Regulation S Note definition

Regulation S Note. As defined in Section 5.2(c)(ii).

Regulation S Note shall be issued in the form of (A) one or more permanent Global Notes in fully registered form (each, a “Regulation S Global Note”), substantially in the form attached hereto as Exhibit A-3 or (B) one or more permanent Definitive Notes in fully registered form (each, a “Regulation S Definitive Note”), substantially in the form attached hereto as Exhibit A-4. The aggregate principal amounts of the Regulation S Global Notes or the Regulation S Definitive Notes may from time to time be increased or decreased by adjustments made on the records of the Indenture Trustee or the Depository or its nominee, as the case may be, as hereinafter provided.

Regulation S Note means a Note, including a Regulation S Unrestricted Global Note, required to bear the Restrictive Legend applicable to Regulation S Notes provided for in Exhibit A-2.

Examples of Regulation S Note in a sentence

• Each Regulation S Note shall bear an additional legend in substantially the following form: THIS NOTE IS A TEMPORARY OFFSHORE GLOBAL NOTE.

• This certificate relates to a request to exchange US$[amount] of Notes beneficially owned by the undersigned (the “Transferor”) that are represented by an interest in the Rule 144A Note (CUSIP [ ]) for an equivalent beneficial interest in the Regulation S Note (CUSIP [ ]) to be delivered to [Insert name of Transferee] in connection with a proposed transfer in accordance with Regulation S under the U.S. Securities Act of 1933, as amended (“Regulation S”).

• Until the expiration of the Restricted Period, interests in a Regulation S Note may only be held by agent members of Euroclear or Clearstream.

• The Regulation S Note shall be deposited on behalf of the purchasers of the Notes represented thereby with the custodian for the Depositary, and registered in the name of Cede & Co., as nominee of the Depositary, duly executed by the Company and authenticated by the Trustee as provided herein, for credit to their respective accounts (or to such other accounts as they may direct) at Euroclear or Clearstream.

• Interests in each of the Rule 144A Note and Regulation S Note shall be in minimum denominations of $100,000 and integral multiples of $1,000 in excess thereof.

More Definitions of Regulation S Note

Regulation S Note shall have the meaning set forth in Section 2.1.

Regulation S Note means all Initial Notes or all Additional Notes, as the case may be, offered and sold outside the United States in reliance on Regulation S.

Regulation S Note means any Permanent Regulation S Note or any Temporary Regulation S Note.

Regulation S Note has the meaning specified in Section 2.1(a).

Regulation S Note shall have the meaning ascribed thereto in Section 201.

Regulation S Note means a Note represented by a Regulation S Global Note or a Note issued in registered form in exchange or substitution therefor;

Regulation S Note has the meaning ascribed to it in Section 2.1(a) hereof.