A/B Exchange Offer definition

A/B Exchange Offer means an offer to issue Exchange Notes, whose issuance is registered under the Securities Act, for Notes that were issued initially in a transaction exempt from registration under the Securities Act pursuant to Rule 144A and/or Regulation S.
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A/B Exchange Offer means the "Exchange Offer" as defined in the Registration Rights Agreement.
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A/B Exchange Offer means the offer made by the Company to the holders of the Senior Notes to exchange their Senior Notes for a new issuance of the Company’s debt securities that are registered under the Securities Act of 1933, as amended, and that have terms identical to the Senior Notes (other than with respect to transfer restrictions)
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Examples of A/B Exchange Offer in a sentence

  • Parent shall complete the A/B Exchange Offer as soon as practicable but in no event later than 180 days after issuance of the Secured Notes.

  • If the A/B Exchange Offer does not allow holders of the Upsized Notes to exchange their notes for freely tradable senior secured notes, the Company will file a shelf registration statement covering resales of the Upsized Notes by such holders and use its commercially reasonable best efforts to have such shelf registration statement declared effective as soon as practicable.

  • With respect to such A/B Exchange Offer Registration Statement, such holders shall have the benefit of the rights of indemnification and contribution set forth in Sections 6(a), (c), (d) and (e) hereof.

  • The Issuer agrees to use its commercially reasonable efforts to cause the A/B Exchange Offer Registration Statement to become effective by the Commission under the Securities Act as soon as practicable, but no later than August 31, 2018.

  • We respectfully note that the Staff has previously reviewed and allowed the conducting of an A/B Exchange Offer without a letter of transmittal.

  • To use its best efforts to cause the A/B Exchange Offer to be made in the appropriate form to permit the Series B Notes to be offered in exchange for the Series A Notes, and to use its reasonable efforts to cause the 11.25% Note Exchange Offer to be made in the appropriate form to permit the Exchange Notes to be offered in exchange for the 13% Notes, and in each case to comply with all applicable federal and state securities laws in connection with the applicable Exchange Offer.

  • The Issuer agrees to use its commercially reasonable efforts to cause the A/B Exchange Offer Registration Statement to become effective by the Commission under the Securities Act as soon as practicable, but no later than August 31, 2020.

Related to A/B Exchange Offer

  • Exchange Offer means the exchange offer by the Company of Exchange Securities for Registrable Securities pursuant to Section 2(a) hereof.

  • Registered Exchange Offer means the offer by the Issuers, pursuant to a Registration Rights Agreement, to certain Holders of Initial Notes, to issue and deliver to such Holders, in exchange for the Initial Notes, a like aggregate principal amount of Exchange Notes registered under the Securities Act.

  • Permitted Debt Exchange Offer shall have the meaning provided in Section 2.15(a).

  • Exchange Offer Registration Period means the one-year period following the consummation of the Registered Exchange Offer, exclusive of any period during which any stop order shall be in effect suspending the effectiveness of the Exchange Offer Registration Statement.

  • Exchange Offer Registration means a registration under the Securities Act effected pursuant to Section 2(a) hereof.

  • Exchange Offer Registration Statement means an exchange offer registration statement on Form S-4 (or, if applicable, on another appropriate form) and all amendments and supplements to such registration statement, in each case including the Prospectus contained therein or deemed a part thereof, all exhibits thereto and any document incorporated by reference therein.

  • Private Exchange Notes See Section 2(b) hereof.

  • Private Exchange Securities shall have the meaning set forth in Section 2(a) hereof.

  • Private Exchange means the offer by the Company, pursuant to a Registration Rights Agreement, to the Initial Purchasers to issue and deliver to each Initial Purchaser, in exchange for the Initial Securities held by the Initial Purchaser as part of its initial distribution, a like aggregate principal amount of Private Exchange Securities.

  • Consummation Deadline As defined in Section 3(b) hereof.

  • Free Exchange means an exchange of a Commission Share of one Fund for a Commission Share of another Fund under circumstances where the CDSC which would have been payable in respect of a redemption of the exchanged Commission Share on the date of such exchange is waived and the Commission Share issued in such exchange is treated as a continuation of the investment in the Commission Share exchanged for purposes of determining the CDSC payable if such Commission Share issued in the exchange is thereafter redeemed.

  • Permitted Debt Exchange Notes shall have the meaning provided in Section 2.15(a).

  • Private Offering means the private offering of Preferred Stock pursuant to the Memorandum.

  • Exchange Day means a day which is (or, but for the occurrence of an Extraordinary Event, would have been) a trading day on each of the Principal Exchanges and Related Exchanges for the Shares comprising the Equity Portfolio or related contracts, options or instruments, including a day on which trading on such an exchange is scheduled to close prior to its regular closing time. If such term is used in relation to a particular Share, "Exchange Day" means a day which is (or, but for the occurrence of a Market Disruption Event in respect of the Share, would have been) a trading day on each Principal Exchange and Related Exchange for the Share or related contracts, options or instruments, including a day on which trading on such an exchange is scheduled to close prior to its regular closing time.

  • Exchange Date means, in relation to a temporary Global Note, the day falling after the expiry of 40 days after its issue date and, in relation to a permanent Global Note, a day falling not less than 60 days, or in the case of failure to pay principal in respect of any Notes when due 30 days, after that on which the notice requiring exchange is given and on which banks are open for business in the city in which the specified office of the Fiscal Agent is located and in the city in which the relevant clearing system is located.

  • Registration Deadline means, for purposes of the Registration Statement required pursuant to Section 2(a)(i), the earlier of (i) the date that is seventy-five (75) days after the date that the applicable Registration Statement is actually filed or (ii) the date that is seventy-five (75) days after the applicable Filing Deadline and, with respect to any Registration Statement required pursuant to Section 2(a)(ii), the Additional Registration Deadline.

  • National Securities Exchange means an exchange registered with the Commission under Section 6(a) of the Exchange Act or any successor thereto.

  • Optional Exchange Date means any date on which Underlying Securities subject to Optional Exchange are distributed to a Certificateholder.

  • Permitted Debt Exchange shall have the meaning provided in Section 2.15(a).

  • Initial Public Offering” (“IPO means an offering of securities registered under the 1933 Act, the issuer of which, immediately before the registration, was not subject to the reporting requirements of Sections 13 or 15(d) of the 1934 Act.

  • Initial Public Offering means an offering of securities registered under the Securities Act of 1933, the issuer of which, immediately before the registration, was not subject to the reporting requirements of sections 13 or 15(d) of the Securities Exchange Act of 1934.

  • Tender Offer means a takeover offer, tender offer, exchange offer, solicitation, proposal or other event by any entity or person that results in such entity or person purchasing, or otherwise obtaining or having the right to obtain, by conversion or other means, greater than 10 per cent. and less than 100 per cent. of the outstanding voting shares of the Share Company, as determined by the Determination Agent, based upon the making of filings with governmental or self-regulatory agencies or such other information as the Determination Agent deems relevant.

  • Exchange Debentures has the meaning set forth in Section 2(a) hereof.

  • Initial Notes means the first $500,000,000 aggregate principal amount of Notes issued under this Indenture on the date hereof.

  • Asset Sale Offer shall have the meaning specified in Section 4.14.

  • Exchange Registration Statement shall have the meaning assigned thereto in Section 2(a) hereof.