Cancellation or Adjustment of Global Note. At such time as all beneficial interests in a Global Note have either been exchanged for Certificated Notes or transferred in exchange for interests in an Unrestricted Global Note, or all of the outstanding Notes shall have been redeemed, repurchased or canceled, such Global Note shall be returned by the Depositary to the Trustee for cancellation as provided in Section 2.12 of the Indenture. At any time prior to such cancellation, if any beneficial interest in a Global Note is exchanged for Certificated Notes, transferred in exchange for an interest in another Global Note or redeemed, repurchased or canceled or if a beneficial interest in another Global Note is transferred in exchange for an interest in such Global Note or if Additional Notes are issued and are to be evidenced by such Global Note, then in each case, the Registrar shall cause the aggregate principal amount of the applicable Global Note or Global Notes to be reduced or increased, as applicable, and shall instruct the Note Custodian to decrease or increase, or reflect on its records a decrease or increase, as the case may be, in the principal amount of such Global Note or Global Notes (and to record such decrease or increase, as the case may be, by endorsement on the Schedule attached to each such Global Note in the applicable principal amount). EXHIBIT A [FORM OF FACE OF NOTE] [If Global Note, insert Global Note Legend from Appendix A] [If Certificated Note, insert Certificated Note Legend from Appendix A]1 [If Rule 144A Note, insert Rule 144A Legend from Appendix A]2 [If Regulation S Note, insert Regulation S Legend from Appendix A]3 1 Not required for Notes that do not bear and are not required to bear a Restricted Notes Legend. 2 Not required for Notes that do not bear and are not required to bear a Restricted Notes Legend. 3 Not required for Notes that do not bear and are not required to bear a Restricted Notes Legend. No.: Blackstone Mortgage Trust, Inc. 3.750% Senior Secured Note due 2027 CUSIP No.: [•]4 ISIN No.: [•]5 Blackstone Mortgage Trust, Inc., a Maryland corporation, promises to pay to [ ], or registered assigns, the principal sum [of [ ] Dollars]6 [set forth on the Schedule of Increases or Decreases in Global Note attached hereto (as the same may be revised from time to time)]7 on January 15, 2027. Interest Payment Dates: January 15 and July 15, commencing July 15, 2022. Record Dates: January 1 and July 1. Reference is made to the further provisions of this Note set forth on the reverse hereof, which will for all purposes have the same effect as if set forth at this place. 4 Rule 144A Note CUSIP: 00000XXX0 Regulation S Note CUSIP: X0000XXX 5 Rule 144A Note ISIN: US09257WAD20 Regulation S Note ISIN: USU0926MAA72 6 Insert for Certificated Notes. 7 Insert for Global Notes. If the Note is to be issued in global form, also include the attachment hereto captioned “SCHEDULE OF INCREASES OR DECREASES IN GLOBAL NOTE”. IN WITNESS WHEREOF, the Company has caused this Note to be signed manually or by facsimile by one of its duly authorized Officers. BLACKSTONE MORTGAGE TRUST, INC. By: Name: Title: TRUSTEE’S CERTIFICATE OF AUTHENTICATION This is one of the 3.750% Senior Secured Notes due 2027 described in the within-mentioned Indenture. Dated: THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee By: Authorized Signatory (REVERSE OF NOTE) 3.750% Senior Secured Note due 2027
Appears in 1 contract
Cancellation or Adjustment of Global Note. At such time as all beneficial interests in a Global Note have either been exchanged for Certificated Notes or transferred in exchange for interests in an Unrestricted Global Note, or all of the outstanding Notes shall have been redeemed, repurchased or canceled, such Global Note shall be returned by the Depositary to the Trustee for cancellation as provided in Section 2.12 of the Indenture. At any time prior to such cancellation, if any beneficial interest in a Global Note is exchanged for Certificated Notes, transferred in exchange for an interest in another Global Note or redeemed, repurchased or canceled or if a beneficial interest in another Global Note is transferred in exchange for an interest in such Global Note or if Additional Notes are issued and are to be evidenced by such Global Note, then in each case, the Registrar shall cause the aggregate principal amount of the applicable Global Note or Global Notes to be reduced or increased, as applicable, and shall instruct the Note Custodian to decrease or increase, or reflect on its records a decrease or increase, as the case may be, in the principal amount of such Global Note or Global Notes (and to record such decrease or increase, as the case may be, by endorsement on the Schedule attached to each such Global Note in the applicable principal amount). A11 EXHIBIT A [FORM OF FACE OF NOTE] [If Global Note, insert Global Note Legend from Appendix A] [If Certificated Note, insert Certificated Note Legend from Appendix A]1 [If Rule 144A Note, insert Rule 144A Legend from Appendix A]2 [If Regulation S Note, insert Regulation S Legend from Appendix A]3 1 Not required for Notes that do not bear and are not required to bear a Restricted Notes Legend. 2 Not required for Notes that do not bear and are not required to bear a Restricted Notes Legend. 3 Not required for Notes that do not bear and are not required to bear a Restricted Notes Legend. No.: Blackstone Mortgage Starwood Property Trust, Inc. 3.7505.500% Senior Secured Note due 2027 2023 CUSIP No.: [•]4 ●]4 ISIN No.: [•]5 Blackstone Mortgage ●]5 Starwood Property Trust, Inc., a Maryland corporation, promises to pay to [ ], or registered assigns, the principal sum [of [ ] Dollars]6 [set forth on the Schedule of Increases or Decreases in Global Note attached hereto (as the same may be revised from time to time)]7 on January 15November 1, 2027. Interest Payment Dates: January 15 and July 15, commencing July 15, 2022. Record Dates: January 1 and July 1. Reference is made to the further provisions of this Note set forth on the reverse hereof, which will for all purposes have the same effect as if set forth at this place. 4 Rule 144A Note CUSIP: 00000XXX0 Regulation S Note CUSIP: X0000XXX 5 Rule 144A Note ISIN: US09257WAD20 Regulation S Note ISIN: USU0926MAA72 6 Insert for Certificated Notes. 7 Insert for Global Notes. If the Note is to be issued in global form, also include the attachment hereto captioned “SCHEDULE OF INCREASES OR DECREASES IN GLOBAL NOTE”. IN WITNESS WHEREOF, the Company has caused this Note to be signed manually or by facsimile by one of its duly authorized Officers. BLACKSTONE MORTGAGE TRUST, INC. By: Name: Title: TRUSTEE’S CERTIFICATE OF AUTHENTICATION This is one of the 3.750% Senior Secured Notes due 2027 described in the within-mentioned Indenture. Dated: THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee By: Authorized Signatory (REVERSE OF NOTE) 3.750% Senior Secured Note due 20272023.
Appears in 1 contract
Cancellation or Adjustment of Global Note. At such time as all beneficial interests in a Global Note have either been exchanged for Certificated Notes or transferred in exchange for interests in an Unrestricted Global Note, or all of the outstanding Notes shall have been redeemed, repurchased or canceled, such Global Note shall be returned by the Depositary to the Trustee for cancellation as provided in Section 2.12 of the Indenture. At any time prior to such cancellation, if any beneficial interest in a Global Note is exchanged for Certificated Notes, transferred in exchange for an interest in another Global Note or redeemed, repurchased or canceled or if a beneficial interest in another Global Note is transferred in exchange for an interest in such Global Note or if Additional Notes are issued and are to be evidenced by such Global Note, then in each case, the Registrar shall cause the aggregate principal amount of the applicable Global Note or Global Notes to be reduced or increased, as applicable, and shall instruct the Note Custodian to decrease or increase, or reflect on its records a decrease or increase, as the case may be, in the principal amount of such Global Note or Global Notes (and to record such decrease or increase, as the case may be, by endorsement on the Schedule attached to each such Global Note in the applicable principal amount). EXHIBIT A [FORM OF FACE OF NOTE] [If Global NoteNotes Legend] UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, insert Global Note Legend from Appendix AA NEW YORK CORPORATION (“DTC”), NEW YORK, NEW YORK, TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO., OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN. TRANSFERS OF THIS GLOBAL NOTE SHALL BE LIMITED TO TRANSFERS IN WHOLE, BUT NOT IN PART, TO DTC, TO NOMINEES OF DTC OR TO A SUCCESSOR THEREOF OR SUCH SUCCESSOR’S NOMINEE AND TRANSFERS OF PORTIONS OF THIS GLOBAL NOTE SHALL BE LIMITED TO TRANSFERS MADE IN ACCORDANCE WITH THE RESTRICTIONS SET FORTH IN THE INDENTURE REFERRED TO ON THE REVERSE HEREOF. [[FOR REGULATION S GLOBAL NOTE ONLY] UNTIL 40 DAYS AFTER THE LATER OF COMMENCEMENT OR COMPLETION OF THE OFFERING, AN OFFER OR SALE OF SECURITIES WITHIN THE UNITED STATES BY A DEALER (AS DEFINED IN THE SECURITIES ACT (AS DEFINED BELOW)) MAY VIOLATE THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT IF SUCH OFFER OR SALE IS MADE OTHERWISE THAN IN ACCORDANCE WITH RULE 144A THEREUNDER.] [If Certificated NoteTHIS NOTE HAS BEEN ISSUED WITH ORIGINAL ISSUE DISCOUNT (“OID”) FOR U.S. FEDERAL INCOME TAX PURPOSES. THE ISSUE PRICE, insert Certificated Note Legend from Appendix A]1 AMOUNT OF OID, ISSUE DATE AND YIELD TO MATURITY OF THIS NOTE MAY BE OBTAINED BY WRITING TO THE CHIEF FINANCIAL OFFICER OF THE ISSUER AT FOLLOWING ADDRESS: 000 XXXXX XXXXXXXXX, PHILADELPHIA, PA 19112.] [If Rule 144A Note, insert Rule 144A Legend from Appendix A]2 [If Regulation S Note, insert Regulation S Legend from Appendix A]3 1 Not required for Notes that do not bear and are not required to bear a Restricted Notes Legend] THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT IN ACCORDANCE WITH THE FOLLOWING SENTENCE. 2 Not required for Notes that do not bear and are not required to bear a Restricted Notes Legend. 3 Not required for Notes that do not bear and are not required to bear a Restricted Notes Legend. No.: Blackstone Mortgage TrustBY ITS ACQUISITION HEREOF OR OF A BENEFICIAL INTEREST HEREIN, Inc. 3.750% Senior Secured Note due 2027 CUSIP No.: [•]4 ISIN No.: [•]5 Blackstone Mortgage Trust, Inc., a Maryland corporation, promises to pay to [ ], or registered assigns, the principal sum [of [ ] Dollars]6 [set forth on the Schedule of Increases or Decreases in Global Note attached hereto (as the same may be revised from time to time)]7 on January 15, 2027. Interest Payment Dates: January 15 and July 15, commencing July 15, 2022. Record Dates: January 1 and July 1. Reference is made to the further provisions of this Note set forth on the reverse hereof, which will for all purposes have the same effect as if set forth at this place. 4 Rule 144A Note CUSIP: 00000XXX0 Regulation S Note CUSIP: X0000XXX 5 Rule 144A Note ISIN: US09257WAD20 Regulation S Note ISIN: USU0926MAA72 6 Insert for Certificated Notes. 7 Insert for Global Notes. If the Note is to be issued in global form, also include the attachment hereto captioned “SCHEDULE OF INCREASES OR DECREASES IN GLOBAL NOTE”. IN WITNESS WHEREOF, the Company has caused this Note to be signed manually or by facsimile by one of its duly authorized Officers. BLACKSTONE MORTGAGE TRUST, INC. By: Name: Title: TRUSTEE’S CERTIFICATE OF AUTHENTICATION This is one of the 3.750% Senior Secured Notes due 2027 described in the within-mentioned Indenture. Dated: THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee By: Authorized Signatory (REVERSE OF NOTE) 3.750% Senior Secured Note due 2027ACQUIRER
Appears in 1 contract
Cancellation or Adjustment of Global Note. At such time as all beneficial interests in a Global Note have either been exchanged for Certificated Notes or transferred in exchange for interests in an Unrestricted Global Note, or all of the outstanding Notes shall have been redeemed, repurchased or canceled, such Global Note shall be returned by the Depositary to the Trustee for cancellation as provided in Section 2.12 of the Indenture. At any time prior to such cancellation, if any beneficial interest in a Global Note is exchanged for Certificated Notes, transferred in exchange for an interest in another Global Note or redeemed, repurchased or canceled or if a beneficial interest in another Global Note is transferred in exchange for an interest in such Global Note or if Additional Notes are issued and are to be evidenced by such Global Note, then in each case, the Registrar shall cause the aggregate principal amount of the applicable Global Note or Global Notes to be reduced or increased, as applicable, and shall instruct the Note Custodian to decrease or increase, or reflect on its records a decrease or increase, as the case may be, in the principal amount of such Global Note or Global Notes (and to record such decrease or increase, as the case may be, by endorsement on the Schedule attached to each such Global Note in the applicable principal amount). EXHIBIT A [FORM OF FACE OF NOTE] [If Global Note, insert Global Note Legend from Appendix A] [If Certificated Note, insert Certificated Note Legend from Appendix A]1 [If Rule 144A Note, insert Rule 144A Legend from Appendix A]2 [If Regulation S Note, insert Regulation S Legend from Appendix A]3 1 Not required for Notes that do not bear and are not required to bear a Restricted Notes Legend. 2 Not required for Notes that do not bear and are not required to bear a Restricted Notes Legend. 3 Not required for Notes that do not bear and are not required to bear a Restricted Notes Legend. No.: Blackstone Mortgage TrustApollo Commercial Real Estate Finance, Inc. 3.7504.625% Senior Secured Note due 2027 2029 CUSIP No.: [•]4 ISIN No.: [•]5 Blackstone Mortgage TrustApollo Commercial Real Estate Finance, Inc., a Maryland corporation, promises to pay to [ ], or registered assigns, the principal sum [of [ ] Dollars]6 [set forth on the Schedule of Increases or Decreases in Global Note attached hereto (as the same may be revised from time to time)]7 on January June 15, 20272029. Interest Payment Dates: January June 15 and July December 15, commencing July December 15, 20222021. Record Dates: January June 1 and July December 1. Reference is made to the further provisions of this Note set forth on the reverse hereof, which will for all purposes have the same effect as if set forth at this place. 4 Rule 144A Note CUSIP: 00000XXX0 03762U AD7 Regulation S Note CUSIP: X0000XXX U0044U AA6 5 Rule 144A Note ISIN: US09257WAD20 US03762UAD72 Regulation S Note ISIN: USU0926MAA72 USU0044UAA61 6 Insert for Certificated Notes. 7 Insert for Global Notes. If the Note is to be issued in global form, also include the attachment hereto captioned “SCHEDULE OF INCREASES OR DECREASES IN GLOBAL NOTE”. IN WITNESS WHEREOF, the Company has caused this Note to be signed manually or by facsimile by one of its duly authorized Officers. BLACKSTONE MORTGAGE TRUSTAPOLLO COMMERCIAL REAL ESTATE FINANCE, INC. By: Name: Title: TRUSTEE’S CERTIFICATE OF AUTHENTICATION This is one of the 3.7504.625% Senior Secured Notes due 2027 2029 described in the within-mentioned Indenture. Dated: THE BANK OF NEW YORK MELLON TRUST COMPANYXXXXX FARGO BANK, N.A.NATIONAL ASSOCIATION, as Trustee By: Authorized Signatory (REVERSE OF NOTE) 3.7504.625% Senior Secured Note due 20272029
Appears in 1 contract
Samples: Indenture (Apollo Commercial Real Estate Finance, Inc.)
Cancellation or Adjustment of Global Note. At such time as all beneficial interests in a Global Note have either been exchanged for Certificated Notes or transferred in exchange for interests in an Unrestricted Global Note, or all of the outstanding Notes shall have been redeemed, repurchased or canceled, such Global Note shall be returned by the Depositary to the Trustee for cancellation as provided in Section 2.12 of the Indenture. At any time prior to such cancellation, if any beneficial interest in a Global Note is exchanged for Certificated Notes, transferred in exchange for an interest in another Global Note or redeemed, repurchased or canceled or if a beneficial interest in another Global Note is transferred in exchange for an interest in such Global Note or if Additional Notes are issued and are to be evidenced by such Global Note, then in each case, the Registrar shall cause the aggregate principal amount of the applicable Global Note or Global Notes to be reduced or increased, as applicable, and shall instruct the Note Custodian to decrease or increase, or reflect on its records a decrease or increase, as the case may be, in the principal amount of such Global Note or Global Notes (and to record such decrease or increase, as the case may be, by endorsement on the Schedule attached to each such Global Note in the applicable principal amount). EXHIBIT A [FORM OF FACE OF NOTE] [If Global Note, insert Global Note Legend from Appendix A] [If Certificated Note, insert Certificated Note Legend from Appendix A]1 [If Rule 144A 144 Note, insert Rule 144A Legend from Appendix A]2 [If Regulation S Note, insert Regulation S Legend from Appendix A]3 1 Not required for Notes that do not bear and are not required to bear a Restricted Notes Legend. 2 Not required for Notes that do not bear and are not required to bear a Restricted Notes Legend. 3 Not required for Notes that do not bear and are not required to bear a Restricted Notes Legend. Exh. A-1 No.: Blackstone Mortgage Trust, Inc. 3.750Rithm Capital Corp. 8.000% Senior Secured Note due 2027 2029 CUSIP No.: [•]4 ●]4 ISIN No.: [•]5 Blackstone Mortgage Trust, Inc.●]5 Rithm Capital Corp., a Maryland Delaware corporation, promises to pay to [ ], or registered assigns, the principal sum [of [ ] Dollars]6 [set forth on the Schedule of Increases or Decreases in Global Note attached hereto (as the same may be revised from time to time)]7 on January 15April 1, 20272029. Interest Payment Dates: January 15 April 1 and July 15October 1, commencing July 15on October 1, 20222024. Record Dates: January 1 March 15 and July 1September 15. Reference is made to the further provisions of this Note set forth on the reverse hereof, which will for all purposes have the same effect as if set forth at this place. 4 Rule 144A Note CUSIP: 00000XXX0 64828T AB8 Regulation S Note CUSIP: X0000XXX U76664 AA6 Unrestricted Note CUSIP: [ ] 5 Rule 144A Note ISIN: US09257WAD20 US64828TAB89 Regulation S Note ISIN: USU0926MAA72 USU76664AA65 Unrestricted Note ISIN: [ ] 6 Insert for Certificated Notes. 7 Insert for Global Notes. If the Note is to be issued in global form, also include the attachment hereto captioned “SCHEDULE OF INCREASES OR DECREASES IN GLOBAL NOTE”. IN WITNESS WHEREOF, the Company has caused this Note to be signed manually or by facsimile by one of its duly authorized Officers. BLACKSTONE MORTGAGE TRUST, INC. By: Name: Title: TRUSTEE’S CERTIFICATE OF AUTHENTICATION This is one of the 3.750% Senior Secured Notes due 2027 described in the within-mentioned Indenture. Dated: THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee By: Authorized Signatory (REVERSE OF NOTE) 3.750% Senior Secured Note due 2027.
Appears in 1 contract
Samples: Indenture (Rithm Capital Corp.)
Cancellation or Adjustment of Global Note. At such time as all beneficial interests in a Global Note have either been exchanged for Certificated Notes or transferred in exchange for interests in an Unrestricted Global Note, or all of the outstanding Notes shall have been redeemed, repurchased or canceled, such Global Note shall be returned by the Depositary to the Trustee for cancellation as provided in Section 2.12 of the Indenture. At any time prior to such cancellation, if any beneficial interest in a Global Note is exchanged for Certificated Notes, transferred in exchange for an interest in another Global Note or redeemed, repurchased or canceled or if a beneficial interest in another Global Note is transferred in exchange for an interest in such Global Note or if Additional Notes are issued and are to be evidenced by such Global Note, then in each case, the Registrar shall cause the aggregate principal amount of the applicable Global Note or Global Notes to be reduced or increased, as applicable, and shall instruct the Note Custodian to decrease or increase, or reflect on its records a decrease or increase, as the case may be, in the principal amount of such Global Note or Global Notes (and to record such decrease or increase, as the case may be, by endorsement on the Schedule attached to each such Global Note in the applicable principal amount). EXHIBIT A [FORM OF FACE OF NOTE] [If Global Note, insert Global Note Legend from Appendix A] [If Certificated Note, insert Certificated Note Legend from Appendix A]1 [If Rule 144A 144 Note, insert Rule 144A Legend from Appendix A]2 [If Regulation S Note, insert Regulation S Legend from Appendix A]3 1 Not required for Notes that do not bear and are not required to bear a Restricted Notes Legend. 2 Not required for Notes that do not bear and are not required to bear a Restricted Notes Legend. 3 Not required for Notes that do not bear and are not required to bear a Restricted Notes Legend. Exh. A-1 No.: Blackstone Mortgage Trust, Inc. 3.750New Residential Investment Corp. 6.250% Senior Secured Note due 2027 2025 CUSIP No.: [•]4 ●]4 ISIN No.: [•]5 Blackstone Mortgage Trust, Inc.●]5 New Residential Investment Corp., a Maryland Delaware corporation, promises to pay to [ ], or registered assigns, the principal sum [of [ ] Dollars]6 [set forth on the Schedule of Increases or Decreases in Global Note attached hereto (as the same may be revised from time to time)]7 on January October 15, 20272025. Interest Payment Dates: January April 15 and July October 15, commencing July on April 15, 20222021. Record Dates: January April 1 and July October 1. Reference is made to the further provisions of this Note set forth on the reverse hereof, which will for all purposes have the same effect as if set forth at this place. 4 Rule 144A Note CUSIP: 00000XXX0 64828T AA0 Regulation S Note CUSIP: X0000XXX U65228 AA3 Unrestricted Note CUSIP: [ ] 5 Rule 144A Note ISIN: US09257WAD20 US64828TAA07 Regulation S Note ISIN: USU0926MAA72 USU65228AA34 Unrestricted Note ISIN: [ ] 6 Insert for Certificated Notes. 7 Insert for Global Notes. If the Note is to be issued in global form, also include the attachment hereto captioned “SCHEDULE OF INCREASES OR DECREASES IN GLOBAL NOTE”. IN WITNESS WHEREOF, the Company has caused this Note to be signed manually or by facsimile by one of its duly authorized Officers. BLACKSTONE MORTGAGE TRUST, INC. By: Name: Title: TRUSTEE’S CERTIFICATE OF AUTHENTICATION This is one of the 3.750% Senior Secured Notes due 2027 described in the within-mentioned Indenture. Dated: THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee By: Authorized Signatory (REVERSE OF NOTE) 3.750% Senior Secured Note due 2027.
Appears in 1 contract
