. As a result, the minimum tender condition to the Exchange Offer and related consent solicitation was satisfied, and the APL Issuers entered into a supplemental indenture which eliminated substantially all of the restrictive covenants and certain events of default applicable to the 2020 APL Notes. In May 2015, upon the closing of the Exchange Offer, the Partnership Issuers issued $342.1 million aggregate principal amount of the TRP 6 5⁄8% Notes to holders of the 2020 APL Notes which were validly tendered for exchange. The related $5.6 million premium, resulting from acquisition date fair value accounting, will be amortized as an adjustment to interest expense over the remaining term of the TRP 6 5⁄8% Notes. The Partnership recognized $0.7 million of costs associated with the Exchange Offer, reflected as a Loss from financing activities on the Consolidated Statements of Operations. Selected terms of the senior unsecured notes outstanding as of December 31, 2015 are as follows: Note Issue Issue Date Per Annum Interest Rate Due Date Dates Interest Paid “6 7⁄8% Notes” February 2011 6 7⁄8% February 1, 2021 February & August 1st “6 3⁄8% Notes” January 2012 6 3⁄8% August 1, 2022 February & August 1st “5 1⁄4% Notes” Oct / Dec 2012 5 1⁄4% May 1, 2023 May & November 1st “4 1⁄4% Notes” May 2013 4 1⁄4% November 15, 2023 May & November 15th “4 1⁄8% Notes” October 2014 4 1⁄8% November 15, 2019 May & November 15th “5% Notes” January 2015 5% January 15, 2018 January & July 15th “6 5⁄8% Notes” May 2015 6 5⁄8% October 1, 2020 February & October 1st “6 3⁄4% Notes” September 2015 6 3⁄4% March 15, 2024 March & September 15th “APL 6 5⁄8% Notes” Sept 2012 (1) 6 5⁄8% October 1, 2020 April & October 1st “APL 4 3⁄4% Notes” May 2013 (1) 4 3⁄4% November 15, 2021 May & November 15th “APL 5 7⁄8% Notes” February 2013 (1) 5 7⁄8% August 1, 2023 February & August 1st
Exchange Offer and Consent Solicitation. On April 13, 2015, the Partnership Issuers commenced an offer to exchange (the “Exchange Offer”) any and all of the outstanding 2020 APL Notes, for an equal amount of new unsecured 6 5⁄8% Senior Notes due 2020 issued by the Partnership Issuers (the “6 5⁄8% Notes” or the “TRP 6 5⁄8% Notes”). On April 27, 2015, the Partnership had received tenders and consents from holders of approximately 96.3% of the total outstanding 2020 APL Notes. As a result, the minimum tender condition to the Exchange Offer and related consent solicitation was satisfied, and the APL Issuers entered into a supplemental indenture which eliminated substantially all of the restrictive covenants and certain events of default applicable to the 2020 APL Notes. In May 2015, upon the closing of the Exchange Offer, the Partnership Issuers issued $342.1 million aggregate principal amount of the TRP 6 5⁄8% Notes to holders of the 2020 APL Notes which were validly tendered for exchange. The related $5.6 million premium, resulting from acquisition date fair value accounting, will be amortized as an adjustment to interest expense over the remaining term of the TRP 6 5⁄8% Notes. The Partnership recognized $0.7 million of costs associated with the Exchange Offer, included as a Loss from financing activities on the Consolidated Statements of Operations.
Exchange Offer and Consent Solicitation. (a) Subject to the provisions of this Agreement, as promptly as reasonably practicable after the date of this Agreement, but in any event no later than the fifth business day following the date hereof, the Company shall commence the Exchange Offer and Consent Solicitation on the terms and conditions set forth in the Offering Memorandum. The Exchange Offer and Consent Solicitation will be made only to a holder of Existing Notes that has certified to the Company that it is (i) an institutional investor that is an “accredited investor” (as that term is defined in Rule 501 of Regulation D promulgated under the Securities Act of 1933, as amended (the “Securities Act”)), (ii) a “qualified institutional buyer,” or QIB, as that term is defined in Rule l44A under the Securities Act, or, (iii) for a holder located outside the U.S., a “non-U.S. person” as defined in Regulation S under the Securities Act (each, an “Eligible Holder” and, collectively, the “Eligible Holders”).
Exchange Offer and Consent Solicitation. (a) The Exchange Offer and Consent Solicitation will comprise (1) a private exchange offer to (i) “
Exchange Offer and Consent Solicitation. Doral Financial Corporation, a Puerto Rico corporation (the “Company”), proposed to offer to the holders of record (the “Holders”) to exchange securities listed on Schedule A (the “Securities”) to this Agreement (the “Exchange Offer”) for shares of common stock, par value $0.01 per share, of the Company (the “Common Stock”). The Exchange Offer will be on the terms and subject to the conditions set forth in the Prospectus (as defined below) and the accompanying Letter of Transmittal and Consent (the “Letter of Transmittal”) attached hereto as Exhibits A and B, respectively. Contemporaneous with the Exchange Offer, the Company will solicit (the “Solicitation”) consents (the “Consents”) from the Holders of the Securities to the adoption of certain amendments (the “Proposed Amendments”) to the Certificate of Designations (the “Certificate of Designations”) pursuant to which such Securities were issued. The Solicitation will be on the terms and subject to the conditions set forth in the Consent Solicitation Statement attached hereto as Exhibit C. Except where the context indicates otherwise, all references in this Agreement to the Exchange Offer shall include the Solicitation. For the avoidance of any doubt and except where the context indicates otherwise, all references in this Agreement to “written” shall include email communications.
