Concurrent Offering. The Company has full right, power and authority to make the Concurrent Offering, to execute and deliver the Subscription Agreements 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 due and proper execution and delivery by it of the Subscription Agreements 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 $800,000,000 aggregate principal amount of 5.500% senior notes due 2025 with estimated net proceeds of approximately $791,000,000, after deducting underwriting discounts and commissions and payment of estimated fees and expenses. The offering of the Issuer’s 5.500% senior notes due 2025 is subject to several closing conditions and there can be no assurance that the offering will close. The closing of the offering of the Secured Notes is not contingent on the closing of the offering of the senior notes.
Concurrent Offering. In connection with the Offering, the Company has executed a Placement Agency Agreement with CDC Securities (the "Placement Agent"), dated of even date herewith (the "Placement Agency"), whereby the Placement Agent shall, on a best efforts basis, place up to 1,334,000 shares of Common Stock to certain European institutional investors (the "Placed Shares"). The representations, warranties and agreements made by the Company to the Placement Agent in the Placement Agency Agreement shall be deemed to be the representations, warranties and agreements of the Company to the Underwriter as to the matters covered thereby.
Concurrent Offering. The Notes Offering substantially on the terms described in the Prospectus shall have been consummated at the Closing Time.
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.
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.
Concurrent Offering. Each Purchaser understands and acknowledges that the Company is conducting a concurrent offering of its securities in accordance with the terms set forth in the SPA (as defined in Section 5(g) hereof). Each Purchaser represents and warrants that it (i) has read the entire SPA, (ii) understands all of the terms and conditions of the SPA, and (iii) has had the opportunity to ask representatives of the Company certain questions and request certain additional information regarding the terms and conditions of the SPA and has had any and all such questions and requests answered to its satisfaction.
Concurrent Offering. The Issuer is also concurrently offering units (“Units”) at a price of $0.125 per Unit (the “Concurrent Offering”). Each Unit consists of one Common Share of the Issuer and one Common Share purchase warrant (“Unit Warrant”). Each Unit Warrant will entitle the holder to purchase one Common Share for a period of one year at a price of $0.175 per Warrant Share. Further details regarding the Concurrent Offering are available from the Issuer. The issue of the Warrants will not restrict or prevent the Issuer from obtaining any other financing, or from issuing additional securities or rights, during the period within which the Warrants may be exercised. number of non-transferable warrants equal to up to 7% of the number of FT Units sold to Purchasers under the Offering, with each finder’s warrant entitling the holder to purchase one Common Share for a period of one year at an exercise price of $0.125 per Common Share. (the "Canadian Selling Jurisdictions").
Concurrent Offering. The Company intends to continue raising additional funds concurrently with the Offering under a separate exemption from investors, and it could be under different terms. Investors should only participate in this Offering on the understanding that the Company may raise additional capital but that the Company has not guaranteed that it will be able to successfully raise additional capital. We request that you please review this Form C and the Crowd SAFE instrument attached as Exhibit C, in conjunction with the following summary information.
Concurrent Offering. Substantially concurrently with the Closing Date, the Mandatory Exchangeable Private Placement (as described in the Time of Sale Information) shall have been consummated substantially on the terms as set forth in the Time of Sale Information.
