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 hereto. ANNEX B Free Writing Prospectus Filed Pursuant to Rule 433 Registration No. 333-184382 Supplementing the Preliminary Prospectus Supplement dated August 11, 2015 (to Prospectus dated October 11, 2012) AIR LEASE CORPORATION $500,000,000 2.625% Senior Notes due 2018 Pricing Term Sheet Date: August 11, 2015 Issuer: Air Lease Corporation Security Description: 2.625% Senior Notes due 2018 Principal Amount: $500,000,000 Net Proceeds (before expenses): $495,250,000 Maturity Date: September 4, 2018 Coupon: 2.625% Issue Price: 99.550% of face amount Yield to Maturity: 2.797% Benchmark Treasury Spot / Yield: 90-203/4 / 0.997% Spread to Benchmark Treasury: +180 basis points Benchmark Treasury: 0.875% due July 15, 2018 Interest Payment Dates: March 4 and September 4, commencing March 4, 2016 (long first coupon) Optional Redemption: Make-whole call at T+30 basis points. Change of Control Repurchase Event: Puttable at 101% of principal plus accrued and unpaid interest, if any, to the date of purchase. Use of Proceeds: We currently intend to use the net proceeds of this offering for general corporate purposes, which may include, among other things, the purchase of commercial aircraft and the repayment of existing indebtedness. Affiliates of the underwriters may receive a portion of the net proceeds to the extent we use the net proceeds to repay indebtedness under which certain of the underwriters or their affiliates are lenders. Pending any specific application, we may temporarily invest funds in short-term investments, including marketable securities. Trade Date: August 11, 2015 Settlement Date: T+5; August 18, 2015 CUSIP: 00000XXX0 ISIN: US00912XAR52 Denominations/Multiples: $2,000 x $1,000 Annex B-1 Joint Book-Running Managers: X.X. Xxxxxx Securities LLC Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated Mizuho Securities USA Inc. Xxxxx Fargo Securities, LLC BMO Capital Markets Corp. BNP Paribas Securities Corp. Citigroup Global Markets Inc. Credit Agricole Securities (USA) Inc. Credit Suisse Securities (USA) LLC Fifth Third Securities, Inc. Lloyds Securities Inc. Mitsubishi UFJ Securities (USA), Inc. Natixis Securities Americas LLC RBC Capital Markets, LLC Santander Investment Securities Inc. SunTrust Xxxxxxxx Xxxxxxxx, Inc. The issuer has filed a registration statement including a prospectus and a prospectus supplement with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus and prospectus supplement in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may obtain these documents for free by visiting XXXXX on the SEC Web site at xxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus and the prospectus supplement if you request them by contacting: (i) X.X. Xxxxxx Securities LLC at 000 Xxxxxxx Xxx., Xxx Xxxx, Xxx Xxxx 00000 or by calling collect at 0 (000) 000-0000; (ii) Xxxxxxx Lynch, Xxxxxx, Xxxxxx & Xxxxx Incorporated, 000 Xxxxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000, Attention: Prospectus Department, or by calling 0 (000) 000-0000; (iii) Mizuho Securities USA Inc., 000 Xxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000 or by calling 0 (000) 000-0000; or (iv) Xxxxx Fargo Securities, LLC, 000 0xx Xxxxxx, Xxxxx Xxxxxxxxxxx, Xxxxxxxxx 00000, Attention: WFS Customer Service, or by calling 0 (000) 000-0000. 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.

Appears in 1 contract

Samples: Underwriting Agreement (Air Lease Corp)

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Additional Time of Sale Information. 1. Term sheet containing the terms of the Securities, substantially in the form of Annex B hereto. B. ANNEX B Free Writing Prospectus [See Attached] Filed Pursuant to Rule 433 Registration Statement No. 333-184382 Supplementing the Preliminary Prospectus Supplement dated August 11, 2015 (to Prospectus dated October 11, 2012) AIR LEASE CORPORATION $500,000,000 2.625% Senior Notes due 2018 185558 Pricing Term Sheet Date: August 11, 2015 Delphi Corporation Pricing Term Sheet Issuer: Air Lease Delphi Corporation Security Description: 2.625% Senior Notes due 2018 Principal AmountSize: $500,000,000 Net Proceeds (before expenses): $495,250,000 Maturity Date800,000,000 Maturity: September 4February 15, 2018 2023 Coupon: 2.6255.00% Issue Price: 99.550100% of face amount Yield to Maturitymaturity: 2.797% Benchmark Treasury Spot / Yield: 90-203/4 / 0.9975.00% Spread to Benchmark Treasury: +180 basis points 305 bps Benchmark Treasury: 0.875UST 1.625% due July November 15, 2018 2022 Interest Payment Dates: March 4 February 15 and September 4August 15, commencing March 4August 15, 2016 (long first coupon) Optional Redemption2013 Redemption Provisions: First call date: February 15, 2018 Make-whole call Before the first call date at T+30 a discount rate of Treasury plus 50 basis points. Change of Control Repurchase Eventpoints Redemption prices: Puttable at 101Commencing February 15, 2018: 102.500% of principal plus accrued and unpaid interestCommencing February 15, if any2019: 101.667% Commencing February 15, to the date of purchase. Use of Proceeds2020: We currently intend to use the net -100.833% Commencing February 15, 2021: 100% Redemption with proceeds of this equity offering for general corporate purposesPrior to February 15, which 2016, up to 35% may includebe redeemed at 105.000% Gross Proceeds $800,000,000 Underwriting Discount 1.300% per note, among other things$10,400,000 in the aggregate Net Proceeds before expenses $789,600,000 Settlement: T+3; February 14, the purchase of commercial aircraft and the repayment of existing indebtedness. Affiliates of the underwriters may receive a portion of the net proceeds to the extent we use the net proceeds to repay indebtedness under which certain of the underwriters or their affiliates are lenders. Pending any specific application, we may temporarily invest funds in short-term investments, including marketable securities. Trade Date: August 11, 2015 Settlement Date: T+5; August 18, 2015 2013 CUSIP: 00000XXX0 247126 AH8 ISIN: US00912XAR52 Denominations/Multiples: US247126AH80 Minimum denomination $2,000 x and integral multiples of $1,000 Annex B-1 Joint Book-Running Managers: X.X. Xxxxxx Securities LLC Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated Mizuho Securities USA Inc. Xxxxx Fargo Securities, LLC BMO Capital Markets Corp. BNP Paribas Securities Corp. Citigroup Global Markets Inc. Credit Agricole Securities (USA) Inc. Credit Suisse Securities (USA) LLC Fifth Third Securities, Inc. Lloyds Securities Inc. Mitsubishi UFJ Securities (USA), Inc. Natixis Securities Americas LLC RBC Capital Markets, LLC Santander Investment Securities Inc. SunTrust Xxxxxxxx Xxxxxxxx, Inc. in excess thereof The issuer has filed a registration statement (including a prospectus and a prospectus supplement prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus and prospectus supplement in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may obtain get these documents for free by visiting XXXXX on the SEC Web site at xxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus and the prospectus supplement if you request them it by contacting: (i) calling X.X. Xxxxxx Securities LLC toll-free at 000 Xxxxxxx Xxx., Xxx Xxxx, Xxx Xxxx 00000 or by calling collect at 0 (000) 000-0000; (ii) Xxxxxxx Lynch, Xxxxxx, Xxxxxx & Xxxxx Incorporated, 000 Xxxxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000, Attention: Prospectus Department, or by calling 0 (000) 000-0000; (iii) Mizuho Securities USA Inc., 000 Xxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000 or by calling 0 (000) 000-0000; or (iv) Xxxxx Fargo Securities, LLC, 000 0xx Xxxxxx, Xxxxx Xxxxxxxxxxx, Xxxxxxxxx 00000, Attention: WFS Customer Service, or by calling 0 (000) 000-0000. Any disclaimer disclaimers or other notice notices that may appear below is are not applicable to this communication and should be disregarded. Such disclaimer disclaimers or notice was other notices were automatically generated as a result of this communication being sent by via Bloomberg email or another email communication system.. ANNEX C Form of Opinion of Counsel for the Issuer and the Guarantors

Appears in 1 contract

Samples: Delphi Automotive PLC

Additional Time of Sale Information. 1. Term sheet containing the terms of the Securitiessecurities, substantially in the form of Annex B hereto. B. ANNEX B Free Writing Prospectus Filed Pursuant to Rule 433 Registration No. 333-184382 Supplementing the Preliminary Prospectus Supplement dated August 11, 2015 (to Prospectus dated October 11, 2012) AIR LEASE CORPORATION $500,000,000 2.625% Senior Notes due 2018 Pricing Term Sheet DatePricing Term Sheet Issuer: August 11Edgen Xxxxxx Corporation Security description: Senior Secured Notes Distribution: 144A/Reg S with Registration Rights Size: $465,000,000 Offering price: 99.059% Gross proceeds: $460,624,350 Maturity: January 15, 2015 Issuer: Air Lease Corporation Security Description: 2.625% Senior Notes due 2018 Principal Amount: $500,000,000 Net Proceeds (before expenses): $495,250,000 Maturity Date: September 4, 2018 Coupon: 2.62512.250% Issue Price: 99.550% of face amount Yield to Maturitymaturity: 2.797% Benchmark Treasury Spot / Yield: 90-203/4 / 0.99712.500% Spread to Benchmark Treasury: +180 basis points Benchmark Treasury+1014 bps Benchmark: 0.875UST 4% due July 15, 2018 due. 2/15/2015 Interest Payment Dates: March 4 January 15 and September 4July 15, commencing March 4July 15, 2016 (long first coupon) 2010 Clawback: Up to 35% at 112.25% plus accrued and unpaid interest Until: January 15, 2013 Optional Redemptionredemption: Make-whole call at T+30 basis points. @ T+50 bps prior to January 15, 2013, then: On or after: Price: January 15, 2013 106.125% January 15, 2014 and thereafter 100.000% Change of Control Repurchase Eventcontrol: Puttable Putable at 101% of principal plus accrued and unpaid interestinterest Trade date: December 16, if any2009 Settlement: T+5; December 23, to the date of purchase. 2009 CUSIP: 144A: 000000XX0 REG S: X0000XXX0 ISIN: 144A: US280148AA58 REG S: USU2781 UAA98 Denominations/Multiple: 2,000 × 1,000 Ratings: Caa1/B Bookrunners: X.X. Xxxxxx Securities Inc. Xxxxxxxxx & Company, Inc. Co-Managers Barclays Capital Inc. HSBC Securities (USA) Inc. Gross spread: 2.250% Use of Proceedsproceeds: We currently intend The Company intends to use the net proceeds of this offering for general corporate purposes, which may include, among other things, the purchase of commercial aircraft and the repayment of existing indebtedness. Affiliates of the underwriters may receive a portion all of the net proceeds to us from the extent we use offering, together with available cash, for the net proceeds repayment in full of its first and second lien term loans. The Company intends to repay indebtedness under which certain make intercompany loans to one or more of its non-U.S. subsidiaries to facilitate the repayment of their portion of the underwriters or their affiliates are lendersfirst and second lien term loans. Pending any specific application, we may temporarily invest funds in short-term investments, including marketable securities. Trade DateAdditional comments: August 11, 2015 Settlement Date: T+5; August 18, 2015 CUSIP: 00000XXX0 ISIN: US00912XAR52 Denominations/Multiples: $2,000 x $1,000 Annex B-1 Joint Book-Running Managers: X.X. Xxxxxx Securities LLC Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated Mizuho Securities USA Inc. Xxxxx Fargo Securities, LLC BMO Capital Markets Corp. BNP Paribas Securities Corp. Citigroup Global Markets Inc. Credit Agricole Securities (USA) Inc. Credit Suisse Securities (USA) LLC Fifth Third Securities, Inc. Lloyds Securities Inc. Mitsubishi UFJ Securities (USA), Inc. Natixis Securities Americas LLC RBC Capital Markets, LLC Santander Investment Securities Inc. SunTrust Xxxxxxxx Xxxxxxxx, Inc. The issuer has filed a registration statement including a prospectus and a prospectus supplement with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus and prospectus supplement in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may obtain these documents for free by visiting XXXXX on the SEC Web site at xxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating summary historical financial data included in the preliminary offering memorandum dated December 9, 2009 is amended by the inclusion of the following information relating to revenue and Adjusted EBITDA for each of the three-month periods ended March 31, June 30, September 30 and December 31 of 2008, March 31, June 30 and September 30 of 2009, and each of the last twelve-month periods ended March 31, June 30, September 30 and December 31 of 2008, and March 31, June 30 and September 30 of 2009. (in millions) Q1’08 Q2’08 Q3’08 Q4’08 Q1’09 Q2’09 Q3’09 Revenue $ 258 $ 309 $ 333 $ 365 $ 235 $ 219 $ 149 Adjusted EBITDA $ 29 $ 43 $ 56 $ 57 $ 33 $ 24 $ 12 LTM Revenue $ 981 $ 1,079 $ 1,162 $ 1,266 $ 1,242 $ 1,152 $ 968 LTM Adjusted EBITDA $ 115 $ 128 $ 156 $ 185 $ 189 $ 170 $ 127 The optional redemption provisions in the “Description of notes” section and elsewhere in the preliminary offering memorandum will arrange be amended by deleting all references to send you the prospectus and ability of the prospectus supplement if you request them by contacting: (i) X.X. Xxxxxx Securities LLC Company to redeem up to 10% of aggregate principal amount of the Notes at 000 Xxxxxxx Xxx., Xxx Xxxx, Xxx Xxxx 00000 or by calling collect at 0 (000) 000-0000; (ii) Xxxxxxx Lynch, Xxxxxx, Xxxxxx & Xxxxx Incorporated, 000 Xxxxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000, Attention: Prospectus Department, or by calling 0 (000) 000-0000; (iii) Mizuho Securities USA Inc., 000 Xxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000 or by calling 0 (000) 000-0000; or (iv) Xxxxx Fargo Securities, LLC, 000 0xx Xxxxxx, Xxxxx Xxxxxxxxxxx, Xxxxxxxxx 00000, Attention: WFS Customer Service, or by calling 0 (000) 000-0000a repurchase price equal to 103% of their principal amount during any twelve month period. 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 (Edgen Murray II, L.P.)

Additional Time of Sale Information. 1. Term sheet Pricing supplement containing the terms of the Securitiessecurities, substantially in the form of Annex B hereto. B. ANNEX B Free Writing Prospectus Filed Pursuant to Rule 433 Registration No. 333-184382 Supplementing the Preliminary Prospectus [Pricing Supplement dated August 11Follows] February 25, 2015 (to Prospectus dated October 11, 2012) AIR LEASE CORPORATION $500,000,000 2.625% Senior Notes due 2018 2011 Xxxxxxxx Petroleum Corporation Pricing Term Sheet Date: August 11, 2015 Supplement Issuer: Air Lease Xxxxxxxx Petroleum Corporation Security Descriptiondescription: 2.625% Senior Notes notes due 2018 Principal Amount2019 Distribution: 144A/RegS with Registration Rights Size: $500,000,000 275,000,000 Gross proceeds: $275,000,000 Net Proceeds proceeds to Issuer (before expenses): $495,250,000 Maturity Date268,812,500 Maturity: September 4March 15, 2018 2019 Coupon: 2.6258.875% Issue Price: 99.550100% of face amount Yield to Maturitymaturity: 2.797% Benchmark Treasury Spot / Yield: 90-203/4 / 0.9978.875% Spread to Benchmark Treasury: +180 basis points +603 bps Benchmark Treasury: 0.875UST 2.75% due July February 15, 2018 2019 Interest Payment Dates: March 4 15 and September 415, commencing September 15, 2011 Clawback: Up to 35% at 108.875% Until: March 415, 2016 (long first coupon) 2014 Optional Redemption: Make-whole call at T+30 basis points. @ T+50bps prior to March 15, 2015, then: On or after: Price: March 15, 2015 104.438% March 15, 2016 102.219% March 15, 2017 and thereafter 100.000% Change of Control Repurchase Eventcontrol: Puttable Putable at 101% of principal plus accrued and unpaid interestinterest Trade date: February 25, if any2011 Settlement: (T+3); March 2, to the date of purchase. Use of Proceeds: We currently intend to use the net proceeds of this offering for general corporate purposes, which may include, among other things, the purchase of commercial aircraft and the repayment of existing indebtedness. Affiliates of the underwriters may receive a portion of the net proceeds to the extent we use the net proceeds to repay indebtedness under which certain of the underwriters or their affiliates are lenders. Pending any specific application, we may temporarily invest funds in short-term investments, including marketable securities. Trade Date: August 11, 2015 Settlement Date: T+5; August 18, 2015 2011 CUSIP: 00000XXX0 144A: 000000XX0 RegS: X00000XX0 ISIN: US00912XAR52 144A: US382410AD01 RegS: USU38254AA38 Denominations/MultiplesMultiple: $2,000 x $1,000 Annex B-1 Ratings: [Intentionally Omitted] Joint Bookbook-Running Managersrunning managers: X.X. Xxxxxx Securities LLC Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated Mizuho Securities USA Inc. Xxxxx Fargo Securities, LLC Xxxxxxxxx BMO Capital Markets Corp. BNP Paribas Securities Corp. Citigroup Global Markets Inc. Credit Agricole Securities (USA) Inc. Credit Suisse Securities (USA) LLC Fifth Third Securities, Inc. Lloyds Securities Inc. Mitsubishi UFJ Securities (USA), Inc. Natixis Securities Americas LLC RBC Capital Markets, LLC Santander Investment Securities Inc. SunTrust Xxxxxxxx Xxxxxxxx, Inc. The issuer has filed a registration statement including a prospectus and a prospectus supplement with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus and prospectus supplement in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may obtain these documents for free by visiting XXXXX on the SEC Web site at xxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus and the prospectus supplement if you request them by contacting: (i) X.X. Xxxxxx Securities LLC at 000 Xxxxxxx Xxx., Xxx Xxxx, Xxx Xxxx 00000 or by calling collect at 0 (000) 000-0000; (ii) Xxxxxxx Lynch, Xxxxxx, Xxxxxx & Xxxxx Incorporated, 000 Xxxxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000, Attention: Prospectus Department, or by calling 0 (000) 000-0000; (iii) Mizuho Securities USA Inc., 000 Xxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000 or by calling 0 (000) 000-0000; or (iv) Markets Xxxxx Fargo Securities, LLC, 000 0xx Xxxxxx, Securities BofA Xxxxxxx Xxxxx Xxxxxxxxxxx, Xxxxxxxxx 00000, AttentionCo-managers: WFS Customer Service, or by calling 0 (000) 000-0000. Any disclaimer or other notice that may appear below is not applicable to this communication BBVA Securities Xxxxxx Xxxxxxx ANNEX C Restrictions on Offers and should be disregarded. Such disclaimer or notice was automatically generated as a result Sales Outside the United States In connection with offers and sales of this communication being sent by Bloomberg or another email system.Securities outside the United States:

Appears in 1 contract

Samples: Goodrich Petroleum Corp

Additional Time of Sale Information. 1. Term Pricing term sheet containing the terms of the Securities, substantially in the form of Annex B hereto. B. ANNEX B Free Writing Prospectus Pricing Term Sheet See attached. Filed Pursuant to Rule 433 Registration No. 333-184382 Supplementing 275255 February 27, 2024 XXXXX XXXXX FOODS COMPANY Pricing Term Sheet €550,000,000 3.500% Senior Notes due 2029 The information in this pricing term sheet supplements Xxxxx Xxxxx Foods Company’s preliminary prospectus supplement, dated February 27, 2024 (the “Preliminary Prospectus Supplement”), and supersedes the information in the Preliminary Prospectus Supplement dated August 11to the extent inconsistent with the information therein. In all other respects, 2015 (this term sheet is qualified in its entirety by reference to the Preliminary Prospectus dated October 11Supplement. You should rely on the information contained or incorporated by reference in the Preliminary Prospectus Supplement, 2012) AIR LEASE CORPORATION $500,000,000 2.625% Senior Notes due 2018 Pricing Term Sheet Date: August 11as supplemented by this pricing term sheet, 2015 in making an investment decision with respect to the Notes. Terms used herein but not defined herein shall have the respective meanings as set forth in the Preliminary Prospectus Supplement. Issuer: Air Lease Corporation Security DescriptionXxxxx Xxxxx Foods Company Guarantor: 2.625% Senior Notes due 2018 The Xxxxx Xxxxx Company Ratings*: *** Distribution: SEC Registered Principal Amount: $500,000,000 Net Proceeds (before expenses): $495,250,000 €550,000,000 Trade Date: February 27, 2024 Settlement Date: March 1, 2024; T+3** Maturity Date: September 4March 15, 2018 2029 Coupon: 2.6253.500% Issue Price: 99.550% of face amount Yield to Maturity: 2.797% Benchmark Treasury Spot / Yield: 90-203/4 / 0.9973.565% Spread to Benchmark Treasury: +180 (DBR): 115.900 basis points Benchmark Treasury: 0.875(DBR): 0.250% DBR due July February 15, 2018 2029 Benchmark Price / Yield: 90.03% / 2.406% 5-YR Mid-Swaps Yield: 2.816% 6-YR Mid-Swaps Yield: 2.783% Interpolated Mid-Swaps Yield: 2.815% Spread to Mid-Swaps: MS + 75 basis points Interest Payment DatesDate: March 4 and September 415 annually First Interest Payment Date: March 15, commencing March 4, 2016 2024 Day Count Convention: Actual/Actual (long first couponICMA) Price to Public: 99.707% of principal amount Optional Redemption: Make-At any time prior to December 15, 2028 (the date that is three months prior to the maturity of the Notes) (the “par call date”), the Notes will be redeemable in whole at any time or in part from time to time, at the Issuer’s option, at a redemption price equal to the greater of: • 100% of the principal amount of the Notes to be redeemed; and • the sum of the present values of the remaining scheduled payments of principal and interest on the Notes to be redeemed that would be due if such Notes matured on the par call date (exclusive of interest accrued to the date of redemption) discounted to the date of redemption on an annual basis (ACTUAL/ACTUAL (ICMA)) at T+30 the Comparable Government Bond Rate plus 20 basis points, plus, in either case, accrued and unpaid interest, if any, on the principal amount being redeemed to, but excluding, the date of redemption. Change of Control Repurchase Event: Puttable In addition, on or after the par call date, the Notes will be redeemable in whole at 101any time or in part from time to time, at the Issuer’s option, at a redemption price equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest, if any, to on the principal amount being redeemed to, but excluding, the date of purchaseredemption. Use of Proceeds: We currently intend to use the net proceeds of this offering for general corporate purposes, which The Issuer may include, among other things, the purchase of commercial aircraft and the repayment of existing indebtedness. Affiliates redeem all but not part of the underwriters may receive a portion of the net proceeds to the extent we use the net proceeds to repay indebtedness under which certain of the underwriters or their affiliates are lenders. Pending Notes if, at any specific applicationtime, we may temporarily invest funds in short-term investments, including marketable securities. Trade Date: August 11, 2015 Settlement Date: T+5; August 18, 2015 CUSIP: 00000XXX0 ISIN: US00912XAR52 Denominations/Multiples: $2,000 x $1,000 Annex B-1 Joint Book-Running Managers: X.X. Xxxxxx Securities LLC Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated Mizuho Securities USA Inc. Xxxxx Fargo Securities, LLC BMO Capital Markets Corp. BNP Paribas Securities Corp. Citigroup Global Markets Inc. Credit Agricole Securities (USA) Inc. Credit Suisse Securities (USA) LLC Fifth Third Securities, Inc. Lloyds Securities Inc. Mitsubishi UFJ Securities (USA), Inc. Natixis Securities Americas LLC RBC Capital Markets, LLC Santander Investment Securities Inc. SunTrust Xxxxxxxx Xxxxxxxx, Inc. The issuer has filed a registration statement including a prospectus and a prospectus supplement with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus and prospectus supplement in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may obtain these documents for free by visiting XXXXX on the SEC Web site at xxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus and the prospectus supplement if you request them by contacting: (i) X.X. Xxxxxx Securities LLC at 000 Xxxxxxx Xxx., Xxx Xxxx, Xxx Xxxx 00000 or by calling collect at 0 (000) 000-0000; (ii) Xxxxxxx Lynch, Xxxxxx, Xxxxxx & Xxxxx Incorporated, 000 Xxxxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000, Attention: Prospectus Department, or by calling 0 (000) 000-0000; (iii) Mizuho Securities USA Inc., 000 Xxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000 or by calling 0 (000) 000-0000; or (iv) Xxxxx Fargo Securities, LLC, 000 0xx Xxxxxx, Xxxxx Xxxxxxxxxxx, Xxxxxxxxx 00000, Attention: WFS Customer Service, or by calling 0 (000) 000-0000. 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 systemcertain United States tax law changes, the Issuer would be required to pay additional amounts on the Notes (as described below), at a redemption price equal to 100% of the principal amount of the Notes to be redeemed, together with accrued and unpaid interest on thereon to, but excluding, the date fixed for redemption, and any such additional amounts owed with respect thereto. Notice of any such optional redemption described above will be delivered to each holder of the Notes to be redeemed at least 10, but not more than 60, days prior to the applicable redemption date.

Appears in 1 contract

Samples: Kraft Heinz Foods Co

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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 hereto. B. ANNEX B Free Writing Prospectus Filed Pursuant to Rule 433 Registration NoFESTIVAL FUN PARKS, LLC PALACE FINANCE, INC. 333-184382 Supplementing the Preliminary Prospectus Supplement dated August 11, 2015 (to Prospectus dated October 11, 2012) AIR LEASE CORPORATION $500,000,000 2.625% Senior Notes due 2018 Pricing Term Sheet DateIssuers: August 11Initially issued by Palace Funding, 2015 Issuer: Air Lease Corporation Inc. Festival Fun Parks, LLC Palace Finance, Inc Security Description: 2.625% Senior Notes due 2018 Principal AmountDistribution: 144A/RegS w/ reg rights Face: $500,000,000 Net Proceeds (before expenses): 150,000,000 Gross Proceeds: $495,250,000 Maturity Date: September 4, 2018 150,000,000 Coupon: 2.62510.875% Issue Maturity: April 15, 2014 Offering Price: 99.550100.00% of face amount Yield to Maturitymaturity: 2.797% Benchmark Treasury Spot / Yield: 90-203/4 / 0.99710.875% Spread to Benchmark Treasury: +180 basis points Benchmark Treasury+607bps Benchmark: 0.875UST 4.75% due July 5/14 Ratings: B2/B Interest Payment Dates April 15 and October 15 Beginning: October 15, 2018 Interest Payment Dates2006 Clawback: March 4 and September 4, commencing March 4, 2016 (long first coupon) Up to 35% at 110.875% Until: April 15,2009 Mandatory Redemption: See below Optional Redemption: Make-whole call at T+30 basis points. On or after: Price: April 15,2010 105.438 % April 15,2011 102.719 % April 15, 2012 and thereafter 100.000 % Change of Control Repurchase EventControl: Puttable at Put @ 101% of principal plus accrued interest Trade Date: March 29, 2006 Settlement Date: April 12,2006 (T+10) CUSIP: 144A: 000000XX0 Reg S: X00000XX0 USU69590AA28 Bookrunner: JPMorgan 85.00 % Co-Managers: Jefferies 15.00 % Gross Spread: 2.500% Comment: In the event that the acquisition does not close on the Settlement Date, the proceeds of the Notes will be deposited in escrow. The Notes will be subject to mandatory special redemption on 2 business days notice following the earlier of termination of the acquisition agreement and unpaid interestMay 8,2006 at a redemption price equal to 100%, if anyplus accrued interest to, to but not including, the date of purchaseredemption. Use ANNEX C Restrictions on Offers and Sales Outside the United States In connection with offers and sales of Proceeds: We currently intend to use Securities outside the net proceeds of this offering for general corporate purposes, which may include, among other things, the purchase of commercial aircraft and the repayment of existing indebtedness. Affiliates of the underwriters may receive a portion of the net proceeds to the extent we use the net proceeds to repay indebtedness under which certain of the underwriters or their affiliates are lenders. Pending any specific application, we may temporarily invest funds in short-term investments, including marketable securities. Trade Date: August 11, 2015 Settlement Date: T+5; August 18, 2015 CUSIP: 00000XXX0 ISIN: US00912XAR52 Denominations/Multiples: $2,000 x $1,000 Annex B-1 Joint Book-Running Managers: X.X. Xxxxxx Securities LLC Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated Mizuho Securities USA Inc. Xxxxx Fargo Securities, LLC BMO Capital Markets Corp. BNP Paribas Securities Corp. Citigroup Global Markets Inc. Credit Agricole Securities (USA) Inc. Credit Suisse Securities (USA) LLC Fifth Third Securities, Inc. Lloyds Securities Inc. Mitsubishi UFJ Securities (USA), Inc. Natixis Securities Americas LLC RBC Capital Markets, LLC Santander Investment Securities Inc. SunTrust Xxxxxxxx Xxxxxxxx, Inc. The issuer has filed a registration statement including a prospectus and a prospectus supplement with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus and prospectus supplement in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may obtain these documents for free by visiting XXXXX on the SEC Web site at xxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus and the prospectus supplement if you request them by contacting: (i) X.X. Xxxxxx Securities LLC at 000 Xxxxxxx Xxx., Xxx Xxxx, Xxx Xxxx 00000 or by calling collect at 0 (000) 000-0000; (ii) Xxxxxxx Lynch, Xxxxxx, Xxxxxx & Xxxxx Incorporated, 000 Xxxxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000, Attention: Prospectus Department, or by calling 0 (000) 000-0000; (iii) Mizuho Securities USA Inc., 000 Xxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000 or by calling 0 (000) 000-0000; or (iv) Xxxxx Fargo Securities, LLC, 000 0xx Xxxxxx, Xxxxx Xxxxxxxxxxx, Xxxxxxxxx 00000, Attention: WFS Customer Service, or by calling 0 (000) 000-0000. 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.United States:

Appears in 1 contract

Samples: Purchase Agreement (Palace Entertainment Holdings, Inc.)

Additional Time of Sale Information. 1. Term sheet containing the terms of the Securitiessecurities, substantially in the form of Annex B hereto. B. ANNEX B Free Writing Prospectus Filed Pursuant to Rule 433 Registration No. 333-184382 Supplementing the Preliminary Prospectus Pricing Supplement dated August 1112, 2015 2009 to Preliminary Offering Memorandum dated August 12, 2009 of Xxxxxxxx Offshore Services, Inc. This Pricing Supplement is qualified in its entirety by reference to the Preliminary Offering Memorandum. The information in this Pricing Supplement supplements the Preliminary Offering Memorandum and supersedes the information in the Preliminary Offering Memorandum to the extent inconsistent with the information in the Preliminary Offering Memorandum. The notes have not been registered under the Securities Act of 1933, as amended, or the securities laws of any other jurisdiction and are being offered only to (1) “qualified institutional buyers” as defined in Rule 144A under the Securities Act and (2) outside the United States to Prospectus dated October 11, 2012) AIR LEASE CORPORATION $500,000,000 2.625% Senior Notes due 2018 Pricing Term Sheet Date: August 11, 2015 non-U.S. persons in compliance with Regulation S under the Securities Act. Issuer: Air Lease Corporation Xxxxxxxx Offshore Services, Inc. Security Description: 2.625% Senior Notes due 2018 Principal AmountDistribution: 144A/RegS with Registration Rights Face: $500,000,000 Net Proceeds (before expenses): 250,000,000 Gross Proceeds: $495,250,000 Maturity Date242,807,500 Coupon: 8% Maturity: September 41, 2018 Coupon: 2.625% Issue 2017 Offering Price: 99.55097.123% of face amount Yield to Maturity: 2.797% Benchmark Treasury Spot / Yield: 90-203/4 / 0.9978.5% Spread to Benchmark Treasury: +180 +498 basis points Benchmark TreasuryBenchmark: 0.875UST 4.75% due July 15, 2018 8/15/2017 Ratings: Ba3/BB- Interest Payment Pay Dates: September 1 and March 4 and 1 Beginning: March 1, 2010 Equity Clawback: Up to 35% at 108% Until: September 41, commencing March 4, 2016 (long first coupon) 2012 Optional Redemptionredemption: Make-whole call at T+30 basis points. T+50bps until September 1, 2013, then: On or after: Price: September 1, 2013 104.000 % September 1, 2014 102.000 % September 1, 2015 and thereafter 100.000 % Change of Control Repurchase Eventcontrol: Puttable at Put @ 101% of principal plus accrued and unpaid interestinterest Trade Date: August 12, if any2009 Settlement Date: (T+3 ) August 17, to the date of purchase. 2009 CUSIP: 144A: 000000XX0 Reg S: X00000XX0 ISIN: 144A: US440543AF39 Reg S: USU44070AC10 Denominations: 2,000x1,000 Bookrunners: X.X. Xxxxxx Xxxxx Fargo Securities Xxxxxxxxx & Company Xxxxxxx, Sachs & Co. Co-Managers: Capital One Southcoast Comerica Securities DnB NOR Markets Fortis Securities LLC Use of ProceedsProceeds The following disclosure under “Use of proceeds” on page 27 and each other location where it appears in the preliminary offering memorandum is amended to read as follows: We currently estimate that we will receive net proceeds of approximately $237.3 million from the sale of notes in this offering, after deducting initial purchaser discounts and fees and expenses of the offering. We intend to use the net proceeds of this offering to repay debt under our revolving credit facility, which may be reborrowed. Any remaining net proceeds will be used for general corporate purposes, which may include, among include retirement of other things, the purchase of commercial aircraft and the repayment of existing indebtednessdebt. Affiliates of the underwriters may receive a portion of the net proceeds to the extent we use the net proceeds to repay indebtedness under which certain of the underwriters or their affiliates are lenders. Pending any specific application, we may temporarily invest funds in short-term investments, including marketable securities. Trade Date: August 11, 2015 Settlement Date: T+5; August 18, 2015 CUSIP: 00000XXX0 ISIN: US00912XAR52 Denominations/Multiples: $2,000 x $1,000 Annex B-1 Joint Book-Running Managers: X.X. Xxxxxx Securities LLC Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated Mizuho Securities USA Inc. Xxxxx Fargo Securities, LLC BMO Capital Markets Corp. BNP Paribas Securities Corp. Citigroup Global Markets Inc. Credit Agricole Securities (USA) Inc. Credit Suisse Securities (USA) LLC Fifth Third Securities, Inc. Lloyds Securities Inc. Mitsubishi UFJ Securities (USA), Inc. Natixis Securities Americas LLC RBC Capital Markets, LLC Santander Investment Securities Inc. SunTrust Xxxxxxxx Xxxxxxxx, Inc. Capitalization The issuer has filed a registration statement including a prospectus and a prospectus supplement with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus and prospectus supplement in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may obtain these documents for free by visiting XXXXX on the SEC Web site at xxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating following numbers in the As adjusted column under “Capitalization” on page 28 and each other location where they appear in the preliminary offering will arrange memorandum are amended to send you the prospectus read as follows: As of June 30, 2009 As adjusted (in thousands) Cash and the prospectus supplement if you request them by contacting: (i) X.X. Xxxxxx Securities LLC at 000 Xxxxxxx Xxx., Xxx Xxxx, Xxx Xxxx 00000 or by calling collect at 0 (000) 000-0000; (ii) Xxxxxxx Lynch, Xxxxxx, Xxxxxx & Xxxxx Incorporated, 000 Xxxxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000, Attention: Prospectus Department, or by calling 0 (000) 000-0000; (iii) Mizuho Securities USA Inc., 000 Xxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000 or by calling 0 (000) 000-0000; or (iv) Xxxxx Fargo Securities, LLC, 000 0xx Xxxxxx, Xxxxx Xxxxxxxxxxx, Xxxxxxxxx 00000, Attention: WFS Customer Service, or by calling 0 (000) 000-0000. 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.cash equivalents $ 74,062 Revolving credit facility —

Appears in 1 contract

Samples: Hornbeck Offshore Services Inc /La

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