Authorized Amount; Stated Maturity; Denominations. The aggregate principal amount of Securities that may be authenticated and delivered under this Indenture, the Fiscal Agency Agreement (assuming, solely for the purposes of this Section 2.3, that each preferred share has a principal amount of U.S.$1,000) and the Memorandum and Articles is limited to U.S.$438,900,000 (except for Securities authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities pursuant to Section 2.4, Section 2.6, Section 2.7 or Section 8.5 of this Indenture and the Memorandum and Articles). Such Securities shall be divided into the Classes, having the designations, original principal amounts and other characteristics as follows: Applicable Issuer Issuers Issuers Issuer Initial Principal Amount(2) U.S.$252,000,000 U.S.$40,500,000 U.S.$148,000,000 Stated Maturity The Payment Date in August 2033 The Payment Date in August 2033 N/A Interest Rate: Floating Rate Notes Yes Yes N/A Index(3) Reference Rate Reference Rate N/A Index Maturity(4) 3 month 3 month N/A Spread(5) 1.60% 1.90% N/A Fixed Rate of Interest(5) N/A N/A N/A Initial Rating(s): S&P "AAA(sf)" "AA(sf)" N/A Pari Passu Class(es) None None None Junior Class(es) A-2-R, Preferred Shares Preferred Shares None Interest deferrable No No N/A Form Book-Entry Book-Entry Physical 1. The Preferred Shares are not being issued hereunder. 2. Aggregate issue price in the case of the Preferred Shares. 3. The Reference Rate may be changed to an Alternative Reference Rate as described in the definition thereof. 4. The Reference Rate shall be calculated as set forth in the definition thereof and shall initially be benchmarked from three-month LIBOR (subject to a floor of zero), except that LIBOR for the first Interest Accrual Period after the First Refinancing Date shall be an interpolation between 3-month LIBOR and 6-month LIBOR. 5. The spread over the Reference Rate with respect to the Re-Pricing Eligible Notes may be reduced in connection with a Re-Pricing of such Class of Re-Pricing Eligible Notes; subject to the conditions set forth in Section 9.7. The Secured Notes shall be issued in minimum denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof (the "Minimum Denominations").
Appears in 1 contract
Authorized Amount; Stated Maturity; Denominations. The aggregate principal amount of Securities Debt that may be authenticated and delivered under this Indenture, the Fiscal Agency Agreement (assuming, solely for the purposes of this Section 2.3, that each preferred share has a principal amount of U.S.$1,000) and the Memorandum and Articles Indenture is limited to U.S.$438,900,000 U.S.$ 429,100,000 (except for Securities (i) Debt authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities Debt pursuant to Section 2.42.5, Section 2.6, Section 2.7 2.12 or Section 8.5 of this Indenture and the Memorandum (ii) additional securities issued in accordance with Sections 2.13 and Articles3.2). Such Securities Debt shall be divided into the Classes, having the designations, original principal amounts and other characteristics as follows: Applicable Issuer Issuers Issuers Issuer Initial Original Principal Amount(2) U.S.$252,000,000 U.S.$40,500,000 U.S.$148,000,000 Amount1 U.S.$246,500,000 U.S.$42,500,000 U.S.$34,000,000 U.S.$106,100,000 Stated Maturity The Payment Date in August 2033 The October 2035 Payment Date in August 2033 N/A October 2035 Payment Date in October 2035 Payment Date in October 2035 Interest Rate: Floating Reference Rate Notes Yes Yes N/A Index(3) Reference Rate Reference Rate N/A Index Maturity(4) 3 month 3 month N/A Spread(5) 1.60Spread2 2.60% 1.903.35% 4.15% N/A Fixed Rate of Interest(5Initial S&P Rating: AAA (sf) AA (sf) A (sf) N/A N/Priority Class(es) None A N/A Initial Rating(s): S&P "AAA(sf)" "AA(sf)" N/A A, B A, B, C Junior Class(es) B, C, Subordinated C, Subordinated Subordinated None Pari Passu Class(es) None None None Junior Class(es) A-2-R, Preferred Shares Preferred Shares None Interest deferrable No No Yes N/A Re-Pricing Eligible Debt No Yes Yes N/A ERISA Restricted Note No No No Yes Listed Notes Yes No No No Form Book-Entry (Physical for IAIs) Book-Entry Physical
1. The Preferred Shares are not being issued hereunder.
2. Aggregate issue price in the case (Physical for IAIs) Book-Entry (Physical for IAIs) Book-Entry (Physical for IAIs) 1 As of the Preferred SharesClosing Date.
3. The Reference Rate may be changed to an Alternative Reference Rate as described in the definition thereof.
4. The Reference Rate shall be calculated as set forth in the definition thereof and shall initially be benchmarked from three-month LIBOR (subject to a floor of zero), except that LIBOR for the first Interest Accrual Period after the First Refinancing Date shall be an interpolation between 3-month LIBOR and 6-month LIBOR.
5. The spread over the Reference Rate with respect to the Re-Pricing Eligible Notes may be reduced in connection with a Re-Pricing of such Class of Re-Pricing Eligible Notes; subject to the conditions set forth in Section 9.7. The Secured Notes shall be issued in minimum denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof (the "Minimum Denominations").
Appears in 1 contract
Authorized Amount; Stated Maturity; Denominations. The aggregate principal amount of Securities Secured Notes and Subordinated Notes that may be authenticated and delivered under this Indenture, the Fiscal Agency Agreement (assuming, solely for the purposes of this Section 2.3, that each preferred share has a principal amount of U.S.$1,000) and the Memorandum and Articles Indenture is limited to U.S.$438,900,000 U.S.$255,000,000 (except for Securities (i) Notes authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities Notes pursuant to Section 2.42.5, Section 2.6, Section 2.7 2.6 or Section 8.5 of this Indenture or (ii) Additional Notes issued in accordance with Sections 2.13 and the Memorandum and Articles3.2). Such Securities Notes shall be divided into the Classes, having the designations, original principal amounts and other characteristics as follows: Applicable Issuer Issuers Issuers Issuer Initial Original Principal Amount(2) U.S.$252,000,000 U.S.$40,500,000 U.S.$148,000,000 Amount $163,200,000 $25,500,000 $20,400,000 $45,900,000 Stated Maturity The Payment Date in August 2033 The Payment Date in August 2033 N/A Interest Rate: Floating November 22, 2035 November 22, 2035 November 22, 2035 November 22, 2035 Fixed Rate Notes Note No Yes Yes N/A Index(3) Reference Interest Rate Reference Rate N/A Index Maturity(4) 3 month 3 month N/A Spread(5) 1.60Benchmark + 2.35% 1.908.81% 11.95% N/A Fixed Floating Rate of Interest(5) N/A N/A Note Yes No No N/A Initial Rating(s): S&P "AAA(sfKBRA “A+(sf)" "AA(sf” “BBB+(sf)" ” “BB+(sf)” N/A Priority Classes None A A, B A, B, C Pari Passu Class(es) Classes None None None None Junior Class(es) A-2-RClasses C, Preferred Shares Preferred Shares B, Subordinated Notes C, Subordinated Notes Subordinated Notes None Interest deferrable Deferrable No No Yes N/A Form Book-Entry Book-Entry Physical
1. The Preferred Shares are not being issued hereunder.
2. Aggregate issue price in the case of the Preferred Shares.
3. The Reference Rate may be changed to an Alternative Reference Rate as described in the definition thereof.
4. The Reference Rate shall be calculated as set forth in the definition thereof Class A Notes and shall initially be benchmarked from three-month LIBOR (subject to a floor of zero), except that LIBOR for the first Interest Accrual Period after the First Refinancing Date shall be an interpolation between 3-month LIBOR and 6-month LIBOR.
5. The spread over the Reference Rate with respect to the Re-Pricing Eligible Notes may be reduced in connection with a Re-Pricing of such Class of Re-Pricing Eligible Notes; subject to the conditions set forth in Section 9.7. The Secured B Notes shall be issued in minimum denominations of U.S.$250,000 U.S.$100,000 and integral multiples of U.S.$1.00 $1,000 in excess thereof (thereof. The Class C Notes shall be issued in minimum denominations of U.S.$300,000 and integral multiples of $1,000 in excess thereof. The Subordinated Notes will be issued in minimum denominations of $2,000,000 and integral multiples of $1,000 in excess thereof. Notes shall only be transferred or resold in compliance with the "Minimum Denominations")terms of this Indenture.
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Authorized Amount; Stated Maturity; Denominations. The aggregate principal amount of Securities Secured Notes and Subordinated Notes that may be authenticated and delivered under this Indenture, the Fiscal Agency Agreement (assuming, solely for the purposes of this Section 2.3, that each preferred share has a Indenture is limited to U.S.$400,500,000 aggregate principal amount of U.S.$1,000) and the Memorandum and Articles is limited to U.S.$438,900,000 Notes (except for Securities (i) Deferred Interest with respect to the Deferrable Notes, (ii) Notes authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities Notes pursuant to Section 2.42.5, Section 2.6, Section 2.7 2.6 or Section 8.5 of this Indenture or (iii) additional notes issued in accordance with Sections 2.13 and the Memorandum and Articles3.2). Such Securities Notes shall be divided into the Classes, having the designations, original principal amounts and other characteristics as follows: Original Principal Amount1 U.S.$232,000,000 U.S.$58,000,000 U.S.$10,000,000 U.S.$100,500,000 Type Senior Secured Floating Rate Senior Secured Floating Rate Senior Secured Fixed Rate Subordinated Applicable Issuer Issuers Co-Issuers Co-Issuers Co-Issuers Issuer Expected Initial Principal Amount(2Rating(s) U.S.$252,000,000 U.S.$40,500,000 U.S.$148,000,000 Stated Maturity The Payment Date in August 2033 The Payment Date in August 2033 S&P “AAA(sf)” “AA(sf)” “AA(sf)” N/A Interest Rate: Floating Rate Notes Note Yes Yes No N/A Fixed Rate Note No No Yes N/A Index(3) Reference Rate Reference Rate N/A Index Maturity(4) Maturity 3 month 3 month 3 month N/A Spread(5) Interest Rate2 Reference Rate + 1.60% 1.90Reference Rate + 2.15% 6.33% N/A Fixed Rate of Interest(5) N/A N/A N/A Initial Rating(s): S&P "AAA(sf)" "AA(sf)" N/A Pari Passu Class(es) None None None Junior Class(es) A-2-R, Preferred Shares Preferred Shares None Interest deferrable Deferrable Notes No No No N/A Form BookStated Maturity (Payment Date in) July 2037 July 2037 July 2037 July 2037 Minimum Denominations (U.S.$) $250,000 $250,000 $250,000 $1,130,000 (Integral Multiples) ($1.00) ($1.00) ($1.00) ($1.00) Priority Classes None A A A, B-1, B-2 Pari Passu Classes None B-24 B-14 None Junior Classes B-1, B-2, Subordinated Subordinated Subordinated None Re-Entry Book-Entry Physical
1. The Preferred Shares are not being issued hereunder.
2. Aggregate issue price in the case Pricing Eligible Classes3 No Yes Yes N/A 1 As of the Preferred Shares.
3Closing Date. 2 The initial Reference Rate may for the Floating Rate Notes will be changed to an Alternative Reference Rate as described in the definition thereof.
4Term SOFR. The Reference Rate Term SOFR shall be calculated as set forth in pursuant to the definition thereof and shall initially be benchmarked from three-month LIBOR (subject to a floor of zero), except “Term SOFR”; provided that LIBOR Term SOFR for the first Interest Accrual Period after the First Refinancing Date shall will be an interpolation between 3-month LIBOR set on two different determination dates, and 6-month LIBORtherefore, two different rates may apply during that period.
5. The spread over the Reference Rate with respect to the Re-Pricing Eligible Notes may be reduced in connection with a Re-Pricing of such Class of Re-Pricing Eligible Notes; subject to the conditions set forth in Section 9.7. The Secured Notes shall be issued in minimum denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof (the "Minimum Denominations").
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Authorized Amount; Stated Maturity; Denominations. The aggregate principal amount of Securities that may be authenticated and delivered under this Indenture, the Fiscal Agency Agreement (assuming, solely for the purposes of this Section 2.3, that each preferred share has a principal amount of U.S.$1,000) and the Memorandum and Articles is limited to U.S.$438,900,000 U.S.$395,500,000 (except for Securities authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities pursuant to Section 2.4, Section 2.6, Section 2.7 or Section 8.5 of this Indenture and the Memorandum and Articles). Such Securities shall be divided into the Classes, having the designations, original principal amounts and other characteristics as follows: Applicable Issuer Issuers Issuers Issuers Issuer Initial Principal Amount(2) U.S.$252,000,000 U.S.$40,500,000 U.S.$148,000,000 U.S.$224,000,000 U.S.$26,000,000 U.S.$10,000,000 U.S.$137,775,000 Stated Maturity The Payment Date in August 2033 June 2032 The Payment Date in August 2033 June 2032 The Payment Date in June 2032 N/A Interest Rate: Floating Rate Notes Yes Yes Yes N/A Index(3) Reference Rate Reference Rate N/A Index Maturity(4Spread(4) 3 month 3 month 1.45% 1.75% N/A Spread(5) 1.60% 1.90% N/A Fixed Rate of Interest(5Interest(4) N/A N/A 2.83% N/A Initial Rating(s): S&P "“AAA(sf)" "” “AA(sf)" ” “AA(sf)” N/A Priority Class(es) None A A A, B-1, B-F Pari Passu Class(es) None None B-F B-1 None Junior Class(es) A-2B-1, B-RF, Preferred Shares Preferred Shares Preferred Shares None Interest deferrable No No No N/A Form Book-Entry Book-Entry Book-Entry Physical
(1. ) The Preferred Shares are not being issued hereunder.
(2. ) Aggregate issue price in the case of the Preferred Shares.
(3. The Reference Rate may be changed to an Alternative Reference Rate as described in the definition thereof.
4. ) The Reference Rate shall be calculated as set forth in accordance with the definition thereof and shall initially be benchmarked from three-month LIBOR (subject to a floor of zero), except that LIBOR for the first Interest Accrual Period after the First Refinancing Date shall be an interpolation between 3-month LIBOR and 6-month LIBOR. The Reference Rate may be changed to an Alternative Reference Rate as described in the definition thereof.
5. (4) The spread over the Reference Rate (or, in the case of any Fixed Rate Note, the stated rate of interest) with respect to the Re-Pricing Eligible Notes may be reduced in connection with a Re-Pricing of such Class of Re-Pricing Eligible Notes; , subject to the conditions set forth in Section 9.7. The Secured Notes shall be issued in minimum denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof (the "“Minimum Denominations"”).
Appears in 1 contract
Samples: Indenture and Security Agreement (Owl Rock Capital Corp)
Authorized Amount; Stated Maturity; Denominations. The aggregate principal amount of Securities Secured Debt and Subordinated Notes that may be authenticated and delivered under this Indenture, Indenture and incurred pursuant to the Fiscal Agency Credit Agreement (assuming, solely for the purposes of this Section 2.3, that each preferred share has a is limited to U.S.$386,600,000 aggregate principal amount of U.S.$1,000) and the Memorandum and Articles is limited to U.S.$438,900,000 Debt (except for Securities (i) Notes authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities Debt pursuant to Section 2.42.5, Section 2.6, Section 2.7 2.6 or Section 8.5 of this Indenture or (ii) Additional Debt issued in accordance with Sections 2.13 and the Memorandum and Articles3.2). Such Securities Debt shall be divided into the Classes, having the designations, original principal amounts and other characteristics as follows: Applicable Issuer Issuers Issuers Issuer Initial Original Principal Amount(2) U.S.$252,000,000 U.S.$40,500,000 U.S.$148,000,000 Amount U.S. $85,000,000 U.S. $140,000,000 U.S. $38,800,000 U.S. $122,800,000 Stated Maturity The Payment Date in August 2033 The January, 2034 Payment Date in August 2033 January, 2034 Payment Date in January, 2034 December 14, 2122 Fixed Rate Note No No No N/A Interest Rate: Floating Rate Notes Note Yes Yes Yes N/A Index(3) Reference Rate Reference Rate N/A Index Maturity(4) 3 month 3 month N/A Spread(5) 1.60Interest Rate1 Benchmark + 2.60% 1.90Benchmark + 2.60% Benchmark + 3.09% N/A Fixed Rate of Interest(5) N/A N/A N/A Initial Rating(s): S&P "AAA(sf)" "AAA(sf)" "AA(sf)" N/A Priority Classes None None A A, B Pari Passu Class(es) None Classes Class A Notes Class A Loans None None Junior Class(es) A-2-RClasses B, Preferred Shares Preferred Shares Subordinated B, Subordinated Subordinated None Interest deferrable Deferrable No No No N/A Form BookRe-Entry Book-Entry Physical
1. The Preferred Shares are not being issued hereunder.
2. Aggregate issue price in the case of the Preferred Shares.
3. The Reference Rate may be changed to an Alternative Reference Rate as described in the definition thereof.
4. The Reference Rate shall be calculated as set forth in the definition thereof and shall initially be benchmarked from three-month LIBOR (subject to a floor of zero), except that LIBOR for the first Interest Accrual Period after the First Refinancing Date shall be an interpolation between 3-month LIBOR and 6-month LIBOR.
5. Pricing Eligible Debt No Yes Yes N/A 1 The spread over the Reference Rate with respect to the Re-Pricing Eligible Notes may be reduced in connection with a Re-Pricing of such Benchmark for each Class of Re-Pricing Eligible Notes; Debt is subject to the conditions set forth in reduction pursuant to Section 9.79.8. The Secured Notes Debt shall be issued in minimum denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof (thereof. The Subordinated Notes shall be issued in minimum denominations of U.S.$1,400,000 and integral multiples of U.S.$1.00 in excess thereof. Notes shall only be transferred or resold in compliance with the "Minimum Denominations")terms of this Indenture.
Appears in 1 contract
Authorized Amount; Stated Maturity; Denominations. The aggregate principal amount of Securities Notes that may be authenticated and delivered under this Indenture, the Fiscal Agency Agreement (assuming, solely for the purposes of this Section 2.3, that each preferred share has a Indenture is limited to U.S.$402,360,000 aggregate principal amount of U.S.$1,000) and the Memorandum and Articles is limited to U.S.$438,900,000 Notes (except for Securities (i) Notes authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities Notes pursuant to Section 2.42.5, Section 2.6, Section 2.7 2.6 or Section 8.5 of this Indenture or (ii) Additional Notes issued in accordance with Sections 2.13 and the Memorandum and Articles3.2). Such Securities Notes shall be divided into the Classes, having the designations, original principal amounts and other characteristics as follows: Applicable Issuer Issuers Issuers Issuer Type Senior Secured Floating Rate Senior Secured Floating Rate Initial Principal Amount(2Amount (U.S.$) U.S.$252,000,000 U.S.$40,500,000 U.S.$148,000,000 Stated Maturity The Payment Date in August 2033 The Payment Date in August 2033 $232,000,000 $16,000,000 $154,360,000 Fixed Rate Note No No N/A Interest Rate: Floating Rate Notes Note Yes Yes N/A Index(3) Reference Rate Reference Rate Index Benchmark Benchmark N/A Index Maturity(4) Maturity 3 month 3 month N/A Spread(5) 1.60% 1.90% Expected S&P Initial Rating “AAA(sf)” “AAA(sf)” N/A Fixed Rate of Interest(5) Expected Fitch Initial Rating “AAAsf” N/A N/A (1) Each Class of Notes is referred to in this Offering Circular using the respective term set forth under the heading “Designation” in the table above. Interest Rate(2) Benchmark + 2.40% Benchmark + 2.90% N/A Initial Rating(s): S&P "AAA(sf)" "AA(sf)" N/A Interest Deferrable No No No Stated Maturity (Payment Date in) October, 2035 October, 2035 October, 2123 Minimum Denominations (U.S.$) (Integral Multiples) $250,000 ($1.00) $250,000 ($1.00) $1,716,000 ($1.00) Priority Classes None A-1 A-1, A-2 Pari Passu Class(es) Classes None None None Junior Class(es) Classes A-2-R, Preferred Shares Preferred Shares Subordinated Subordinated None Interest deferrable No No N/A Form Book-Entry (Physical for IAIs) Book-Entry Physical
1. The Preferred Shares are not being issued hereunder.
2. Aggregate issue price in the case of the Preferred Shares.
3. The Reference Rate may be changed to an Alternative Reference Rate as described in the definition thereof.
4. The Reference Rate shall be calculated as set forth in the definition thereof and shall initially be benchmarked from three(Physical for IAIs) Book-month LIBOR Entry (subject to a floor of zero), except that LIBOR Physical for the first Interest Accrual Period after the First Refinancing Date shall be an interpolation between 3-month LIBOR and 6-month LIBOR.
5. The spread over the Reference Rate with respect to the Re-Pricing Eligible Notes may be reduced in connection with a Re-Pricing of such Class of Re-Pricing Eligible Notes; subject to the conditions set forth in Section 9.7. IAIs) The Secured Notes shall be issued in minimum denominations Minimum Denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof (and the "Subordinated Notes shall be issued in Minimum Denominations")Denominations of U.S.$1,716,000 and integral multiples of U.S.$1.00 in excess thereof; provided that the Notes issued to the U.S. Retention Holder on the Closing Date may be issued in Minimum Denominations of U.S.$100,000 and integral multiples of U.S.$1.00 in excess thereof. Notes shall only be transferred or resold in compliance with the terms of this Indenture.
Appears in 1 contract
Authorized Amount; Stated Maturity; Denominations. The aggregate principal amount of Securities Secured Notes and Subordinated Notes that may be authenticated and delivered under this Indenture, the Fiscal Agency Agreement (assuming, solely for the purposes of this Section 2.3, that each preferred share has a Indenture is limited to U.S.$300,500,000 aggregate principal amount of U.S.$1,000Notes except for (i) Deferred Interest with respect to the Class B Notes and the Memorandum and Articles is limited to U.S.$438,900,000 Class C Notes, (except for Securities ii) Notes authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities Notes pursuant to Section 2.42.5, Section 2.6, Section 2.7 2.6 or Section 8.5 of this Indenture or (iii) Additional Notes issued in accordance with Sections 2.13 and the Memorandum and Articles)3.2. Such Securities Notes shall be divided into the Classes, having the designations, original principal amounts and other characteristics as follows: Applicable Issuer Designation Class A-1 Notes Class A-2A Notes Class A-2B Notes Class B Notes Class C Notes Subordinated Notes Type Senior Secured Floating Rate Notes Senior Secured Floating Rate Notes Senior Secured Fixed Rate Notes Secured Deferrable Floating Rate Notes Secured Deferrable Floating Rate Notes Subordinated Notes Issuer(s) Co-Issuers Co-Issuers Co-Issuers Co-Issuers Co-Issuers Issuer Original Principal Amount (U.S.$) $178,200,000 $25,000,000 $9,950,000 $16,400,000 $17,350,000 $53,600,000 S&P Initial Principal Amount(2) U.S.$252,000,000 U.S.$40,500,000 U.S.$148,000,000 Stated Maturity The Payment Date in August 2033 The Payment Date in August 2033 Rating “AAA (sf)” “AA (sf)” “AA (sf)” “A- (sf)” “BBB- (sf)” N/A Interest Rate: Floating Rate Notes LIBOR1 + 1.73% LIBOR + 2.45% 4.2319% LIBOR + 3.40% LIBOR + 4.40% N/A Interest Deferrable No No No Yes Yes N/A Index(3Stated Maturity Aug. 9, 2030 Aug. 9, 2030 Aug. 9, 2030 Aug. 9, 2030 Aug. 9, 2030 Aug. 9, 2030 Minimum Denominations (U.S.$) Reference Rate Reference Rate N/A Index Maturity(4(Integral Multiples) 3 month 3 month N/A Spread(5$250,000 ($1.00) 1.60% 1.90% N/A Fixed Rate of Interest(5$250,000 ($1.00) N/A N/A N/A Initial Rating(s): S&P "AAA(sf)" "AA(sf)" N/A Pari Passu Class(es$250,000 ($1.00) $250,000 ($1.00) $250,000 ($1.00) $250,000 ($1.00) Priority Classes None A-1 A-1 X-0, X-0X, X-0X X-0, X-0X, X-0X, B X-0, X-0X, X-0X, X, X Xxxx Xxxxx Classes None X-0X X-0X Xxxx Xxxx Xxxx Xxxxxx Xxxxxxx X-0X, X-0X, B, C, Subordinated B, C, Subordinated B, C, Subordinated C, Subordinated Subordinated None Junior Class(es) A-2-R, Preferred Shares Preferred Shares None Interest deferrable No No N/A Form Book-Entry Book-Entry Physical
1. The Preferred Shares are not being issued hereunder.
2. Aggregate issue price in the case of the Preferred Shares.
3. The Reference Rate may be changed to an Alternative Reference Rate as described in the definition thereof.
4. The Reference Rate shall be calculated as set forth in the definition thereof and shall initially be benchmarked from three-month LIBOR (subject to a floor of zero), except that LIBOR for the first Interest Accrual Period after the First Refinancing Date shall be an interpolation between 3-month LIBOR and 6-month LIBOR.
5. The spread over the Reference Rate with respect to the Re-Pricing Eligible Notes may be reduced in connection with a Re-Pricing of such Class of Re-Pricing Eligible Notes; subject to the conditions set forth in Section 9.7. The Secured Notes shall be issued in minimum denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof (thereof. Notes shall only be transferred or resold in compliance with the "Minimum Denominations")terms of this Indenture. 1 If a LIBOR Event occurs, LIBOR may be replaced with an Alternative Rate as set forth in the definition or “LIBOR”.
Appears in 1 contract
Authorized Amount; Stated Maturity; Denominations. The aggregate principal amount of Securities Debt that may be authenticated and delivered delivered, or incurred, as applicable, under this Indenture, the Class A-L Credit Agreement, the Fiscal Agency Agreement (assuming, solely for the purposes of this Section 2.3, that each preferred share has a principal amount of U.S.$1,000) and the Memorandum and Articles Limited Liability Company Agreement is limited to U.S.$438,900,000 U.S.$397,300,000 (except for Securities the Secured Notes authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities Secured Notes pursuant to Section 2.4, Section 2.6, Section 2.7 or Section 8.5 of this Indenture and the Memorandum and ArticlesLimited Liability Company Agreement). Such Securities Debt shall be divided into the Classes, having the designations, original principal amounts and other characteristics as follows: Applicable Issuer Issuers Issuers Issuer Class Designation Class A Notes Class A-L Loans Class B Notes Preferred Shares(1) Initial Principal Amount(2) U.S.$252,000,000 U.S.$40,500,000 U.S.$148,000,000 U.S.$203,000,000 U.S.$25,000,000 U.S.$32,000,000 U.S.$137,300,000 Stated Maturity The Payment Date PaymentDate in August 2033 October 2035 The Payment Date PaymentDate in August 2033 October 2035 The PaymentDate in October 2035 N/A Class Designation Class A Notes Class A-L Loans Class B Notes Preferred Shares(1) Interest Rate: Floating Rate Notes Yes N/A Yes N/A Fixed Rate Notes No N/A No N/A Index(3) Reference Rate Reference Rate Benchmark Benchmark Benchmark N/A Index Maturity(4) Maturity 3-months 3 month 3 month months 3-months N/A Spread(5Spread(4) 1.602.40% 1.902.40% 3.25% N/A Fixed Rate of Interest(5) Interest N/A N/A N/A N/A Initial Rating(s): S&P "“AAA(sf)" "” “AAA(sf)” “AA(sf)" ” N/A Priority Class(es) None None A Notes, A-L Loans A Notes, A-L Loans, B Notes Pari Passu Class(es) None A-L Loans(5) A Notes(5) None None Junior Class(es) A-2-RB Notes, Preferred Shares B Notes, Preferred Shares Preferred Shares None Interest deferrable Deferrable No No No N/A Re-Pricing Eligible(4) No N/A Yes N/A Form Book-Entry Registered Loans Book-Entry Physical
(1. ) The Class A-L Loans and the Preferred Shares are not being issued or incurred hereunder. The Class A-L Loans are secured by, but not issued under, this Indenture, but are included in the table above for purposes of setting forth their characteristics and are relevant to the terms hereof. The Class A-L Loans will be incurred pursuant to the Class A-L Credit Agreement. At the election of a Class A-L Lender, all or a portion of the outstanding principal amount of the Class A-L Loans held by such Class A-L Lender may be converted into Class A Notes, in which case the Aggregate Outstanding Amount of the Class A Notes will be increased by the amount of the Class A-L Loans so converted and the outstanding principal amount of the Class A-L Loans will be reduced accordingly.
(2. ) Aggregate issue price in the case of the Preferred Shares.
(3. ) The Reference Benchmark for the Floating Rate may Debt will initially be changed to an Alternative Reference Rate as described in the definition thereof.
4. The Reference Rate Term SOFR Rate, which shall be calculated determined for each Interest Accrual Period; provided that the Benchmark for the first Interest Accrual Period will be determined as set forth in the definition thereof and shall initially be benchmarked from three-month LIBOR (subject to a floor of zero), except that LIBOR for the first Interest Accrual Period after the First Refinancing Date shall be an interpolation between 3-month LIBOR and 6-month LIBOR“Term SOFR Rate”.
5. (4) The spread over the Reference Benchmark (or, in the case of any Fixed Rate Debt, the stated rate of interest) with respect to the Re-Pricing Eligible Notes Debt may be reduced in connection with a Re-Pricing of such Class of Re-Pricing Eligible Notes; Debt, subject to the conditions set forth in Section 9.7.
(5) The Class A Notes and the Class A-L Loans will rank pari passu with respect to payments of interest and principal. The Secured Notes shall be issued or incurred in minimum denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof (the "“Minimum Denominations"”).
Appears in 1 contract
Samples: Indenture and Security Agreement (Blue Owl Capital Corp III)
Authorized Amount; Stated Maturity; Denominations. The aggregate principal amount of Securities that may be authenticated and delivered under this Indenture, the Fiscal Agency Agreement (assuming, solely for the purposes of this Section 2.3, that each preferred share has a principal amount of U.S.$1,000) and the Memorandum and Articles is limited to U.S.$438,900,000 (except for Securities authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities pursuant to Section 2.4, Section 2.6, Section 2.7 or Section 8.5 of this Indenture and the Memorandum and Articles). Such Securities shall be divided into the Classes, having the designations, original principal amounts and other characteristics as follows: Applicable Issuer Issuers Issuers Issuer Initial Principal Amount(2) U.S.$252,000,000 U.S.$40,500,000 U.S.$148,000,000 U.S.$236,500,000 U.S.$15,500,000 U.S.$186,900,000 Stated Maturity The Payment Date in August 2033 May 2029 The Payment Date in August 2033 May 2029 N/A Interest Rate: Floating Rate Notes Yes Yes N/A Index(3) Reference Rate Reference Rate N/A Index Maturity(4) 3 month 3 month N/A Spread(5) 1.602.62% 1.903.40% N/A Fixed Rate of Interest(5) N/A N/A N/A Initial Rating(s): S&P "“AAA(sf)" "AA(sf” “AAA(sf)" ” N/A Pari Priority Class(es) None X-0 X-0, X-0 Xxxx Passu Class(es) None None None Junior Class(es) A-2-R, Preferred Shares Preferred Shares None Interest deferrable No No N/A Form Book-Entry Book-Entry Physical
1. The Preferred Shares are not being issued hereunder.
2. Aggregate issue price in the case of the Preferred Shares.
3. The Reference Rate may be changed to an Alternative Reference Rate as described in the definition thereof.
4. The Reference Rate shall be calculated as set forth in accordance with the definition thereof and shall initially be benchmarked from three-month LIBOR (subject to a floor of zero), except that LIBOR for the first Interest Accrual Period after the First Refinancing Date shall be an interpolation between 3-month LIBOR and 6-month LIBOR.
5. The spread over the Reference Rate with respect to the Re-Pricing Re‑Pricing Eligible Notes may be reduced in connection with a Re-Pricing of such Class of Re-Pricing Eligible Notes; , subject to the conditions set forth in Section 9.7. The Secured Notes shall be issued in minimum denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof (the "“Minimum Denominations"”).
Appears in 1 contract
Samples: Indenture and Security Agreement (Owl Rock Capital Corp)
Authorized Amount; Stated Maturity; Denominations. (a) The aggregate principal amount of Securities Secured NotesDebt and Subordinated Notes that may be authenticated and delivered under this IndentureIndenture (or, in the Fiscal Agency Agreement (assumingcase of the Class A-1L Loans, solely for incurred under the purposes of this Section 2.3, that each preferred share has a ClassA-1L Loan Agreement) is limited to U.S.$300,500,000347,445,000 aggregate principal amount of U.S.$1,000NotesDebt except for (i) Deferred Interest with respect to the Class B Notes and the Memorandum and Articles is limited to U.S.$438,900,000 Class C Notes, (except for Securities ii) Notes authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities Notes pursuant to Section 2.42.5, Section 2.6, Section 2.7 2.6 or Section 8.5 of this Indenture or (iii) Additional NotesObligations issued in accordance with Sections 2.13 and the Memorandum and Articles)3.2. Such Securities (a) Prior to the Refinancing Date, the Notes shall be divided into the Classes, having the designations, original principal amounts and other characteristics as follows: Applicable Issuer Designation Class A-1 Notes Class A-2A Notes Class A-2B Notes Class B Notes Class C Notes Subordinated Notes Type Senior Secured Floating Rate Notes Senior Secured Floating Rate Notes Senior Secured Fixed Rate Notes Secured Deferrable Floating Rate Notes Secured Deferrable Floating Rate Notes Subordinated Notes Issuer(s) Co-Issuers Co-Issuers Co-Issuers Co-Issuers Co-Issuers Issuer Original Principal Amount (U.S.$) $178,200,000 $25,000,000 $9,950,000 $16,400,000 $17,350,000 $53,600,000 S&P Initial Principal Amount(2) U.S.$252,000,000 U.S.$40,500,000 U.S.$148,000,000 Stated Maturity The Payment Date in August 2033 The Payment Date in August 2033 Rating “AAA (sf)” “AA (sf)” “AA (sf)” “A- (sf)” “BBB- (sf)” N/A Interest Rate: Floating Rate Notes LIBOR1 + 1.73% LIBOR + 2.45% 4.2319% LIBOR + 3.40% LIBOR + 4.40% N/A Interest Deferrable No No No Yes Yes N/A Index(3Stated Maturity Aug. 9, 2030 Aug. 9, 2030 Aug. 9, 2030 Aug. 9, 2030 Aug. 9, 2030 Aug. 9, 2030 Minimum Denominations (U.S.$) Reference Rate Reference Rate N/A Index Maturity(4(Integral Multiples) 3 month 3 month N/A Spread(5$250,000 ($1.00) 1.60% 1.90% N/A Fixed Rate of Interest(5$250,000 ($1.00) N/A N/A N/A Initial Rating(s): S&P "AAA(sf)" "AA(sf)" N/A Pari Passu Class(es$250,000 ($1.00) $250,000 ($1.00) $250,000 ($1.00) $250,000 ($1.00) Priority Classes None A-1 A-1 X-0, X-0X, X-0X X-0, X-0X, X-0X, B X-0, X-0X, X-0X, X, X Xxxx Xxxxx Classes None None Junior Class(esX-0X X-0X Xxxx Xxxx Xxxx Xxxxxx Xxxxxxx X-0X, X-0X, B, C, Subordinated B, C, Subordinated B, C, Subordinated C, Subordinated Subordinated None
(b) A-2-R, Preferred Shares Preferred Shares None Interest deferrable No No N/A Form Book-Entry Book-Entry Physical
1. The Preferred Shares are not being issued hereunder.
2. Aggregate issue price in the case of the Preferred Shares.
3. The Reference Rate may be changed to an Alternative Reference Rate as described in the definition thereof.
4. The Reference Rate shall be calculated as set forth in the definition thereof On and shall initially be benchmarked from three-month LIBOR (subject to a floor of zero), except that LIBOR for the first Interest Accrual Period after the First Refinancing Date shall be an interpolation between 3-month LIBOR and 6-month LIBOR.
5. The spread over Date, the Reference Rate with respect to the Re-Pricing Eligible Notes may be reduced in connection with a Re-Pricing of such Class of Re-Pricing Eligible Notes; subject to the conditions set forth in Section 9.7. The Secured Notes Debt shall be issued in minimum denominations of U.S.$250,000 with the designations, original principal amounts and integral multiples of U.S.$1.00 in excess thereof (the "Minimum Denominations").other characteristics as follows:
Appears in 1 contract
Samples: Supplemental Indenture (AB Private Credit Investors Corp)
Authorized Amount; Stated Maturity; Denominations. The aggregate principal amount of Securities that may be authenticated and delivered under this Indenture, the Fiscal Agency Agreement (assuming, solely for the purposes of this Section 2.3, that each preferred share has a principal amount of U.S.$1,000) and the Memorandum and Articles is limited to U.S.$438,900,000 (except for Securities authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities pursuant to Section 2.4, Section 2.6, Section 2.7 or Section 8.5 of this Indenture and the Memorandum and Articles). Such Securities shall be divided into the Classes, having the designations, original principal amounts and other characteristics as follows: Applicable Issuer Issuers Issuers Issuer Initial Principal Amount(2) U.S.$252,000,000 U.S.$40,500,000 U.S.$148,000,000 Stated Maturity The Payment Date in August 2033 The Payment Date in August 2033 N/A Interest Rate: Floating Rate Notes Yes Yes N/A Index(3) Reference Rate Reference Rate N/A Index Maturity(4) 3 month 3 month N/A Spread(5Spread(5 4) 1.60% 1.90% N/A Fixed Rate of Interest(5Interest(54) N/A N/A N/A Initial Rating(s): S&P "“AAA(sf)" "” “AA(sf)" ” N/A Priority Class(es) None A-1-R A-1-R, A-2-R Pari Passu Class(es) None None None Junior Class(es) A-2-R, Preferred Shares Preferred Shares None Interest deferrable No No N/A Form Book-Entry Book-Entry Physical
1. The Preferred Shares are not being issued hereunder.
2. Aggregate issue price in the case of the Preferred Shares.
3. The Reference Rate may be changed to an Alternative Reference Rate as described in the definition thereof.
4. The Reference Rate shall be calculated as set forth in the definition thereof and shall initially be benchmarked from three-month LIBOR (subject to a floor of zero), except that LIBOR for the first Interest Accrual Period after the First Refinancing Date shall be an interpolation between 3-month LIBOR and 6-month LIBOR.
5. The spread over the Reference Rate with respect to the Re-Pricing Eligible Notes may be reduced in connection with a Re-Pricing of such Class of Re-Pricing Eligible Notes; subject to the conditions set forth in Section 9.7. The Secured Notes shall be issued in minimum denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof (the "Minimum Denominations").
Appears in 1 contract
Samples: Second Supplemental Indenture (Blue Owl Capital Corp)
Authorized Amount; Stated Maturity; Denominations. The aggregate principal amount of Securities Secured Notes and Subordinated Notes that may be authenticated and delivered under this Indenture, the Fiscal Agency Agreement (assuming, solely for the purposes of this Section 2.3, that each preferred share has a Indenture is limited to U.S.$426,850,000 aggregate principal amount of U.S.$1,000) and the Memorandum and Articles is limited to U.S.$438,900,000 Notes (except for Securities (i) Notes authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities Notes pursuant to Section 2.42.5, Section 2.6, Section 2.7 2.6 or Section 8.5 of this Indenture or (ii) Additional Notes issued in accordance with Sections 2.13 and the Memorandum and Articles3.2). Such Securities Notes shall be divided into the Classes, having the designations, original principal amounts and other characteristics as follows: Applicable Issuer Issuers Issuers Issuer Initial Class Designation A B C-1 C-2 D2 Subordinated Original Principal Amount(2) U.S.$252,000,000 U.S.$40,500,000 U.S.$148,000,000 Amount U.S. $224,000,000 U.S. $28,000,000 U.S. $36,000,000 U.S. $10,000,000 U.S. $28,000,000 U.S. $100,850,000 Stated Maturity The Payment Date in August April 15, 2033 The Payment Date in August April 15, 2033 April 15, 2033 April 15, 2033 April 15, 2033 March 11, 2121 Interest Rate1 LIBOR + 1.60% LIBOR + 1.85% LIBOR + 2.80% 3.91% LIBOR + 5.00%3 N/A Interest Rate: Fixed Rate Note No No No Yes No N/A Floating Rate Note Yes Yes Yes No Yes N/A Initial S&P Rating “AAA(sf)” “AA(sf)” “A(sf)” “A(sf)” “BBB-(sf)” N/A Priority Classes None A A, B A, B A, B, C A, B, C, D Pari Passu Classes None None C-0 X-0 Xxxx Xxxx Junior Classes B, C, D, Subordinated C, D, Subordinated D, Subordinated D, Subordinated Subordinated None Listed Notes Yes No No No No No Interest Deferrable No No Yes Yes Yes N/A Index(31 The spread over LIBOR for each Class of Secured Notes (other than the Class A Notes) Reference Rate Reference Rate N/A Index Maturity(4is subject to reduction pursuant to Section 9.8. 2 On the Closing Date, the Issuer will issue the Unfunded Class (the Class D Notes) 3 month 3 month N/A Spread(5to the initial holder(s) 1.60% 1.90% N/A Fixed Rate of Interest(5) N/A N/A N/A Initial Rating(s): S&P "AAA(sf)" "AA(sf)" N/A Pari Passu Class(es) None None None Junior Class(es) A-2-R, Preferred Shares Preferred Shares None Interest deferrable No No N/A Form Book-Entry Book-Entry Physical
1thereof. The Preferred Shares are not being issued hereunder.
2. Aggregate issue price in the case initial principal amount of the Preferred Shares.
3. The Reference Rate may be changed to an Alternative Reference Rate as described in the definition thereof.
4. The Reference Rate shall be calculated as Class D Notes set forth in the definition thereof table above is a notional amount representing the aggregate principal amount of the Class D Notes (the “Aggregate Unfunded Class Amount”) and is undrawn on and as of the Closing Date. On each Funding Date, the principal amount of the Class D Notes will be set forth in the Unfunded Class Funding Notice for such Funding Date; provided that no Unfunded Class Funding shall initially be benchmarked from three-month LIBOR permitted if after giving effect to such Unfunded Class Funding the Aggregate Funded Amount would exceed the Aggregate Unfunded Class Amount. The Class D Notes will not be “Outstanding” on the Closing Date, and except for purposes of transfers of Notes prior to the Funding Date (subject if any) will have an initial Aggregate Outstanding Amount of zero until such time as the applicable Funding Date (if any) occurs pursuant to a floor of zero)Section 2.14. 3 The spread or fixed interest rate, except that LIBOR as applicable, for the first Interest Accrual Period after the First Refinancing Date shall Class D Notes will be an interpolation between 3-month LIBOR and 6-month LIBOR.
5. The spread over the Reference Rate with respect to the Re-Pricing Eligible Notes may be reduced set in connection with a Re-Pricing of such Class of Re-Pricing Eligible Notesthe Funding Date (if any); subject to provided that the conditions set forth in Section 9.7spread or interest rate, as applicable, will not be greater than the spread or fixed interest rate specified above. The Secured Notes (other than the Class D Notes) shall be issued in minimum denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof (thereof. The Class D Notes will be issued in minimum denominations of U.S.$500,000 and integral multiples of U.S.$1.00 in excess thereof. The Subordinated Notes shall be issued in minimum denominations of U.S.$3,000,000 and integral multiples of U.S.$1.00 in excess thereof. Notes shall only be transferred or resold in compliance with the "Minimum Denominations")terms of this Indenture.
Appears in 1 contract
Authorized Amount; Stated Maturity; Denominations. The aggregate principal amount of Securities that may be authenticated and delivered under this Indenture, the Fiscal Agency Agreement (assuming, solely for the purposes of this Section 2.3, that each preferred share has a principal amount of U.S.$1,000) and the Memorandum and Articles is limited to U.S.$438,900,000 U.S.$395,500,000 (except for Securities authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities pursuant to Section 2.4, Section 2.6, Section 2.7 or Section 8.5 of this Indenture and the Memorandum and Articles). Such Securities shall be divided into the Classes, having the designations, original principal amounts and other characteristics as follows: Class Designation Class A Notes Class B-1 Notes Class B-F Notes Preferred Shares(1) Applicable Issuer Issuers Issuers Issuers Issuer Initial Principal Amount(2) U.S.$252,000,000 U.S.$40,500,000 U.S.$148,000,000 U.S.$224,000,000 U.S.$26,000,000 U.S.$10,000,000 U.S.$137,775,000 Stated Maturity The Payment Date in August 2033 June 2032 The Payment Date in August 2033 June 2032 The Payment Date in June 2032 N/A Interest Rate: Floating Rate Notes Yes Yes Yes N/A Index(3) Reference Rate Reference Rate N/A Index Maturity(4Spread(4) 3 month 3 month 1.45% 1.75% N/A Spread(5) 1.60% 1.90% N/A Fixed Rate of Interest(5Interest(4) N/A N/A 2.83% N/A Initial Rating(s): S&P "“AAA(sf)" "” “AA(sf)" ” “AA(sf)” N/A Priority Class(es) None A A A, B-1, B-F Pari Passu Class(es) None None B-F B-1 None Junior Class(es) A-2B-1, B-RF, Preferred Shares Preferred Shares Preferred Shares None Interest deferrable No No No N/A Form Book-Entry Book-Entry Book-Entry Physical
(1. ) The Preferred Shares are not being issued hereunder.
(2. ) Aggregate issue price in the case of the Preferred Shares.
(3. The Reference Rate may be changed to an Alternative Reference Rate as described in the definition thereof.
4. ) The Reference Rate shall be calculated as set forth in accordance with the definition thereof and shall initially be benchmarked from three-month LIBOR (subject to a floor of zero), except that LIBOR for the first Interest Accrual Period after the First Refinancing Date shall be an interpolation between 3-month LIBOR and 6-month LIBOR. The Reference Rate may be changed to an Alternative Reference Rate as described in the definition thereof.
5. (4) The spread over the Reference Rate (or, in the case of any Fixed Rate Note, the stated rate of interest) with respect to the Re-Pricing Eligible Notes may be reduced in connection with a Re-Pricing of such Class of Re-Pricing Eligible Notes; , subject to the conditions set forth in Section 9.7. The Secured Notes shall be issued in minimum denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof (the "“Minimum Denominations"”).
Appears in 1 contract
Authorized Amount; Stated Maturity; Denominations. The aggregate principal amount of Securities Secured Notes and Subordinated Notes that may be authenticated and delivered under this Indenture, the Fiscal Agency Agreement (assuming, solely for the purposes of this Section 2.3, that each preferred share has a principal amount of U.S.$1,000) and the Memorandum and Articles Indenture is limited to U.S.$438,900,000 U.S.$425,000,000 (except for Securities (i) Notes authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities Notes pursuant to Section 2.42.5, Section 2.6, Section 2.7 2.6 or Section 8.5 of this Indenture or (ii) Additional Notes issued in accordance with Sections 2.13 and the Memorandum and Articles3.2). Such Securities Notes shall be divided into the Classes, having the designations, original principal amounts and other characteristics as follows: Applicable Issuer Issuers Issuers Issuer Initial Class Designation A B C Subordinated Original Principal Amount(2) U.S.$252,000,000 U.S.$40,500,000 U.S.$148,000,000 Amount U.S.$261,375,000 U.S.$44,625,000 U.S.$36,125,000 U.S. $82,875,000 Stated Maturity The Payment Date in August 2033 The Payment Date in August 2033 N/A Interest Rate: Floating April 30, 2032 April 30, 2032 April 30, 2032 April 30, 2032 Fixed Rate Notes Note Yes Yes Yes N/A Index(3) Reference Interest Rate Reference Rate N/A Index Maturity(4) 3 month 3 month N/A Spread(5) 1.604.05 % 1.905.15 % 7.75 % N/A Fixed Floating Rate of Interest(5) N/A N/A Note No No No N/A Initial Rating(s): S&P "AAA(sfKBRA “A(sf)" "AA(sf” “BBB(sf)" ” “BB(sf)” N/A Priority Classes None A A, B A, B, C Pari Passu Class(es) Classes None None None None Junior Class(es) A-2-RClasses B, Preferred Shares Preferred Shares C, Subordinated C, Subordinated Subordinated None Interest deferrable Deferrable No No Yes N/A Form Book-Entry Book-Entry Physical
1. The Preferred Shares are not being issued hereunder.
2. Aggregate issue price in the case of the Preferred Shares.
3. The Reference Rate may be changed to an Alternative Reference Rate as described in the definition thereof.
4. The Reference Rate shall be calculated as set forth in the definition thereof and shall initially be benchmarked from three-month LIBOR (subject to a floor of zero), except that LIBOR for the first Interest Accrual Period after the First Refinancing Date shall be an interpolation between 3-month LIBOR and 6-month LIBOR.
5. The spread over the Reference Rate with respect to the Re-Pricing Eligible Notes may be reduced in connection with a Re-Pricing of such Class of Re-Pricing Eligible Notes; subject to the conditions set forth in Section 9.7. The Secured Notes (other than the Class C Notes) shall be issued in minimum denominations of U.S.$250,000 U.S.$100,000 and integral multiples of U.S.$1.00 $1,000 in excess thereof (thereof. The Class C Notes will be issued in minimum denominations of $500,000 and integral multiples of $1,000 in excess thereof. The Subordinated Notes will be issued in minimum denominations of $4,700,000 and integral multiples of $1,000 in excess thereof. Notes shall only be transferred or resold in compliance with the "Minimum Denominations")terms of this Indenture.
Appears in 1 contract
Authorized Amount; Stated Maturity; Denominations. The aggregate principal amount of Securities Notes that may be authenticated and delivered under this Indenture, the Fiscal Agency Agreement (assuming, solely for the purposes of this Section 2.3, that each preferred share has a Indenture is limited to U.S.$410,000,000 aggregate principal amount of U.S.$1,000) and the Memorandum and Articles is limited to U.S.$438,900,000 (Notes, except for Securities authenticated and delivered upon registration of transfer ofDeferred Interest with respect to the Deferred Interest Notes, or in exchange for, or in lieu of, other Securities Additional Notes issued pursuant to Section 2.4, Section 2.6, Section 2.7 or Section 8.5 of this Indenture 2.4 and the Memorandum and Articles)Notes issued pursuant to supplemental indentures in accordance with Article VIII. Such Securities Notes shall be divided into the Classes, having the designations, original principal amounts and other characteristics as follows: Applicable Issuer Issuers Issuers Issuer Type Senior Secured Floating Rate Senior Secured Floating Rate Secured Deferrable Floating Rate Secured Deferrable Floating Rate Interests Initial Principal Amount(2Amount /Face Amount (U.S.$) U.S.$252,000,000 U.S.$40,500,000 U.S.$148,000,000 Stated Maturity The Payment Date in August 2033 The Payment Date in August 2033 U.S. $282,500,000 U.S. $55,000,000 U.S. $47,500,000 U.S. $25,000,000 U.S. $102,250,000 Fitch Initial Rating “AAA sf” “AA sf” “A sf” “BBB+ sf” N/A Interest Rate: Floating Rate Notes Yes Yes N/A Index(3) * Reference Rate Rate** + 1.50% Reference Rate N/A Index Maturity(4) 3 month 3 month N/A Spread(5) 1.60Rate** + 2.00% 1.90Reference Rate** + 2.60% Reference Rate** + 3.75% N/A Fixed Rate of Interest(5Stated Maturity Distribution Date in October, 2033 Distribution Date in October, 2033 Distribution Date in October, 2033 Distribution Date in October, 2033 N/A Minimum Denominations*** (U.S.$) (Integral Multiples) U.S.$250,000 (U.S.$1.00) U.S.$250,000 (U.S.$1.00) U.S.$250,000 (U.S.$1.00) U.S.$250,000 (U.S.$1.00) N/A N/A N/A Initial Rating(s): S&P "AAA(sf)" "AA(sf)" N/A Ranking of the Notes: Pari Passu Class(es) None None None None None Priority Class(es) None A-1-R, A-1-R, A-2-R A-1-R, A-2-R, B-R A-1-R, A-2-R, B-R, C-R Junior Class(es) A-2-R, Preferred Shares Preferred Shares B-R, C-R, Interests B-R, C-R, Interests C-R, Interests Interests None Deferred Interest deferrable Notes No No Yes Yes N/A Re-Pricing Eligible Notes No No Yes Yes N/A Form Book-Entry (Physical for AIs) Book-Entry Physical
1. The Preferred Shares are not being issued hereunder.
2. Aggregate issue price in the case of the Preferred Shares.
3. The Reference Rate may be changed to an Alternative Reference Rate as described in the definition thereof.
4. The Reference Rate shall be calculated as set forth in the definition thereof and shall initially be benchmarked from three(Physical for AIs) Book-month LIBOR Entry (subject to a floor of zero), except that LIBOR Physical for the first Interest Accrual Period after the First Refinancing Date shall be an interpolation between 3AIs) Book-month LIBOR and 6Entry (Physical for AIs) Physical Non-month LIBOR.
5. U.S. Holders Permitted Yes Yes Yes Yes No * The spread over the Reference Rate with respect (or, in the case of any Fixed Rate Notes, the Interest Rate) applicable to the any Class of Re-Pricing Eligible Notes may be reduced in connection with a Re-Pricing of such Class of Re-Pricing Eligible Notes; , subject to the conditions set forth in Section 9.79.8. ** The initial Reference Rate with respect to the Floating Rate Notes will be LIBOR. The Secured Reference Rate for calculating interest on the Notes may be replaced with an Alternative Rate as set forth herein. *** An exception to the minimum denominations may be granted by the Issuer in accordance with Article VIII hereof. The Notes shall be issued in minimum denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof (the "Minimum “Authorized Denominations"”); provided that an exception to the minimum denominations may be granted by the Issuer solely to allow for compliance with applicable Risk Retention Regulations.
Appears in 1 contract
Authorized Amount; Stated Maturity; Denominations. The aggregate principal amount of Securities Debt that may be authenticated and delivered delivered, or incurred, as applicable, under this Indenture, the Class A-1L Credit Agreement, the Fiscal Agency Agreement (assuming, solely for the purposes of this Section 2.3, that each preferred share has a principal amount of U.S.$1,000) and the Memorandum and Articles Limited Liability Company Agreement is limited to U.S.$438,900,000 U.S.$396,500,000 (except for Securities the Secured Notes authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities Secured Notes pursuant to Section 2.4, Section 2.6, Section 2.7 or Section 8.5 of this Indenture and the Memorandum and ArticlesLimited Liability Company Agreement). Such Securities Debt shall be divided into the Classes, having the designations, original principal amounts and other characteristics as follows: Applicable Issuer Issuers Issuers Issuer Initial Principal Amount(2) U.S.$252,000,000 U.S.$40,500,000 U.S.$148,000,000 U.S.$90,000,000 (3) U.S.$22,000,000 U.S.$116,000,000 U.S.$8,000,000 U.S.$24,000,000 U.S.$136,500,000 Stated Maturity The Payment Date in August 2033 July, 2034 The Payment Date in August 2033 July, 2034 The Payment Date in July, 2034 The Payment Date in July, 2034 The Payment Date in July, 2034 N/A Interest Rate: Floating Rate Notes Debt Yes No Yes Yes Yes N/A Index(3Fixed Rate Debt No Yes No No No N/A Index(4) Reference Rate Reference Rate Benchmark N/A Benchmark Benchmark Benchmark N/A Index Maturity(4) 3 month 3 month Maturity 3-months N/A Spread(53-months 3-months 3-months N/A Spread(6) 1.602.55% 1.90N/A 2.55% 3.10% 3.55% N/A Fixed Rate of Interest(5Interest(6) N/A 6.37% N/A N/A N/A N/A Initial Rating(s): S&P "“AAA(sf)" "” “AAA(sf)” “AAA(sf)” “AAA(sf)” “AA(sf)" ” N/A Priority Class(es) None None None A-1A, A-1B, A-1L A-1A, A-1B, A-1L, A-2 A-1A, A-1B, A-1L, A-2, B Pari Passu Class(es) A-1B, A-1L (5) A-1A, A-1L (5) A-1A, A-1B (5) None None None Junior Class(es) A-2-R, B, Preferred Shares A-2, B, Preferred Shares A-2, B, Preferred Shares B, Preferred Shares Preferred Shares None Interest deferrable Deferrable No No No No No N/A Re-Pricing Eligible(6) No No N/A No No N/A Listed Notes Yes No N/A No No N/A Form Book-Entry Book-Entry Registered Loans Book-Entry Book-Entry Physical
(1. ) The Class A-1L Loans and the Preferred Shares are not being issued or incurred hereunder. The Class A-1L Loans are secured by, but not issued under, this Indenture, but are included in the table above for purposes of setting forth their characteristics and are relevant to the terms hereof. The Class A-1L Loans will be incurred pursuant to the Class A-1L Credit Agreement. At the election of a Class A-1L Lender, all or a portion of the outstanding principal amount of the Class A-1L Loans held by such Class A-1L Lender may be converted into Class A-1A Notes, in which case the Aggregate Outstanding Amount of the Class A-1A Notes will be increased by the amount of the Class A-1L Loans so converted and the outstanding principal amount of the Class A-1L Loans will be reduced accordingly.
(2. ) Aggregate issue price in the case of the Preferred Shares.
(3. ) The Reference Rate outstanding principal amount of the Class A-1A Notes will be U.S.$90,000,000 on the Closing Date and may be changed increased to an Alternative Reference Rate as described up to $206,000,000 in the definition thereofaggregate upon the exercise of one or more conversions of the Class A-1L Loans into the Class A-1A Notes pursuant to Section 2.6(o) of this Indenture and the outstanding principal amount of the Class A-1L Loans shall be reduced accordingly.
(4. ) The Reference Benchmark for the Floating Rate Debt will initially be the Term SOFR Rate, which shall be calculated determined for each Interest Accrual Period; provided that the Benchmark for the first Interest Accrual Period will be determined as set forth in the definition thereof and shall initially of “Term SOFR Rate”. The Benchmark may be benchmarked from three-month LIBOR (subject changed to a floor the Fallback Rate in accordance with the definition of zero), except that LIBOR for the first Interest Accrual Period after the First Refinancing Date shall be an interpolation between 3-month LIBOR and 6-month LIBOR“Benchmark”.
(5. ) The Class A-1A Notes, the Class A-1B Notes and the Class A-1L Loans will rank pari passu with respect to payments of interest and principal.
(6) The spread over the Reference Benchmark (or, in the case of any Fixed Rate Debt, the stated rate of interest) with respect to the Re-Pricing Eligible Notes Debt may be reduced in connection with a Re-Pricing of such Class of Re-Pricing Eligible Notes; Debt, subject to the conditions set forth in Section 9.7. The Secured Notes shall be issued or incurred in minimum denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof (the "“Minimum Denominations"”).
Appears in 1 contract
Samples: Indenture and Security Agreement (Blue Owl Credit Income Corp.)
Authorized Amount; Stated Maturity; Denominations. The aggregate principal amount of Securities that may be authenticated and delivered under this Indenture, the Loan Agreement, the Fiscal Agency Agreement (assuming, solely for the purposes of this Section 2.3, that each preferred share has a principal amount of U.S.$1,000) and the Memorandum and Articles Limited Liability Company Agreement is limited to U.S.$438,900,000 U.S.$395,820,000 (except for the Securities authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities pursuant to Section 2.4, Section 2.6, Section 2.7 or Section 8.5 of this Indenture and the Memorandum and ArticlesLimited Liability Company Agreement). Such Securities shall be divided into the Classes, having the designations, original principal amounts and other characteristics as follows: Applicable Issuer Issuers Issuers Issuer Class Designation Class A-1T Notes Class A-1F Notes Class A-1L Loans(1) Class B Notes Preferred Shares(1) Type Senior Secured Floating Rate Senior Secured Fixed Rate Senior Secured Floating Rate Senior Secured Floating Rate Preferred Share Initial Principal Amount(2) U.S.$252,000,000 U.S.$40,500,000 U.S.$148,000,000 U.S.$152,500,000 U.S.$25,500,000 U.S.$50,000,000 U.S.$32,000,000 U.S.$135,820,000 Stated Maturity The Payment Date in August 2033 May 2035 The Payment Date in August 2033 May 2035 The Payment Date in May 2035 The Payment Date in May 2035 N/A Interest Rate: Floating Rate Notes Debt Yes No Yes Yes N/A Fixed Rate Debt No Yes No No N/A Index(3) Reference Rate Reference Rate Benchmark N/A Benchmark Benchmark N/A Index Maturity(4) 3 month 3 month Maturity 3-months N/A Spread(53-months 3-months N/A Spread(4) 1.602.50% 1.90N/A 2.50% 3.60% N/A Fixed Rate of Interest(5) Interest N/A 6.10% N/A N/A N/A Initial Rating(s): S&P "“AAA(sf)" "” “AAA(sf)” “AAA(sf)” “AA(sf)" ” N/A Pari Passu Priority Class(es) None None None A-1T, A-1F, A-1L A-1T, A-1F, A-1L, B Pari Passu Class(es) A-1F, A-1L(5) A-1T, A-1L(5) A-1T, A-1F(5) None None Junior Class(es) A-2-RB, Preferred Shares B, Preferred Shares B, Preferred Shares Preferred Shares None Interest deferrable Deferrable No No No No N/A Re-Pricing Eligible(5) No No No Yes N/A Form Book-Entry Book-Entry Registered Loans Book-Entry Physical
(1. ) The Class A-1L Loans and the Preferred Shares are not being issued or incurred hereunder.
(2. ) Aggregate issue price in the case of the Preferred Shares.
(3. ) The Reference Benchmark for the Floating Rate may be changed to an Alternative Reference Rate as described in the definition thereof.
4. The Reference Rate shall be calculated as set forth in the definition thereof and shall Debt will initially be benchmarked from three-month LIBOR (subject to a floor of zero)the Term SOFR Rate, except which will be determined for each Interest Accrual Period; provided, that LIBOR the Benchmark for the first Interest Accrual Period after the First Refinancing Closing Date shall will be an interpolation the rate interpolated linearly between 3-month LIBOR the rate for the next shorter period of time for which rates are available and 6-month LIBORthe rate for the next longer period of time for which rates are available.
5. (4) The spread over the Reference Benchmark (or, in the case of any Fixed Rate Debt, the stated rate of interest) with respect to the Re-Pricing Eligible Notes Debt may be reduced in connection with a Re-Pricing of such Class of Re-Pricing Eligible Notes; Debt, subject to the conditions set forth in Section 9.7.
(5) The Class A-1T Notes, the Class A-1F Notes and the Class A-1L Loans will rank pari passu with respect to payments of interest and principal. The Secured Notes Debt shall be issued or incurred in minimum denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof (the "“Minimum Denominations"”).
Appears in 1 contract
Samples: Indenture and Security Agreement (Owl Rock Core Income Corp.)
Authorized Amount; Stated Maturity; Denominations. The aggregate principal amount of Securities (i) Notes (including the amount of the Class A Notes upon the conversion of the Class A-L Loans) that may be authenticated and delivered under this IndentureIndenture and (ii) Class A-L Loans incurred under the Class A-L Credit Agreement, the Fiscal Agency Agreement (assuming, solely for the purposes of this Section 2.3, that each preferred share has a is limited to U.S.$369,000,000 aggregate principal amount of U.S.$1,000) and the Memorandum and Articles is limited to U.S.$438,900,000 Secured Debt (except for Securities (i) Deferred Interest with respect to the Deferrable Notes, (ii) Secured Debt authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities Secured Debt pursuant to Section 2.42.5, Section 2.6, Section 2.7 2.6 or Section 8.5 of this Indenture or (iii) Additional Debt issued in accordance with Sections 2.13 and the Memorandum and Articles3.2). Such Securities Secured Debt shall be divided into the Classes, having the designations, original principal amounts and other characteristics as follows: Applicable Issuer Issuers Issuers Issuer Type Senior Secured Floating Rate Senior Secured Floating Rate Senior Secured Floating Rate Secured Deferrable Floating Rate Secured Deferrable Floating Rate Initial Principal Amount(2) U.S.$252,000,000 U.S.$40,500,000 U.S.$148,000,000 Amount $161,000,000 $100,000,000 $45,000,000 $36,000,000 $27,000,000 Expected S&P Initial rating “AAA(sf)” “AAA(sf)” “AA(sf)” “A(sf)” “BBB(sf)” Interest Rate1 Benchmark + 1.90% Benchmark + 1.90% Benchmark + 2.30% Benchmark + 2.95% Benchmark + 4.95% Interest Deferrable No No No Yes Yes Stated Maturity The Payment Date in August 2033 The July 2036 Payment Date in August 2033 N/July 2036 Payment Date in July 2036 Payment Date in July 2036 Payment Date in July 2036 Minimum Denominations (U.S.$) (Integral Multiples) $250,000 ($1.00) $250,000 ($1.00) $250,000 ($1.00) $250,000 ($1.00) $250,000 ($1.00) Priority Classes None None A, A-L A, A-L, B A, A-L, B, C Pari Passu Classes A-L A Interest Rate: Floating Rate Notes Yes Yes N/A Index(3) Reference Rate Reference Rate N/A Index Maturity(4) 3 month 3 month N/A Spread(5) 1.60% 1.90% N/A Fixed Rate of Interest(5None None None Junior Classes A-L, B, C, D, Interests B, C, D, Interests C, D, Interests D, Interests Interests Form Book-Entry (Physical for IAIs) N/A N/A N/A Initial Rating(s): S&P "AAA(sf)" "AA(sf)" N/A Pari Passu Class(es) None None None Junior Class(es) A-2-R, Preferred Shares Preferred Shares None Interest deferrable No No N/A Form Book-Entry (Physical for IAIs) Book-Entry Physical
1(Physical for IAIs) Book-Entry (Physical for IAIs) 1 The initial Benchmark for the Floating Rate Notes shall be the Term SOFR Rate. The Preferred Shares are not being issued hereunder.
2. Aggregate issue price in the case of the Preferred Shares.
3. The Reference Term SOFR Rate may be changed to an Alternative Reference Rate as described in the definition thereof.
4. The Reference Rate shall be is calculated as set forth in the definition thereof and shall initially be benchmarked from three-month LIBOR (subject thereof; provided that, with respect to a floor of zero), except that LIBOR for the first Interest Accrual Period after Period, the First Refinancing Date Term SOFR Rate shall be an interpolation between 3-month LIBOR and 6-month LIBOR.
5. The spread over calculated by interpolating the Reference rate for a Term SOFR Rate with respect to a term of 6 months and 12 months. However, the Re-Pricing Eligible Notes Benchmark may be reduced change in connection accordance with a Re-Pricing of such Class of Re-Pricing Eligible Notes; subject to the conditions set forth in Section 9.7definition thereof. The Secured Notes Debt shall be issued in minimum denominations Minimum Denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof (thereof. Secured Debt shall only be transferred or resold in compliance with the "Minimum Denominations")terms of this Indenture or the Class A-L Credit Agreement, as applicable.
Appears in 1 contract
Authorized Amount; Stated Maturity; Denominations. The aggregate principal amount of Securities that may be authenticated and delivered under this Indenture, the Fiscal Agency Agreement (assuming, solely for the purposes of this Section 2.3, that each preferred share has a principal amount of U.S.$1,000) and the Memorandum and Articles is limited to U.S.$438,900,000 U.S.$345,450,000 (except for Securities authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities pursuant to Section 2.4, Section 2.6, Section 2.7 or Section 8.5 of this Indenture and the Memorandum and Articles). Such Securities shall be divided into the Classes, having the designations, original principal amounts and other characteristics as follows: Applicable Issuer Issuers Issuers Issuer Initial Principal Amount(2) U.S.$252,000,000 U.S.$40,500,000 U.S.$148,000,000 U.S.$182,000,000 U.S.$14,000,000 U.S.$149,450,000 Stated Maturity The Payment Date in August 2033 The Payment Date in August 2033 November 20, 2029 November 20, 2029 N/A Interest Rate: Fixed Rate Notes No No N/A Floating Rate Notes Yes Yes N/A Index(3) Reference Rate Reference Rate N/A Index Maturity(4) 3 month 3 month N/A Spread(5) 1.60Spread 1.85% 1.902.20% N/A Fixed Rate of Interest(5) N/A N/A N/A Initial Rating(s): Fitch "AAAsf" N/A N/A S&P "AAA(sf)" "AA(sfAAA(sf)" N/A Pari Priority Class(es) None X-0 X-0, X-0 Xxxx Passu Class(es) None None None Junior Class(es) A-2-R, Preferred Shares Preferred Shares None Interest deferrable No No N/A Form Book-Entry Book-Entry Physical
1. The Preferred Shares are not being issued hereunder.
2. Aggregate issue price in the case of the Preferred Shares.
3. The Reference Rate may be changed to an Alternative Reference Rate as described in the definition thereof.
4. The Reference Rate shall be calculated as set forth in accordance with the definition thereof and shall initially be benchmarked from three-month LIBOR (subject to a floor of zero), except that LIBOR for the first Interest Accrual Period after the First Refinancing Date shall be an interpolation between 3-month LIBOR and 6-month LIBOR.
5. The spread over the Reference Rate with respect to the Re-Pricing Eligible Notes may be reduced in connection with a Re-Pricing of such Class of Re-Pricing Eligible Notes; subject to the conditions set forth in Section 9.7. The Secured Notes shall be issued in minimum denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof (the "Minimum Denominations").
Appears in 1 contract
Samples: Indenture and Security Agreement (Owl Rock Capital Corp)
Authorized Amount; Stated Maturity; Denominations. The aggregate principal amount of Securities Secured Notes and Subordinated Notes that may be authenticated and delivered under this Indenture, the Fiscal Agency Agreement (assuming, solely for the purposes of this Section 2.3, that each preferred share has a Indenture is limited to U.S.$328,000,000 aggregate principal amount of U.S.$1,000Notes except for (i) Deferred Interest with respect to the Class C Notes and the Memorandum and Articles is limited to U.S.$438,900,000 Class D Notes, (except for Securities ii) Notes authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities Notes pursuant to Section 2.42.5, Section 2.6, Section 2.7 2.6 or Section 8.5 of this Indenture or (iii) Additional Obligations issued in accordance with Sections 2.13 and the Memorandum and Articles)3.2. Such Securities Notes shall be divided into the Classes, having the designations, original principal amounts and other characteristics as follows: Applicable Type Senior Secured Floating Rate Senior Secured Floating Rate Secured Deferrable Floating Rate Secured Deferrable Floating Rate Subordinated Issuer(s) Issuer Issuers Issuers Entities Issuer Entities Issuer Entities Issuer Entities Issuer and Issuer Subsidiaries Original Principal Amount (U.S.$) $ 228,000,000 $ 36,000,000 $ 36,000,000 $ 28,000,000 $ 67,000,000 S&P Initial Principal Amount(2) U.S.$252,000,000 U.S.$40,500,000 U.S.$148,000,000 Stated Maturity The Payment Date in August 2033 The Payment Date in August 2033 Rating “AAA (sf)” “AA (sf)” “A- (sf)” “BBB- (sf)” N/A Interest Rate: Floating Rate Notes Reference Rate1 + 2.60% Reference Rate1 + 3.65% Reference Rate1 + 4.55% Reference Rate1 + 6.90% N/A Interest Deferrable No No Yes Yes N/A Index(3Stated Maturity Payment Date in April 2035 Payment Date in April 2035 Payment Date in April 2035 Payment Date in April 2035 Payment Date in April 2035 Minimum Denominations (U.S.$) Reference Rate Reference Rate N/(Integral Multiples) $250,000 ($1.00) $250,000($1.00) $250,000($1.00) $250,000($1.00) $250,000($1.00) Priority Classes None A Index Maturity(4) 3 month 3 month N/A Spread(5) 1.60% 1.90% N/A Fixed Rate of Interest(5) N/A N/A N/A Initial Rating(s): S&P "AAA(sf)" "AA(sf)" N/A A, B A, B, C A, B, C, D Pari Passu Class(es) Classes None None None None None Junior Class(es) A-2-RClasses B, Preferred Shares Preferred Shares C, D, Subordinated C, D, Subordinated D, Subordinated Subordinated None Interest deferrable No No N/A Form Book-Entry Book-Entry Physical
1. The Preferred Shares are not being issued hereunder.
2. Aggregate issue price in the case of the Preferred Shares.
3. The Reference Rate may be changed to an Alternative Reference Rate as described in the definition thereof.
4. The Reference Rate shall be calculated as set forth in the definition thereof and shall initially be benchmarked from three-month LIBOR (subject to a floor of zero), except that LIBOR for the first Interest Accrual Period after the First Refinancing Date shall be an interpolation between 3-month LIBOR and 6-month LIBOR.
5. The spread over the Reference Rate with respect to the Re-Pricing Eligible Notes may be reduced in connection with a Re-Pricing of such Class of Re-Pricing Eligible Notes; subject to the conditions set forth in Section 9.7. The Secured Notes shall be issued in minimum denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof (thereof. Notes shall only be transferred or resold in compliance with the "Minimum Denominations")terms of this Indenture. 1 The initial Reference Rate will be Term SOFR. Term SOFR is calculated as set forth in the definition of the term “Term SOFR”. In accordance with the definition of Term SOFR, Term SOFR shall be calculated by reference to rates with a tenor of three months except as provided in the definition of Designated Maturity. Term SOFR for the first Interest Accrual Period will be set on two different Interest Determination Dates and, therefore, two different rates may apply during that period. Term SOFR shall at no time be less than 0.0% per annum.
Appears in 1 contract
Authorized Amount; Stated Maturity; Denominations. The aggregate principal amount of Securities that may be authenticated and delivered under this Indenture, the Fiscal Agency Agreement (assuming, solely for the purposes of this Section 2.3, that each preferred share has a principal amount of U.S.$1,000) and the Memorandum and Articles is limited to U.S.$438,900,000 (except for Securities authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities pursuant to Section 2.4, Section 2.6, Section 2.7 or Section 8.5 of this Indenture and the Memorandum and Articles). Such Securities shall be divided into the Classes, having the designations, original principal amounts and other characteristics as follows: Applicable Issuer Issuers Issuers Issuer Initial Principal Amount(2) U.S.$252,000,000 U.S.$40,500,000 U.S.$148,000,000 U.S.$236,500,000 U.S.$15,500,000 U.S.$186,900,000 Stated Maturity The Payment Date in August 2033 May 2029 The Payment Date in August 2033 May 2029 N/A Interest Rate: Floating Rate Notes Yes Yes N/A Index(3) Reference Rate Reference Rate N/A Index Maturity(4) 3 month 3 month N/A Spread(5) 1.602.62% 1.903.40% N/A Fixed Rate of Interest(5) N/A N/A N/A Initial Rating(s): S&P "“AAA(sf)" "AA(sf” “AAA(sf)" ” N/A Pari Priority Class(es) None A-0 X-0, X-0 Xxxx Passu Class(es) None None None Junior Class(es) A-2-R, Preferred Shares Preferred Shares None Interest deferrable No No N/A Form Book-Entry Book-Entry Physical
1. The Preferred Shares are not being issued hereunder.
2. Aggregate issue price in the case of the Preferred Shares.
3. The Reference Rate may be changed to an Alternative Reference Rate as described in the definition thereof.
4. The Reference Rate shall be calculated as set forth in accordance with the definition thereof and shall initially be benchmarked from three-month LIBOR (subject to a floor of zero), except that LIBOR for the first Interest Accrual Period after the First Refinancing Date shall be an interpolation between 3-month LIBOR and 6-month LIBOR.
5. The spread over the Reference Rate with respect to the Re-Pricing Eligible Notes may be reduced in connection with a Re-Pricing of such Class of Re-Pricing Eligible Notes; , subject to the conditions set forth in Section 9.7. The Secured Notes shall be issued in minimum denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof (the "“Minimum Denominations"”).
Appears in 1 contract
Samples: Indenture and Security Agreement (Owl Rock Capital Corp)
Authorized Amount; Stated Maturity; Denominations. (a) The aggregate principal amount of Securities Notes that may be authenticated and delivered under this Indenture, the Fiscal Agency Agreement (assuming, solely for the purposes of this Section 2.3, that each preferred share has a Indenture is limited to U.S.$876,620,000 aggregate principal amount of U.S.$1,000) and the Memorandum and Articles is limited to U.S.$438,900,000 Notes (except for Securities authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities pursuant to Section 2.4, Section 2.6, Section 2.7 or Section 8.5 of this Indenture and the Memorandum and Articles). Such Securities shall (i) Notes
(b) The Notes will be divided into the Classes, having the designations, original principal amounts and other characteristics as follows: Applicable Designation
(1) Class A Notes Class B Notes Class C Notes Class D Notes Class E Notes Subordinated Notes Type Senior Secured Floating Rate Senior Secured Floating Rate Mezzanine Secured Deferrable Floating Rate Mezzanine Secured Deferrable Floating Rate Junior Secured Deferrable Floating Rate Subordinated Issuer(s) Co-Issuers Co-Issuers Co-Issuers Co-Issuers Issuer Issuers Issuers Issuer Initial Principal Amount(2Amount (U.S.$) U.S.$252,000,000 U.S.$40,500,000 U.S.$148,000,000 Stated Maturity The Payment Date in August 2033 The Payment Date in August 2033 $499,800,000 $38,760,000 $59,160,000 $65,280,000 $57,120,000(3) $156,500,000 Expected Moody’s Initial Rating “Aaa (sf)” At least “Aa2 (sf)” At least “A2 (sf)” At least “Baa3 (sf)” At least “Ba3 (sf)” N/A Interest Rate: Floating Rate Notes Yes Yes N/A Index(3) Reference Rate Reference Rate N/A Index Maturity(4) 3 month 3 month N/A Spread(5) 1.60% 1.90% Yes Yes Yes N/A Fixed Rate of Interest(5Notes No No No No No N/A Interest Rate(2) Benchmark + 1.25% Benchmark + 1.80% Benchmark + 2.15% Benchmark + 3.35% Benchmark + 7.00%(4) N/A Interest Deferrable No No Yes Yes Yes N/A Re-Pricing Eligible No Yes No No Yes N/A Initial Rating(s): S&P "AAA(sf)" "AA(sf)" N/Unfunded Class No No No No Yes No Stated Maturity Payment Date in July 2034 Payment Date in July 2034 Payment Date in July 2034 Payment Date in July 2034 Payment Date in July 2034 Payment Date in July 2034 Minimum Denominations (Integral Multiples) U.S.$250,000 (U.S.$1.00) U.S.$250,000 (U.S.$1.00) U.S.$250,000 (U.S.$1.00) U.S.$250,000 (U.S.$1.00) U.S.$250,000 (U.S.$1.00) U.S.$250,000 (U.S.$1.00) Priority Class(es) None A X, X X, X, X X, X, X, X A, B, C, D, E Pari Passu Class(es) None None None None None None Junior Class(es) A-2-RB, Preferred Shares Preferred Shares C, D, E, Subordinated C, D, E, Subordinated D, E, Subordinated E, Subordinated Subordinated None Interest deferrable No No N/A Form Book-Entry Book-Entry Physical
1. The Preferred Shares are not being issued hereunder.
2. Aggregate issue price in the case of the Preferred Shares.
3. The Reference Rate may be changed to an Alternative Reference Rate as described in the definition thereof.
4. The Reference Rate shall be calculated as set forth in the definition thereof and shall initially be benchmarked from three-month LIBOR (subject to a floor of zero), except that LIBOR for the first Interest Accrual Period after the First Refinancing Date shall be an interpolation between 3-month LIBOR and 6-month LIBOR.
5. The spread over the Reference Rate with respect to the Re-Pricing Eligible Notes may be reduced in connection with a Re-Pricing of such Class of Re-Pricing Eligible NotesGlobal; subject to the conditions set forth in Section 9.7. The Secured Notes shall be issued in minimum denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof (the "Minimum Denominations").Certificated Global; Certificated Global; Certificated Global; Certificated Global; Certificated Global; Certificated
Appears in 1 contract
Authorized Amount; Stated Maturity; Denominations. The aggregate principal amount of Securities Secured Notes and Subordinated Notes that may be authenticated and delivered under this Indenture, the Fiscal Agency Agreement (assuming, solely for the purposes of this Section 2.3, that each preferred share has a Indenture is limited to U.S.$693,620,250 aggregate principal amount of U.S.$1,000) and the Memorandum and Articles is limited to U.S.$438,900,000 Notes (except for Securities (i) Notes authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities Notes pursuant to Section 2.42.5, Section 2.6, Section 2.7 2.6 or Section 8.5 of this Indenture or (ii) Additional Notes issued in accordance with Sections 2.13 and the Memorandum and Articles3.2). Such Securities Notes shall be divided into the Classes, having the designations, original principal amounts and other characteristics as follows: Applicable Issuer Issuers Issuers Issuer Initial Original Principal Amount(2) U.S.$252,000,000 U.S.$40,500,000 U.S.$148,000,000 Amount U.S. $395,500,000 U.S. $38,500,000 U.S. $259,620,250 Stated Maturity The Payment Date in August 2033 The October 2035 Payment Date in August 2033 October 2035 September 21, 2123 Fixed Rate Note No No N/A Interest Rate: Floating Rate Notes Yes Yes N/A Index(3) Reference Rate Reference Rate N/A Index Maturity(4) 3 month 3 month N/A Spread(5) 1.60Rate1 Benchmark + 2.40% 1.90Benchmark + 2.30% N/A Fixed Floating Rate of Interest(5) N/A N/A Note Yes Yes N/A Initial Rating(s): S&P "AAA(sf)" "AA(sfAAA(sf)" N/A Fitch "AAAsf" N/A N/A Priority Classes None A-1 A-1, A-2 Pari Passu Class(es) Classes None None None Junior Class(es) Classes A-2-R, Preferred Shares Preferred Shares Subordinated Subordinated None Interest deferrable Deferrable No No N/A Form Book-Entry Book-Entry Physical
1. The Preferred Shares are not being issued hereunder.
2. Aggregate issue price in the case of the Preferred Shares.
3. The Reference Rate may be changed to an Alternative Reference Rate as described in the definition thereof.
4. The Reference Rate shall be calculated as set forth in the definition thereof and shall initially be benchmarked from three-month LIBOR (subject to a floor of zero), except that LIBOR for the first Interest Accrual Period after the First Refinancing Date shall be an interpolation between 3-month LIBOR and 6-month LIBOR.
5. The spread over the Reference Rate with respect to the Re-Pricing Eligible Notes may be reduced in connection with a Re-Pricing of such No Yes N/A 1 The spread over the Benchmark for each Class of Re-Pricing Eligible Notes; Notes is subject to the conditions set forth in reduction pursuant to Section 9.79.8. The Secured Notes shall be issued in minimum denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof (thereof. The Subordinated Notes shall be issued in minimum denominations of U.S.$2,900,000 and integral multiples of U.S.$1.00 in excess thereof. Notes shall only be transferred or resold in compliance with the "Minimum Denominations")terms of this Indenture.
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Authorized Amount; Stated Maturity; Denominations. The aggregate principal amount of Securities that may be authenticated and delivered under this Indenture, the Fiscal Agency Agreement (assuming, and the Memorandum and Articles(assuming solely for the purposes of this Section 2.3, that each preferred share has a principal amount of U.S.$1,000) and the Memorandum and Articles Limited Liability Company Agreement is limited to U.S.$438,900,000 U.S.$333,500,000337,500,000 (except for Securities authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities pursuant to Section 2.4, Section 2.6, Section 2.7 or Section 8.5 of this Indenture and the Memorandum and ArticlesArticlesLimited Liability Company Agreement). Such SuchOn and after the First Refinancing Date, such Securities shall be divided into the Classes, having the designations, original principal amounts and other characteristics as follows: Applicable Issuer Issuers Issuers Issuer Class Designation Class A-1R Notes Class A-2R Notes Class B-1R Notes Class B-2R Notes Preferred Shares(1) Initial Principal Amount(2) U.S.$252,000,000 U.S.$40,500,000 U.S.$148,000,000 U.S.$200,000,000112,500,000 U.S.$23,500,000 U.S.$53,000,000 U.S.$15,000,000 U.S.$133,500,000 Stated Maturity The Payment Date in August 2033 The Payment Date in August 2033 January 2031October 15, 2035 October 15, 2035 October 15, 2035 October 15, 2035 N/A Interest Rate: Benchmark + 3.05% 6.937% Benchmark + 4.64% 8.497% N/A Floating Rate Notes Yes No Yes No N/A Index(3)Fixed Rate Notes Reference RateNo Yes No Yes N/A Index(3Index Maturity(3) Reference Rate Reference Rate 3 monthBenchmark N/A Index Maturity(4Benchmark N/A N/A Spread(4)Corresponding Tenor Fixed Rate of Interest(4) 3 month 2.95% 3 month N/A Spread(5) 1.60% 1.90% N/A Fixed Rate of Interest(5) N/A 3 month N/A N/A Initial Rating(s): Initial S&P "Rating “AAA(sf)" "AA(sf” “AAA(sf)" ” “A(sf)” “A(sf)” N/A Priority Class(es) None None A-1R, A-2R A-1R, A-2R A-1R, A- 2R, B-1R, B-2R Pari Passu Class(es) None None NoneA-2R A-1R B-2R B-1R None Junior Class(es) A-2-RB-1R, B-2R, Preferred Shares B-1R, B-2R, Preferred Shares Preferred Shares Preferred Shares None Interest deferrable No No No No N/A Form Book-Entry Book-Entry Book-Entry Book-Entry Physical
1. The Preferred Shares Outstanding on the First Refinancing Date will be the 133,500 Preferred Shares issued on the Closing Date. The Preferred Shares are not being issued hereunder.
2. Aggregate issue price in the case of the Preferred Shares.
3. The Reference Rate may be changed from LIBOR to an Alternative Reference ReferenceBenchmark for the Floating Rate as described in the definition thereof.
4. The Reference Rate shall be calculated as set forth in the definition thereof and shall Notes will initially be benchmarked from three-month LIBOR (subject to a floor of zero)the Term SOFR Rate, except which will be determined for each Interest Accrual Period; provided that LIBOR the Term SOFR Rate for the period from (and including) the First Refinancing Date to (but excluding) the first Interest Accrual Period Payment Date after the First Refinancing Date shall will be an interpolation determined by interpolating linearly between 3-month LIBOR the rate for the next shorter period of time for which rates are published by the Term SOFR Administrator and 6-month LIBORthe rate for the next longer period of time for which rates are published by the Term SOFR Administrator. The Benchmark may be changed to the Fallback Rate as described in accordance with the definition thereofof “Benchmark”.
54. The spread over the Reference RateBenchmark (or, in the case of any Fixed Rate Notes, the stated rate of interest) with respect to the Re-Pricing Eligible Notes may be reduced in connection with a Re-Pricing of such Class of Re-Pricing Eligible Notes; , subject to the conditions set forth in Section 9.7. The Secured Notes shall be issued in minimum denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof (the "“Minimum Denominations"”).
Appears in 1 contract
Samples: Supplemental Indenture (Blue Owl Technology Finance Corp.)
Authorized Amount; Stated Maturity; Denominations. The aggregate principal amount of Securities Secured Notes and Subordinated Notes that may be authenticated and delivered under this Indenture, the Fiscal Agency Agreement (assuming, solely for the purposes of this Section 2.3, that each preferred share has a Indenture is limited to U.S.$300,000,000420,000,000 aggregate principal amount of U.S.$1,000) and the Memorandum and Articles is limited to U.S.$438,900,000 Notes (except for Securities (i) Deferred Interest with respect to the Class B Notes and the Class C Notes, (ii) Notes authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities Notes pursuant to Section 2.42.5, Section 2.6, Section 2.7 2.6 or Section 8.5 of this Indenture or (iii) additional notes issued in accordance with Sections 2.13 and the Memorandum and Articles3.2). Such Securities Notes shall be divided into the Classes, having the designations, original principal amounts and other characteristics as follows: Applicable Class A- 1RR-R Class A 1TT-R Class A-1F Class A Class BB- Subordinated Designation Notes Notes Notes 2-R Notes R Notes Class C Notes Notes Type Senior Secured Revolving Floating Rate Senior Secured Floating Rate Senior Secured Fixed Rate Senior Secured Floating Rate Secured Deferrable Floating Rate Secured Deferrable Floating Rate Subordinated Issuer(s) Co-Issuers Co-Issuers Co-Issuers Co-Issuers Co-Issuers Co-Issu Issuer Issuers Issuers Issuer Original Principal $25,000,0 $88,150,00 $20,700,0 $21,450,00 Amount 0050,000,000 0170,400,000 $25,000,000 0055,100,000 036,500,000 $11,700,000 $108,000,000 (U.S.$) Expected S&P Initial Principal Amount(2) U.S.$252,000,000 U.S.$40,500,000 U.S.$148,000,000 Stated Maturity The Payment Date in August 2033 The Payment Date in August 2033 Rating "AAA (sf)" "AAA (sf)" "AAA(sf)" "AA (sf)" "A (sf)" "BBB(sf)" "BBB(sf)" CP Rate + 2.201.58% or LIBOR + LIBOR + LIBOR + LIBOR + LIBOR + Interest Rate 2.201.58 2.201.58% 3.41% 3.152.45% 4.003.17% 6.00% N/A Listed Notes No Yes Yes Yes Yes Yes No Interest Rate: Floating Rate Notes Deferrable No No No No Yes Yes N/A Index(3Stated Maturity1 September 29, 2027 November 20, 2029 September 29, 2027 November 20, 2029 September 29, 2027 September 29, 2027 November 20, 2029 September 29, 2027 November 20, 2029 September 29, 2027 September 29, 2027 November 20, 2029 Minimum Denominations (U.S.$) Reference Rate Reference Rate N/$250,000 $250,000 $250,000 $250,000 $250,000 $250,000 $250,000 (Integral Multiples) ($1.00) ($1.00) ($1.00) ($1.00) ($1.00) ($1.00) ($1.00) X-0XX-X 0XX-X, X- X-0XX-X, A-1T, A- A-0X, X- 0XX-X, X- X-0X, X- 0XX-X, A Index Maturity(4) 3 month 3 month N/A Spread(5) 1.60% 1.90% N/A Fixed Rate of Interest(5) N/A N/A N/A Initial Rating(s): S&P "AAA(sf)" "AA(sf)" N/A 1T, A-0X, 0-X, X, Xxxxxxxx Xxxxxxx Xxxx Xxxx Xxxx 0XX-X 2-R A-2, B CB-R Pari Passu Class(es) A-1T, A A-0X, X- X-0X, X- Xxxxxxx 0XX-X 1FR-R 1T None None None Junior Class(es) A-2None A-0-X, X, X-0-X, X, XX-X, CB-R, Preferred Shares Preferred Shares A-2, B, C, B, CB-R, C, Junior Classes Notes Notes Notes Notes Notes Notes None Interest deferrable No No N/A Form Book-Entry Book-Entry Physical
1. The Preferred Shares are not being issued hereunder.
2. Aggregate issue price in the case of the Preferred Shares.
3. The Reference Rate may be changed to an Alternative Reference Rate as described in the definition thereof.
4. The Reference Rate shall be calculated as set forth in the definition thereof and shall initially be benchmarked from three-month LIBOR (subject to a floor of zero), except that LIBOR for the first Interest Accrual Period after the First Refinancing Date shall be an interpolation between 3-month LIBOR and 6-month LIBOR.
5. The spread over the Reference Rate with respect to the Re-Pricing Eligible Notes may be reduced in connection with a Re-Pricing of such Class of Re-Pricing Eligible Notes; subject to the conditions set forth in Section 9.7. The Secured Notes shall be issued in minimum denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof (thereof. Notes shall only be transferred or resold in compliance with the "Minimum Denominations")terms of this Indenture.
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Authorized Amount; Stated Maturity; Denominations. The aggregate principal amount of Securities that may be authenticated and delivered under this IndentureIndenture and the Memorandum and Articles, the Fiscal Agency Agreement (assuming, solely for the purposes of this Section 2.3, that each preferred share has a principal amount of U.S.$1,000U.S. $1,000) and the Memorandum and Articles Limited Liability Company Agreement is limited to U.S.$438,900,000 U.S.$395,310,000 (except for Securities authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities pursuant to Section 2.4, Section 2.6, Section 2.7 or Section 8.5 of this Indenture and the Memorandum and ArticlesArticlesLimited Liability Company Agreement). Such SuchOn and after the First Refinancing Date, such Securities shall be divided into the Classes, having the designations, original principal amounts and other characteristics as follows: Class Designation Class A-1LA-R Notes Class A-1F Notes Class A-2 Notes Class BB-R Notes Preferred Shares(1) Applicable Issuer Issuers Issuers Issuers Issuers Issuer Initial Principal Amount(2) U.S.$252,000,000 U.S.$40,500,000 U.S.$148,000,000 U.S.$166,000,000 228,000,000 U.S.$40,000,000 U.S.$20,000,000 U.S.$34,000,000 32,000,000 U.S.$135,310,000 Stated Maturity The Payment Date in August 2033 April 20322036 The Payment Date in August 2033 April 2032 The Payment Date in April 2032 The Payment Date in April 20322036 N/A Interest Rate: Fixed Rate Notes No Yes No No N/A Floating Rate Notes Yes No Yes Yes N/A Index(3) Reference RateBenchmark N/A Reference Rate Reference Rate RateBenchmark N/A Index Maturity(4) 3 month N/A 3 month 3 month N/A Spread(5Spread(5 44) 1.601.801.85% 1.90N/A 2.00% 2.452.35% N/A Fixed Rate of Interest(5Interest(544 ) N/A 2.75% N/A N/A N/A Initial Rating(s): S&P "“AAA(sf)" "” “AAA(sf)” “AAA(sf)” “AA(sf)" ” N/A Priority Class(es) None None A-1L, A- 1F A-1L, A-1F, A- 2A-R A-1LA-R, A-1F, A-2, BB-R Pari Passu Class(es) A-1FNone A-1L None None None Junior Class(es) A-2-R, BB-R, Preferred Shares A-2, B, Preferred Shares B, Preferred Shares Preferred Shares None Interest deferrable No No No No N/A Form Book-Entry Book-Entry Book-Entry Book-Entry Physical
1. The Preferred Shares are not being issued hereunder.
2. Aggregate issue price in the case of the Preferred Shares.
3. The Reference Benchmark for the Floating Rate may Notes will initially be changed to an Alternative Reference Rate as described in the definition thereof.
4. The Reference Rate Term SOFR Rate, which shall be calculated determined for each Interest Accrual Period; provided that the Benchmark for the first Interest Accrual Period will be determined as set forth in the definition thereof and shall initially be benchmarked from three-month LIBOR (subject to a floor of zero), except that LIBOR for the first Interest Accrual Period after the First Refinancing Date shall be an interpolation between 3-month LIBOR and 6-month LIBOR“Term SOFR Rate”.
5. The spread over the Reference Rate with respect to the Re-Pricing Eligible Notes may be reduced in connection with a Re-Pricing of such Class of Re-Pricing Eligible Notes; subject to the conditions set forth in Section 9.7. The Secured Notes shall be issued in minimum denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof (the "Minimum Denominations").
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Authorized Amount; Stated Maturity; Denominations. The aggregate principal amount of Securities Secured Notes and Subordinated Notes that may be authenticated and delivered under this Indenture, the Fiscal Agency Agreement (assuming, solely for the purposes of this Section 2.3, that each preferred share has a Indenture is limited to U.S.$350,000,000 aggregate principal amount of U.S.$1,000) and the Memorandum and Articles is limited to U.S.$438,900,000 Notes (except for Securities (i) Deferred Interest with respect to the Class B Notes and the Class C Notes, (ii) Notes authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities Notes pursuant to Section 2.42.5, Section 2.6, Section 2.7 2.6 or Section 8.5 of this Indenture or (iii) additional notes issued in accordance with Sections 2.13 and the Memorandum and Articles3.2). Such Securities Notes shall be divided into the Classes, having the designations, original principal amounts and other characteristics as follows: Applicable Issuer Type Senior Secured Revolving Floating Rate Senior Secured Floating Rate Senior Secured Floating Rate Senior Secured Deferrable Floating Rate Senior Secured Deferrable Floating Rate Subordinated Issuer(s) Co-Issuers Co-Issuers Co-Issuers Co-Issuers Issuer Issuer Original Principal Amount (U.S.$) $50,000,000 $111,175,000 $24,150,000 $25,025,000 $13,650,000 $126,000,000 S&P Initial Principal Amount(2) U.S.$252,000,000 U.S.$40,500,000 U.S.$148,000,000 Stated Maturity The Payment Date in August 2033 The Payment Date in August 2033 N/A Interest Rate: Floating Rate Notes Yes Yes N/A Index(3) Reference Rate Reference Rate N/A Index Maturity(4) 3 month 3 month N/A Spread(5) 1.60% 1.90% N/A Fixed Rate of Interest(5) N/A N/A N/A Initial Rating(s): S&P Rating "AAA(sf)"1 "AAA(sf)" "AA(sf)" "A(sf)" N/A N/A Interest Rate CP Rate + 1.90% or LIBOR + 1.90%23 LIBOR + 1.80% LIBOR + 3.40% LIBOR + 4.65% LIBOR + 5.50% N/A Listed Notes No Yes Yes Yes No No Interest Deferrable No No No Yes Yes N/A Stated Maturity September 25, 2023 September 25, 2023 September 25, 2023 September 25, 2023 September 25, 2023 September 25, 2023 Minimum Denominations (U.S.$) (Integral Multiples) $250,000 ($1.00) $250,000 ($1.00) $250,000 ($1.00) $250,000 ($1.00) $100,000 ($1.00) $100,000 ($1.00) Priority Classes None None A-1R, A-1T A-1R, A-1T, A-2 A-1R, A-1T, A-2, B A-1R, A-1T, A-2, B, C Pari Passu Class(es) Classes A-1T A-1R None None None None Junior Class(esClasses A-2, B, C, Subordinated Notes A-2, B, C, Subordinated Notes B, C, Subordinated Notes C, Subordinated Notes Subordinated Notes None The Secured Notes (except for the Class C Notes) A-2-R, Preferred Shares Preferred Shares None Interest deferrable No No N/A Form Book-Entry Book-Entry Physical
1. The Preferred Shares are not being issued hereunder.
2. Aggregate issue price in the case of the Preferred Shares.
3. The Reference Rate may be changed to an Alternative Reference Rate as described in the definition thereof.
4. The Reference Rate shall be calculated as set forth issued in minimum denominations of U.S.$ 250,000 and integral multiples of U.S.$1.00 in excess thereof, and the definition thereof Class C Notes and shall initially be benchmarked from three-month LIBOR (subject to a floor of zero), except that LIBOR for the first Interest Accrual Period after the First Refinancing Date shall be an interpolation between 3-month LIBOR and 6-month LIBOR.
5. The spread over the Reference Rate with respect to the Re-Pricing Eligible Notes may be reduced in connection with a Re-Pricing of such Class of Re-Pricing Eligible Notes; subject to the conditions set forth in Section 9.7. The Secured Subordinated Notes shall be issued in minimum denominations of U.S.$250,000 U.S.$ 100,000 and integral multiples of U.S.$1.00 U.S.$1.00. Notes shall only be transferred or resold in excess thereof (compliance with the "Minimum Denominations")terms of this Indenture. 1 The ratings assigned to the Class A-1R Notes by S&P do not address the payment of any Class A-1R Note Additional Amounts. 2 Class A-1R Notes will accrue interest at the CP Rate plus the spread indicated above so long as they are held by a CP Conduit and funded through the issuance of commercial paper and otherwise will accrue interest at LIBOR plus the spread indicated above. The CP Rate will be capped at LIBOR + 0.50%. In addition, the Interest Rate of the Class A-1R Notes will be subject to the Interest Rate Cap.
Appears in 1 contract
Samples: Indenture (Garrison Capital Inc.)
Authorized Amount; Stated Maturity; Denominations. The aggregate principal amount of Securities that may be authenticated and delivered under this Indenture, the Fiscal Agency Agreement (assuming, solely for the purposes of this Section 2.3, that each preferred share has a principal amount of U.S.$1,000) and the Memorandum and Articles is limited to U.S.$438,900,000 U.S.$398,100,000 (except for Securities authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities pursuant to Section 2.4, Section 2.6, Section 2.7 or Section 8.5 of this Indenture and the Memorandum and Articles). Such Securities shall be divided into the Classes, having the designations, original principal amounts and other characteristics as follows: Corresponding Class(es) Refinanced(2) A-1L A-1F X-X, B-F N/A Applicable Issuer Issuers Issuers Issuers Issuer Initial Principal Amount(2Amount(3) U.S.$252,000,000 U.S.$40,500,000 U.S.$148,000,000 U.S.$204,000,000 U.S.$20,000,000 U.S.$36,000,000 U.S.$138,100,000 Stated Maturity The Payment Date in August April 2033 The Payment Date in August April 2033 The Payment Date in April 2033 N/A Interest Rate: Fixed Rate Notes No Yes No N/A Floating Rate Notes Yes No Yes N/A Index(3Index(4) Reference Rate (5) Reference Rate N/A Index Maturity(4) 3 month 3 month Reference Rate N/A Spread(5Spread(65 ) 1.601.55% N/A 1.90% N/A Fixed Rate of Interest(5Interest(65) N/A 2.48% N/A N/A S&P “AAA(sf)” “AAA(sf)” “AA(sf)” N/A Initial Rating(s): S&P "AAA(sf)" "AA(sf)" N/A Priority Class(es) None None A-LR, A-FR A-LR, A-FR, B-R Pari Passu Class(es) None A-FR A-LR None None Junior Class(es) A-2B-R, Preferred Shares B-R, Preferred Shares Preferred Shares None Interest deferrable No No No N/A Form Book-Entry Book-Entry Book-Entry Physical
1. The Preferred Shares are not being issued hereunder.
2. There is no Class of Refinancing Notes corresponding to the Class A-2 Notes issued on the Closing Date.
3. Aggregate issue price in the case of the Preferred Shares.
34. The Reference Rate may be changed to an Alternative Reference Rate as described in the definition thereof.
45. The Reference Rate shall be calculated as set forth in accordance with the definition thereof and shall initially be benchmarked from three-month LIBOR (subject to a floor of zero), except that LIBOR for the first Interest Accrual Period after the First Refinancing Date shall be an interpolation between 3-month LIBOR and 6-month LIBOR.
5. The spread over the Reference Rate with respect to the Re-Pricing Eligible Notes may be reduced in connection with a Re-Pricing of such Class of Re-Pricing Eligible Notes; subject to the conditions set forth in Section 9.7. The Secured Notes shall be issued in minimum denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof (the "Minimum Denominations").
Appears in 1 contract
Samples: Second Supplemental Indenture (Blue Owl Capital Corp)
Authorized Amount; Stated Maturity; Denominations. The aggregate principal amount of Securities that may be authenticated and delivered under this Indenture, the Fiscal Agency Agreement (assuming, solely for the purposes of this Section 2.3, that each preferred share has a principal amount of U.S.$1,000) and the Memorandum and Articles Limited Liability Company Agreement is limited to U.S.$438,900,000 U.S.$500,590,000 (except for the Securities authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities pursuant to Section 2.4, Section 2.6, Section 2.7 or Section 8.5 of this Indenture and the Memorandum and ArticlesLimited Liability Company Agreement). Such Securities shall be divided into the Classes, having the designations, original principal amounts and other characteristics as follows: Applicable Issuer Issuers Issuers Issuer Initial Principal Amount(2) U.S.$252,000,000 U.S.$40,500,000 U.S.$148,000,000 U.S.$ 275,000,000 U.S.$ 25,000,000 U.S.$ 25,000,000 U.S.$ 175,590,000 Stated Maturity The (the Payment Date in August 2033 The Payment Date in August 2033 in) July 2036 July 2036 July 2036 N/A Interest Rate: Floating Rate Notes Yes Yes Yes N/A Fixed Rate Notes No No No N/A Index(3) Reference Rate Reference Rate Benchmark Benchmark Benchmark N/A Index Maturity(4) 3 month 3 month Maturity 3-months 3-months 3-months N/A Spread(5Spread(4) 1.601.68% 1.901.85% 1.95% N/A Fixed Rate of Interest(5) Interest N/A N/A N/A N/A Initial Rating(s): S&P "“AAA(sf)" "” “AAA(sf)” “AA(sf)" ” N/A Fitch “AAAsf” N/A N/A N/A Priority Class(es) None A-1 A-1, A-2 A-1, A-2, B Pari Passu Class(es) None None None None Junior Class(es) A-2-R, B, Preferred Shares B, Preferred Shares Preferred Shares None Interest deferrable Deferrable No No No N/A Form BookRe-Entry Book-Entry PhysicalPricing Eligible No Yes Yes N/A
(1. ) The Preferred Shares are not being issued hereunder.
(2. ) Aggregate issue price in the case of the Preferred Shares.
(3. ) The Reference Benchmark for the Floating Rate may Notes will initially be changed to an Alternative Reference Rate as described in the definition thereof.
4. The Reference Rate Term SOFR Rate, which shall be calculated determined for each Interest Accrual Period; provided that the Benchmark for the first Interest Accrual Period will be determined as set forth in the definition thereof and shall initially be benchmarked from three-month LIBOR (subject to a floor of zero), except that LIBOR for the first Interest Accrual Period after the First Refinancing Date shall be an interpolation between 3-month LIBOR and 6-month LIBOR“Term SOFR Rate”.
5. (4) The spread over the Reference Benchmark (or, in the case of any Fixed Rate Notes, the stated rate of interest) with respect to the Re-Pricing Eligible Notes may be reduced in connection with a Re-Pricing of such Class of Re-Pricing Eligible Notes; , subject to the conditions set forth in Section 9.7. The Secured Notes shall be issued in minimum denominations of U.S.$250,000 and integral multiples of U.S.$1.00 in excess thereof (the "“Minimum Denominations"”).
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