Additional Time of Sale Information. Term sheet containing the terms of the Securities, substantially in the form of Annex B.
Additional Time of Sale Information. Term sheet containing the terms of the Securities, substantially in the form of Annex B. This pricing term sheet is qualified in its entirety by reference to the Preliminary Offering Memorandum (the “Preliminary Offering Memorandum”). The information in this pricing term sheet supplements the Preliminary Offering Memorandum and updates and supersedes the information in the Preliminary Offering Memorandum to the extent it is inconsistent with the information in the Preliminary Offering Memorandum. Terms used and not defined herein have the meanings assigned in the Preliminary Offering Memorandum.
Additional Time of Sale Information. 1. Term sheet containing the terms of the Securities, substantially in the form of Annex B. Pricing Supplement, dated February 26, 2015, to the Preliminary Prospectus Supplement, dated February 26, 2015 (the “Preliminary Prospectus Supplement”), and related Base Prospectus, dated October 16, 2014 (the “Base Prospectus”), of CDW LLC and CDW Finance Corporation. This supplement (this “Pricing Supplement”) is qualified in its entirety by reference to the Preliminary Prospectus Supplement and the Base Prospectus. The information in this Pricing Supplement supplements the Preliminary Prospectus Supplement and the Base Prospectus and supersedes the information in the Preliminary Prospectus Supplement and the Base Prospectus to the extent inconsistent with the information in the Preliminary Prospectus Supplement and Base Prospectus. Terms used herein and not defined herein have the meanings assigned to such terms in the Preliminary Prospectus Supplement and the Base Prospectus. Issuers: CDW LLC (“CDW”) and CDW Finance Corporation (“Finance Co” and, together with CDW, the “Issuers”) Title of Securities: 5.0% Senior Notes due 2023 (the “Notes”) Aggregate Principal Amount: $525,000,000 Gross Proceeds to Issuer: $525,000,000 Net Proceeds to Issuer before Gross Spread: $525,000,000 Final Maturity Date: September 1, 2023 Issue Price: 100.0% plus accrued interest, if any, from Maxxx 0, 0000 Xxxxxx: 5.0% Spread to Benchmark Treasury: +309 basis points Benchmark Treasury: UST 2.50% due August 15, 2023 Gross Spread: 1.125% of the principal amount of the Notes Interest Payment Dates: March 1 and September 1 Record Dates: February 15 and August 15 First Interest Payment Date: September 1, 2015
Additional Time of Sale Information. 1. Term sheet containing the terms of the Securities, substantially in the form of Annex B. This pricing term sheet is qualified in its entirety by reference to the Preliminary Offering Memorandum. The information in this pricing term sheet supplements the Preliminary Offering Memorandum and supersedes the information in the Preliminary Offering Memorandum to the extent inconsistent with the information in the Preliminary Offering Memorandum. Other information (including financial information) presented in the Preliminary Offering Memorandum is deemed to have changed to the extent affected by the changes described herein. Certain terms used herein but not defined shall have the meanings assigned to them in the Preliminary Offering Memorandum. The notes have not been registered under the Securities Act of 1933, as amended, or the securities laws of any other jurisdiction and are being offered only (1) to persons reasonably believed to be “qualified institutional buyers” as defined in Rule 144A under the Securities Act and (2) outside the United States in compliance with Regulation S under the Securities Act.
Additional Time of Sale Information. Pricing term sheet containing the terms of the Securities and the Guarantees, substantially in the form of Annex B. This pricing term sheet is qualified in its entirety by reference to the Preliminary Offering Memorandum (the “Preliminary Offering Memorandum”). The information in this pricing term sheet supplements the Preliminary Offering Memorandum and updates and supersedes the information in the Preliminary Offering Memorandum to the extent it is inconsistent with the information in the Preliminary Offering Memorandum. Terms used and not defined herein have the meanings assigned in the Preliminary Offering Memorandum. The notes have not been and will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any other jurisdiction. The notes may not be offered or sold in the United States or to U.S. persons (as defined in Regulation S) except in transactions exempt from, or not subject to, the registration requirements of the Securities Act. Accordingly, the notes are being offered only to (1) persons reasonably believed to be “qualified institutional buyers” as defined in Rule 144A under the Securities Act and (2) outside the United States to non-U.S. persons in compliance with Regulation S under the Securities Act. Issuer: Group 1 Automotive, Inc. Security description: 4.000% Senior Notes due 2028 (the “Notes”) Distribution: Rule 144A/Reg S; no registration rights Size: $550,000,000 Maturity: August 15, 2028 Coupon: 4.000% Issue price: 100.000% of principal amount, plus accrued interest, if any, from August 17, 2020 Yield to maturity: 4.000% Spread to benchmark Treasury: +354 basis points Benchmark Treasury: UST 2.875% due August 15, 2028 Interest Payment Dates: February 15 and August 15, commencing February 15, 2021 Record Dates: February 1 and August 1 Equity clawback: Up to 40% at 104.000% prior to August 15, 2023 Optional redemption: Make-whole call at T+50 bps prior to August 15, 2023 then: August 15, 2023 102.000% August 15, 2024 101.333% August 15, 2025 100.667% August 15, 2026 and thereafter 100.000% Change of control: Puttable at 101% of principal plus accrued and unpaid interest to, but excluding, the repurchase date. Trade date: Xxxxxx 0, 0000 Xxxxxxxxxx date: August 17, 2020 (T+10). It is expected that delivery of the notes will be made against payment therefor on or about August 17, 2020, which is the tenth business day following the date hereof (such settlement cycle being referred t...
Additional Time of Sale Information. Pricing term sheet containing the terms of the Securities, substantially in the form of Annex B. In connection with offers and sales of Securities outside the United States:
Additional Time of Sale Information. 1. The offering memorandum supplement dated December 8, 2006, which is attached as Annex B-1.
2. Term sheet containing the terms of the securities, substantially in the form of Annex B-2. 37 38 In connection with offers and sales of Securities outside the United States:
(a) Each Initial Purchaser acknowledges that the Securities have not been registered under the Securities Act and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons except pursuant to an exemption from, or in transactions not subject to, the registration requirements of the Securities Act.
(b) Each Initial Purchaser, severally and not jointly, represents, warrants and agrees that:
(i) Such Initial Purchaser has offered and sold the Securities, and will offer and sell the Securities, (A) as part of their distribution at any time and (B) otherwise until 40 days after the later of the commencement of the offering of the Securities and the Closing Date, only in accordance with Regulation S under the Securities Act (“Regulation S”) or Rule 144A or any other available exemption from registration under the Securities Act.
(ii) None of such Initial Purchaser or any of its affiliates or any other person acting on its or their behalf has engaged or will engage in any directed selling efforts with respect to the Securities, and all such persons have complied and will comply with the offering restrictions requirement of Regulation S.
(iii) At or prior to the confirmation of sale of any Securities sold in reliance on Regulation S, such Initial Purchaser will have sent to each distributor, dealer or other person receiving a selling concession, fee or other remuneration that purchase Securities from it during the distribution compliance period a confirmation or notice to substantially the following effect: “The Securities covered hereby have not been registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons (i) as part of their distribution at any time or (ii) otherwise until 40 days after the later of the commencement of the offering of the Securities and the date of original issuance of the Securities, except in accordance with Regulation S or Rule 144A or any other available exemption from registration under the Securities Act. Terms used above have the meanings given to them by Regulation S.”
(iv) Such Initial Pu...
Additional Time of Sale Information. 1. Term sheet containing the terms of the Securities, substantially in the form of Annex B. This pricing term sheet is qualified in its entirety by reference to the Preliminary Offering Memorandum. The information in this pricing term sheet supplements the Preliminary Offering Memorandum and supersedes the information in the Preliminary Offering Memorandum to the extent inconsistent with the information in the Preliminary Offering Memorandum. Other information (including financial information) presented in the Preliminary Offering Memorandum is deemed to have changed to the extent affected by the changes described herein. The notes have not been registered under the Securities Act of 1933, as amended, or the securities laws of any other jurisdiction and are being offered only to (1) “qualified institutional buyers” as defined in Rule 144A under the Securities Act and (2) outside the United States to non-U.S. persons in compliance with Regulation S under the Securities Act. Issuer: Netflix, Inc. Guarantees: The notes generally are not required to be guaranteed by any subsidiaries. In the future, the notes may be guaranteed on a senior unsecured basis by certain subsidiaries. Security Description: Senior Unsecured Notes Distribution: 144A/RegS with Contingent Registration Rights Face: $400,000,000 Gross Proceeds: $400,000,000 Coupon: 5.750% Maturity: Xxxxx 0, 0000 Xxxxxxxx Price: 100.000% Yield to Maturity: 5.750% Spread to Treasury: +313 basis points Benchmark: UST 2.750% due November 15, 2023 Interest Pay Dates: March 1 and September 1 Record Dates: February 15 and August 15 Beginning: September 1, 2014 Optional Redemption: Make-whole call at T+50bps prior to maturity Change of Control: Put @ 101% of principal plus accrued interest Trade Date: February 4, 2014 Settlement Date: (T+10) February 19, 2014 The initial purchasers expect that delivery of the notes will be made to investors on or about February 19, 2014, which will be the 10th business day following the date of this offering memorandum (such settlement being referred to as T+10). Under Rule 15c6-1 under the Securities Exchange Act of 1934, as amended, trades in the secondary market are required to settle in three business days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade notes more than three business days prior to February 19, 2014 will be required, by virtue of the fact that the notes initially settle in T+10, to specify an alternate ...
Additional Time of Sale Information. Term sheet containing the terms of the securities, substantially in the form of Annex B. This Pricing Supplement is qualified in its entirety by reference to the Preliminary Offering Memorandum dated March 26, 2014. The information in this Pricing Supplement supplements the Preliminary Offering Memorandum and, except as expressly stated herein, supersedes the information in the Preliminary Offering Memorandum to the extent inconsistent with the information in the Preliminary Offering Memorandum. Capitalized terms used but not defined in this Pricing Supplement have the respective meanings ascribed to them in the Preliminary Offering Memorandum. Issuers: Calumet Specialty Products Partners, L.P. Calumet Finance Corp. Principal Amount: $900,000,000 (upsized from $850,000,000) Gross Proceeds: $900,000,000 Title of Securities: 6.500% Senior Notes due 2021 Final Maturity Date: April 15, 2021 Issue Price: 100.000%, plus accrued interest from March 31, 2014 Coupon: 6.500% Yield to Maturity: 6.500% Interest Payment Dates: April 15 and October 15, beginning on October 15, 2014 Record Dates: April 1 and October 1
Additional Time of Sale Information. 1. Term sheet containing the terms of the securities, substantially in the form of Annex B. This pricing term sheet is qualified in its entirety by reference to the Preliminary Offering Memorandum. The information in this pricing term sheet supplements the Preliminary Offering Memorandum and supersedes the information in the Preliminary Offering Memorandum to the extent inconsistent with the information in the Preliminary Offering Memorandum. Defined terms used and not defined herein have the meaning ascribed to them in the Preliminary Offering Memorandum. The notes have not been registered under the Securities Act of 1933, as amended, or the securities laws of any other jurisdiction and are being offered only to (1) “qualified institutional buyers” as defined in Rule 144A under the Securities Act and (2) outside the United States to non-U.S. persons in compliance with Regulation S under the Securities Act. Issuer: The McClatchy Company Security Description: Senior Secured Notes Distribution: 144A/RegS with Registration Rights Principal Amount: $910,000,000, which represents an increase of $160,000,000 from the Preliminary Offering Memorandum Gross Proceeds: $910,000,000 Coupon: 9.000% Maturity: December 15, 2022 Issue Price: 100.000%, plus accrued interest from December 18, 2012 Yield to Maturity: 9.000% Spread to Treasury: +737 basis points Benchmark: UST 1.625% due November 15, 2022 Interest Payment Dates: December 15 and June 15, commencing June 15, 2013 Equity Clawback: Up to 35% at 109.000% prior to December 15, 2015 Optional Redemption: Make-whole call at T+50bps prior to December 15, 2017, then: December 15, 2017 104.500 % December 15, 2018 103.000 % December 15, 2019 101.500 % December 15, 2020 and thereafter 100.000 % Change of Control: Putable at 101% of principal plus accrued and unpaid interest Trade Date: December 3, 2012 Settlement Date: December 18, 2012 (T+11) CUSIP: 144A: 579489 AF2 Reg S: U57365 AC9 ISIN: 144A: US579489AF22 Reg S: USU57365AC99 Denominations: 2,000x1,000 Initial Purchasers: X.X. Xxxxxx Securities LLC Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated Credit Suisse Securities (USA) LLC Other Changes to Preliminary Offering Memorandum:
