Common use of Additional Time of Sale Information Clause in Contracts

Additional Time of Sale Information. 1. Term sheet containing the terms of the securities, substantially in the form of Annex B. Annex B Pricing Term Sheet PRICING SUPPLEMENT STRICTLY CONFIDENTIAL $400,000,000 Calumet Specialty Products Partners, L.P. Calumet Finance Corp. 11.5% Senior Secured Notes due 2021 April 15, 2016 This Pricing Supplement is qualified in its entirety by reference to the Preliminary Offering Memorandum dated April 6, 2016. 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. The Notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any other jurisdiction. Unless they are registered, the Notes may be offered only in transactions that are exempt from registration under the Securities Act or the securities laws of any other jurisdiction. Accordingly, we are offering the Notes in the United States only to qualified institutional buyers pursuant to Rule 144A under the Securities Act and outside the United States to non-U.S. institutional investors in compliance with Regulation S under the Securities Act. For further details about eligible offerees and resale restrictions, see “Transfer Restrictions” in the Preliminary Offering Memorandum. Terms Applicable to the 11.5% Senior Secured Notes due 2021 Issuers: Calumet Specialty Products Partners, L.P.Calumet Finance Corp. Principal Amount: $400,000,000 Gross Proceeds: $393,092,000 B-1 Net Proceeds: $383,292,000, after initial purchaser discount and offering expenses Title of Securities: 11.5% Senior Secured Notes due 2021 Final Maturity Date: January 15, 2021 Issue Price: 98.273%, plus accrued interest from April 20, 2016 Coupon: 11.5% Yield to Maturity: 12.00% Interest Payment Dates: January 15 and July 15, beginning on July 15, 2016 Record Dates: January 1 and July 1

Appears in 1 contract

Samples: Credit Agreement (Calumet Specialty Products Partners, L.P.)

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Additional Time of Sale Information. 1. Term Pricing term sheet containing the terms of the securitiesSecurities and the Guarantees, substantially in the form of Annex B. Annex ANNEX B Pricing Term Sheet PRICING SUPPLEMENT STRICTLY CONFIDENTIAL $400,000,000 Calumet Specialty Products PartnersSheet, L.P. Calumet Finance Corp. 11.5% Senior Secured Notes due dated October 6, 2021 April 15to Preliminary Offering Memorandum dated October 6, 2016 2021 Strictly Confidential Group 1 Automotive, Inc. This Pricing Supplement pricing term sheet is qualified in its entirety by reference to the Preliminary Offering Memorandum dated April 6, 2016(the “Preliminary Offering Memorandum”). The information in this Pricing Supplement pricing term sheet supplements the Preliminary Offering Memorandum and, except as expressly stated herein, 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. Capitalized terms Terms used but and not defined in this Pricing Supplement herein have the respective meanings ascribed to them assigned in the Preliminary Offering Memorandum. The Notes 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. Unless they are registered, the Notes The notes may not be offered only in transactions that are exempt from registration under the Securities Act or the securities laws of any other jurisdiction. Accordingly, we are offering the Notes 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 pursuant to buyers” as defined in Rule 144A under the Securities Act and (2) outside the United States to non-U.S. institutional investors persons in compliance with Regulation S under the Securities Act. For further details about eligible offerees and resale restrictionsIssuer: Group 1 Automotive, see “Transfer Restrictions” in the Preliminary Offering Memorandum. Terms Applicable to the 11.5Inc. Security description: 4.000% Senior Secured Notes due 2021 Issuers2028 (the “new notes”). The new notes are being offered as additional notes under an indenture pursuant to which the issuer issued $550,000,000 aggregate principal amount of the initial notes on August 17, 2020. The new notes and the initial notes will be treated as a single class of securities under the indenture Distribution: Calumet Specialty Products Partners, L.P.Calumet Finance Corp. Principal AmountRule 144A/Reg S; no registration rights Size: $400,000,000 Gross Proceeds200,000,000. Immediately following the issuance of the new notes, there will be $750,000,000 aggregate principal amount of notes outstanding Maturity: $393,092,000 B-1 Net ProceedsAugust 15, 2028 Coupon: $383,292,0004.000% Issue price: 100.250% of principal amount, after initial purchaser discount and offering expenses Title of Securities: 11.5% Senior Secured Notes due 2021 Final Maturity Date: January plus accrued interest, if any, from August 15, 2021 Issue Price: 98.273%, plus accrued interest from April 20, 2016 Coupon: 11.5% Yield to Maturitymaturity: 12.003.957% Spread to benchmark Treasury: +269 basis points Benchmark Treasury: UST 2.875% due August 15, 2028 Interest Payment Dates: January February 15 and July August 15. Interest on the new notes will accrue from August 15, beginning on July 2021, the first day of the current interest period for the initial notes, and the first interest payment date will be February 15, 2016 2022. Record Dates: January February 1 and July 1August 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: On or after: Price: 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: October 6, 2021 Settlement date: October 21, 2021 (T+10). It is expected that delivery of the notes will be made against payment therefor on or about October 21, 2021, which is the tenth business day following the date hereof (such settlement cycle being referred to as “T+10”). Under Rule 15c6-1 under the Securities Exchange Act of 1934, as amended, trades in the secondary market generally are required to settle in two business days unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the notes on the date of pricing or the next seven business days will be required, by virtue of the fact that the notes initially will settle in T+10, to specify an alternative settlement cycle at the time of any such trade to prevent a failed settlement. Purchasers of the notes who wish to trade the notes prior to the second business day before the settlement date should consult their own advisors. CUSIP: Rule 144A: 000000XX0 Reg S: U03903 AF5 ISIN: Rule 144A: US398905AN98 Reg S: USU03903AF57 Denominations/Multiple: $2,000 x $1,000 Bookrunners: BofA Securities, Inc. X.X. Xxxxxx Securities LLC Xxxxx Fargo Securities, LLC U.S. Bancorp Investments, Inc. Co-Managers: PNC Capital Markets LLC Truist Securities, Inc. Comerica Securities, Inc. This material is confidential and is for your information only and is not intended to be used by anyone other than you. This information does not purport to be a complete description of these notes or the offering. Please refer to the Preliminary Offering Memorandum for a complete description. This communication is being distributed in the United States solely to persons reasonably believed to be Qualified Institutional Buyers, as defined in Rule 144A under the Securities Act, and outside the United States solely to Non-U.S. persons as defined under Regulation S under the Securities Act. This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction to any person to whom it is unlawful to make such offer or solicitation in such jurisdiction. Any disclaimer or other notice that may appear below is not applicable to this communication and should be disregarded. Such disclaimer or notice was automatically generated as a result of this communication being sent by Bloomberg or another email system. ANNEX C

Appears in 1 contract

Samples: Date of Agreement    Agreement (Group 1 Automotive Inc)

Additional Time of Sale Information. 1. Term sheet containing the terms of the securities, substantially in the form of Annex B. Annex B Pricing Term Sheet PRICING SUPPLEMENT STRICTLY CONFIDENTIAL $400,000,000 200,000,000 Calumet Specialty Products Partners, L.P. Calumet Finance Corp. 11.59 3/8% Senior Secured Notes due 2021 April 152019 September 8, 2016 2011 This Pricing Supplement is qualified in its entirety by reference to the Preliminary Offering Memorandum dated April 6September 7, 20162011. 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. The Notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any other jurisdiction. Unless they are registered, the Notes may be offered only in transactions that are exempt from registration under the Securities Act or the securities laws of any other jurisdiction. Accordingly, we are offering the Notes in the United States only to qualified institutional buyers pursuant to Rule 144A under the Securities Act and outside the United States to non-U.S. institutional investors persons in compliance with Regulation S under the Securities Act. For further details about eligible offerees and resale restrictions, see “Transfer Restrictions” in the Preliminary Offering Memorandum. Terms Applicable to the 11.59 3/8% Senior Secured Notes due 2021 2019 Issuers: Calumet Specialty Products Partners, L.P.Calumet L.P. Calumet Finance Corp. Principal Amount: $400,000,000 Gross Proceeds: $393,092,000 B-1 200,000,000 Net Proceeds: $383,292,000, 180,000,000 (after deducting the initial purchaser purchaser’s discount and estimated offering expenses and excluding accrued interest) Title of Securities: 11.59 3/8% Senior Secured Notes due 2021 2019 Final Maturity Date: January 15May 1, 2021 2019 Issue Price: 98.27393%, plus accrued interest from April 2021, 2016 2011 Coupon: 11.59.375% Yield to Maturity: 12.00% Interest Payment Dates: January 15 and July 15, beginning on July 15, 2016 Record Dates: January 1 and July 110.739%

Appears in 1 contract

Samples: Calumet Specialty Products Partners, L.P.

Additional Time of Sale Information. 1. Term Pricing term sheet containing the terms of the securitiesSecurities and the Guarantees, substantially in the form of Annex B. Annex ANNEX B Pricing Term Sheet PRICING SUPPLEMENT STRICTLY CONFIDENTIAL $400,000,000 Calumet Specialty Products PartnersSheet, L.P. Calumet Finance Corp. 11.5% Senior Secured Notes due 2021 April 15dated July 25, 2016 2024 to Preliminary Offering Memorandum dated July 25, 2024 Strictly Confidential Group 1 Automotive, Inc. This Pricing Supplement pricing term sheet is qualified in its entirety by reference to the Preliminary Offering Memorandum dated April 6, 2016(the “Preliminary Offering Memorandum”). The information in this Pricing Supplement pricing term sheet supplements the Preliminary Offering Memorandum and, except as expressly stated herein, 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. Capitalized terms Terms used but and not defined in this Pricing Supplement herein have the respective meanings ascribed to them assigned in the Preliminary Offering Memorandum. The Notes 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. Unless they are registered, the Notes The notes may not be offered only in transactions that are exempt from registration under the Securities Act or the securities laws of any other jurisdiction. Accordingly, we are offering the Notes 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 pursuant to buyers” as defined in Rule 144A under the Securities Act and (2) outside the United States to non-U.S. institutional investors persons in compliance with Regulation S under the Securities Act. For further details about eligible offerees and resale restrictionsIssuer: Group 1 Automotive, see “Transfer Restrictions” in the Preliminary Offering Memorandum. Terms Applicable to the 11.5Inc. Security description: 6.375% Senior Secured Notes due 2021 Issuers2030 Distribution: Calumet Specialty Products Partners, L.P.Calumet Finance Corp. Principal AmountRule 144A/Reg S; no registration rights Size: $400,000,000 Gross Proceeds: $393,092,000 B-1 Net Proceeds: $383,292,000, after initial purchaser discount and offering expenses Title of Securities: 11.5% Senior Secured Notes due 2021 Final Maturity Date500,000,000 Maturity: January 15, 2021 Issue Price: 98.273%, plus accrued interest from April 20, 2016 2030 Coupon: 11.56.375% Issue price: 100.000% of principal amount Yield to Maturitymaturity: 12.006.375% Spread to benchmark Treasury: +223 basis points Benchmark Treasury: UST 4.25% due June 30, 2029 Interest Payment Dates: January 15 and July 15, beginning on July commencing January 15, 2016 2025 Record Dates: January 1 and July 1

Appears in 1 contract

Samples: Dealer Agreement (Group 1 Automotive Inc)

Additional Time of Sale Information. 1. Term sheet containing the terms of the securitiesSecurities, substantially in the form of Annex B. Annex ANNEX B Pricing Term Sheet PRICING SUPPLEMENT STRICTLY CONFIDENTIAL $400,000,000 Calumet Specialty Products PartnersSheet, L.P. Calumet Finance Corp. 11.5% Senior Secured Notes due 2021 April 15dated December 1, 2016 2017 to Preliminary Offering Memorandum dated November 27, 2017 Strictly Confidential XXXXXXXX INTERNATIONAL CORPORATION This Pricing Supplement pricing term sheet is qualified in its entirety by reference to the preliminary offering memorandum dated November 27, 2017 (the “Preliminary Offering Memorandum dated April 6, 2016Memorandum”) of Xxxxxxxx International Corporation. The information in this Pricing Supplement pricing term sheet supplements the Preliminary Offering Memorandum and, except as expressly stated herein, and updates and 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. The Notes 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. Unless they are registered, the Notes The notes may not be offered only in transactions that are exempt from registration under the Securities Act or the securities laws of any other jurisdiction. Accordingly, we are offering the Notes sold in the United States or to U.S. persons (as defined in Regulation S under the Securities Act) 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 pursuant to buyers” as defined in Rule 144A under the Securities Act and (2) outside the United States to non-U.S. institutional investors persons in compliance with Regulation S under the Securities Act. For further details about eligible offerees and resale restrictions, see “Transfer Restrictions” in the Preliminary Offering Memorandum. Terms Applicable to the 11.5Issuer: Xxxxxxxx International Corporation Security description: 5.250% Senior Secured Notes due 2021 Issuers2025 Distribution: Calumet Specialty Products PartnersRule 144A / Regulation S, L.P.Calumet Finance Corp. Principal Amountwithout registration rights Size: $400,000,000 300,000,000 Gross Proceedsproceeds: $393,092,000 B-1 Net Proceeds300,000,000 Maturity: $383,292,000December 1, after initial purchaser discount and offering expenses Title of Securities2025 Coupon: 11.55.250% Senior Secured Notes due 2021 Final Maturity DateIssue price: January 15, 2021 Issue Price: 98.273100.000%, plus accrued interest interest, if any, from April 20December 6, 2016 Coupon: 11.5% 2017 Yield to Maturitymaturity: 12.005.250% Interest Payment DatesSpread to benchmark treasury: January 15 and July +295 bps Benchmark treasury: UST 2.25% due November 15, 2025 Interest payment dates: June 1 and December 1, commencing June 1, 2018 Equity clawback: Up to 35% at 105.25% prior to December 1, 2020 Optional redemption: Make-whole call @ T+50 bps prior to December 1, 2020 On and after December 1, 2020, in whole or in part, at the redemption prices set forth below (expressed as a percentage of principal amount of the notes to be redeemed), plus accrued and unpaid interest, if any, to, but not including, the applicable redemption date, if redeemed during the twelve-month period beginning on July 15December 1 of the years indicated below: Year: Price: 2020 103.938% 2021 102.625% 2022 101.313% 2023 and thereafter 100.000% Change of control: Putable at 101% of principal, 2016 Record Datesplus accrued and unpaid interest to, but not including, the date of purchase Trade date: January December 1, 2017 Settlement: T+3; December 6, 2017 It is expected that delivery of the notes will be made against payment therefor on or about December 6, 2017, which is the third business day following the date hereof (such settlement cycle being referred to as “T+3”). Under Rule 15c6-1 under the Securities Exchange Act of 1934, as amended, trades in the secondary market generally are required to settle in two business days unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the notes prior to their delivery will be required, by virtue of the fact that the notes initially will settle in T+3, to specify an alternative settlement cycle at the time of any such trade to prevent a failed settlement. Purchasers of the notes who wish to trade the notes prior to their delivery should consult their advisors. CUSIP and July 1ISIN numbers: 144A Notes Reg S Notes CUSIP: 577128 AA9 CUSIP: U57624 AA3 ISIN: US577128AA93 ISIN: USU57624AA31 Denominations / multiple: $2,000 x $1,000 Ratings*: [Intentionally omitted.] Joint book-running managers: X.X. Xxxxxx Securities LLC SunTrust Xxxxxxxx Xxxxxxxx, Inc. Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated Co-managers: X. Xxxxx FBR, Inc. Citizens Capital Markets, Inc. CJS Securities, Inc. Fifth Third Securities, Inc. HSBC Securities (USA) Inc. Loop Capital Markets LLC Macquarie Capital (USA) Inc. MUFG Securities Americas Inc. PNC Capital Markets LLC TD Securities (USA) LLC The Huntington Investment Company This material is confidential and is for your information only and is not intended to be used by anyone other than you. This information does not purport to be a complete description of these notes or the offering. Please refer to the Preliminary Offering Memorandum for a complete description. This communication shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of the notes in any state or jurisdiction in which such offer, solicitation or sale would be unlawful. The notes will be offered and sold to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act, and to persons in offshore transactions in reliance on Regulation S under the Securities Act. The notes have not been and will not be registered under the Securities Act or any state securities laws, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirement. * A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. Any disclaimer or other notice that may appear below is not applicable to this communication and should be disregarded. Such disclaimer or notice was automatically generated as a result of this communication being sent by Bloomberg or another email system. ANNEX C

Appears in 1 contract

Samples: Matthews International Corp

Additional Time of Sale Information. 1. Term sheet containing the terms of the securitiesSecurities, substantially in the form of Annex B. Annex ANNEX B Pricing Term Sheet See attached. PRICING SUPPLEMENT STRICTLY CONFIDENTIAL $400,000,000 Calumet Specialty Products PartnersTERM SHEET DATED DECEMBER 4, L.P. Calumet Finance Corp. 11.52023 KINETIK HOLDINGS LP 6.625% Senior Secured Notes due 2021 April 15SUSTAINABILITY-LINKED SENIOR NOTES DUE 2028 The information in this pricing term sheet supplements the preliminary offering memorandum, 2016 This Pricing Supplement dated December 4, 2023 (the “Preliminary Offering Memorandum”), and supplements and supersedes the information in the Preliminary Offering Memorandum to the extent supplementary to or inconsistent with the information in the Preliminary Offering Memorandum. In all other respects, this pricing term sheet is qualified in its entirety by reference to the Preliminary Offering Memorandum dated April 6, 2016. 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 and should be read together with the information in the Preliminary Offering Memorandum. Capitalized terms Terms used but not defined in this Pricing Supplement herein shall have the respective meanings ascribed to them set forth in the Preliminary Offering Memorandum. The Notes notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any other jurisdiction. Unless they , and are registered, the Notes may be being offered only in transactions that are exempt from registration under the Securities Act or the securities laws of any other jurisdiction. Accordingly, we are offering the Notes in the United States only to persons reasonably believed to be “qualified institutional buyers buyers” pursuant to Rule 144A under the Securities Act and outside the United States to non-U.S. persons in accordance with Regulation S under the Securities Act. For details about eligible offers, deemed representations and agreements by investors and transfer restrictions, see “Transfer restrictions” in the Preliminary Offering Memorandum. Issuer: Kinetik Holdings LP Securities Title: 6.625% Sustainability-Linked Senior Notes due 2028 (the “notes”) Principal Amount: $500,000,000 Distribution: 144A and Regulation S (no registration rights) Maturity Date: December 15, 2028 Interest Rate: 6.625% Interest Payment Dates: June 15 and December 15, commencing on June 15, 2024 Record Dates: June 1 and December 1 of each year Interest Rate Step-Up Date (if SPTs have not been satisfied and verified): June 15, 2027 (with the first payment on such stepped-up interest rate due on December 15, 2027) Subsequent SPT Notice Date (if SPT 1 and/or SPT 2 are satisfied and verified subsequent to the Interest Rate Step-Up Date): June 15, 2028 (with the first payment on such interest rate due on December 15, 2028, if applicable) Issue Price: 100.000% plus any accrued interest from the settlement date Yield to Maturity: 6.625% Ratings:* Ba1/BB+/BB+ Trade Date: December 4, 2023 Settlement Date: December 6, 2023 (T+2) CUSIP Numbers: 144A: 00000XXX0 Reg. S: X00000XX0 ISIN Numbers: 144A: US49461MAB63 Reg. S: USU49467AB60 Denominations: $2,000 and multiples of $1,000 in excess thereof Global Coordinators: Xxxxx Fargo Securities, LLC BofA Securities, Inc. MUFG Securities Americas Inc. PNC Capital Markets LLC TD Securities (USA) LLC Truist Securities, Inc. Joint Active Bookrunners: Mizuho Securities USA LLC X.X. Xxxxxx Securities LLC Xxxxxx Xxxxxxx & Co. LLC Scotia Capital (USA) Inc. Citigroup Global Markets Inc. Passive Bookrunners: RBC Capital Markets, LLC Barclays Capital Inc. SMBC Nikko Securities America, Inc. Capital One Securities, Inc. U.S. Bancorp Investments, Inc. Xxxxxxx Xxxxx & Co. LLC ING Financial Markets LLC Optional Redemption: Make-whole call @ T+50 bps prior to December 15, 2025, then: On or after December 15, 2025: A B C D Redemption Price Redemption Price Redemption Price Redemption Price (if (x) all Sustainability Performance Targets are not satisfied, but an Expected SPT Satisfaction Certificate is delivered for all three Sustainability Performance Targets or (y) all Sustainability Performance Targets are satisfied) (if all Sustainability Performance Targets are not satisfied, but an Expected SPT Satisfaction Certificate is delivered for two of three Sustainability Performance Targets) (if all Sustainability Performance Targets are not satisfied, but an Expected SPT Satisfaction Certificate is delivered for one of three Sustainability Performance Targets) (if all Sustainability Performance Targets are not satisfied and no Expected SPT Satisfaction Certificate is delivered) Year Percentage 2025 103.313 % 103.354 % 103.396 % 103.437 % 2026 101.656 % 101.677 % 101.698 % 101.719 % 2027 and thereafter 100.000 % 100.000 % 100.000 % 100.000 % Change of Control: Putable at 101% of principal, plus accrued and unpaid interest; provided that, if it occurs prior to delivery by the Issuer of a Satisfaction Notification on or before the Step-Up Notice Date and an Expected SPT Satisfaction Certificate is not delivered with respect to each SPT, then such purchase price shall be increased by 0.0833% for each SPT not set forth in such Expected SPT Satisfaction Certificate as expected to be satisfied on or before the Step-Up Notice Date) * Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. This communication is intended for the sole use of the person to whom it is provided by the sender. This material is confidential and is for your information only and is not intended to be used by anyone other than you. This information does not purport to be a complete description of the notes or the offering. This communication does not constitute an offer to sell or the solicitation of an offer to buy any notes in any jurisdiction to any person to whom it is unlawful to make such offer or solicitation in such jurisdiction. Please refer to the Preliminary Offering Memorandum for a complete description. The notes have not been registered under the Securities Act, or any other securities laws, and may not be offered or sold within the United States or any other jurisdiction, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and any other applicable securities laws. The initial purchasers are initially offering the notes only (1) to persons reasonably believed to be qualified institutional investors buyers as defined in, and in reliance on, 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. For further details about eligible offerees and resale restrictionsANY LEGENDS, see “Transfer Restrictions” in the Preliminary Offering MemorandumDISCLAIMERS OR OTHER NOTICES THAT MAY APPEAR BELOW ARE NOT APPLICABLE TO THIS COMMUNICATION AND SHOULD BE DISREGARDED. Terms Applicable to the 11.5% Senior Secured Notes due 2021 Issuers: Calumet Specialty Products PartnersSUCH LEGENDS, L.P.Calumet Finance Corp. Principal Amount: $400,000,000 Gross Proceeds: $393,092,000 B-1 Net Proceeds: $383,292,000, after initial purchaser discount and offering expenses Title of Securities: 11.5% Senior Secured Notes due 2021 Final Maturity Date: January 15, 2021 Issue Price: 98.273%, plus accrued interest from April 20, 2016 Coupon: 11.5% Yield to Maturity: 12.00% Interest Payment Dates: January 15 and July 15, beginning on July 15, 2016 Record Dates: January 1 and July 1DISCLAIMERS OR OTHER NOTICES HAVE BEEN AUTOMATICALLY GENERATED AS A RESULT OF THIS COMMUNICATION HAVING BEEN SENT VIA BLOOMBERG OR ANOTHER SYSTEM ANNEX C

Appears in 1 contract

Samples: Purchase Agreement (Kinetik Holdings Inc.)

Additional Time of Sale Information. 1. Term sheet containing the terms of the securities, substantially in the form of Annex B. Annex B Pricing Term Sheet PRICING SUPPLEMENT STRICTLY CONFIDENTIAL $400,000,000 325,000,000 Calumet Specialty Products Partners, L.P. Calumet Finance Corp. 11.57.75% Senior Secured Notes due 2021 April 152023 March 24, 2016 2015 This Pricing Supplement is qualified in its entirety by reference to the Preliminary Offering Memorandum dated April 6March 24, 20162015. 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. The Notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any other jurisdiction. Unless they are registered, the Notes may be offered only in transactions that are exempt from registration under the Securities Act or the securities laws of any other jurisdiction. Accordingly, we are offering the Notes in the United States only to qualified institutional buyers pursuant to Rule 144A under the Securities Act and outside the United States to non-U.S. institutional investors persons in compliance with Regulation S under the Securities Act. For further details about eligible offerees and resale restrictions, see “Transfer Restrictions” in the Preliminary Offering Memorandum. Terms Applicable to the 11.57.75% Senior Secured Notes due 2021 2023 Issuers: Calumet Specialty Products Partners, L.P.Calumet L.P. Calumet Finance Corp. Principal Amount: $400,000,000 325,000,000 Gross Proceeds: $393,092,000 B-1 322,585,250 Net Proceeds: $383,292,000, after initial purchaser discount and offering expenses 317,000,000 Title of Securities: 11.57.75% Senior Secured Notes due 2021 2023 Final Maturity Date: January April 15, 2021 2023 Issue Price: 98.27399.257%, plus accrued interest from April 20March 27, 2016 2015 Coupon: 11.57.75% Yield to Maturity: 12.007.875% Interest Payment Dates: January April 15 and July October 15, beginning on July October 15, 2016 2015 Record Dates: January April 1 and July October 1

Appears in 1 contract

Samples: Purchase Agreement (Calumet Specialty Products Partners, L.P.)

Additional Time of Sale Information. 1. Term sheet containing the terms of the securitiesSecurities, substantially in the form of Annex B. Annex ANNEX B [See attached] Strictly confidential Pricing Term Sheet PRICING SUPPLEMENT STRICTLY CONFIDENTIAL $400,000,000 Calumet Specialty Products PartnersSheet, L.P. Calumet Finance Corp. 11.5% Senior Secured Notes due 2021 April 15dated May 3, 2016 to Preliminary Offering Memorandum, dated May 3, 2016 Hanesbrands Inc. This Pricing Supplement pricing term sheet is qualified in its entirety by reference to the Preliminary Offering Memorandum Memorandum, dated April 6May 3, 20162016 (the “Preliminary Offering Memorandum”). The information in this Pricing Supplement pricing term sheet supplements the Preliminary Offering Memorandum and, except as expressly stated herein, 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. Capitalized terms Terms used but and not defined in this Pricing Supplement herein have the respective meanings ascribed to them assigned in the Preliminary Offering Memorandum. The Notes notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any other jurisdiction. Unless they are registered, the Notes The notes may not be offered only in transactions that are exempt from registration under the Securities Act or the securities laws of any other jurisdiction. Accordingly, we are offering the Notes sold in the United States or to U.S. persons (as defined in Regulation S under the Securities Act) 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 pursuant to buyers” as defined in Rule 144A under the Securities Act and (2) outside the United States to non-U.S. institutional investors persons in compliance with Regulation S under the Securities Act. For further details about eligible offerees and resale restrictions, see “Transfer Restrictions” in the Preliminary Offering Memorandum. Terms Applicable to the 11.5Issuer: Hanesbrands Inc. Security description: 4.625% Senior Secured Notes due 2021 Issuers2024 (the “2024 notes”) 4.875% Senior Notes due 2026 (the “2026 notes”) Distribution: Calumet Specialty Products Partners, L.P.Calumet Finance Corp. Principal AmountRule 144A/Regulation S for life Face: 2024 notes: $400,000,000 Gross Proceeds900,000,000 2026 notes: $393,092,000 B-1 Net Proceeds900,000,000 Offering price: $383,292,000, after initial purchaser discount and offering expenses Title 2024 notes: 100.000% of Securitiesface amount 2026 notes: 11.5100.000% Senior Secured Notes due 2021 Final Maturity Dateof face amount Maturity: January 2024 notes: May 15, 2021 Issue Price2024 2026 notes: 98.273%May 15, plus accrued interest from April 20, 2016 2026 Coupon: 11.52024 notes: 4.625% 2026 notes: 4.875% Yield to Maturitymaturity: 12.002024 notes: 4.625% 2026 notes: 4.875% Spread to benchmark treasury: 2024 notes: +296 basis points 2026 notes: +308 basis points Benchmark treasury: 2024 notes: UST 2.500% due May 15, 2024 2026 notes: UST 1.625% due February 15, 2026 Interest Payment Datespayment dates: January 2024 notes: May 15 and July November 15, beginning on July commencing November 15, 2016 2026 notes: May 15 and November 15, commencing November 15, 2016 Record Datesdates: January 2024 notes: May 1 and July 1November 1 2026 notes: May 1 and November 1 Optional redemption: 2024 notes: At any time: make-whole redemption at a discount rate of Treasury plus 50 bps On or after February 15, 2024 (three months prior to maturity): redemption at par 2026 notes: At any time: make-whole redemption at a discount rate of Treasury plus 50 bps On or after February 15, 2026 (three months prior to maturity): redemption at par Change of control triggering event: Putable at 101% of principal plus accrued and unpaid interest upon a Change of Control Triggering Event Trade date: May 3, 2016 Settlement: May 6, 2016 (T+3) CUSIP: 2024 notes: 144A: 000000XX0 Regulation S: X00000XX0 2026 notes: 144A: 000000XX0 Regulation S: X00000XX0 ISIN: 2024 notes: 144A: US410345AJ12 Regulation S: USU24437AD43 2026 notes: 144A: US410345AL67 Regulation S: USU24437AE26 Denominations/Multiples: Denominations of $2,000 and larger integral multiples of $1,000 in excess thereof Ratings: [Intentionally Omitted] Joint book-running managers: X.X. Xxxxxx Securities LLC Barclays Capital Inc. HSBC Securities (USA) Inc. Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated SunTrust Xxxxxxxx Xxxxxxxx Inc. Xxxxxxx, Xxxxx & Co. Senior co-manager: PNC Capital Markets LLC Co-managers: BB&T Capital Markets, a division of BB&T Securities, LLC Fifth Third Securities, Inc. Scotia Capital (USA) Inc. * A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.

Appears in 1 contract

Samples: Hanesbrands Inc.

Additional Time of Sale Information. 1. Term sheet containing the terms of the securitiesSecurities, substantially in the form of Annex B. Annex ANNEX B Term Sheet Pricing Term Sheet PRICING SUPPLEMENT STRICTLY CONFIDENTIAL $400,000,000 Calumet Specialty Products PartnersSheet, L.P. Calumet Finance Corp. 11.5% Senior Secured Notes due 2021 April 15dated May 17, 2016 to Preliminary Offering Memorandum dated May 17, 2016 Strictly Confidential HomeStreet, Inc. This Pricing Supplement pricing term sheet is qualified in its entirety by reference to the Preliminary Offering Memorandum dated April 6, 2016(the “Preliminary Offering Memorandum”). The information in this Pricing Supplement pricing term sheet supplements the Preliminary Offering Memorandum and, except as expressly stated herein, 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. Capitalized terms Terms used but and not defined in this Pricing Supplement herein have the respective meanings ascribed to them assigned in the Preliminary Offering Memorandum. The Notes notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any other jurisdiction. Unless they are registered, the Notes The notes may be offered only in transactions that are exempt from registration under the Securities Act or the securities and applicable laws of any other jurisdictionjurisdictions. Accordingly, we the notes initially are offering the Notes in the United States being offered and sold only to (a) persons reasonably believed to be “qualified institutional buyers pursuant to buyers” (as defined in Rule 144A under the Securities Act) or institutional “accredited investors” within the meaning of Rule 501(a)(1), (2), (3) or (7) under the Securities Act and (b) outside the United States to non-U.S. institutional investors persons in compliance with Regulation S under the Securities Act. For further details about eligible offerees and resale restrictionsIssuer: HomeStreet, see “Transfer Restrictions” in the Preliminary Offering Memorandum. Terms Applicable to the 11.5% Inc. Ranking: Senior Secured Notes due 2021 IssuersDistribution: Calumet Specialty Products Partners, L.P.Calumet Finance Corp. 144A / Reg D with Registration Rights Principal Amount: $400,000,000 Gross Proceeds: $393,092,000 B-1 Net Proceeds: $383,292,000, after initial purchaser discount and offering expenses Title of Securities: 11.5% Senior Secured Notes due 2021 Final 65,000,000 Maturity Date: January 15June 1, 2021 2026 Coupon: 6.50% Issue Price: 98.273100%, plus accrued interest interest, if any, from April May 20, 2016 Coupon: 11.5% Yield to Maturity: 12.006.50% Spread to Benchmark Treasury: 4.728% Benchmark Treasury: UST 1.625% Due May 15, 2026 Benchmark Treasury Price and Yield: 98-21; 1.772% Interest Payment Dates: January 15 June 1, and July 15December 1, beginning on July 15commencing December 1, 2016 Record DatesOptional Redemption: January 1 Prior to March 1, 2026, make-whole call @ T+30 bpsRedeemable in whole or in part on or after March 1, 2026 at 100% of the principal amount of the notes, plus accrued and July 1unpaid interest, if any Registration Rights Commercially reasonable efforts to cause the registration statement to be filed within 120 days, to be effective within 180 days, and the exchange to be consummated within 210 days after the issuance of the notes. Trade Date: May 17, 2016 Settlement Date: T+3; May 20, 2016 QIB CUSIP / ISIN:Accredited Investor CUSIP / ISIN: 43785V AB8 / US43785VAB8043785V AC6 / US43785VAC63 Expected Rating*: BBB- (Kroll) Minimum Denominations: $2,000 and integral multiples of $1,000 in excess thereof Sole Book-Running Manager: Sandler X’Xxxxx & Partners, L.P. This material is confidential and is for your information only and is not intended to be used by anyone other than you. This information does not purport to be a complete description of these notes or the offering. Please refer to the Preliminary Offering Memorandum for a complete description. This communication is being distributed in the United States solely to qualified institutional buyers as defined in Rule 144A under the Securities Act or institutional “accredited investors” within the meaning of Rule 501(a)(1), (2), (3) or (7) under the Securities Act and outside the United States solely to non-U.S. persons as defined under Regulation S. This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction to any person to whom it is unlawful to make such offer or solicitation in such jurisdiction. *A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. Any disclaimer or other notice that may appear below is not applicable to this communication and should be disregarded. Such disclaimer or notice was automatically generated as a result of this communication being sent by Bloomberg or another email system. ANNEX C

Appears in 1 contract

Samples: Registration Rights Agreement (HomeStreet, Inc.)

Additional Time of Sale Information. 1. Term sheet containing the terms of the securities, substantially in the form of Annex B. Annex ANNEX B See attached. Pricing Term Sheet PRICING SUPPLEMENT STRICTLY CONFIDENTIAL $400,000,000 Calumet Specialty Products Partnersterm sheet dated December 3, L.P. Calumet Finance Corp. 11.5% Senior Secured Notes due 2021 April 152012 to Preliminary Offering Memorandum dated November 28, 2016 2012 of The McClatchy Company (the “Company”) This Pricing Supplement pricing term sheet is qualified in its entirety by reference to the Preliminary Offering Memorandum dated April 6, 2016Memorandum. The information in this Pricing Supplement pricing term sheet supplements the Preliminary Offering Memorandum and, except as expressly stated herein, and supersedes the information in the Preliminary Offering Memorandum to the extent inconsistent with the information in the Preliminary Offering Memorandum. Capitalized Defined terms used but and not defined in this Pricing Supplement herein have the respective meanings meaning ascribed to them in the Preliminary Offering Memorandum. The Notes notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”)amended, or the securities laws of any other jurisdiction. Unless they jurisdiction and are registered, the Notes may be being offered only in transactions that are exempt from registration under the Securities Act or the securities laws of any other jurisdiction. Accordingly, we are offering the Notes in the United States only to (1) “qualified institutional buyers pursuant to buyers” as defined in Rule 144A under the Securities Act and (2) outside the United States to non-U.S. institutional investors persons in compliance with Regulation S under the Securities Act. For further details about eligible offerees and resale restrictions, see “Transfer Restrictions” in the Preliminary Offering Memorandum. Terms Applicable to the 11.5% Issuer: The McClatchy Company Security Description: Senior Secured Notes due 2021 IssuersDistribution: Calumet Specialty Products Partners, L.P.Calumet Finance Corp. 144A/RegS with Registration Rights Principal Amount: $400,000,000 910,000,000, which represents an increase of $160,000,000 from the Preliminary Offering Memorandum Gross Proceeds: $393,092,000 B-1 Net Proceeds910,000,000 Coupon: $383,292,000, after initial purchaser discount and offering expenses Title of Securities9.000% Maturity: 11.5% Senior Secured Notes due 2021 Final Maturity Date: January December 15, 2021 2022 Issue Price: 98.273100.000%, plus accrued interest from April 20December 18, 2016 Coupon: 11.5% 2012 Yield to Maturity: 12.009.000% Spread to Treasury: +737 basis points Benchmark: UST 1.625% due November 15, 2022 Interest Payment Dates: January December 15 and July June 15, beginning on July commencing June 15, 2016 Record Dates2013 Equity Clawback: January 1 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: On or after: Price: December 15, 2017 104.500 % December 15, 2018 103.000 % December 15, 2019 101.500 % December 15, 2020 and July 1thereafter 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:

Appears in 1 contract

Samples: Purchase Agreement (McClatchy Co)

Additional Time of Sale Information. 1. Term sheet containing the terms of the securitiesSecurities, substantially in the form of Annex B. Annex ANNEX B Pricing Term Sheet PRICING SUPPLEMENT STRICTLY CONFIDENTIAL $400,000,000 Calumet Specialty Products PartnersSheet, dated March 17, 2015 to Preliminary Offering Memorandum dated March 17, 2015 Strictly Confidential WASHINGTON PRIME GROUP, L.P. Calumet Finance Corp. 11.53.850% Senior Secured Notes due 2021 April 15SENIOR NOTES DUE 2020 (THE “NOTES”) This pricing term sheet should be read together with, 2016 This Pricing Supplement and is qualified in its entirety by reference to to, the preliminary offering memorandum dated March 17, 2015 (the “Preliminary Offering Memorandum dated April 6, 2016Memorandum”). The information in this Pricing Supplement pricing term sheet supplements the Preliminary Offering Memorandum and, except as expressly stated herein, and 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 pricing term sheet have the respective meanings ascribed assigned to them in the Preliminary Offering Memorandum. The Notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), for offer or the securities laws of any other jurisdiction. Unless they are registered, the Notes may be offered only in transactions that are exempt from registration sale under the Securities Act or the securities laws of any state or other jurisdictionjurisdiction and, unless so registered, may not be offered or sold except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and all other applicable securities laws. Accordingly, we are offering the Notes in the United States are being offered and sold only to qualified institutional buyers pursuant to buyers” (as defined in Rule 144A under the Securities Act (“Rule 144A”)) in reliance on the exemption from the registration requirements of the Securities Act provided by Rule 144A and outside the United States to non-U.S. institutional investors persons in offshore transactions in compliance with Regulation S under the Securities ActAct (“Regulation S”). For further details about eligible offerees The Notes are subject to transfer restrictions and resale restrictionsdeemed acknowledgements, see representations and agreements relating thereto. Issuer: Washington Prime Group, L.P. Security: 3.850% Senior Notes due 2020 Aggregate Principal Amount: $250,000,000 Stated Maturity Date: April 1, 2020 Issue Price: 99.972% of principal amount Coupon (Interest Rate): 3.850% per annum Yield to Maturity: 3.856% Benchmark Treasury: UST 1.375% due February 29, 2020 Benchmark Treasury Yield: 1.556% Spread to Benchmark Treasury: +230 basis points Interest Payment Dates: April 1 and October 1 of each year, beginning on October 1, 2015 Optional Redemption: Prior to March 2, 2020 (30 days prior to the Stated Maturity Date of the Notes), Transfer Restrictionsmake-wholecall at T+35 basis points (calculated as though the actual Stated Maturity Date of the Notes was March 2, 2020) On or after March 2, 2020 (30 days prior to the Stated Maturity Date of the Notes), par call 144A CUSIP / ISIN: 939648 AA9 / XX000000XX00 Xxx X XXXXX / XXXX: U93893 AA0 / USU93893AA06 Trade Date: Xxxxx 00, 0000 Xxxxxxxxxx Date: March 24, 2015 (T+5); under Rule 15c6-1 under the Securities Exchange Act of 1934, trades in the secondary market generally are required to settle in three business days, unless the parties to that trade expressly agree otherwise. Accordingly, purchasers who wish to trade the Notes before the third business day prior to the Settlement Date will be required, by virtue of the fact that the Notes initially will settle on a delayed basis, to specify an alternate settlement cycle at the time of any such trade to prevent a failed settlement, and should consult their own advisors with respect to these matters Joint Book-Running Managers: Citigroup Global Markets Inc. X.X. Xxxxxx Securities LLC RBS Securities Inc. Joint Lead Managers Xxxxxxx, Sachs & Co. Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated Co-Managers BBVA Securities Inc. Mitsubishi UFJ Securities (USA), Inc. PNC Capital Markets LLC SunTrust Xxxxxxxx Xxxxxxxx, Inc. U.S. Bancorp Investments, Inc. Distribution: Rule 144A/Reg S with registration rights as set forth in the Preliminary Offering Memorandum. Terms Applicable This material is confidential and is for your information only and is not intended to be used by anyone other than you. This information does not purport to be a complete description of the 11.5% Senior Secured Notes due 2021 Issuers: Calumet Specialty Products Partnersor the offering and should be read in conjunction with the Preliminary Offering Memorandum. This communication shall not constitute an offer to sell or the solicitation of an offer to buy securities nor shall there be any sale of the Notes in any jurisdiction in which such solicitation or sale would be unlawful. Washington Prime Group, L.P.Calumet Finance Corp. Principal Amount: $400,000,000 Gross Proceeds: $393,092,000 B-1 Net Proceeds: $383,292,000, after L.P. or any initial purchaser discount participating in the offering will arrange to send you the Preliminary Offering Memorandum and offering expenses Title the final Offering Memorandum if you request them by calling Citigroup Global Markets Inc. toll free at 800-831-9146, X.X. Xxxxxx Securities LLC collect at 000-000-0000 or RBS Securities Inc. toll free at 000-000-0000. Any legends, disclaimers or other notices that may appear below are not applicable to this communication and should be disregarded. Such legends, disclaimers or other notices have been automatically generated as a result of Securities: 11.5% Senior Secured Notes due 2021 Final Maturity Date: January 15, 2021 Issue Price: 98.273%, plus accrued interest from April 20, 2016 Coupon: 11.5% Yield to Maturity: 12.00% Interest Payment Dates: January 15 and July 15, beginning on July 15, 2016 Record Dates: January 1 and July 1this communication having been sent via Bloomberg or another system. ANNEX C

Appears in 1 contract

Samples: Washington Prime Group Inc.

Additional Time of Sale Information. 1. Term sheet containing the terms of the securitiesSecurities, substantially in the form of Annex B. Annex ANNEX B Pricing Term Sheet PRICING SUPPLEMENT STRICTLY CONFIDENTIAL $400,000,000 Calumet Specialty Products PartnersTERM SHEET DATED JUNE 1, L.P. Calumet Finance Corp. 11.52022 KINETIK HOLDINGS LP 5.875% Senior Secured Notes due 2021 April 15SUSTAINABILITY-LINKED SENIOR NOTES DUE 2030 The information in this pricing term sheet supplements the preliminary offering memorandum, 2016 This Pricing Supplement dated June 1, 2022 (the “Preliminary Offering Memorandum”), and supplements and supersedes the information in the Preliminary Offering Memorandum to the extent supplementary to or inconsistent with the information in the Preliminary Offering Memorandum. In all other respects, this pricing term sheet is qualified in its entirety by reference to the Preliminary Offering Memorandum dated April 6, 2016. 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 and should be read together with the information in the Preliminary Offering Memorandum. Capitalized terms Terms used but not defined in this Pricing Supplement herein shall have the respective meanings ascribed to them set forth in the Preliminary Offering Memorandum. The Notes notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any other jurisdiction. Unless they , and are registered, the Notes may be being offered only in transactions that are exempt from registration under the Securities Act or the securities laws of any other jurisdiction. Accordingly, we are offering the Notes in the United States only to persons reasonably believed to be “qualified institutional buyers buyers” pursuant to Rule 144A under the Securities Act and outside the United States to non-U.S. persons in accordance with Regulation S under the Securities Act. For details about eligible offers, deemed representations and agreements by investors and transfer restrictions, see “Transfer restrictions” in the Preliminary Offering Memorandum. Issuer: Kinetik Holdings LP Securities Title: 5.875% Sustainability-Linked Senior Notes due 2030 (the “notes”) Principal Amount: $1,000,000,000 Gross Proceeds: $995,880,000 Distribution: 144A and Regulation S (no registration rights) Maturity Date: June 15, 2030 Interest Rate: 5.875% Interest Payment Dates: June 15 and December 15, commencing on December 15, 2022 Record Dates: June 1 and December 1 of each year Interest Rate Step-Up Date (if SPTs have not been satisfied and verified): June 15, 2027 (with the first payment on such stepped-up interest rate due on December 15, 2027) Subsequent SPT Notice Date (if SPT 1 and/or SPT 2 are satisfied and verified subsequent to the Interest Rate Step-Up Date): June 15, 2029 (with the first payment on such interest rate due on December 15, 2029) Issue Price: 99.588% plus any accrued interest from the settlement date Yield to Maturity: 5.94% Spread to Treasury: +300 basis points Benchmark Treasury: UST 0.625% due May 15, 2030 Ratings:* Ba1/BB+/BB+ Trade Date: June 1, 2022 Settlement Date:** June 8, 2022 (T+5) CUSIP Numbers: 144A: 00000XXX0 Reg. S: U49467 AA8 ISIN Numbers: 144A: US49461MAA80 Reg. S: USU49467AA87 Denominations: $2,000 and multiples of $1,000 in excess thereof Global Coordinators: X.X. Xxxxxx Securities LLC Xxxxxx Xxxxxxx & Co. LLC Credit Suisse Securities (USA) LLC Barclays Capital Inc. Active Bookrunners: BofA Securities, Inc. Mizuho Securities USA LLC MUFG Securities Americas Inc. PNC Capital Markets LLC RBC Capital Markets, LLC TD Securities (USA) LLC Truist Securities, Inc. Xxxxx Fargo Securities, LLC Passive Bookrunners: Blackstone Securities Partners L.P. Citigroup Global Markets Inc. Xxxxxxx Xxxxx & Co. LLC Scotia Capital (USA) Inc. Sustainability-Linked Bond Structuring Agents to the Issuer X.X. Xxxxxx Securities LLC Credit Suisse Securities (USA) LLC Barclays Capital Inc. Optional Redemption: Make-whole call @ T+50 bps prior to June 15, 2025, then: On or after June 15, 2025: A B C D Redemption Price (if (x) all Sustainability Performance Targets are not satisfied, but an Expected SPT Satisfaction Certificate is delivered for all three Sustainability Performance Targets or (y) all Sustainability Performance Targets are satisfied) Redemption Price (if all Sustainability Performance Targets are not satisfied, but an Expected SPT Satisfaction Certificate is delivered for two of three Sustainability Performance Targets) Redemption Price (if all Sustainability Performance Targets are not satisfied, but an Expected SPT Satisfaction Certificate is delivered for one of three Sustainability Performance Targets) Redemption Price (if all Sustainability Performance Targets are not satisfied and no Expected SPT Satisfaction Certificate is delivered) Year Percentage 2025 102.938 % 102.979 % 103.021 % 103.062 % 2026 101.469 % 101.490 % 101.510 % 101.531 % 2027 and thereafter 100.000 % 100.000 % 100.000 % 100.000 % Change of Control: Putable at 101% of principal, plus accrued and unpaid interest; provided that, if it occurs prior to delivery by the Issuer of a Satisfaction Notification on or before the Step-Up Notice Date and an Expected SPT Satisfaction Certificate is not delivered with respect to each SPT, then such purchase price shall be increased by 0.0833% for each SPT not set forth in such Expected SPT Satisfaction Certificate as expected to be satisfied on or before the Step-Up Notice Date) * Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. ** Delivery of the notes will be made to investors on or about the fifth business day following the date hereof. Under Rule 15c6-1(a) promulgated under the Securities Exchange Act of 1934, trades in the secondary market are required to settle in two business days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade notes prior to the second business day prior to the delivery of the notes will be required, by virtue of the fact that the notes initially settle T+5, to specify an alternate settlement arrangement at the time of any such trade to prevent a failed settlement. Purchasers of the notes who wish to trade the notes prior to the second day prior to their date of delivery hereunder should consult their advisors. This communication is intended for the sole use of the person to whom it is provided by the sender. This material is confidential and is for your information only and is not intended to be used by anyone other than you. This information does not purport to be a complete description of the notes or the offering. This communication does not constitute an offer to sell or the solicitation of an offer to buy any notes in any jurisdiction to any person to whom it is unlawful to make such offer or solicitation in such jurisdiction. Please refer to the Preliminary Offering Memorandum for a complete description. The notes have not been registered under the Securities Act, or any other securities laws, and may not be offered or sold within the United States or any other jurisdiction, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and any other applicable securities laws. The initial purchasers are initially offering the notes only (1) to persons reasonably believed to be qualified institutional investors buyers as defined in, and in reliance on, 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. For further details about eligible offerees and resale restrictionsANY LEGENDS, see “Transfer Restrictions” in the Preliminary Offering MemorandumDISCLAIMERS OR OTHER NOTICES THAT MAY APPEAR BELOW ARE NOT APPLICABLE TO THIS COMMUNICATION AND SHOULD BE DISREGARDED. Terms Applicable to the 11.5% Senior Secured Notes due 2021 Issuers: Calumet Specialty Products PartnersSUCH LEGENDS, L.P.Calumet Finance Corp. Principal Amount: $400,000,000 Gross Proceeds: $393,092,000 B-1 Net Proceeds: $383,292,000, after initial purchaser discount and offering expenses Title of Securities: 11.5% Senior Secured Notes due 2021 Final Maturity Date: January 15, 2021 Issue Price: 98.273%, plus accrued interest from April 20, 2016 Coupon: 11.5% Yield to Maturity: 12.00% Interest Payment Dates: January 15 and July 15, beginning on July 15, 2016 Record Dates: January 1 and July 1DISCLAIMERS OR OTHER NOTICES HAVE BEEN AUTOMATICALLY GENERATED AS A RESULT OF THIS COMMUNICATION HAVING BEEN SENT VIA BLOOMBERG OR ANOTHER SYSTEM. ANNEX C

Appears in 1 contract

Samples: Kinetik Holdings Inc.

Additional Time of Sale Information. 1. Term sheet containing the terms of the securities, substantially in the form of Annex B. Annex B Pricing Term Sheet PRICING SUPPLEMENT STRICTLY CONFIDENTIAL $400,000,000 350,000,000 Calumet Specialty Products Partners, L.P. Calumet Finance Corp. 11.57.625% Senior Secured Notes due 2021 April 152022 November 21, 2016 2013 This Pricing Supplement is qualified in its entirety by reference to the Preliminary Offering Memorandum dated April 6November 21, 20162013. 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. The Notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any other jurisdiction. Unless they are registered, the Notes may be offered only in transactions that are exempt from registration under the Securities Act or the securities laws of any other jurisdiction. Accordingly, we are offering the Notes in the United States only to qualified institutional buyers pursuant to Rule 144A under the Securities Act and outside the United States to non-U.S. institutional investors persons in compliance with Regulation S under the Securities Act. For further details about eligible offerees and resale restrictions, see “Transfer Restrictions” in the Preliminary Offering Memorandum. Terms Applicable to the 11.57.625% Senior Secured Notes due 2021 2022 Issuers: Calumet Specialty Products Partners, L.P.Calumet L.P. Calumet Finance Corp. Principal Amount: $400,000,000 350,000,000 (upsized from $225,000,000) Gross Proceeds: $393,092,000 B-1 Net Proceeds: $383,292,000, after initial purchaser discount and offering expenses 344,729,000 Title of Securities: 11.57.625% Senior Secured Notes due 2021 2022 Final Maturity Date: January 15, 2021 2022 Issue Price: 98.27398.494%, plus accrued interest from April 20November 26, 2016 2013 Coupon: 11.57.625% Yield to Maturity: 12.007.875% Interest Payment Dates: January 15 and July 15, beginning on July 15, 2016 2014 Record Dates: January 1 and July 1

Appears in 1 contract

Samples: Isda Master Agreement (Calumet Specialty Products Partners, L.P.)

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Additional Time of Sale Information. 1. Term sheet containing the terms of the securitiesSecurities, substantially in the form of Annex B. Annex ANNEX B Pricing Term Sheet PRICING SUPPLEMENT STRICTLY CONFIDENTIAL $400,000,000 Calumet Specialty Products [See attached] Pricing Term Sheet, dated February 21, 2024 to Preliminary Offering Memorandum dated February 21, 2024 Strictly Confidential EQM Midstream Partners, L.P. Calumet Finance Corp. 11.5% Senior Secured Notes due 2021 April 15, 2016 LP This Pricing Supplement pricing term sheet is qualified in its entirety by reference to the Preliminary Offering Memorandum dated April 6February 21, 20162024 (the “Preliminary Offering Memorandum”). The information in this Pricing Supplement pricing term sheet supplements the Preliminary Offering Memorandum and, except as expressly stated herein, 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. Capitalized terms Terms used but and not defined in this Pricing Supplement herein have the respective meanings ascribed to them assigned in the Preliminary Offering Memorandum. The Notes 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. Unless they are registered, the Notes The notes may not be offered only in transactions that are exempt from registration under the Securities Act or the securities laws of any other jurisdiction. Accordingly, we are offering the Notes 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 pursuant to buyers” as defined in Rule 144A under the Securities Act and (2) outside the United States to non-U.S. institutional investors persons in compliance with Regulation S under the Securities Act. For further details about eligible offerees Issuer: EQM Midstream Partners, LP Distribution: Rule 144A and resale restrictions, see “Transfer Restrictions” in the Preliminary Offering Memorandum. Terms Applicable to the 11.5Regulation S for life (no registration rights) Security Description: 6.375% Senior Secured Notes due 2021 Issuers: Calumet Specialty Products Partners, L.P.Calumet Finance Corp. Principal Amount2029 (the “Notes”) Size: $400,000,000 Gross Proceeds600,000,000 Maturity: $393,092,000 B-1 Net ProceedsApril 1, 2029 Coupon: $383,292,000, after initial purchaser discount and offering expenses Title of Securities: 11.56.375% Senior Secured Notes due 2021 Final Maturity Date: January 15, 2021 Issue Price: 98.273%, plus accrued interest from April 20, 2016 Coupon: 11.5100.000% of face amount Yield to Maturity: 12.006.375% Interest Payment Dates: January 15 April 1 and July 15October 1 commencing October 1, beginning on July 15, 2016 2024 Record Dates: January March 15 and September 15 Optional Redemption: Make-whole call @ T+50 bps prior to April 1, 2026 (the “First Call Date”). On and after the First Call Date, at the following redemption prices (expressed as percentages of the principal amount of the Notes to be redeemed) plus accrued and unpaid interest, if any, on the Notes redeemed during the 12-month period beginning on April 1 of the years indicated below: Year Price 2026 103.188 % 2027 101.594 % 2028 and July 1thereafter 100.000 % Change of Control (with Ratings Downgrade): Put at 101% of the aggregate principal amount of the Notes, plus accrued and unpaid interest. CUSIP: 144A: 00000XXX0 ISIN: REG S: X00000XX0 144A: US26885BAP58 Trade Date: REG S: USU26886AG33 February 21, 2024 Settlement: T+3; February 26, 2024 The Company expects to deliver the Notes against payment for the Notes on or about the date specified on the cover page of the Preliminary Offering Memorandum, which will be the third business day following the date of the pricing of the Notes (such settlement cycle being referred to as “T+3”). Under Rule 15c6-1 under the Exchange Act, trades in the secondary market generally are required to settle in two business days unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the Notes on any date prior to the second business day before delivery thereof will be required, by virtue of the fact that the Notes initially will settle in T+3, to specify an alternative settlement cycle at the time of any such trade to prevent failed settlement. Purchasers of the Notes who wish to trade the Notes prior to the second business day before their delivery should consult their own advisors. Denominations/Multiple: $2,000 x $1,000 Ratings*: Ba3 (stable outlook, Xxxxx’x) BB- (negative outlook, S&P) BB (stable outlook, Fitch) Joint Book-Running Xxxxx Fargo Securities, LLC Managers: BofA Securities, Inc. TD Securities (USA) LLC Barclays Capital Inc. Citigroup Global Markets Inc. X.X. Xxxxxx Securities LLC MUFG Securities Americas Inc. PNC Capital Markets LLC Scotia Capital (USA) Inc. SMBC Nikko Securities America, Inc. Truist Securities, Inc. U.S. Bancorp Investments, Inc. Co-Manager: WauBank Securities LLC ***** This material is confidential and is for your information only and is not intended to be used by anyone other than you. This information does not purport to be a complete description of these notes or the offering. Please refer to the Preliminary Offering Memorandum for a complete description. This communication is being distributed solely to persons reasonably believed to be Qualified Institutional Buyers, as defined in Rule 144A under the Securities Act of 1933, as amended, and to non-U.S. persons outside the United States solely as defined under Regulation S. This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction to any person to whom it is unlawful to make such offer or solicitation in such jurisdiction. *A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. Any disclaimer or other notice that may appear below is not applicable to this communication and should be disregarded. Such disclaimer or notice was automatically generated as a result of this communication being sent by Xxxxxxxxx or another email system. ANNEX C

Appears in 1 contract

Samples: Purchase Agreement (Equitrans Midstream Corp)

Additional Time of Sale Information. 1. Term sheet containing the terms of the securitiesSecurities, substantially in the form of Annex B. Annex ANNEX B Pricing Term Sheet PRICING SUPPLEMENT STRICTLY CONFIDENTIAL $400,000,000 Calumet Specialty Products PartnersSheet, L.P. Calumet Finance Corp. 11.5% Senior Secured Notes due 2021 April 15dated September 23, 2016 2024 to Preliminary Offering Memorandum dated September 23, 2024 Strictly Confidential XXXXXXXX INTERNATIONAL CORPORATION This Pricing Supplement pricing term sheet is qualified in its entirety by reference to the preliminary offering memorandum dated September 23, 2024 (the “Preliminary Offering Memorandum dated April 6, 2016Memorandum”) of Xxxxxxxx International Corporation. Capitalized terms used herein but not defined shall have the meanings assigned to them in the Preliminary Offering Memorandum. The information in this Pricing Supplement pricing term sheet supplements the Preliminary Offering Memorandum and, except as expressly stated herein, and updates and 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. The Notes 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. Unless they are registered, and may not be offered, sold or otherwise transferred absent registration or an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act or any other applicable securities laws. Accordingly, the notes are being offered and sold only to (1) persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act and (2) to non-U.S. persons outside the United States in reliance on Regulation S under the Securities Act. Issuer: Xxxxxxxx International Corporation Security: 8.625% Senior Secured Second Lien Notes may due 2027 Principal Amount: $300,000,000 Maturity: October 1, 2027 Coupon: 8.625% Issue price: 100.000%, plus accrued interest, if any, from September 27, 2024 Gross proceeds: $300,000,000 Yield to maturity: 8.625% Interest payment dates: April 1 and October 1, commencing April 1, 2025 Record dates: March 15 and September 15 Equity clawback: Up to 40% at 108.625% prior to October 1, 2025 Annex B-1 Optional redemption: Make-whole call @ T+50 bps prior to October 1, 2025 On and after October 1, 2025, in whole or in part, at the redemption prices (expressed as a percentage of principal amount of the notes to be redeemed) set forth below, plus accrued and unpaid interest on the notes, if any, to, but not including, the applicable date of redemption, if redeemed during the twelve-month period beginning on October 1 of each of the years indicated below: Year: Price: 2025 104.313% 2026 and thereafter 100.000% Change of control: Putable at 101% of principal, plus accrued and unpaid interest to, but not including, the date of purchase Trade date: September 23, 2024 Settlement: September 27, 2024 (T+4) It is expected that delivery of the notes will be made against payment therefor on or about September 27, 2024, which is the fourth business day following the date hereof (this settlement cycle being referred to as “T+4”). Under Rule 15c6-1 of the Exchange Act, trades in the secondary market generally are required to settle in one business day, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade notes prior to the date that is one business day prior to the settlement date will be required, by virtue of the fact that the notes will not initially settle in T+1, to specify an alternate settlement cycle at the time of any such trade to prevent a failed settlement and should consult their own advisors. Joint book-running managers: Truist Securities, Inc. BofA Securities, Inc. Citizens JMP Securities, LLC X.X. Xxxxxx Securities LLC PNC Capital Markets LLC TD Securities (USA) LLC Xxxxx Fargo Securities, LLC Lead manager: Xxxxxxxxxxx & Co. Inc. Co-managers: Citigroup Global Markets Inc. M&T Securities, Inc. X. Xxxxx Securities, Inc. CJS Securities, Inc. HSBC Securities (USA) Inc. WauBank Securities LLC Annex B-2 Ratings*: B3 (Xxxxx’x) / B+ (S&P) / BB- Fitch XXXXX and ISIN numbers: 144A Notes Reg S Notes CUSIP: 000000XX0 CUSIP: U57624 AB1 ISIN: US577128AC59 ISIN: USU57624AB14 Denominations / multiple: $2,000 x $1,000 Distribution: Rule 144A / Regulation S, without registration rights This material is confidential and is for your information only and is not intended to be used by anyone other than you. This information does not purport to be a complete description of the notes or the offering. Please refer to the Preliminary Offering Memorandum for a complete description. This communication shall not constitute an offer to sell or a solicitation of an offer to buy the notes, nor shall there be any sale of the notes in any state or jurisdiction in which such offer, solicitation or sale would be unlawful. The notes are being offered and sold only to (1) persons reasonably believed to be qualified institutional buyers in transactions that are exempt from registration reliance on Rule 144A under the Securities Act and (2) to non-U.S. persons outside the United States in reliance on Regulation S under the Securities Act. The notes have not been and will not be registered under the Securities Act or the securities laws of any other jurisdiction. Accordingly, we are offering and may not be offered, sold or otherwise transferred absent registration or an exemption from, or in a transaction not subject to, the Notes in the United States only to qualified institutional buyers pursuant to Rule 144A under registration requirements of the Securities Act or any other applicable securities laws. *A securities rating is not a recommendation to buy, sell or hold securities and outside the United States may be subject to non-U.S. institutional investors in compliance with Regulation S under the Securities Actrevision or withdrawal at any time. For further details about eligible offerees Any disclaimer or other notice that may appear below is not applicable to this communication and resale restrictions, see “Transfer Restrictions” in the Preliminary Offering Memorandumshould be disregarded. Terms Applicable to the 11.5% Senior Secured Notes due 2021 Issuers: Calumet Specialty Products Partners, L.P.Calumet Finance Corp. Principal Amount: $400,000,000 Gross Proceeds: $393,092,000 B-1 Net Proceeds: $383,292,000, after initial purchaser discount and offering expenses Title Such disclaimer or notice was automatically generated as a result of Securities: 11.5% Senior Secured Notes due 2021 Final Maturity Date: January 15, 2021 Issue Price: 98.273%, plus accrued interest from April 20, 2016 Coupon: 11.5% Yield to Maturity: 12.00% Interest Payment Dates: January 15 and July 15, beginning on July 15, 2016 Record Dates: January 1 and July 1this communication being sent by Bloomberg or another email system. ANNEX C

Appears in 1 contract

Samples: Purchase Agreement (Matthews International Corp)

Additional Time of Sale Information. 1. Term sheet containing the terms of the securitiesSecurities, substantially in the form of Annex B. Annex ANNEX B Pricing Term Sheet PRICING SUPPLEMENT STRICTLY CONFIDENTIAL $400,000,000 Calumet Specialty Products PartnersSheet, L.P. Calumet Finance Corp. 11.5% Senior Secured Notes due 2021 April 15dated May 23, 2016 to Preliminary Offering Memorandum dated May 17, 2016 Strictly Confidential U.S. Concrete, Inc. This Pricing Supplement pricing term sheet is qualified in its entirety by made with reference to the Preliminary Offering Memorandum dated April 6, 2016(the “Preliminary Offering Memorandum”). The information in this Pricing Supplement pricing term sheet supplements the Preliminary Offering Memorandum and, except as expressly stated herein, 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. Capitalized terms Terms used but and not defined in this Pricing Supplement herein have the respective meanings ascribed to them assigned in the Preliminary Offering Memorandum. The Notes notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”)amended, or the securities laws of any other jurisdiction. Unless they are registered, the Notes The notes may not be offered only in transactions that are exempt from registration under the Securities Act or the securities laws of any other jurisdiction. Accordingly, we are offering the Notes 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 (1) to qualified institutional buyers pursuant to buyers” as defined in Rule 144A under the Securities Act and (2) outside the United States to non-U.S. institutional investors persons in compliance with Regulation S under the Securities Act. For further details about eligible offerees and resale restrictionsIssuer: U.S. Concrete, see “Transfer Restrictions” in the Preliminary Offering Memorandum. Terms Applicable to the 11.5% Inc. Security description: Senior Secured Notes due 2021 IssuersDistribution: Calumet Specialty Products Partners, L.P.Calumet Finance Corp. Principal Amount144A/Reg S registration rights Size: $400,000,000 Gross Proceedsproceeds: $393,092,000 B-1 Net Proceeds400,000,000 Maturity: $383,292,000June 1, after initial purchaser discount and offering expenses Title 2024 Coupon: 6.375% Issue price: 100.000% of Securitiesface amount. Yield to maturity: 11.56.375% Senior Secured Notes Spread to Benchmark Treasury: +452bps Benchmark Treasury: UST 2.5% due 2021 Final Maturity Date: January May 15, 2021 Issue Price: 98.273%, plus accrued interest from April 20, 2016 Coupon: 11.5% Yield to Maturity: 12.00% 2024 Interest Payment Dates: January 15 June 1 and July 15December 1, beginning on July 15commencing December 1, 2016 Record DatesEquity clawback: January 1 Up to 35% at 106.375% prior to June 1, 2019 Optional redemption: Make-whole call @ T+50bps prior to June 1, 2019 then: On or after: Price: June 1, 2019 104.781% June 1, 2020 103.188% June 1, 2021 101.594% June 1, 2022 and July 1thereafter 100.000% Change of control: Putable at 101% of principal plus accrued and unpaid interest Trade date: May 23, 2016 Settlement: T+10; June 7, 2016. CUSIP: 144A: CUSIP No. 00000XXX0 REG S: CUSIP No. X0000XXX0 ISIN: 144A: ISIN No. US90333LAM46 REG S: ISIN No. USU9033EAE87 Denominations/Multiple: $2,000 x $1,000 Ratings*: B3/BB- Book-Running Managers: X.X. Xxxxxx Securities LLC UBS Securities LLC Senior Co-Managers: RBC Capital Markets, LLC SunTrust Xxxxxxxx Xxxxxxxx, Inc. Co-Managers: Capital One Securities, Inc. Mitsubishi UFJ Securities (USA), Inc. Use of Proceeds Estimated net proceeds to the Issuer from the offering of notes will be approximately $392.5 million, after deducting the Initial Purchasers’ discounts and commissions and estimated offering expenses. This material is confidential and is for your information only and is not intended to be used by anyone other than you. This information does not purport to be a complete description of these notes or the offering. Please refer to the Preliminary Offering Memorandum for a complete description. This communication is being distributed in the United States solely to Qualified Institutional Buyers, as defined in Rule 144A under the Securities Act of 1933, as amended, and outside the United States solely to Non-U.S. persons as defined under Regulation S. This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction to any person to whom it is unlawful to make such offer or solicitation in such jurisdiction. *A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. Any disclaimer or other notice that may appear below is not applicable to this communication and should be disregarded. Such disclaimer or notice was automatically generated as a result of this communication being sent by Bloomberg or another email system. ANNEX C Restrictions on Offers and Sales Outside the United States In connection with offers and sales of Securities outside the United States:

Appears in 1 contract

Samples: Us Concrete Inc

Additional Time of Sale Information. 1. Term sheet containing the terms of the securities, substantially in the form of Annex B. Annex ANNEX B Pricing Term Sheet PRICING SUPPLEMENT STRICTLY CONFIDENTIAL Supplement dated December 18, 2012 to Preliminary Offering Memorandum dated December 18, 2012 Avaya Inc. $400,000,000 Calumet Specialty Products Partners, L.P. Calumet Finance Corp. 11.5290,000,000 9.00% Senior Secured Notes due 2021 April 15, 2016 2019 This Pricing Supplement supplement (this “Supplement”) is qualified in its entirety by reference to the preliminary offering memorandum dated December 18, 2012 (the “Preliminary Offering Memorandum dated April 6, 2016Memorandum”). The information in this Pricing Supplement supplements the Preliminary Offering Memorandum and, except as expressly stated herein, and 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 herein have the respective meanings ascribed assigned to them in the Preliminary Offering Memorandum. The offer and sale of the Notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”)amended, or the securities laws of any other jurisdiction. Unless they , and the notes are registered, the Notes may be being offered only in transactions that are exempt from registration under the Securities Act or the securities laws of any other jurisdiction. Accordingly, we are offering the Notes in the United States only (1) to qualified institutional buyers pursuant to under Rule 144A under the Securities Act and (2) outside the United States to non-U.S. institutional investors in compliance with Regulation S under the Securities Act. For further details about eligible offerees and resale restrictions, see “Transfer Restrictions” S. Other information presented in the Preliminary Offering Memorandum. Terms Applicable Memorandum is deemed to have changed to the 11.5extent affected by the changes described herein. Issuer: Avaya Inc. Title of Securities: 9.00% Senior Secured Notes due 2021 Issuers: Calumet Specialty Products Partners, L.P.Calumet Finance Corp. 2019 Aggregate Principal Amount: $400,000,000 290,000,000 Gross ProceedsProceeds to the Issuer: $393,092,000 B-1 Net Proceeds: $383,292,000, after initial purchaser discount and offering expenses Title of Securities: 11.5% Senior Secured Notes due 2021 290,000,000 Final Maturity Date: January 15April 1, 2021 2019 Issue Price: 98.273%, 100.000% plus accrued interest interest, if any, from April 20December 21, 2016 2012 Coupon: 11.59.00% per annum Yield to Maturity: 12.009.000% Spread to Treasury: 776 bps Benchmark: 1.000% due November 30, 2019 Annex B-1 Interest Payment Dates: January 15 April 1 and July 15, beginning on July 15, 2016 October 1 Record Dates: January March 15 and September 15 First Interest Payment Date: April 1, 2013 Optional Redemption: Commencing on April 1 of the years indicated below: Price 2015 104.500 % 2016 102.250 % 2017 and July thereafter 100.000 % Equity Clawback: At the Issuer’s option, prior to April 1, 2015, up to 35% of the original aggregate principal amount of the notes at 109.000% of the principal amount thereof plus accrued and unpaid interest as long as at least 50% remains outstanding.

Appears in 1 contract

Samples: Purchase Agreement (Avaya Inc)

Additional Time of Sale Information. 1. Term sheet containing the terms of the securitiesSecurities, substantially in the form of Annex B. Annex ANNEX B Pricing Term Sheet PRICING SUPPLEMENT STRICTLY CONFIDENTIAL [See attached] $400,000,000 Calumet Specialty Products Partners, L.P. Calumet Finance Corp. 11.5700,000,000 5.500% Senior Secured Notes due 2021 April 152022 $800,000,000 5.875% Senior Notes due 2025 Pricing term sheet dated February 2, 2016 2015 to Preliminary Offering Memorandum dated February 2, 2015 of Netflix, Inc. (the “Company”) This Pricing Supplement pricing term sheet is qualified in its entirety by reference to the Preliminary Offering Memorandum dated April 6, 2016Memorandum. The information in this Pricing Supplement pricing term sheet supplements the Preliminary Offering Memorandum and, except as expressly stated herein, and 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 Other information (including financial information) presented in the Preliminary Offering MemorandumMemorandum is deemed to have changed to the extent affected by the changes described herein. The Notes notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”)amended, or the securities laws of any other jurisdiction. Unless they jurisdiction and are registered, the Notes may be being offered only in transactions that are exempt from registration under the Securities Act or the securities laws of any other jurisdiction. Accordingly, we are offering the Notes in the United States only to (1) “qualified institutional buyers pursuant to buyers” as defined in Rule 144A under the Securities Act and (2) outside the United States to non-U.S. institutional investors persons in compliance with Regulation S under the Securities Act. For further details about eligible offerees and resale restrictions, see “Transfer Restrictions” in the Preliminary Offering Memorandum. Terms Applicable to the 11.55.500% Senior Secured Notes due 2021 Issuers2022 Issuer: Calumet Specialty Products PartnersNetflix, L.P.Calumet Finance Corp. Principal AmountInc. 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 domestic subsidiaries. Security Description: Senior Unsecured Notes Distribution: 144A/RegS with Contingent Registration Rights Face: $400,000,000 700,000,000 Gross Proceeds: $393,092,000 B-1 Net Proceeds700,000,000 Coupon: $383,292,000, after initial purchaser discount and offering expenses Title of Securities5.500% Maturity: 11.5% Senior Secured Notes due 2021 Final Maturity Date: January February 15, 2021 Issue 2022 Offering Price: 98.273%, plus accrued interest from April 20, 2016 Coupon: 11.5100.000% Yield to Maturity: 12.005.500% Spread to Treasury: +404 basis points Benchmark: UST 2.000% due February 15, 2022 Interest Payment Pay Dates: January April 15 and July 15, beginning on July 15, 2016 October 15 Record Dates: January April 1 and July 1October 1 Beginning: October 15, 2015 Optional Redemption: Make-whole call at T+50bps prior to maturity Change of Control: Put @ 101% of principal plus accrued interest Trade Date: February 2, 2015 Settlement Date: (T+3) February 5, 2015 CUSIP: 144A: 64110L AH9 Reg S: U74079 AD3 ISIN: 144A: US64110LAH96 Reg S: USU74079AD33 Denominations: 2,000x1,000 Joint-Lead Bookrunners: Xxxxxx Xxxxxxx & Co. LLC X.X. Xxxxxx Securities LLC Xxxxxxx, Xxxxx & Co. Co-Manager: Xxxxx & Company LLC Terms Applicable to the 5.875% Senior Notes due 2025 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 domestic subsidiaries. Security Description: Senior Unsecured Notes Distribution: 144A/RegS with Contingent Registration Rights Face: $800,000,000 Gross Proceeds: $800,000,000 Coupon: 5.875% Maturity: February 15, 2025 Offering Price: 100% Yield to Maturity: 5.875% Spread to Treasury: +426 basis points Benchmark: UST 7.625% due February 15, 2025 Interest Pay Dates: April 15 and October 15 Record Dates: April 1 and October 1 Beginning: October 15, 2015 Optional Redemption: Make-whole call at T+50bps prior to maturity Change of Control: Put @ 101% of principal plus accrued interest Trade Date: February 2, 2015 Settlement Date: (T+3) February 5, 2015 CUSIP: 144A: 64110L AK2 Reg S: U74079 AE1 ISIN: 144A: US64110LAK26 Reg S: USU74079AE16 Denominations: 2,000x1,000 Joint-Lead Bookrunners: Xxxxxx Xxxxxxx & Co. LLC X.X. Xxxxxx Securities LLC Xxxxxxx, Xxxxx & Co. Co-Manager: Xxxxx & Company LLC This material is confidential and is for your information only and is not intended to be used by anyone other than you. This information does not purport to be a complete description of the notes or the offering. Please refer to the Preliminary Offering Memorandum for a complete description. This communication is being distributed in the United States solely to qualified institutional buyers, as defined in Rule 144A under the Securities Act, and outside the United States solely to non-U.S. persons, as defined under Regulation S. This communication does not constitute an offer to sell the notes and is not a solicitation of an offer to buy the notes in any jurisdiction where the offer or sale is not permitted. Any disclaimer or other notice that may appear below is not applicable to this communication and should be disregarded. Such disclaimer or notice was automatically generated as a result of this communication being sent via Bloomberg or another communication system. ANNEX C Restrictions on Offers and Sales Outside the United States In connection with offers and sales of Securities outside the United States:

Appears in 1 contract

Samples: Netflix Inc

Additional Time of Sale Information. 1. Term Pricing term sheet containing the terms of the securitiesSecurities and the Guarantees, substantially in the form of Annex B. Annex ANNEX B Pricing Term Sheet PRICING SUPPLEMENT STRICTLY CONFIDENTIAL $400,000,000 Calumet Specialty Products PartnersSheet, L.P. Calumet Finance Corp. 11.5% Senior Secured Notes due 2021 April 15dated August 3, 2016 2020 to Preliminary Offering Memorandum dated August 3, 2020 Strictly Confidential Group 1 Automotive, Inc. This Pricing Supplement pricing term sheet is qualified in its entirety by reference to the Preliminary Offering Memorandum dated April 6, 2016(the “Preliminary Offering Memorandum”). The information in this Pricing Supplement pricing term sheet supplements the Preliminary Offering Memorandum and, except as expressly stated herein, 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. Capitalized terms Terms used but and not defined in this Pricing Supplement herein have the respective meanings ascribed to them assigned in the Preliminary Offering Memorandum. The Notes 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. Unless they are registered, the Notes The notes may not be offered only in transactions that are exempt from registration under the Securities Act or the securities laws of any other jurisdiction. Accordingly, we are offering the Notes 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 pursuant to buyers” as defined in Rule 144A under the Securities Act and (2) outside the United States to non-U.S. institutional investors persons in compliance with Regulation S under the Securities Act. For further details about eligible offerees and resale restrictionsIssuer: Group 1 Automotive, see “Transfer Restrictions” in the Preliminary Offering Memorandum. Terms Applicable to the 11.5Inc. Security description: 4.000% Senior Secured Notes due 2021 Issuers2028 (the “Notes”) Distribution: Calumet Specialty Products Partners, L.P.Calumet Finance Corp. Principal AmountRule 144A/Reg S; no registration rights Size: $400,000,000 Gross Proceeds550,000,000 Maturity: $393,092,000 B-1 Net Proceeds: $383,292,000, after initial purchaser discount and offering expenses Title of Securities: 11.5% Senior Secured Notes due 2021 Final Maturity Date: January August 15, 2021 2028 Coupon: 4.000% Issue Priceprice: 98.273%100.000% of principal amount, plus accrued interest interest, if any, from April 20August 17, 2016 Coupon: 11.5% 2020 Yield to Maturitymaturity: 12.004.000% Spread to benchmark Treasury: +354 basis points Benchmark Treasury: UST 2.875% due August 15, 2028 Interest Payment Dates: January February 15 and July August 15, beginning on July commencing February 15, 2016 2021 Record Dates: January February 1 and July 1August 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: On or after: Price: 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 to as “T+10”). Under Rule 15c6-1 under the Securities Exchange Act of 1934, as amended, trades in the secondary market generally are required to settle in two business days unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the notes on the date of pricing or the next seven business days will be required, by virtue of the fact that the notes initially will settle in T+10, to specify an alternative settlement cycle at the time of any such trade to prevent a failed settlement. Purchasers of the notes who wish to trade the notes prior to the second business day before the settlement date should consult their own advisors. CUSIP: Rule 144A: 000000XX0 Reg S: X00000XX0 ISIN: Rule 144A: US398905AN98 Reg S: USU03903AE82 Denominations/Multiple: $2,000 x $1,000 Bookrunners: X.X. Xxxxxx Securities LLC Xxxxx Fargo Securities, LLC BofA Securities, Inc. BBVA Securities Inc. Co-Managers: Comerica Securities, Inc. U.S. Bancorp Investments, Inc. This material is confidential and is for your information only and is not intended to be used by anyone other than you. This information does not purport to be a complete description of these notes or the offering. Please refer to the Preliminary Offering Memorandum for a complete description. This communication is being distributed in the United States solely to persons reasonably believed to be Qualified Institutional Buyers, as defined in Rule 144A under the Securities Act, and outside the United States solely to Non-U.S. persons as defined under Regulation S. This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction to any person to whom it is unlawful to make such offer or solicitation in such jurisdiction. Any disclaimer or other notice that may appear below is not applicable to this communication and should be disregarded. Such disclaimer or notice was automatically generated as a result of this communication being sent by Bloomberg or another email system. ANNEX C

Appears in 1 contract

Samples: Date of Agreement    Agreement (Group 1 Automotive Inc)

Additional Time of Sale Information. 1. Term sheet containing the terms of the securities, substantially in the form of Annex B. Annex B Pricing Term Sheet PRICING SUPPLEMENT STRICTLY CONFIDENTIAL $400,000,000 900,000,000 Calumet Specialty Products Partners, L.P. Calumet Finance Corp. 11.56.500% Senior Secured Notes due 2021 April 15March 26, 2016 2014 This Pricing Supplement is qualified in its entirety by reference to the Preliminary Offering Memorandum dated April 6March 26, 20162014. 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. The Notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any other jurisdiction. Unless they are registered, the Notes may be offered only in transactions that are exempt from registration under the Securities Act or the securities laws of any other jurisdiction. Accordingly, we are offering the Notes in the United States only to qualified institutional buyers pursuant to Rule 144A under the Securities Act and outside the United States to non-U.S. institutional investors persons in compliance with Regulation S under the Securities Act. For further details about eligible offerees and resale restrictions, see “Transfer Restrictions” in the Preliminary Offering Memorandum. Terms Applicable to the 11.56.500% Senior Secured Notes due 2021 Issuers: Calumet Specialty Products Partners, L.P.Calumet L.P. Calumet Finance Corp. Principal Amount: $400,000,000 900,000,000 (upsized from $850,000,000) Gross Proceeds: $393,092,000 B-1 Net Proceeds: $383,292,000, after initial purchaser discount and offering expenses 900,000,000 Title of Securities: 11.56.500% Senior Secured Notes due 2021 Final Maturity Date: January April 15, 2021 Issue Price: 98.273100.000%, plus accrued interest from April 20March 31, 2016 2014 Coupon: 11.56.500% Yield to Maturity: 12.006.500% Interest Payment Dates: January April 15 and July October 15, beginning on July October 15, 2016 2014 Record Dates: January April 1 and July October 1

Appears in 1 contract

Samples: Purchase Agreement (Calumet Specialty Products Partners, L.P.)

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