Concurrent Offering. The Company has full right, power and authority to make the Concurrent Offering and to perform its obligations thereunder; and all action required to be taken for the due and proper authorization of the Concurrent Offering and the consummation by it of the transactions contemplated thereby has been duly and validly taken. The Concurrent Offering conforms, and will conform, in all material respects to the requirements of the Securities Act.
Concurrent Offering. On March 12, 2015, the Issuer also priced an offering of $1,000,000,000 aggregate principal amount of 4.625% senior secured notes due 2023 with estimated net proceeds of approximately $988,000,000 after deducting underwriting discounts and commissions and payment of estimated fees and expenses. The offering of the Issuer’s 4.625% senior secured notes due 2023 is subject to several closing conditions and there can be no assurance that the offering will close. The closing of the offering of the Senior Notes is not contingent on the closing of the offering of the senior secured notes.
Concurrent Offering. Except for the closing of this offering, all conditions precedent to the closing of the Concurrent Offering shall have been satisfied or waived.
Concurrent Offering. The Company shall have closed an offering of (i) one million six hundred and sixty-six thousand, six hundred and sixty seven (1,666,667) newly-issued shares of its Common Stock at an issuance price of Ninety Cents ($0.90) per share and (ii) warrants (the "Common Warrants") to purchase (A) four hundred and sixteen thousand, six hundred and sixty-seven (416,667) shares of its Common Stock at an exercise price of One Dollar and Eleven Cents ($1.11) per share and (B) four hundred and sixteen thousand, six hundred and sixty-seven (416,667) shares of its Common Stock at an exercise price of One Dollar and Thirty-Three Cents ($1.33) per share.
Concurrent Offering. On June 16, 2015, the Company priced its offering of an aggregate of 4.6 million shares of its 6.25% Non-Cumulative Perpetual Preferred Stock, Series A, no par value per share and liquidation preference of $25 per share, at an offering price in the aggregate of $115,000,000. The Company has filed a shelf registration statement (File No. 333-202916) (including base prospectus) and related preliminary prospectus supplements dated June 16, 2015 with the Securities and Exchange Commission (the “SEC”) for the offerings to which this communication relates. Before you invest, you should read the prospectus in that registration statement, and related applicable preliminary prospectus supplement and any other documents that Valley has filed with the SEC for more information about Valley and the offerings. You may get these documents for free by visiting EXXXX on the SEC website at wxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating in the offerings will arrange to send you the prospectus and the related preliminary prospectus supplement if you request it by calling Sandler O’Xxxxx + Partners, L.P. toll-free at 800-000-0000. SCHEDULE C Issuer-Represented General Free Writing Prospectus
Concurrent Offering. The Concurrent Offering shall not have been terminated. The Company will furnish the Representatives with such conformed copies of such opinions, certificates, letters and documents as the Representatives reasonably requests. The Representatives may in their sole discretion waive on behalf of the Underwriters compliance with any conditions to the obligations of the Underwriters hereunder, whether in respect of an Optional Closing Date or otherwise.
Concurrent Offering. Emera Inc. has agreed to subscribe for 3,316,583 subscription receipts of the Company on a private placement basis in connection with the announced acquisition of Park Water Company. The subscription receipts will be priced at the Issue Price and the private placement will close within the timeframe specified in the conditional approval letter from the Toronto Stock Exchange (“TSX”) with respect to the private placement. Use of Proceeds: The net proceeds of the Issue will be used to partially finance certain of the Company’s previously disclosed growth opportunities and for general corporate purposes.
Concurrent Offering. Concurrently, the Company is offering for sale in a private placement transaction, 3,750,000 units; each units consisting of two (2) shares of the Company’s common stock and one (1) warrant to purchase an additional share of the Company’s common stock, at a purchase price of $.10 per Unit (the “Concurrent Offering”). Each warrant offered in the Concurrent Offering (the “Concurrent Warrants”) is initially exercisable into one (1) share of Common Stock at an exercise price of $2.00 per share, subject to adjustment and redemption. The terms of the Concurrent Warrants are identical to the terms of the Form of Warrant, attached hereto and made a part hereof as Exhibit A. Participation in this Offering does not provide any rights to participate in the Concurrent Offering.
Concurrent Offering. The Company will use commercially reasonable efforts to complete the Concurrent Offering and to execute and deliver the Concurrent Purchase Agreement in substantially the form previously delivered to the Holders. The Company shall apply the proceeds of the Concurrent Offering as follows: (a) to pay interest on the Original Debentures accrued through November 16, 2007; (b) costs and expenses arising in connection with or otherwise related to the Transaction Documents, the Concurrent Offering, the First Closing and the Second Closing; and (c) working capital purposes. The Concurrent Offering will terminate no later than one (1) year from the Second Closing Date. Sales of Common Stock made in connection with the Concurrent Offering shall be at the Concurrent Offering Price.
Concurrent Offering. The offering of Units, as described in the General Disclosure Package, shall have been consummated. The Company and the Guarantors will furnish the Purchasers with such conformed copies of such opinions, certificates, letters and documents as the Purchasers reasonably request. The Representatives may in their sole discretion waive on behalf of the Purchasers compliance with any conditions to the obligations of the Purchasers hereunder.
