Offering Memorandums definition

Offering Memorandums means the Offering Memorandums dated as of March 22, 2021 and March 29, 2021 related to the offer and sale of the Securities.
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Offering Memorandums means the offering memorandum, dated June 15, 2018, relating to the exchange of outstanding 7.75% senior notes due 2020 of the Issuers for the Notes, as supplemented and amended by the first supplement dated as of July 16, 2018.
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Offering Memorandums means (i) the offering memorandum, dated October 18, 2017, relating to the exchange of outstanding 7.75% senior notes due 2020 of the Issuers for the Notes, as supplemented and amended by the first supplement dated October 31, 2017 and by the press releases dated October 24, 2017 and October 30, 2017, and (ii) the offering memorandum, dated October 18, 2017, relating to the exchange of outstanding 7.75% senior notes due 2021 of the Issuers for new 6 3/8% senior notes due 2023 of the Issuers and/or the Notes, as supplemented and amended by the first supplement dated October 31, 2017, the second supplement dated October 31, 2017 and by the press releases dated October 24, 2017 and October 30, 2017.
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Examples of Offering Memorandums in a sentence

  • Each of the Offering Memorandums as of their dates, contains the information specified in, and meets the requirements of, Rule 144A(d)(4) under the Securities Act.

  • The Broker agrees, if the Managing Dealer so requests, to furnish a copy of any final Offering Memorandums required for compliance with the provisions of Rule 15c2-8 under the U.S. Securities Exchange Act of 1934, as amended (the “Exchange Act”).

  • Client represents and warrants that it will utilize the Rule 504 funds pursuant to the "Use of Proceeds" as set forth in the Offering Memorandum(s) and the spirit thereof.

  • The Company will then promptly prepare such amended or supplemental Offering Memorandum or Offering Memorandums as may be necessary.

  • Six copies of the Limited Offering Memorandum will be signed on behalf of the Company by duly authorized officials of the Company and are hereby determined to be the final Limited Offering Memorandums for purposes of Rule 15c2-12(b)(3) and (4); provided, however, that the foregoing representation as to the finality of the Limited Offering Memorandum does not include a representation by the Authority as to the accuracy of the statements and information contained therein.

  • In addition, TCI agrees to pay to KPA or its assignees any compensation due to KPA for its assistance in identifying prospective investors in TCI, pursuant to the placement terms and conditions of TCI Offering Memorandums.

  • Buyer agrees to provide corporate finance services under a Consulting Agreement upon the issuance and transfer of additional Company shares, pursuant to Rule 506 Private Placement Offering Memorandums in such amounts as approved by the Company's Board of Directors to attempt to secure additional capital for the Company.

  • Expenses incurred for distribution of shares, including the typesetting, printing, proofing and mailing of Offering Memorandums for persons who are not shareholders of the Trust, will be borne by Keystone, except for such expenses permitted to be paid by the Trust under a distribution plan adopted pursuant to Rule 12b-1 of the 1940 Act (“Distribution Plan”).

  • At the Closing Time, the Initial Purchasers shall have received the favorable opinion, dated as of the Closing Time, of Shearman & Sterling, counsel for the Initial Purchasers, with respect to the incorporation and legal existence of the Company, the Series A Capital Securities, the Indenture, the Series A Guarantee Agreement, this Agreement, the Registration Rights Agreement, the Offering Memorandums and other related matters as the Initial Purchasers may require.

  • With respect to this Section 5(b), ▇▇▇▇▇▇ LLP may state that its beliefs are based upon its participation in the preparation of the Offering Memorandums and any amendments or supplements thereto and review and discussion of the contents thereof, but are without independent check or verification, except as specified.

Related to Offering Memorandums

  • Offering Memorandum means the final offering memorandum, dated April 14, 2016, relating to the sale of the Initial Notes.

  • Final Offering Memorandum shall be deemed to mean and include all information filed under the Securities Exchange Act of 1934 (as amended, the “Exchange Act,” which term, as used herein, includes the rules and regulations of the Commission promulgated thereunder) prior to the Time of Sale and incorporated by reference in the Pricing Disclosure Package (including the Preliminary Offering Memorandum) or the Final Offering Memorandum (as the case may be), and all references herein to the terms “amend,” “amendment” or “supplement” with respect to the Final Offering Memorandum shall be deemed to mean and include all information filed under the Exchange Act after the Time of Sale and incorporated by reference in the Final Offering Memorandum. The Company hereby confirms its agreements with the Initial Purchasers as follows:

  • Preliminary Offering Memorandum means the preliminary offering memorandum consisting of the RHP and the preliminary international wrap to be used for offer and sale to persons/entities that are outside India, including all supplements, corrections, amendments and corrigenda thereto.

  • Disclosure Package means (i) the Base Prospectus, (ii) the Preliminary Prospectus used most recently prior to the Execution Time, (iii) the Issuer Free Writing Prospectuses, if any, identified in Schedule III hereto, (iv) the final term sheet prepared and filed pursuant to Section 5(b) hereto, if any, and (v) any other Free Writing Prospectus that the parties hereto shall hereafter expressly agree in writing to treat as part of the Disclosure Package.

  • Closing Memorandum means the form of closing memorandum to be prepared by Apple for the Closing under this Agreement in which are included the forms of certificates of officers, the opinions of counsel and certain other documents to be delivered at the Closing as provided in Article VII.