Form and Terms of Initial Debentures. (a) The Initial Debentures are hereby authorized for issue immediately in the aggregate principal amount of $75,000,000 and shall be designated as “8.0% Convertible Unsecured Subordinated Debentures due May 31, 2016”.
(b) The Initial Debentures shall be dated as of the date of the closing of the Offering (or such other date as the Company may request) and shall mature May 31, 2016 (the “Maturity Date” for the Initial Debentures).
(c) The Initial Debentures shall bear interest from the date of the Initial Debentures at the rate of 8.0% per annum (based on a year of 365 days (or 366 days in the case of a leap year)), payable in equal (with the exception of the first interest payment which will include interest from and including the date of closing of the Offering as set forth below) semi-annual payments in arrears on May 31 and November 30 in each year, the first such payment to fall due on November 30, 2011 and the last such payment (representing interest payable from the last Interest Payment Date to, but excluding, the Maturity Date of the Initial Debentures) to fall due on May 31, 2016, payable after as well as before maturity and after as well as before default, with interest on amounts in default at the same rate, compounded semi- annually. For certainty, the first interest payment will include interest accrued from and including the date of closing of the Offering to, but excluding November 30, 2011, which will be equal to $43.18 for each $1,000 principal amount of Initial Debentures The record dates for the payment of interest on the Initial Debentures will be May 15 and November 15 in each year (or the first Business Day prior to such date if not a Business Day).
(d) The Initial Debentures will be redeemable in accordance with the terms of Article 4, provided that the Initial Debentures will not be redeemable before May 31, 2014, except in the event of the satisfaction of certain conditions after a Change of Control has occurred as outlined herein. On and after May 31, 2014 and prior to the Maturity Date, provided that the Current Market Price at the time of the Redemption Notice is at least 125% of the Conversion Price, the Initial Debentures may be redeemed at the option of the Company in whole or in part from time to time on notice as provided for in Section 4.3
Form and Terms of Initial Debentures. (a) The first series of Debentures (the “Initial Debentures”) authorized for issue immediately is limited to an aggregate principal amount of $15,000,000 and shall be designated as “10% Convertible Senior Secured Debentures”.
(b) The Initial Debentures shall be dated as of the Closing Date and shall mature May 31, 2020, the “Maturity Date” for the Initial Debentures.
(c) The Initial Debentures shall bear interest from and including Closing Date at the rate of 10% per annum (based on a year of 365 days), payable in arrears in semi-annual payments (with the exception of the first interest payment which will include interest from and including the Closing Date) on May 31 and November 30 of each year, the first such payment to fall due on November 30, 2017 and the last such payment (representing interest payable from the last Interest Payment Date to, but excluding, the Maturity Date of the Initial Debentures or the earlier date of prepayment, repurchase or conversion of the Initial Debentures) to fall due on May 31, 2020 or an earlier date of prepayment, repurchase or conversion, payable after as well as before maturity and after as well as before default, with interest on amounts in default at the same rate, compounded semi-annually, computed on the basis of a 365 day year. Each payment of interest on the Initial Debentures will include interest accrued for the period commencing on and including the immediately preceding Interest Payment Date (or, if none, the initial issuance date of the Initial Debentures) to but excluding the next following Interest Payment Date (or prepayment, repurchase or conversion date, as the case may be). For certainty, the initial interest payment will include interest accrued from and including the Closing Date, to, but excluding November 30, 2017, which will be equal to $48.49 for each $1,000 principal amount of Initial Debentures. The record dates for the payment of interest on the Initial Debentures will be the close of business on the sixth Business Day prior to each Interest Payment Date.
(d) Upon and subject to the terms and conditions of this Indenture, including Article 4, the principal amount of each Initial Debenture will be convertible into Freely Tradable Shares, at the option of the Debentureholder, at any time prior to the earlier of the close of business on the Business Day immediately preceding: (i) the Maturity Date of the Initial Debentures; (ii) if the Initial Debentures are called for prepayment, the date spec...
Form and Terms of Initial Debentures.
2.4.1 The first series of Debentures (the “Initial Debentures”) authorized for issue immediately is limited to an aggregate principal amount of up to $12,362,000 (assuming the Agents’ Option is exercised in full and including the Debentures issuable to the Agents in respect of the corporate finance fee payable by the Corporation to the Agents pursuant to the Agency Agreement) and shall be designated as “10.0% Unsecured Convertible Debentures”.
2.4.2 The Initial Debentures shall be dated as of the date of closing of the Offering and shall mature on December 23, 2024 (the “Maturity Date” for the Initial Debentures).
2.4.3 The Initial Debentures shall bear interest from the date of issue at the rate of 10.0% per annum (based on a year of 360 days comprised of twelve 30-day months), payable in equal quarterly payments in arrears on the last day of each of March, June, September and December (with the exception of the first interest payment, which will bear interest from and including the date of closing of the Offering as set forth below), the first such payment to fall due on December 31, 2021 and the last such payment (representing interest payable from and including the last Interest Payment Date to, but excluding, the Maturity Date of the Initial Debentures) to fall due on December 23, 2024 payable after as well as before maturity and after as well as before default, with interest on amounts in default at the same rate, compounded quarterly. For certainty, the first interest payment will include interest accrued from and including the date of closing of the Offering to, but excluding, December 31, 2021, which will be equal to $2.22 for each $1,000 principal amount of Initial Debentures. Any payment required to be made on any day that is not a Business Day will be made on the next succeeding Business Day. The record date for the payment of interest on the Initial Debentures will be three Business Days prior to December 31, 2021 with respect to the first payment of interest on December 31, 2021 and thereafter shall be that date which is five Business Days prior to each Interest Payment Date.
2.4.4 The Initial Debentures will be subordinated to all existing and future Secured Indebtedness of the Corporation in accordance with the provisions of Article 5. The Initial Debentures will rank pari passu in right of payment of principal and interest with each other series of Debentures issued under this Indenture or under indentures supplemental to this Indenture ...
Form and Terms of Initial Debentures. (1) The first series of Debentures (the “Initial Debentures”) authorized for issue immediately is limited to an aggregate principal amount of US$49,257,572.60 which shall be designated as “Senior Secured Convertible Debentures”.
(2) The Initial Debentures shall be dated as of the date of closing of the Offering and shall mature on May 25, 2021 (the “Maturity Date” for the Initial Debentures).
(3) The Initial Debentures shall be bear no interest and shall be issued as Original Issue Discount Debentures with an issue price of US$812.06 per US$1,000 of principal amount of the Initial Debentures.
(4) At any time following November 25, 2018 and prior to the Maturity Date, the Initial Debentures may be redeemed at the option of the Company, in accordance with this Section 2.4(4) and Article 4 on notice as provided for in Section 4.3 at the Redemption Prices (expressed with respect to the aggregate principal amount of the Initial Debentures as of the Issue Date) set forth below based on the Redemption Dates provided in Exhibit 1 to this Indenture. The Redemption Notice for the Initial Debentures shall be substantially in the form of Schedule “B”.
(5) Upon and subject to the provisions and conditions of Article 6 and Section 3.6, the holder of each Initial Debenture shall have the right at such holder’s option, at any time prior to the close of business on the earliest of (i) the Maturity Date of the Initial Debentures; or (ii) if the Initial Debentures are called for redemption, on the Business Day immediately preceding the date specified by the Company for redemption of the Initial Debentures, subject to the satisfaction of certain conditions in this Indenture and by notice to the holders of Initial Debentures in accordance with Section 2.4(4) and Section 4.3 (the earlier of which will be the “Time of Expiry” for the purposes of Article 6 in respect of the Initial Debentures), to convert any part of the Accrued Principal Amount as at such date converted of an Initial Debenture into Units at the Conversion Price in effect on the Date of Conversion. For the purposes hereof, the “Accrued Principal Amount” of the aggregate Initial Debentures are set forth in Exhibit 2 to this Indenture based on the Date of Conversion. To the extent a redemption is a redemption in part only of the Initial Debentures, such right to convert, if not exercised prior to the applicable Time of Expiry, shall survive as to any Initial Debentures not redeemed or converted and be applicable to...
Form and Terms of Initial Debentures. (1) The initial series of Debentures (collectively, the "Initial Debentures") authorized for issue immediately are as follows:
(a) a series of Debentures unlimited in principal amount and designated as "Series A CDN Unsecured Debentures" (the "Series A CDN Debentures");
(b) a series of Debentures unlimited in principal amount and designated as "Series A+ CDN Unsecured Debentures" (the "Series A+ CDN Debentures");
(c) a series of Debentures unlimited in principal amount and designated as "Series F CDN Unsecured Debentures" (the "Series F CDN Debentures");
(d) a series of Debentures unlimited in principal amount and designated as "Series F+ CDN Unsecured Debentures" (the "Series F+ CDN Debentures");
(e) a series of Debentures unlimited in principal amount and designated as "Series UA USD Unsecured Debentures" (the "Series UA USD Debentures");
(f) a series of Debentures unlimited in principal amount and designated as "Series UA+ USD Unsecured Debentures" (the "Series UA+ USD Debentures");
(g) a series of Debentures unlimited in principal amount and designated as "Series UF USD Unsecured Debentures" (the "Series UF USD Debentures"); and
(h) a series of Debentures unlimited in principal amount and designated as "Series UF+ USD Unsecured Debentures" (the "Series UF+ USD Debentures").
(2) Each Initial Debenture shall be dated as of the date of the issuance of such Initial Debenture and shall mature on August 1, 2043 (the "Maturity Date" for the Initial Debentures).
(3) The: (a) Series A CDN Debentures shall bear interest from the date of issue at a rate per annum equal to the Bank of Canada Overnight Rate in effect from time to time plus 4.5%, subject to a minimum interest rate of 7% and a maximum interest rate of 11%, payable in Canadian dollars; (b) Series A+ CDN Debentures shall bear interest from the date of issue at a rate per annum equal to the Bank of Canada Overnight Rate in effect from time to time plus 5%, subject to a minimum interest rate of 7.5% and a maximum interest rate of 11.5%, payable in Canadian dollars; (c) Series F CDN Debentures shall bear interest from the date of issue at a rate per annum equal to the Bank of Canada Overnight Rate in effect from time to time plus 5.5%, subject to a minimum interest rate of 8% and a maximum interest rate of 12%, payable in Canadian dollars; (d) Series F+ CDN Debentures shall bear interest from the date of issue at a rate per annum equal to the Bank of Canada Overnight Rate in effect from time to time plus ...
Form and Terms of Initial Debentures. (1) The first series of Debentures (the “Initial Debentures”) authorized for issue immediately is limited to an aggregate principal amount of up to $25,000,000 and shall be designated as “12.00% Secured Debentures”.
(2) The Initial Debentures shall be dated the date of closing of the Offering and shall mature on February 28, 2024 (the “Maturity Date” for the Initial Debentures).
(3) The Initial Debentures shall: (i) continue to bear interest from the date of issue at the rate of 8.00% per annum to but excluding February 28, 2021; and (ii) thereafter bear interest from and including February 28, 2021 at the rate of 12.00% per annum payable in equal semi-annual payments in arrears on December 31 and June 30 in each year. The final payment of interest at the rate of 8.00% per annum will fall due on December 31, 2020, which payment will include interest from and including June 30, 2020 up to, but not including December 31, 2020 at the rate of 8.00% per annum. The first payment of interest at the rate of 12.00% per annum will fall due on June 30, 2021, representing accrued interest for the period from January 1, 2021 up to but not including February 28, 2021 at a rate of 8.00% per annum and from February 28, 2021 to June 30, 2021 at 12.00% per annum. The last such payment (representing interest payable from the last Interest Payment Date to, but excluding, the Maturity Date of the Initial Debentures) will fall due on February 28, 2024, payable after as well as before maturity and after as well as before default, with interest on amounts in default at the same rate, compounded semi- annually. Any payment required to be made on any day that is not a Business Day will be made on the next succeeding Business Day. The record date for the payment of interest on the Initial Debentures will be the last Business Day of the month preceding the month of the applicable Interest Payment Date.
(4) The Initial Debentures will be redeemable in accordance with the terms of Article 4, provided that the Initial Debentures will not be redeemable before September 28, 2019, except in the event of the satisfaction of certain conditions after a Change of Control has occurred as provided herein. On and after September 28, 2019 and at any time prior to the Maturity Date, the Initial Debentures may be redeemed at the option of the Corporation in whole or in part from time to time on notice as provided for in Section 4.3 at the applicable Redemption Price. The Redemption Notice for the In...
Form and Terms of Initial Debentures. (1) The first series of Debentures (the “Initial Debentures”) authorized for issue immediately is limited to an aggregate principal amount of up to $40,000,000 and shall be designated as “8.5%
Form and Terms of Initial Debentures.
(a) The Initial Debentures authorized for issue are limited to an aggregate principal amount of up to $17,250,000 and shall be designated as "10% Senior Unsecured Convertible Debentures".
(b) The Debenture Trustee has been appointed as transfer agent and registrar of the Initial Debentures at its offices in Calgary, Alberta and Vancouver, British Columbia.
(c) The Initial Debentures shall be dated as of September 14, 2018 and shall mature on September 14, 2021.
(d) The Initial Debentures shall bear interest from the date of issue at the rate of 10% per annum calculated and payable semi-annually in arrears on the last day of June and December in each year, and on the Maturity Date, with the first such payment to fall due on December 31, 2018 and the last such payment to fall due on the Maturity Date, payable after as well as before maturity and after as well as before default and judgment, with interest on amounts in default at the same rate, compounded semi-annually. The first interest payment will include accrued interest from the Closing Date to and including December 31, 2018 and shall be $29.44 per $1,000 principal amount of Initial Debentures. Interest shall be computed on the basis of a 360-day year composed of twelve 30-day months.
(e) The Initial Debentures will not be redeemable, except in the event of the satisfaction of certain conditions after a Change of Control has occurred as provided herein. Subject to Applicable Law, Friday Night or an Affiliate may, provided that no Event of Default has occurred and is continuing, at any time and from time to time, purchase Debentures by tender or by private contract, at any price. All Debentures so purchased may, at the option of the Company or the Affiliate, be delivered to the Debenture Trustee and shall be cancelled and no Debentures shall be issued in substitution therefore.
(f) Friday Night shall satisfy its Interest Obligation on the Initial Debentures on any Interest Payment Date in cash delivered to the Debenture Trustee.
(g) The payment of the principal of, and premium (if any) and interest on, the Initial Debentures shall rank senior in right of payments on the Common Shares, and any preferred shares of Friday Night.
(h) Upon and subject to the provisions and conditions of Article 4, the holder of each Initial Debenture shall have the right, at such holder's option, at any time prior to the close of business on the earlier of: (i) the last Business Day immediately preceding the Maturity Date,...
Form and Terms of Initial Debentures
