Rule 144A Global definition

Rule 144A Global. Note” 2.1(b)

Rule 144A Global. Note” 2.1(a)

Rule 144A Global. Security” 2.1(b)

Examples of Rule 144A Global in a sentence

• Until so exchanged in full and except as provided therein, the Temporary Regulation S Global Certificate, and the Certificates evidenced thereby, shall in all respects be entitled to the same benefits under this Agreement as the Regulation S Global Certificate and Rule 144A Global Certificate authenticated and delivered hereunder.

• No Person may hold an interest in a Rule 144A Global Certificate unless that Person is a Qualified Institutional Buyer, and no “U.S. person” (as that term is defined in Rule 902(k) under the Securities Act) may hold an interest in a Regulation S Global Certificate, and transfers of interests in the Global Certificates that would result in a violation of the foregoing are prohibited.

• 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.

• The Classes of Non-Registered Certificates initially sold to Qualified Institutional Buyers in reliance on Rule 144A or in reliance on another exemption from the registration requirements of the Securities Act shall, in the case of each such Class, be represented by the Rule 144A Global Certificate for such Class, which shall be deposited with the Certificate Administrator as custodian for the Depository and registered in the name of Cede & Co. as nominee of the Depository.

• Transfers of a Rule 144A Global Note shall be limited to transfers of such Rule 144A Global Note, in whole but not in part, to a nominee of DTC or to a successor of DTC or such successor’s nominee.

More Definitions of Rule 144A Global

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

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 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” 2.1(a) “Temporary Regulation S Global Note” 2.1(a)

Rule 144A Global. Note” 2.1 (b) “Rule 144A Legend” 2.2d )(ii) “Rule 144A Notes” 2.1 (a) “Schedule” 2.1 (b) “U.S. Resale Restriction Termination Date” 2.2 (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 Article 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 Issuer 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 adjust...

Rule 144A Global. Note” 2.1(b) “Sale/Leaseback Transaction” 4.6(a)