Issued Notes definition

Issued Notes means $250,000,000 aggregate principal amount of Notes initially authenticated and delivered under the Indenture pursuant to this Certificate of Terms.
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Issued Notes is defined in the recitals.
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Issued Notes means the 2012 Notes, the 2013 Notes and the 2016 Notes;
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Examples of Issued Notes in a sentence

  • The Seller proposes to sell to the Underwriters the Issued Notes specified in Section 3 of the Terms Exhibit (the “Notes”).

  • The Seller and SC agree to have authenticated copies of the Issued Notes available for inspection by the Representative in New York, New York, not later than 12:00 p.m. New York City time on the Business Day prior to the Closing Date, or such other date and time as the Representative and the Seller may agree.

  • The issuance of the Issued Notes will not adversely affect the tax characterization as debt of Notes of any outstanding Series, Class or Tranche that were characterized as debt for Federal income tax purposes at the time of their issuance.

  • The issuance of the Issued Notes and the sale and purchase of the Notes shall take place at a closing (the “Closing”) at the offices of Xxxxx Xxxxx LLP, 00 Xxxxx Xxxxxx Xxxxx, 39th Floor, Chicago, Illinois on the closing date specified in the Terms Exhibit (the “Closing Date”).

  • Although no transaction closely comparable to that contemplated herein has been the subject of any Treasury regulation, revenue ruling or judicial decision, following the issuance of the Issued Notes, the Issuer will not be classified as an association or as a publicly traded partnership taxable as a corporation for Federal income tax purposes.

  • As a result, we are of the opinion that following the issuance of the Issued Notes, the Issuer will not be subject to Federal income tax.

  • In addition, 24,999,999 Warrants (Certificate Number 000001) (“Issued Warrants”) shall be attached to the Issued Notes, based on the Warrant Exercise Price of S$0.033.

  • The issuance of the Issued Notes will not cause or constitute an event in which gain or loss would be recognized by any Noteholder.

  • Furthermore, there are no controlling regulations, published rulings, or judicial decisions involving securities with terms substantially the same as the Issued Notes that discuss, for Federal income tax purposes whether the securities constitute equity or debt.

  • The Seller proposes to sell to the Underwriters a portion of the Issued Notes in the amounts specified in Section 3 of the Terms Exhibit (the “Notes”).

Related to Issued Notes

  • Registered Notes has the meaning specified in Section 2.1.

  • MAC Notes The Classes of Modifiable And Combinable STACR® Notes shown on

  • New Notes shall have the meaning assigned to such term in Section 32.

  • Notes shall have the meaning assigned to such term in the recitals.

  • 2028 Notes means those 6.500% Senior Notes due 2028 issued by the Borrower in an aggregate principal amount of $400,000,000 pursuant to the 2028 Notes Documents.

  • Retained Notes means the Class A-1 Notes, the Class B Notes, $32,700,000 of the Class A-2a Notes, $5,300,000 of the Class A-2b Notes, $24,320,000 of the Class A-3 Notes and $7,605,000 of the Class A-4 Notes until such time as such Notes are the subject of an Opinion of Counsel pursuant to Section 2.04(g) of the Indenture with respect to their classification as debt for federal income tax purposes.

  • 2019 Notes has the meaning set forth in the definition of “2018 Exchange Offers”.

  • 2014 Notes means (i) the 4.850% Senior Secured Notes due 2024 issued by the Issuer on March 18, 2014 and (ii) the 4.45% Senior Secured Notes due 2025 and the 5.45% Senior Secured Notes due 2034 issued by the Issuer on August 21, 2014.

  • Series D Notes is defined in Section 1.

  • Original Notes means the Initial Notes and any Exchange Notes issued in exchange therefor.

  • Permitted Notes means (i) unsecured senior or senior subordinated debt securities of the Borrower, (ii) debt securities of the Borrower that are secured by a Lien on the Collateral ranking junior to the Liens securing the Obligations pursuant to a Second Lien Intercreditor Agreement or (iii) debt securities of the Borrower that are secured by a Lien ranking pari passu with the Liens securing the Obligations pursuant to a First Lien Intercreditor Agreement; provided that (a) in the case of debt securities issued in reliance on Section 7.03(s)(iii), such debt securities are issued for cash consideration, (b) the terms of such debt securities do not provide for any scheduled repayment, mandatory redemption or sinking fund obligations prior to the Maturity Date of the Term Facility (other than customary offers to repurchase upon a change of control, asset sale or event of loss and customary acceleration rights after an event of default), (c) the covenants, events of default, guarantees, collateral and other terms of which (other than interest rate and redemption premiums), taken as a whole, are not more restrictive to the Borrower and the Restricted Subsidiaries than those in this Agreement; provided that a certificate of a Responsible Officer of the Borrower delivered to the Administrative Agent at least three Business Days (or such shorter period as the Administrative Agent may reasonably agree) prior to the incurrence of such debt securities, together with a reasonably detailed description of the material terms and conditions of such debt securities or drafts of the documentation relating thereto, stating that the Borrower has determined in good faith that such terms and conditions satisfy the foregoing requirement shall be conclusive evidence that such terms and conditions satisfy the foregoing requirement, (d) at the time that any such Permitted Notes are issued (and after giving effect thereto) no Event of Default shall exist, (e) the Borrower shall be in compliance with the covenants set forth in Section 7.11 determined on a Pro Forma Basis as of the last day of the most recently ended Test Period for which financial statements were required to have been delivered pursuant to Section 6.01(a) or (b), as applicable (or if no Test Period cited in Section 7.11 has passed, the covenants in Section 7.11 for the first Test Period cited in such Section shall be satisfied as of the last four quarters ended), in each case, as if such Permitted Notes had been outstanding on the last day of such four quarter period, and (f) no Subsidiary of the Borrower (other than a Guarantor) shall be an obligor and no Permitted Notes shall be secured by any collateral other than the Collateral.

  • 2016 Notes means the aggregate principal amount of US$460,000,000 of 4.25% Convertible Senior Notes Due 2016 issued pursuant to the 2016 Note Indenture.

  • Exchange Notes means the Notes issued in the Exchange Offer pursuant to Section 2.06(f) hereof.

  • Subordinated Notes means the Initial Notes and the Exchange Notes and, more particularly, any Subordinated Note authenticated and delivered under this Indenture, including those Subordinated Notes issued or authenticated upon transfer, replacement or exchange.

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

  • Unsecured Notes means Notes that either (i) are unsecured at the time of issue pursuant to the relevant Final Terms or (ii) become unsecured in accordance with the conversion mechanism described in Condition 5; and

  • A Notes means each Note that has a designation starting with “A”, either individually or in the aggregate as the context may require.

  • 2015 Notes means the 8.375% senior notes due 2015 in the principal amounts of $615 million and €500 million issued pursuant to the 2015 Notes Indenture.

  • Rated Notes means the Class A Notes, the Class B Notes, the Class C Notes, the Class D Notes and the Class E Notes.

  • 2021 Notes means the 4.700% Senior Notes due 2021, originally issued by Ensco plc (now Valaris), a public limited company organized under the laws of England and Wales.

  • 2024 Notes means the 7.000% Senior Notes due 2024, issued pursuant to the 2024 Indenture.

  • 2011 Notes means those certain notes issued pursuant to the Note Purchase Agreement dated as of March 22, 2011 among the Company and the purchasers named in Schedule A thereto.

  • Offered Notes The Class A-1 Notes, the Class A-2 Notes, the Class A-3 Notes, the Class A-4 Notes, the Class B Notes, the Class C Notes and the Class D Notes.

  • 2022 Notes means the 4.875% Senior Notes due 2022, originally issued by Rowan Companies, Inc., a Delaware corporation.

  • B Notes means each of Note B-1 and Note B-2.

  • Restricted Notes means any Note for which no Debt-For-Tax Opinion has been rendered on or after the later of (i) the Closing Date and (ii) the most recent date on which such Note was beneficially owned by the Issuer or the single beneficial owner of the Issuer for United States federal income tax purposes.