Common use of Terms of the Notes Clause in Contracts

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.75% Notes due September 30, 2025.” The Notes shall bear a CUSIP number of 78590A 406 and an ISIN of US78590A4067. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 (or up to $14,950,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30, 2025, unless earlier redeemed or repurchased in accordance with the provisions of the Indenture. (d) The rate at which the Notes shall bear interest shall be 7.75% per annum. The Interest Payment Dates for the Notes shall be March 30, June 30, September 30 and December 30 of each year, commencing December 30, 2020 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The initial interest period will be the period from and including September 4, 2020, to, but excluding, December 30, 2020, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or December 15 (whether or not a Business Day), as the case may be, immediately preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx Xxxxxx, Xx. Xxxx, XX 55107, Attention: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4, 2022, at a redemption price equal to 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (iv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: Third Supplemental Indenture (Sachem Capital Corp.)

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Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes due 2017 shall constitute a series of Senior Securities having the title “7.75% Senior Notes due September 30, 20252017” and the Notes due 2037 shall constitute a separate series of Securities having the title “Senior Notes due 2037.” The Notes shall bear a CUSIP number of 78590A 406 and an ISIN of US78590A4067. (b) The aggregate principal amount of the Notes due 2017 that may be initially authenticated and delivered under the Indenture (except for Notes due 2017 authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes due 2017 pursuant to Sections 304, 305, 306, 906, 906 or 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 ) shall be $375,000,000. The aggregate principal amount of the Base Indenture, are deemed never to have been Notes due 2037 that may be initially authenticated and delivered under the Indenture (except for Notes due 2037 authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes due 2037 pursuant to Sections 304, 305, 306, 906 or 1107 of the Indenture) shall be up to $13,000,000 (or up to $14,950,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full)425,000,000. Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the The Company may from time to time, without the consent of the Holders of NotesNotes of either series, issue additional Notes (in any such case “Additional Notes”) of either series having the same ranking and the same interest rate, maturity and other terms as the NotesNotes of that series. Any Additional additional Notes of a series and the existing Notes of that series will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes due 2017 shall be payable on September 30July 1, 2025, unless earlier redeemed or repurchased in accordance with 2017,and the provisions entire outstanding principal of the IndentureNotes due 2037 shall be payable on July 1, 2037. (d) The rate at which the Notes due 2017 shall bear interest shall be 7.756.40% per annum and the rate at which the Notes due 2037 shall bear interest shall be 6.95% per annum. The ; the date from which interest shall accrue on the Notes shall be June 22, 2007, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30, June 30, September 30 July 1 and December 30 January 1 of each year, commencing December 30beginning January 1, 2020 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The initial interest period will be the period from and including September 4, 2020, to, but excluding, December 30, 2020, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be2008; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid paid, in immediately available funds, to the Person Persons in whose name names the Note Notes (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, 15 or December 15 (whether or not a Business Day)15, as the case may be, immediately next preceding such Interest Payment Date. Any such interest not punctually paid or duly provided for shall forthwith cease to be payable to the respective Holders on such Regular Record Date, and such Defaulted Interest, may be paid to the Persons in whose names the Notes (or one or more Predecessor Securities) is registered at the close of business on a Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice whereof shall be given to Holders of Notes not less than 10 days prior to such Special Record Date, or may be paid at any time in any other lawful manner not inconsistent with requirements of any securities exchange on which the Notes may be listed, and upon such notice as may be required by such exchange, all as more fully provided in said Indenture. Payment of principal of (and premium, if any, on) and any such interest on the Notes this Note will be made at the office Corporate Trust Office of the Trustee located at 100 Xxxxxxxx Xxxxxx, Xx. Xxxx, XX 55107, Attention: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or at such other address office or agency of the Company as may be designated by the Trusteefor such purpose, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that each installment of interest and principal on this Notes may at the Company’s option of be paid in immediately available funds by transfer to an account maintained by the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear payee located in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day monthsUnited States. (e) The Each of the Notes due 2017 and the Notes due 2037 shall be initially issuable in global whole in the registered form (each such Note, a “Global Note”). The of one or more Global Notes (without coupons), and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary Depository for such Global Notes (the “Depositary”) shall be The the Depository Trust Company, New York, New York. . (f) The Security Registrar with respect Redemption Amount of Basis Points applicable to the Global Notes used to calculate the Redemption Price pursuant to Section 1108 of the Indenture shall be 25 basis points for the TrusteeSenior Notes due 2017, and 30 basis points for the Senior Notes due 2037. (g) The Each of the Notes due 2017 and the Notes due 2037 shall be defeasible pursuant to Section 1402 or Section 1403 of guaranteed by the Base Indenture. Covenant defeasance contained Initial Subsidiary Guarantors in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 and 1009 accordance with Article Sixteen of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4, 2022, at a redemption price equal to 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (iv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: Tenth Supplemental Indenture (Quest Diagnostics Inc)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.755.95% Notes due September 30, 2025.” 2026”. The Notes shall bear a CUSIP number of 78590A 406 67103B 506 and an ISIN number of US78590A4067US67103B5066, as may be supplemented or replaced from time to time. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 50,000,000 (or up to $14,950,000 57,500,000 aggregate principal amount if the underwriters’ overallotment option to purchase additional Securities Notes is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplementa Future Supplemental Indenture, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case case, “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes; provided that, if such Additional Notes are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes, then such Additional Notes shall have different CUSIP numbers from the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes will shall constitute a single series under the Indenture Indenture, and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30October 31, 2025, 2026 unless earlier redeemed or repurchased in accordance with the provisions of the Indenture. (d) The rate at which the Notes shall bear interest shall be 7.755.95% per annum. The date from which interest shall accrue on the Notes shall be October 15, 2019, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March January 31, April 30, June 30July 31, September 30 and December 30 October 31 of each year, commencing December 30January 31, 2020 (provided that, if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will shall be made on the next succeeding Business Day and no additional interest will shall accrue as a result of such delayed payment). The ; the initial interest period will shall be the period from and including September 4October 15, 20202019, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will shall be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will shall be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March January 15, June April 15, September 15, or December July 15 and October 15 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will shall be made at the office of the Trustee located at 100 000 Xxxxxxxx Xxxxxx, Xx. Xxxx, XX MN 55107, Attention: Sachem OFS Capital Corp. Corporation (7.755.95% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President2026) or at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that that, at the option of the Company Company, payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that that, at the request of the registered Holder, the Company will pay the principal of (and premium, if any, on) and interest, if any, on the Notes by wire transfer of immediately available funds to an account at a bank in New York City, on the date when such amount is due and payable and as further set forth in Section 1001 of the Indenture; provided, further, however, that, so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will shall be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Supplemental Indenture. Each Global Note shall represent the aggregate principal amount of the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate principal amount of outstanding Notes from time to time endorsed thereon and that the aggregate principal amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “DepositaryDepository”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 10061007, 1008 and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will shall be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4October 31, 2022, 2021 at a redemption price Redemption Price equal to 100% of the outstanding principal amount thereof, thereof plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemptionRedemption Date. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) Any exercise of the Company’s option to redeem the Notes shall be done in compliance with the Indenture and the Investment Company Act, to the extent applicable. (iv) If the Company elects to redeem only a portion of the Notes, the Trustee will or, with respect to the Global Notes, the Depository shall determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and Indenture, the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (ivv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will shall cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will shall not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: Supplemental Indenture (OFS Capital Corp)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.756.125% Notes due September 30, 20252022.” The Notes shall bear a CUSIP number of 78590A 406 41753F 307 and an ISIN number of US78590A4067US41753F3073. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 $25,000,000 (or up to $14,950,000 28,750,000 aggregate principal amount if the underwriters’ option to purchase additional Securities Notes is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 3015, 2025, unless earlier redeemed or repurchased in accordance with the provisions of the Indenture2022. (d) The rate at which the Notes shall bear interest shall be 7.756.125% per annumannum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be August 24, 2017, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 3015, June 3015, September 30 15 and December 30 15 of each year, commencing December 30September 15, 2020 2017 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4August 24, 20202017, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March 151, June 151, September 15, or 1 and December 15 1 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx 00 Xxxxxxxxxx Xxxxxx, Xx. St. Xxxx, XX MN 55107, Attention: Sachem Harvest Capital Corp. Credit Corporation (7.756.125% Notes Due September 30, 20252022) (Kxxxx X. Xxxxx, Vice President) or and at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Second Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1007 and 1008 and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 415, 20222019, at a redemption price equal to 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) Any exercise of the Company’s option to redeem the Notes will be done in compliance with the Investment Company Act, to the extent applicable. (iv) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (ivv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: Second Supplemental Indenture (Harvest Capital Credit Corp)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.756.00% Notes due September December 30, 20252026.” The Notes shall bear a CUSIP number of 78590A 406 604 and an ISIN of US78590A4067US78590A6047. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 45,000,000 (or up to $14,950,000 51,750,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September December 30, 20252026, unless earlier redeemed or repurchased in accordance with the provisions of the Indenture. (d) The rate at which the Notes shall bear interest shall be 7.756.00% per annum. The Interest Payment Dates for the Notes shall be March 30, June 30, September 30 and December 30 of each year, commencing December 30Xxxxx 00, 2020 0000 (if xx an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The initial interest period will be the period from and including September 4December 20, 20202021, to, but excluding, December March 30, 20202022, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or December 15 (whether or not a Business Day), as the case may be, immediately preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 000 Xxxxxxxx Xxxxxx, Xx. Xxxx, XX MN 55107, Attention: Sachem Capital Corp. (7.756.00% Notes Due September December 30, 20252026) (Kxxxx Xxxxx X. Xxxxx, Vice President) or at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Fourth Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4December 20, 20222023, at a redemption price equal to 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (iv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: Fourth Supplemental Indenture (Sachem Capital Corp.)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.756.25% Notes due September 30, 2025.2033” The Notes shall bear a CUSIP number of 78590A 406 427096 847 and an ISIN number of US78590A4067US4270968476. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 3043.04, 3053.05, 3063.06, 9069.06, 1107 11.07 or 1305 13.05 of the Base Indenture, and except for any Securities that, pursuant to Section 303 3.03 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 40,000,000 (or up to $14,950,000 aggregate principal amount 46,000,000 if the underwriters’ option to purchase additional Securities Notes is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September October 30, 2025, unless earlier redeemed or repurchased in accordance with the provisions of the Indenture2033. (d) The rate at which the Notes shall bear interest shall be 7.756.25% per annumannum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be September 24, 2018, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March January 30, June April 30, September 30 July 30, and December October 30 of each year, commencing December October 30, 2020 2018 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 424, 20202018, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March January 15, June April 15, September 15, July 15 or December October 15 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office Corporate Trust Office of the Trustee located at 100 Xxxxxxxx Xxxxxx, Xx. Xxxx, XX 55107, Attention: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Sixth Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 2.03 and 305 3.05 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 14.02 or Section 1403 14.03 of the Base Indenture. Covenant defeasance contained in Section 1403 14.03 of the Base Indenture shall apply to the covenants contained in Sections 100610.06, 1008 10.08, and 1009 10.09 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 11.01 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4October 30, 20222023, at a redemption price equal to 100% of the outstanding principal amount thereof, thereof plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, provided that so long as the Notes are registered to Cede & Co., such notice shall be given in accordance with the Trustee’s and the Depositary’s standard practices and procedures, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 11.04 of the Base Indenture. (iii) Any exercise of the Company’s option to redeem the Notes will be done in compliance with the Indenture and the Investment Company Act, to the extent applicable. (iv) If the Company elects to redeem only a portion of the Notes, the Trustee or, with respect to Global Notes, the Depositary will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 11.03 of the Base Indenture and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listedlisted (which rules will be certified to the Trustee by the Company or such national securities exchange at the Trustee’s request), in each case case, to the extent applicable. (ivv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 12.01 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: Supplemental Indenture (Hercules Capital, Inc.)

Terms of the Notes. Section 1.01. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.755.750% Notes due September 30, 2025.” 2030”. The Notes offered and sold to QIBs in reliance on Rule 144A shall bear a CUSIP number of 78590A 406 00000XXX0 and an ISIN number of US78590A4067US65960NAA81. The Notes offered and sold in reliance on Regulation S shall bear a CUSIP number of X0000XXX0 and an ISIN number of USU6649NAA82. (b) The aggregate principal amount of the Initial Notes that may be initially authenticated and delivered under the Indenture (except for Initial Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 3043.04, 3053.05, 3063.06, 9069.06, 1107 11.07 or 1305 13.05 of the Base Indenture, and except for any Securities that, pursuant to Section 303 3.03 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up $300,000,00. In addition, Exchange Notes may be authenticated and delivered under this Indenture for issue in a Registered Exchange Offer pursuant to $13,000,000 (or up to $14,950,000 aggregate the Registration Rights Agreement in a like principal amount if of the underwriters’ option Initial Notes or Additional Notes exchanged pursuant thereto or otherwise pursuant to purchase additional an effective registration statement under the Securities is exercised in full)Act. Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case case, other than any Exchange Notes, “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes; provided that, if such Additional Notes are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes, then such Additional Notes will have different CUSIP numbers from the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30February 1, 2025, 2030 unless earlier redeemed or repurchased in accordance with the provisions of the this First Supplemental Indenture. (d) The rate at which the Notes shall bear interest shall be 7.755.750% per annumannum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be October 1, 2024 or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30, June 30, September 30 February 1 and December 30 August 1 of each year, commencing December 30February 1, 2020 2025 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4October 1, 20202024 (or the most recent Interest Payment Date to which interest has been paid or provided for), to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at 5:00 p.m. New York City time, or the close of business business, on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or December 15 January 16 and July 16 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx 000 Xxxx Xxxxxx, Xx. 0xx Xxxxx, Xxx Xxxx, XX 55107, Attention: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or 00000 and at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company Company, payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes offered on the date hereof will be distributed initially only to (i) persons reasonably believed to be QIBs in reliance on Rule 144A and (ii) Non-U.S. Persons in reliance on Regulation S. Such Notes may thereafter be transferred only in accordance with the provisions of the Indenture. (f) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third First Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 2.03 and 305 3.05 of the Base Indenture. (fi) The depositary Notes offered and sold to QIBs in reliance on Rule 144A shall be issued initially in the form of one or more 144A Global Notes, which shall be deposited with, or on behalf of, the Depository (as defined below), or will remain in the custody of the Trustee pursuant to an agreement between the Depository and the Trustee. (ii) The Notes offered and sold in reliance on Regulation S shall be issued initially in the form of one or more Regulation S Global Notes, which shall be deposited with, or on behalf of, a custodian for the Depository, or will remain in the custody of the Trustee pursuant to an agreement between the Depository and the Trustee, for credit to the respective accounts of the purchasers (or to such other accounts as they may direct) at Euroclear or Clearstream. (iii) Unrestricted Global Notes shall be issued in accordance with Section 1.02(b)(vi) hereof and shall be deposited, duly executed by the Company and authenticated by the Trustee as hereinafter provided. (g) The depository for such Global Notes (the “DepositaryDepository”) shall be The Depository Trust Company, New York, New York, until a successor shall have been appointed and becomes such person, and thereafter, Depository shall mean or include such successor. The Security Registrar with respect to the Global Notes shall be the Trustee. (gh) The Notes shall be defeasible pursuant to Section 1402 14.02 or Section 1403 14.03 of the Base Indenture. Covenant defeasance contained in Section 1403 14.03 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 10.07 and 1009 10.08 of the Indenture. (hi) The Notes shall be redeemable pursuant to Section 1101 11.01 of the Base Indenture and as follows: (i) The Prior to January 1, 2030 (one month prior to their maturity date) (the “Par Call Date”), the Notes will be redeemable redeemable, in whole or in part part, at any time time, or from time to time, at the option of the Company, on or after September 4, 2022, at a redemption price Redemption Price (expressed as a percentage of principal amount and rounded to three decimal points) equal to the greater of: (1) the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the Redemption Date (assuming the Notes matured on the Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 40 basis points less (2) interest accrued to the date of redemption, and (B) 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty plus, in either case, accrued and unpaid interest, if any, to, but excluding, the Redemption Date. (30ii) nor more than sixty (60) days prior Notwithstanding the foregoing, on or after the Par Call Date, the Company may redeem the Notes, in whole or in part, at any time and from time to time, at a Redemption Price equal to 100% of the principal amount of the Notes to be redeemed plus accrued and unpaid interest thereon to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (iv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: First Supplemental Indenture (North Haven Private Income Fund LLC)

Terms of the Notes. Section 1.01. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.754.125% Notes due September 30, 2025.” ”. The Notes shall bear a CUSIP number of 78590A 406 000000XX0 and an ISIN number of US78590A4067US302635AE72. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 (or up to $14,950,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full)425,000,000. Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes; provided that, if such Additional Notes are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes, then such Additional Notes will have different CUSIP numbers from the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30February 1, 2025, unless earlier redeemed or repurchased in accordance with the provisions of the this Fifth Supplemental Indenture. (d) The rate at which the Notes shall bear interest shall be 7.754.125% per annumannum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be November 20, 2019, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30, June 30, September 30 February 1 and December 30 August 1 of each year, commencing December 30August 1, 2020 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4November 20, 20202019 (or the most recent Interest Payment Date to which interest has been paid or provided for), to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at 5:00 p.m. New York City time, or the close of business business, on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or December January 15 and July 15 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx Xxx Xxxxxxx Xxxxxx, Xx. Xxxx00xx Xxxxx, Xxxxxx, XX 55107, Attention: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or 00000 and at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company Company, payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Fifth Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York, until a successor shall have been appointed and becomes such person, and thereafter, Depositary shall mean or include such successor. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1007 and 1008 and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable redeemable, in whole or in part part, at any time time, or from time to time, at the option of the Company, on or after September 4, 2022, at a redemption price Redemption Price equal to 100% the greater of the outstanding principal amount thereoffollowing amounts, plus plus, in each case, accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued interest, if any, to, but excluding, the date fixed for redemption.Redemption Date: (iiA) Notice 100% of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder the principal amount of the Notes to be redeemed, not less than thirty or (30B) nor more than sixty the sum of the present values of the remaining scheduled payments of principal and interest (60) days prior exclusive of accrued and unpaid interest to the Redemption Date) on the Notes to be redeemed through the Par Call Date, at discounted to the Holder’s address appearing in Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indentureapplicable Treasury Rate plus 40 basis points. (iiiii) If Notwithstanding the foregoing, at any time on or after January 1, 2025, the Company elects may redeem some or all of the Notes at any time, or from time to redeem only time, at a portion Redemption Price equal to 100% of the principal amount of the Notes to be redeemed plus, in each case, accrued and unpaid interest, if any, to, but excluding, the Redemption Date. For purposes of calculating the Redemption Price in connection with the redemption of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of on any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (iv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not following terms have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.meanings set forth below:

Appears in 1 contract

Samples: Supplemental Indenture (FS KKR Capital Corp)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.752.050% Notes due September 30, 20252027.” The Notes shall bear a CUSIP number of 78590A 406 38173M AC6 and an ISIN number of US78590A4067US38173MAC64. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 3043.04, 3053.05, 3063.06, 9069.06, 1107 11.07 or 1305 13.05 of the Base Indenture, and except for any Securities that, pursuant to Section 303 3.03 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 (or up to $14,950,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full)350,000,000. Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplementFuture Supplemental Indenture, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes provided that, if such Additional Notes are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes, then such Additional Notes will have different CUSIP numbers from the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30February 15, 20252027, unless earlier redeemed or repurchased in accordance with the provisions of the this Third Supplemental Indenture. (d) The rate at which the Notes shall bear interest shall be 7.752.050% per annum. The date from which interest shall accrue on the Notes shall be August 3, 2021, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30, June 30, September 30 February 15 and December 30 August 15 of each year, commencing December 30February 15, 2020 2022 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4August 3, 20202021 (or the most recent Interest Payment Date to which interest has been paid or provided for), to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or December 15 February 1 and August 1 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office Corporate Trust Office of the Trustee located at 100 Xxxxxxxx Xxxxxx, Xx. Xxxx, XX 55107, Attention: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by (1) check mailed to the address of the Person entitled thereto as such address shall appear in the Security RegisterRegister or (2) transfer to an account maintained by the Person entitled thereto located in the United States; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 2.03 and 305 3.05 of the Base Indenture. (f) The depositary depository for such Global Notes (the “DepositaryDepository”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 14.02 or Section 1403 14.03 of the Base Indenture. Covenant defeasance contained in Section 1403 14.03 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 10.08 and 1009 10.09 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 11.01 of the Base Indenture and as follows: (iA) The Notes will be redeemable redeemable, in whole or in part part, at any time time, or from time to time, at the option of the Company, on or after September 4, 2022, at a redemption price Redemption Price equal to 100% the greater of the outstanding principal amount thereoffollowing amounts, plus plus, in each case, accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption.Redemption Date: (ii1) Notice 100% of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder the principal amount of the Notes to be redeemed, not less than thirty or (302) nor more than sixty the sum of the present values of the remaining scheduled payments of principal and interest (60) days prior exclusive of accrued and unpaid interest to the Redemption Date) on the Notes to be redeemed through the Par Call Date, at discounted to the Holder’s address appearing in Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indentureapplicable Treasury Rate plus 25 basis points. (iiiB) If Notwithstanding the foregoing, at any time on or after January 15, 2027, the Company elects to may redeem only a portion some or all of the Notes, Notes at any time or from time to time at a Redemption Price equal to 100% of the Trustee will determine principal amount of the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture plus accrued and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listedunpaid interest, in each case to the extent applicable. (iv) Unless the Company defaults in payment of the Redemption Priceif any, on and after to, but excluding, the Redemption Date, interest will cease to accrue on . For purposes of calculating the Notes called for Redemption Price in connection with the redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes Notes, on any Redemption Date, the following terms shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.meanings set forth below:

Appears in 1 contract

Samples: Third Supplemental Indenture (GOLUB CAPITAL BDC, Inc.)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.755.50% Notes due September 30, 20252028.” The Notes shall bear a CUSIP number of 78590A 406 69181V 503 and an ISIN number of US78590A4067US69181V5030, as may be supplemented or replaced from time to time. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 70,000,000 (or up to $14,950,000 80,500,000 aggregate principal amount if the underwriters’ overallotment option to purchase additional Securities Notes is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30July 31, 2025, unless earlier redeemed or repurchased in accordance with the provisions of the Indenture2028. (d) The rate at which the Notes shall bear interest shall be 7.755.50% per annumannum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be May 20, 2021, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March January 31, April 30, June 30July 31, September 30 and December 30 October 31 of each year, commencing December 30July 31, 2020 2021 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4May 20, 20202021, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March January 15, June April 15, September 15, July 15 or December October 15 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 000 Xxxxxxxx Xxxxxx, Xx. Xxxx, XX MN 55107, Attention: Sachem Oxford Square Capital Corp. (7.755.50% Notes Due September 30, 2025due 2028) (Kxxxx X. Xxxxx, Vice President) or and at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 10061007, 1008 1008, and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4May 31, 20222024, at a redemption price equal to 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) Any exercise of the Company’s option to redeem the Notes will be done in compliance with the Investment Company Act, to the extent applicable. (iv) If the Company elects to redeem only a portion of the Notes, the Trustee or the Depositary, as applicable, will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (ivv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: Third Supplemental Indenture (Oxford Square Capital Corp.)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.754.85% Notes due September 30, 20252024.” The Notes offered and sold to QIBs in reliance on Rule 144A shall bear a CUSIP number of 78590A 406 12325J AF8 and an ISIN number of US78590A4067US12325JAF84 and the Notes offered and sold to IAIs under Rule 501(a)(1), (2), (3) or (7) under the Securities Act shall bear a CUSIP number of 12325J AG6 and an ISIN number of US12325JAG67. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 906 or 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to unlimited. The Board has authorized the issuance of an initial amount of $13,000,000 (or up to $14,950,000 100,000,000 aggregate principal amount if of the underwriters’ option to purchase additional Securities is exercised in full)Notes. Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30December 15, 2025, unless earlier redeemed or repurchased in accordance with the provisions of the Indenture2024. (d) The rate at which the Notes shall bear interest shall be 7.754.85% per annumannum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be December 5, 2019, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30, June 30, September 30 15 and December 30 15 of each year, commencing December 30June 15, 2020 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4December 5, 20202019, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor SecuritiesNotes) is registered at the close of business on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, May 30 or December 15 November 30 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx Xxxxxx200 X. Xxxxx Street, Xx. Xxxx27th Floor, XX 55107Charlotte, Attention: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or NC 28202 and at such other address as designated by the TrusteeCompany, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes offered and sold to QIBs in reliance on Rule 144A shall be initially issuable in global form (each such Note, a “144A Global Note”). The Global Notes and ) which, along with the Trustee’s certificate of authentication thereon for such 144A Global Note, shall be substantially in the form of Exhibit A to this Third Supplemental Indenture. The Notes offered and sold to IAIs under Rule 501(a)(1), (2), (3) or (7) under the Securities Act shall be initially issuable in global form (each such Note, a “IAI Global Note,” together with each 144A Global Notes, the “Global Notes”) which, along with the Trustee’s certificate of authentication for such IAI Global Note, shall be substantially in the form of Exhibit B to this Third Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary depository for such Global Notes (the “DepositaryDepository”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 1302 or Section 1403 1303 of the Base Indenture. Covenant defeasance contained in Section 1403 1303 of the Base Indenture shall apply to the covenants contained in Sections 1005, 1006, 1008 and 1009 1007 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Prior to November 15, 2024, Notes will be redeemable in whole or in part at any time or from time to time, at the option of the CompanyCompany at the greater of (1) 100% of the principal amount of such Notes to be redeemed plus accrued and unpaid interest to but excluding the Redemption Date, or (2) the sum of the present values of the remaining scheduled payments of principal and interest (exclusive of accrued and unpaid interest to but excluding the Redemption Date) on the Notes to be redeemed, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using the applicable Treasury Rate plus 50 basis points. (ii) On or after September 4November 15, 20222024, the Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company at a redemption price equal to 100% of the outstanding principal amount thereof, of the Notes to be redeemed plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, excluding the date fixed for redemptionRedemption Date. (iiiii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iiiiv) Any exercise of the Company’s option to redeem the Notes will be done in compliance with the Investment Company Act, to the extent applicable. (v) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listedAct, in each case to the extent applicable. (ivvi) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenturefund. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. (lk) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: Third Supplemental Indenture (Business Development Corp of America)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.755.375% Notes due September 30, 2025.” 2024”. The Notes shall bear a CUSIP number of 78590A 406 376535 704 and an ISIN number of US78590A4067US3765357047, as may be supplemented or replaced from time to time. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 3042.05, 3052.06, 3062.07, 9063.02(a) and 9.04, 1107 or 1305 of the Base Indenture, and except for any Securities that) shall be $33,750,000 (or, pursuant to Section 303 of the Base Indenturea Company Order, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 (or up to $14,950,000 38,812,500 aggregate principal amount if the underwriters’ overallotment option to purchase additional Securities Notes is exercised in full). Under a Board Resolution, Officers’ Officer’s Certificate pursuant to Board Resolutions or an indenture supplementa Future Supplemental Indenture, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case case, “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes; provided that, if such Additional Notes are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes, then such Additional Notes shall have different CUSIP numbers from the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes will shall constitute a single series under the Indenture Indenture, and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30November 1, 2025, 2024 unless earlier redeemed or repurchased in accordance with the provisions of the Indenture. (d) The rate at which the Notes shall bear interest shall be 7.755.375% per annum. The date from which interest shall accrue on the Notes shall be October 10, 2019, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30February 1, June 30May 1, September 30 August 1 and December 30 November 1 of each year, commencing December 30November 1, 2020 2019 (provided that, if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will shall be made on the next succeeding Business Day and no additional interest will shall accrue as a result of such delayed payment). The ; the initial interest period will shall be the period from and including September 4October 10, 20202019, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will shall be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will shall be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March January 15, June April 15, September 15, July 15 or December October 15 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will shall be made at the office of the Trustee located at 100 000 Xxxxxxxx Xxxxxx, Xx. Xxxx, XX MN 55107, Attention: Sachem Gladstone Capital Corp. Corporation (7.755.375% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President2024) or at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that that, at the option of the Company Company, payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that that, at the request of the registered Holder, the Company will pay the principal of (and premium, if any, on) and interest, if any, on the Notes by wire transfer of immediately available funds to an account at a bank in St. Xxxx, MN, on the date when such amount is due and payable and as further set forth in Section 4.01 of the Indenture; provided, further, however, that, so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will shall be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Second Supplemental Indenture. Each Global Note shall represent the aggregate principal amount of the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate principal amount of outstanding Notes from time to time endorsed thereon and that the aggregate principal amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a new Global Note to reflect reflecting the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 Section 3.03 of the Base Indenture. (f) The depositary for such Global Notes (the “DepositaryDepository”) shall be The Depository Trust Company, New York, New YorkDTC. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 3.01 of the Base Indenture and as follows: (i) The Notes will shall be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4November 1, 20222021, at a redemption price Redemption Price equal to 100% of the outstanding principal amount thereof, thereof plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemptionRedemption Date. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 3.02(a) of the Base Indenture. (iii) Any exercise of the Company’s option to redeem the Notes shall be done in compliance with the Indenture and the Investment Company Act, to the extent applicable. (iv) If the Company elects to redeem only a portion of the Notes, the Trustee will or, with respect to the Global Notes, the Depository shall determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 3.02(b) of the Base Indenture and Indenture, the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (ivv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will shall cease to accrue on the Notes called for redemption hereunder. (ih) The Notes shall not be subject to any sinking fund pursuant to Section 1201 3.04 of the Base Indenture. (ji) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (kj) Holders of the Notes will shall not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: Second Supplemental Indenture (Gladstone Capital Corp)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.758.00% Notes due September 30, 20252027.” The Notes shall bear a CUSIP number of 78590A 406 877 and an ISIN of US78590A4067US78590A8779. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 35,000,000 (or up to $14,950,000 40,250,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30, 20252027, unless earlier redeemed or repurchased in accordance with the provisions of the Indenture. (d) The rate at which the Notes shall bear interest shall be 7.758.00% per annum. The Interest Payment Dates for the Notes shall be March 30, June 30, September 30 and December 30 of each year, commencing December 30, 2020 2022 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The initial interest period will be the period from and including September 4August 23, 20202022, to, but excluding, December 30, 20202022, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or December 15 (whether or not a Business Day), as the case may be, immediately preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx Xxxxxx, Xx. Xxxx, XX 55107, Attention: Sachem Capital Corp. (7.758.00% Notes Due September 30, 20252027) (Kxxxx X. Xxxxx, Vice President) or at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Seventh Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4August 23, 20222024, at a redemption price equal to 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (iv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: Supplemental Indenture (Sachem Capital Corp.)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.753.375% Notes due September 30, 20252024.” The Notes shall bear a CUSIP number of 78590A 406 38173M AA0 and an ISIN number of US78590A4067US38173MAA09. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 3043.04, 3053.05, 3063.06, 9069.06, 1107 11.07 or 1305 13.05 of the Base Indenture, and except for any Securities that, pursuant to Section 303 3.03 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 (or up to $14,950,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full)400,000,000. Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplementFuture Supplemental Indenture, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes provided that, if such Additional Notes are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes, then such Additional Notes will have different CUSIP numbers from the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30April 15, 20252024, unless earlier redeemed or repurchased in accordance with the provisions of the this First Supplemental Indenture. (d) The rate at which the Notes shall bear interest shall be 7.753.375% per annum. The date from which interest shall accrue on the Notes shall be October 2, 2020, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30, June 30, September 30 April 15 and December 30 October 15 of each year, commencing December 30April 15, 2020 2021 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4October 2, 20202020 (or the most recent Interest Payment Date to which interest has been paid or provided for), to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or December 15 April 1 and October 1 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office Corporate Trust Office of the Trustee located at 100 Xxxxxxxx Xxxxxx, Xx. Xxxx, XX 55107, Attention: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by (1) check mailed to the address of the Person entitled thereto as such address shall appear in the Security RegisterRegister or (2) transfer to an account maintained by the Person entitled thereto located in the United States; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third First Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 2.03 and 305 3.05 of the Base Indenture. (f) The depositary depository for such Global Notes (the “DepositaryDepository”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 14.02 or Section 1403 14.03 of the Base Indenture. Covenant defeasance contained in Section 1403 14.03 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 10.08 and 1009 10.09 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 11.01 of the Base Indenture and as follows: (iA) The Notes will be redeemable redeemable, in whole or in part part, at any time time, or from time to time, at the option of the Company, on or after September 4, 2022, at a redemption price Redemption Price equal to 100% the greater of the outstanding principal amount thereoffollowing amounts, plus plus, in each case, accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption.Redemption Date: (ii1) Notice 100% of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder the principal amount of the Notes to be redeemed, not less than thirty or (302) nor more than sixty the sum of the present values of the remaining scheduled payments of principal and interest (60) days prior exclusive of accrued and unpaid interest to the Redemption Date) on the Notes to be redeemed through the Par Call Date, at discounted to the Holder’s address appearing in Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indentureapplicable Treasury Rate plus 50 basis points. (iiiB) If Notwithstanding the foregoing, at any time on or after March 15, 2024, the Company elects to may redeem only a portion some or all of the Notes, Notes at any time or from time to time at a Redemption Price equal to 100% of the Trustee will determine principal amount of the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture plus accrued and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listedunpaid interest, in each case to the extent applicable. (iv) Unless the Company defaults in payment of the Redemption Priceif any, on and after to, but excluding, the Redemption Date, interest will cease to accrue on . For purposes of calculating the Notes called for Redemption Price in connection with the redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes Notes, on any Redemption Date, the following terms shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.meanings set forth below:

Appears in 1 contract

Samples: Supplemental Indenture (GOLUB CAPITAL BDC, Inc.)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.757.00% Notes due September 30, 20252021.” The Notes shall bear a CUSIP number of 78590A 406 652526 401 and an ISIN number of US78590A4067US6525264015. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 35,000,000 (or up to $14,950,000 40,250,000 aggregate principal amount if the underwriters’ option to purchase additional Securities Notes is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30March 31, 2025, unless earlier redeemed or repurchased in accordance with the provisions of the Indenture2021. (d) The rate at which the Notes shall bear interest shall be 7.757.00% per annumannum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be April 22, 2016, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 3031, June 30, September 30 and December 30 31 of each year, commencing December June 30, 2020 2016 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4April 22, 20202016, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or and December 15 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx 000 Xxxx Xxxxxx, Xx. 00xx Xxxxx, Xxx Xxxx, XX 55107Xxx Xxxx 00000, Attention: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or Global Corporate Trust Services and at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Second Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 10061007, 1008 1008, and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4April 22, 20222017, at a redemption price equal to 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base IndentureIndenture and shall be irrevocable when given. (iii) Any exercise of the Company’s option to redeem the Notes will be done in compliance with the Investment Company Act, to the extent applicable. (iv) If the Company elects to redeem only a portion of the Notes, the Trustee or the Depositary, as applicable, will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (ivv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: Second Supplemental Indenture (Newtek Business Services Corp.)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.757.875% Notes due September 30, 2025.” 2030”. The Notes shall bear a CUSIP number of 78590A 406 376546 867 and an ISIN number of US78590A4067US3765468679, as may be supplemented or replaced from time to time. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 3042.05, 3052.06, 3062.07, 906, 1107 or 1305 and 9.04 of the Base Indenture, Indenture and except for any Securities that, pursuant to Section 303 3.02(a) of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be $126,500,000 (including up to $13,000,000 (or up to $14,950,000 16,500,000 aggregate principal amount if pursuant to the underwriters’ option to purchase additional Securities is exercised in fulloverallotment option). Under As authorized under a Board Resolution or Officer’s Certificate pursuant to a Board Resolution, Officers’ Certificate the Company and the Trustee may enter into a Future Supplemental Indenture pursuant to Board Resolutions or an indenture supplement, which the Company may from time to time, without the consent of the Holders of the Notes, issue additional Notes (in any such case case, “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes; provided that, if such Additional Notes are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes, then such Additional Notes shall have different CUSIP numbers from the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes will shall constitute a single series under the Indenture Indenture, and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30February 1, 2025, 2030 unless earlier redeemed or repurchased in accordance with the provisions of the Indenture. (d) The rate at which the Notes shall bear interest shall be 7.757.875% per annum. The date from which interest shall accrue on the Notes shall be December 17, 2024, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30February 1, June 30May 1, September 30 August 1 and December 30 November 1 of each year, commencing December 30February 1, 2020 2025 (provided that, if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will shall be made on the next succeeding Business Day and no additional interest will shall accrue as a result of such delayed payment). The ; the initial interest period will shall be the period from and including September 4December 17, 20202024, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will shall be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will shall be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March January 15, June April 15, September 15, July 15 or December October 15 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will shall be made at the office of the Trustee located at 100 Xxxxxxxx Xxxxxx000 Xxxxx Xxxxxxxxx, Xx. 00xx Xxxxx, Xxxxxx Xxxx, XX 55107Xxxxxxxx 00000, Attention: Sachem Capital Corp. Gladstone Investment Corporation (7.757.875% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President2030) or at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that that, at the option of the Company Company, payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that that, at the request of the registered Holder, the Company will pay the principal of (and premium, if any, on) and interest, if any, on the Notes by wire transfer of immediately available funds to an account at a bank in Kansas City, Missouri, on the date when such amount is due and payable and as further set forth in Section 4.01 of the Base Indenture; provided, further, however, that, so long as the Notes are registered to Cede & Co., such payment will shall be made by wire transfer in accordance with the procedures established by The Depository Trust Company DTC and the Trustee. Interest on the Notes will shall be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Fifth Supplemental Indenture. Each Global Note shall represent the aggregate principal amount of the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate principal amount of outstanding Notes from time to time endorsed thereon xxxxxxx and that the aggregate principal amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a new Global Note to reflect reflecting the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 Section 3.03 of the Base Indenture. (f) The depositary for such Global Notes (the “DepositaryDepository”) shall be The Depository Trust Company, New York, New YorkDTC. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 3.01 of the Base Indenture and as follows: (i) The Notes will shall be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4February 1, 20222027, at a redemption price Redemption Price equal to 100% of the outstanding principal amount thereof, thereof plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemptionRedemption Date. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 3.02(a) of the Base Indenture. (iii) Any exercise of the Company’s option to redeem the Notes shall be done in compliance with the Indenture and the Investment Company Act, to the extent applicable. (iv) If the Company elects to redeem only a portion of the Notes, the Trustee will or, with respect to the Global Notes, the Depository shall determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 3.02(b) of the Base Indenture and Indenture, the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (ivv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will shall cease to accrue on the Notes called for redemption hereunder. (ih) The Notes shall not be subject to any sinking fund pursuant to Section 1201 3.04 of the Base Indenture. (ji) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (kj) Holders of the Notes will shall not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: Fifth Supplemental Indenture (Gladstone Investment Corporation\de)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.753.000% Notes due September 30, 20252026.” The Notes shall bear a CUSIP number of 78590A 406 50000XXX0 and an ISIN number of US78590A4067US56035LAE48. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 (or up to $14,950,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full)300,000,000. Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case case, “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes; provided that, if such Additional Notes are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes, then such Additional Notes will have different CUSIP numbers from the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30July 14, 20252026, unless earlier redeemed or repurchased in accordance with the provisions of the this Fifth Supplemental Indenture. (d) The rate at which the Notes shall bear interest shall be 7.753.000% per annumannum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be January 14, 2021, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30, June 30, September 30 January 14 and December 30 July 14 of each year, commencing December 30July 14, 2020 2021 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4January 14, 20202021, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March 15, December 31 or June 15, September 15, or December 15 30 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the trust office of the Trustee located at 100 Xxxxxxxx Xxxxxxin New York, Xx. Xxxx, XX 55107, Attention: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or at such other address as designated by the Trustee, New York in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Fifth Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1007 and 1008 and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part part, at any time or from time to time, at the option of the Company, on or after September 4, 2022, at a redemption price Redemption Price equal to 100% the greater of the outstanding principal amount thereoffollowing amounts, plus plus, in each case, accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption.Redemption Date: (iia) Notice 100% of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder the principal amount of the Notes to be redeemed, not less than thirty or (30b) nor more than sixty the sum of the present values of the remaining scheduled payments of principal and interest (60) days prior exclusive of accrued and unpaid interest to the Redemption Date, at ) on the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using the applicable Treasury Rate plus 45 basis points; provided, however, that if the Company redeems any Notes on or after June 14, 2026, the Redemption Price for the Notes will be equal to 100% of the Base Indenture and the Investment Company Act and the rules principal amount of any national securities exchange or quotation system on which the Notes are listedto be redeemed, in each case to the extent applicable. (iv) Unless the Company defaults in payment of the Redemption Priceplus accrued and unpaid interest, on and after if any, to, but excluding, the Redemption Date, interest will cease to accrue on . For purposes of calculating the Notes called for Redemption Price in connection with the redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of Notes, on any Redemption Date, the Notes will not following terms have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.meanings set forth below:

Appears in 1 contract

Samples: Supplemental Indenture (Main Street Capital CORP)

Terms of the Notes. The following terms relating to the 2027 Notes, the 2029 Notes and the 2034 Notes are hereby established: (a) The 2027 Notes shall constitute a series of Senior Securities having the title “7.75% Senior Notes due September 30, 20252027.” The 2029 Notes shall bear constitute a CUSIP number separate series of 78590A 406 and an ISIN Securities having the title “Senior Notes due 2029.” The 2034 Notes shall constitute a separate series of US78590A4067Securities having the title “Senior Notes due 2034. (b) The aggregate principal amount of the 2027 Notes that may be initially authenticated and delivered under the Indenture (except for 2027 Notes authenticated and delivered upon registration of, transfer of, of or in exchange for, or in lieu of, other 2027 Notes pursuant to Sections 304, 305, 306, 906, 906 or 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 ) shall be $400,000,000. The aggregate principal amount of the Base Indenture, are deemed never to have been 2029 Notes that may be initially authenticated and delivered under the Indenture (except for 2029 Notes authenticated and delivered upon registration of, transfer of or in exchange for, or in lieu of, other 2029 Notes pursuant to Sections 304, 305, 306, 906 or 1107 of the Indenture) shall be up to $13,000,000 (or up to $14,950,000 600,000,000. The aggregate principal amount if of the underwriters’ option to purchase additional Securities is exercised 2034 Notes that may be initially authenticated and delivered under the Indenture (except for 2034 Notes authenticated and delivered upon registration of, transfer of or in full). Under a Board Resolutionexchange for, Officers’ Certificate or in lieu of, other 2034 Notes pursuant to Board Resolutions Sections 304, 305, 306, 906 or an indenture supplement, 1107 of the Indenture) shall be $850,000,000. The Company may from time to time, without the consent of the Holders of NotesNotes of any series, issue additional 2027 Notes, 2029 Notes and 2034 Notes (in any such case case, “Additional Notes”) having the same ranking and the same interest rate, maturity Stated Maturity and other terms as the NotesNotes of the applicable series. Any Additional Notes of a series and the existing Notes of that series will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the 2027 Notes shall be payable on September 30December 15, 2025, unless earlier redeemed or repurchased in accordance with the provisions 2027. The entire outstanding principal of the Indenture2029 Notes shall be payable on December 15, 2029. The entire outstanding principal of the 2034 Notes shall be payable on December 15, 2034. (d) The rate at which the 2027 Notes shall bear interest shall be 7.754.600% per annum, the rate at which the 2029 Notes shall bear interest shall be 4.625% per annum and the rate at which the 2034 Notes shall bear interest shall be 5.000% per annum; the date from which interest shall accrue on the 2027 Notes, the 2029 Notes and the 2034 Notes shall be August 19, 2024, or the most recent Interest Payment Date to which interest has been paid or provided for. The Interest Payment Dates for the 2027 Notes, the 2029 Notes and the 2034 Notes shall be March 30, June 30, September 30 15 and December 30 15 of each year, commencing beginning December 3015, 2020 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The initial interest period will be the period from and including September 4, 2020, to, but excluding, December 30, 2020, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be2024; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid paid, in immediately available funds, to the Person Persons in whose name names the Note 2027 Notes, the 2029 Notes or the 2034 Notes (or one or more Predecessor Securities) is ), as applicable, are registered at the close of business on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, 1 or December 15 (whether or not a Business Day)1, as the case may be, immediately next preceding such Interest Payment Date. Interest on the 2027 Notes, the 2029 Notes and the 2034 Notes will be computed on the basis of a 360-day year of twelve 30-day months. Any such interest not punctually paid or duly provided for shall forthwith cease to be payable to the respective Holders on such Regular Record Date, and such Defaulted Interest, may be paid to the Persons in whose names the Notes (or one or more Predecessor Securities) are registered at the close of business on a Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice whereof shall be given to Holders of Notes not less than ten days prior to such Special Record Date, or may be paid at any time in any other lawful manner not inconsistent with requirements of any securities exchange on which the Notes may be listed, and upon such notice as may be required by such exchange, all as more fully provided in said Indenture. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office Corporate Trust Office of the Trustee located at 100 Xxxxxxxx Xxxxxx, Xx. Xxxx, XX 55107, Attention: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or at such other address office or agency of the Company as may be designated by the Trusteefor such purpose, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment each installment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest principal on the Notes will may at the Company’s option be computed on paid in immediately available funds by transfer to an account maintained by the basis of a 360-day year of twelve 30-day monthspayee located in the United States. (e) The Each of the 2027 Notes, the 2029 Notes and the 2034 Notes shall be initially issuable in global whole in the registered form (each such Note, a “Global Note”). The of one or more Global Notes (without coupons), and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary Depository for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (gf) The Notes references to “30 days” in the first sentence of Section 1104 shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 and 1009 of the Indenturereplaced with “10 days. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4, 2022, at a redemption price equal to 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (iv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: Twenty Third Supplemental Indenture (Quest Diagnostics Inc)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.757.25% Notes due September 30, 2025.” The Notes shall bear a CUSIP number of 78590A 406 80349A 604 and an ISIN number of US78590A4067US80349A6047. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 37,500,000 (or up to $14,950,000 43,125,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September June 30, 2025, unless earlier redeemed or repurchased in accordance with the provisions of the Indenture. (d) The rate at which the Notes shall bear interest shall be 7.757.25% per annum. The date from which interest shall accrue on the Notes shall be June 24, 2020, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30February 28, June 30May 31, September 30 August 31, and December November 30 of each year, commencing December 30August 31, 2020 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4June 24, 2020, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March February 15, June May 15, September August 15, or December November 15 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx 00 Xxxxxxxxxx Xxxxxx, Xx. St. Xxxx, XX MN 55107, Attention: Sachem Capital Saratoga Investment Corp. (7.757.25% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Fourth Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4June 24, 2022, at a redemption price equal to 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) Any exercise of the Company’s option to redeem the Notes will be done in compliance with the Investment Company Act, to the extent applicable. (iv) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (ivv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: Fourth Supplemental Indenture (Saratoga Investment Corp.)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.754.95% Notes due September 30, 2025.” 2028”. The Notes shall bear a CUSIP number of 78590A 406 67103B 704 and an ISIN number of US78590A4067US67103B7047, as may be supplemented or replaced from time to time. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 50,000,000 (or up to $14,950,000 55,000,000 aggregate principal amount if the underwriters’ overallotment option to purchase additional Securities Notes is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplementa Future Supplemental Indenture, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case case, “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes; provided that, if such Additional Notes are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes, then such Additional Notes shall have different CUSIP numbers from the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes will shall constitute a single series under the Indenture Indenture, and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30October 31, 2025, 2028 unless earlier redeemed or repurchased in accordance with the provisions of the Indenture. (d) The rate at which the Notes shall bear interest shall be 7.754.95% per annum. The date from which interest shall accrue on the Notes shall be October 28, 2021, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March January 31, April 30, June 30July 31, September 30 and December 30 October 31 of each year, commencing December 30January 31, 2020 2022 (provided that, if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will shall be made on the next succeeding Business Day and no additional interest will shall accrue as a result of such delayed payment). The ; the initial interest period will shall be the period from and including September 4October 28, 20202021, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will shall be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will shall be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March January 15, June April 15, September July 15, or December and October 15 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will shall be made at the office of the Trustee located at 100 000 Xxxxxxxx Xxxxxx, Xx. Xxxx, XX MN 55107, Attention: Sachem OFS Capital Corp. Corporation (7.754.95% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice Presidentdue 2028) or at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that that, at the option of the Company Company, payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that that, at the request of the registered Holder, the Company will pay the principal of (and premium, if any, on) and interest, if any, on the Notes by wire transfer of immediately available funds to an account at a bank in New York City, on the date when such amount is due and payable and as further set forth in Section 1001 of the Indenture; provided, further, however, that, so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will shall be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Sixth Supplemental Indenture. Each Global Note shall represent the aggregate principal amount of the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate principal amount of outstanding Notes from time to time endorsed thereon and that the aggregate principal amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “DepositaryDepository”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 10061007, 1008 and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will shall be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4October 31, 2022, 2023 at a redemption price Redemption Price equal to 100% of the outstanding principal amount thereof, thereof plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemptionRedemption Date. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) Any exercise of the Company’s option to redeem the Notes shall be done in compliance with the Indenture and the Investment Company Act, to the extent applicable. (iv) If the Company elects to redeem only a portion of the Notes, the Trustee will or, with respect to the Global Notes, the Depository shall determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and Indenture, the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (ivv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will shall cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will shall not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: Supplemental Indenture (OFS Capital Corp)

Terms of the Notes. The following terms relating relate to the Notes are hereby establishedNotes: (a1) The Notes shall constitute a series two separate Series of Senior Securities Securities, one Series having the title “7.754.150% Senior Notes due September 30, 20252023” and one Series having the title “4.900% Senior Notes due 2028.” The ” (2) Each Series of Notes shall bear a CUSIP number be issued at one hundred percent (100%) of 78590A 406 the principal amount thereof, other than any offering discounts pursuant to the initial offering and an ISIN resale of US78590A4067the Notes. (b3) The aggregate principal amount of each Series of the Notes (the “Initial Notes”) that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 shall be $300,000,000 of the Base Indenture, 2023 Notes and except for any Securities that, pursuant to Section 303 $600,000,000 of the Base Indenture2028 Notes. The Company may, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 (or up to $14,950,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of the Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as (except for the Notes. Any issue price, the issue date and, if applicable, the payment of interest accruing prior to the issue date of such Additional Notes and the existing first payment of interest following the issue date of such Additional Notes) as the Initial Notes. The Initial Notes will of a Series and any Additional Notes of such Series shall each constitute a single series Series under the Indenture and all references to the relevant Notes herein of a Series shall include the Initial Notes of such Series and any Additional Notes of such Series, unless the context otherwise requires; provided that if the Additional Notes of a Series are not fungible with the Initial Notes of a Series for U.S. federal income tax purposes, the applicable Additional Notes will have one or more separate CUSIP numbers. The maximum aggregate principal amount of Additional Notes of a Series shall be unlimited. (c4) The entire outstanding principal of the 2023 Notes shall be payable on September 30June 15, 20252023 and the entire outstanding principal of the 2028 Notes shall be payable on June 15, 2028, in each case unless earlier redeemed or repurchased in accordance with the provisions of the Indentureprior to that date. (d5) The rate at which the 2023 Notes shall bear interest shall be 7.754.150% per annumyear and the rate at which the 2028 Notes shall bear interest shall be 4.90% per year, in each case subject to adjustment upon the occurrence of certain ratings-based events with respect to such Notes pursuant to Section 1.9 of this Third Supplemental Indenture. The Interest Payment Dates for date from which interest shall accrue on the Notes shall be March 30, June 30, September 30 and December 30 of each year, commencing December 30, 2020 (if an the most recent Interest Payment Date falls on a day that is not a Business Day(as defined below) to or for which interest has been paid or duly provided for or, then the applicable if no interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The initial interest period will be the period from and including September 4, 2020, to, but excluding, December 30, 2020, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually has been paid or duly provided for, from the original issue date of such Notes. The dates on any which the Company will pay interest for each of the 2023 Notes and 2028 Notes shall be June 15 and December 15 of each year, beginning December 15, 2018 (each such date an “Interest Payment Date, will ”). Interest shall be paid payable on each Interest Payment Date to the Person in whose name the Note (or one or more Predecessor Securities) is registered Holders of record at the close of business on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or 1 and December 15 (whether or not a Business Day)1, as the case may be, immediately preceding such the relevant Interest Payment Date. Payment of principal of Date (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx Xxxxxx, Xx. Xxxx, XX 55107, Attention: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance connection with the procedures established by Notes, a “regular record date”). The Depository Trust Company and the Trustee. Interest on the Notes will basis upon which interest shall be computed on the basis shall be that of a 360-day year comprised of twelve 30-day months. All dollar amounts resulting from the calculation of interest shall be rounded to the nearest cent. (e6) The Notes of each Series shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially whole in the form of Exhibit A to this Third Supplemental Indenture. Each one or more registered Global Note shall represent Securities, and the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary Depository for such Global Notes (the “Depositary”) Securities shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global 2023 Notes shall be substantially in the Trusteeform attached hereto as Exhibit A and the 2028 Notes shall be substantially in the form attached hereto as Exhibit B, the terms of each of which are herein incorporated by reference. The Notes of each Series shall be issuable in registered form in denominations of $2,000 and integral multiples of $1,000 in excess thereof and shall be denominated in Dollars. (g7) The Notes shall of a Series may be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, redeemed at the option of the Company, on or after September 4, 2022, at a redemption price equal to 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days Company prior to the Redemption DateStated Maturity of such Notes, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth whole or in part, as provided in Section 1104 1.4 of the Base this Third Supplemental Indenture. (iii) If 8) In the case of the 2023 Notes only, the Company elects shall be required to and shall redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular 2023 Notes to be redeemed, in accordance with Section 1103 of the Base Indenture if and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (iv) Unless the Company defaults required as provided in payment Section 1.5 of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base this Third Supplemental Indenture. (j9) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturitybenefit of any sinking fund. (l10) The Notes are hereby designated as “Senior Securities” under not convertible into shares of common stock or other securities of the IndentureCompany. (11) The additional restrictive covenants set forth in Section 1.7 of this Third Supplemental Indenture shall be applicable to each Series of the Notes.

Appears in 1 contract

Samples: Third Supplemental Indenture (Trimble Inc.)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.756.25% Notes due September 30, 20252027.” The Notes shall bear a CUSIP number of 78590A 406 80349A AC3 and an ISIN number of US78590A4067US80349AAC36. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 10,000,000 aggregate principal amount (or up to $14,950,000 35,000,000 aggregate principal amount if upon the underwriters’ option mutual agreement of the Company and the holder of the Notes to purchase additional Securities is exercised in fullSecurities). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without with the consent of the Holders of Notes, issue additional Additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes; provided that such Additional Notes must either (i) be issued in a “qualified reopening” for U.S. Federal income tax purposes, with no more than a de minimis amount of original issue discount, or otherwise (ii) be part of the same issue as the Notes for U.S. federal income tax purposes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30January 28, 20252027, unless earlier redeemed or repurchased in accordance with the provisions of the Indenture. (d) The rate at which the Notes shall bear interest shall be 7.756.25% per annum. The date from which interest shall accrue on the Notes shall be January 28, 2021, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30February 28, June 30May 31, September 30 August 31, and December November 30 of each year, commencing December 30February 28, 2020 2021 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4January 28, 20202021, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March February 15, June May 15, September August 15, or December November 15 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx 00 Xxxxxxxxxx Xxxxxx, Xx. St. Xxxx, XX MN 55107, Attention: Sachem Capital Saratoga Investment Corp. (7.756.25% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President2027) or at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in definitive form (each such Note, a “Definitive Note”). Pursuant to the terms of this Seventh Supplemental Indenture, the Notes may be subsequently exchanged for Notes in global form (each such Note, a “Global Note”). The Definitive Note, any Global Notes Note and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Seventh Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) Every Note authenticated and delivered hereunder shall bear a legend in substantially the following form (the “Restricted Securities Legend”) unless and until such Restricted Securities Legend is no longer required in accordance with Section 1.01(h) of this Seventh Supplemental Indenture: THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE. THIS NOTE MAY NOT BE OFFERED, SOLD, ASSIGNED, TRANSFERRED, PLEDGED, ENCUMBERED OR OTHERWISE DISPOSED OF EXCEPT (A) IF REGISTERED UNDER APPLICABLE SECURITIES LAWS OR (B) IN A TRANSACTION EXEMPT FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND APPLICABLE STATE SECURITIES LAW, SUBJECT TO THE COMPANY’S AND THE TRUSTEE’S RIGHT TO REQUIRE THE DELIVERY OF AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO EACH OF THEM THAT SUCH TRANSACTION DOES NOT REQUIRE REGISTRATION UNDER THE SECURITIES ACT AND/OR APPLICABLE STATE SECURITIES LAW. (g) With respect to any proposed registration of transfer of any Note prior to (x) the date which is six months (or such other date when resales of securities by non-Affiliates are first permitted under Rule 144(d) of the Exchange Act) after the later of the date of the original issue date of the applicable Notes or the date of any subsequent reopening of such Notes or (y) such later date, if any, as may be required by applicable law (the “Resale Restriction Termination Date”), the Holder of such Note and each subsequent Holder thereof shall offer, sell, or otherwise transfer such Note only (i) pursuant to a registration statement which has become effective under the Securities Act of 1933, as amended (the “Securities Act”) or (ii) pursuant to an available exemption from the registration requirements of the Securities Act; in each of the foregoing cases subject to any requirements of law that the disposition of its property or the property of such investor account or accounts be at all times within its or their control and in compliance with any applicable state securities laws. The foregoing restrictions on resale will not apply subsequent to the Resale Restriction Termination Date. (h) On any date following the Resale Restriction Termination Date, the Holders of 100% in principal amount of the outstanding Notes may request the Company (i) issue a Global Note not bearing a Restricted Securities Legend (an “Unrestricted Global Note”) in exchange for all outstanding Definitive Notes, (ii) to register the Unrestricted Global Note with the Depositary (as defined below) and (iii) to obtain an unrestricted CUSIP for the Unrestricted Global Notes. Within 90 days from receipt of such request or if the Company otherwise elects, upon the Company’s satisfaction that the Restricted Securities Legend shall no longer be required to maintain compliance with the Securities Act, the Company shall use commercially reasonable efforts, but not be obligated, to (w) cause the Restricted Securities Legend to be removed by delivering to the Trustee for authentication one or more Unrestricted Global Notes, duly executed by the Company, in an aggregate principal amount equal to the aggregate principal amount of Notes to be exchanged into such Unrestricted Global Notes, (x) register, or cause to be registered, the Unrestricted Global Notes with the Depositary, (y) obtain, or cause to be obtained, an unrestricted CUSIP for the Unrestricted Global Notes and (z) instruct the Trustee and Depositary in writing to credit accounts of the Holders tendering such outstanding Notes with a beneficial interest in the Unrestricted Global Notes in an amount equal to the outstanding Notes tendered by such Holder (the “Elective Exchange”). The Notes from which beneficial interests are transferred pursuant to the Elective Exchange shall be cancelled following the Elective Exchange. Upon the transfer or replacement of an Unrestricted Global Note (or beneficial interest therein), the Trustee shall deliver an Unrestricted Global Note (or beneficial interest therein) and upon the transfer or replacement of a Definitive Note not bearing a Restricted Securities Legend (an “Unrestricted Definitive Note”), the Trustee shall deliver an Unrestricted Definitive Note. Upon the transfer, exchange or replacement of a Global Note (or beneficial interest therein) bearing a Restricted Securities Legend (a “Restricted Global Note”), the Trustee shall deliver only a Restricted Global Note (or beneficial interest therein) and upon the transfer, exchange or replacement of a Definitive Note bearing a Restricted Securities Legend (a “Restricted Definitive Note”), the Trustee shall deliver only Restricted Definitive Notes unless, in each case, (i) a Note is being transferred pursuant to an effective registration statement, (ii) Notes are being exchanged for Notes that do not bear the Restricted Securities Legend in accordance with the following paragraph, or (iii) there is delivered to the Trustee an Opinion of Counsel satisfactory to it stating that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act, upon which opinion the Trustee may conclusively rely. The Company shall have no obligation to issue any Restricted Global Note. Any Notes sold in a registered offering shall not be required to bear the Restricted Securities Legend. Any Definitive Note delivered in exchange for an interest in a Global Note shall bear the applicable legend regarding transfer restrictions applicable thereto set forth in this Section 1.01 of this Seventh Supplemental Indenture unless (i) the Global Note is an Unrestricted Global Note, or (ii) there is delivered to the Trustee an Opinion of Counsel satisfactory to it stating that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act, upon which opinion the Trustee may conclusively rely. The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by, the terms of this Seventh Supplemental Indenture and any Notes, and to examine the same to determine substantial compliance as to form with the express requirements hereof. All certifications, certificates and Opinions of Counsel required to be submitted to the Security Registrar pursuant to this Section 1.01 of this Seventh Supplemental Indenture to effect a registration of transfer or exchange may be submitted by facsimile or electronic means. (i) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New YorkU.S. Bank National Association. The Security Registrar with respect to the Global Notes shall be the Trustee. The depositary for any Global Notes issued hereunder shall be the Depositary Custodian. (gj) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 and 1009 of the Indenture. (hk) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the CompanyCompany starting two years after January 28, on or after September 4, 20222021, at a redemption price equal to 100% of thereof on the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) Any exercise of the Company’s option to redeem the Notes will be done in compliance with the Investment Company Act, to the extent applicable. (iv) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (ivv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (il) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (jm) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (kn) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. (lo) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: Seventh Supplemental Indenture (Saratoga Investment Corp.)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.753.375% Notes due September 30, 20252027.” The Notes shall bear a CUSIP number of 78590A 406 000000 XX0 and an ISIN number of US78590A4067US427096AJ17. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 3043.04, 3053.05, 3063.06, 9069.06, 1107 11.07 or 1305 13.05 of the Base Indenture, and except for any Securities that, pursuant to Section 303 3.03 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 (or up to $14,950,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full)350,000,000. Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30January 20, 20252027, unless earlier redeemed or repurchased in accordance with the provisions of the this Eighth Supplemental Indenture. (d) The rate at which the Notes shall bear interest shall be 7.753.375% per annumannum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be January 20, 2022, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30, June 30, September 30 January 20 and December 30 July 20 of each year, commencing December 30July 20, 2020 2022 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4January 20, 20202022, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, January 5 or December 15 July 5 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx 000 Xxxx Xxxxxx, Xx. Xxxxx 0000, Xxx Xxxx, XX 55107Xxx Xxxx, 00000, Attention: Sachem Capital Corp. Hercules Capital, Inc. (7.753.375% Notes Due September 30, 20252027) (Kxxxx X. Xxxxx, Vice President) or and at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Eighth Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 2.03 and 305 3.05 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 14.02 or Section 1403 14.03 of the Base Indenture. Covenant defeasance contained in Section 1403 14.03 of the Base Indenture shall apply to the covenants contained in Sections 100610.06, 1008 10.08 and 1009 10.09 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 11.01 of the Base Indenture and as follows: (i) The Notes will be redeemable redeemable, in whole or in part part, at any time time, or from time to time, at the option of the Company, on or after September 4, 2022, at a redemption price Redemption Price equal to the greater of the following amounts, plus, in each case, accrued and unpaid interest to the Redemption Date: (1) 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty or (302) nor more than sixty the sum of the present values of the remaining scheduled payments of principal and interest (60) days prior exclusive of accrued and unpaid interest to the Redemption Date, at ) on the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using the applicable Treasury Rate plus 30 basis points; provided, however, that if the Company redeems any Notes on or after December 20, 2026, the Redemption Price for the Notes will be equal to 100% of the Base Indenture and the Investment Company Act and the rules principal amount of any national securities exchange or quotation system on which the Notes are listedto be redeemed, in each case to the extent applicable. (iv) Unless the Company defaults in payment of the Redemption Priceplus accrued and unpaid interest, on and after if any, to, but excluding, the Redemption Date, interest will cease to accrue on . For purposes of calculating the Notes called for Redemption Price in connection with the redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of Notes, on any Redemption Date, the Notes will not following terms have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.meanings set forth below:

Appears in 1 contract

Samples: Eighth Supplemental Indenture (Hercules Capital, Inc.)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.752.625% Notes due September 30, 20252026.” The Notes shall bear a CUSIP number of 78590A 406 427096 AH5 and an ISIN number of US78590A4067US427096AH50. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 3043.04, 3053.05, 3063.06, 9069.06, 1107 11.07 or 1305 13.05 of the Base Indenture, and except for any Securities that, pursuant to Section 303 3.03 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 (or up to $14,950,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full)325,000,000. Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 3016, 20252026, unless earlier redeemed or repurchased in accordance with the provisions of the this Seventh Supplemental Indenture. (d) The rate at which the Notes shall bear interest shall be 7.752.625% per annumannum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be September 16, 2021, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30, June 30, 16 and September 30 and December 30 16 of each year, commencing December 30Xxxxx 00, 2020 0000 (if xx an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 416, 20202021, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March 15, June 15, 1 or September 15, or December 15 1 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx 000 Xxxx Xxxxxx, Xx. Xxxxx 0000, Xxx Xxxx, XX 55107Xxx Xxxx, 00000, Attention: Sachem Capital Corp. Hercules Capital, Inc. (7.752.625% Notes Due September 30, 20252026) (Kxxxx X. Xxxxx, Vice President) or and at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Seventh Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 2.03 and 305 3.05 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 14.02 or Section 1403 14.03 of the Base Indenture. Covenant defeasance contained in Section 1403 14.03 of the Base Indenture shall apply to the covenants contained in Sections 100610.06, 1008 10.08 and 1009 10.09 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 11.01 of the Base Indenture and as follows: (i) The Notes will be redeemable redeemable, in whole or in part part, at any time time, or from time to time, at the option of the Company, on or after September 4, 2022, at a redemption price Redemption Price equal to the greater of the following amounts, plus, in each case, accrued and unpaid interest to the Redemption Date: (1) 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty or (302) nor more than sixty the sum of the present values of the remaining scheduled payments of principal and interest (60) days prior exclusive of accrued and unpaid interest to the Redemption Date, at ) on the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using the applicable Treasury Rate plus 30 basis points; provided, however, that if the Company redeems any Notes on or after August 16, 2026, the Redemption Price for the Notes will be equal to 100% of the Base Indenture and the Investment Company Act and the rules principal amount of any national securities exchange or quotation system on which the Notes are listedto be redeemed, in each case to the extent applicable. (iv) Unless the Company defaults in payment of the Redemption Priceplus accrued and unpaid interest, on and after if any, to, but excluding, the Redemption Date, interest will cease to accrue on . For purposes of calculating the Notes called for Redemption Price in connection with the redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of Notes, on any Redemption Date, the Notes will not following terms have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.meanings set forth below:

Appears in 1 contract

Samples: Seventh Supplemental Indenture (Hercules Capital, Inc.)

Terms of the Notes. Section 1.01. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.753.125% Notes due September 30, 2025.” 2028”. The Notes shall bear a CUSIP number of 78590A 406 302635 AK3 and an ISIN number of US78590A4067US302635AK33. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 (or up to $14,950,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full)750,000,000. Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes; provided that, if such Additional Notes are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes, then such Additional Notes will have different CUSIP numbers from the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30October 12, 20252028, unless earlier redeemed or repurchased in accordance with the provisions of the this Tenth Supplemental Indenture. (d) The rate at which the Notes shall bear interest shall be 7.753.125% per annumannum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be October 12, 2021, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30, June 30, September 30 April 12 and December 30 October 12 of each year, commencing December 30April 12, 2020 2022 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4October 12, 20202021 (or the most recent Interest Payment Date to which interest has been paid or provided for), to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest . Interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at 5:00 p.m. New York City time, or the close of business business, on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or December 15 April 1 and October 1 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx Xxx Xxxxxxx Xxxxxx, Xx. Xxxx00xx Xxxxx, Xxxxxx, XX 55107, Attention: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or 00000 and at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company Company, payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Tenth Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York, until a successor shall have been appointed and becomes such person, and thereafter, Depositary shall mean or include such successor. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1007 and 1008 and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable redeemable, in whole or in part part, at any time time, or from time to time, at the option of the Company, on or after September 4, 2022, at a redemption price Redemption Price equal to 100% the greater of the outstanding principal amount thereoffollowing amounts, plus plus, in each case, accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued interest, if any, to, but excluding, the date fixed for redemption.Redemption Date: (iiA) Notice 100% of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder the principal amount of the Notes to be redeemed, not less than thirty or (30B) nor more than sixty the sum of the present values of the remaining scheduled payments of principal and interest (60) days prior exclusive of accrued and unpaid interest to the Redemption Date) on the Notes to be redeemed through the Par Call Date, at discounted to the Holder’s address appearing in Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indentureapplicable Treasury Rate plus 30 basis points. (iiiii) If Notwithstanding the foregoing, at any time on or after the Par Call Date, the Company elects may redeem some or all of the Notes at any time, or from time to redeem only time, at a portion Redemption Price equal to 100% of the principal amount of the Notes to be redeemed plus, in each case, accrued and unpaid interest, if any, to, but excluding, the Redemption Date. For purposes of calculating the Redemption Price in connection with the redemption of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of on any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (iv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not following terms have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.meanings set forth below:

Appears in 1 contract

Samples: Tenth Supplemental Indenture (FS KKR Capital Corp)

Terms of the Notes. The following terms relating relate to the Notes are hereby establishedNotes: (a1) The 2027 Notes shall constitute a series of Senior Securities Notes having the title “7.753.300% Senior Notes due September 30, 2025.2027The and the 2047 Notes shall bear constitute a CUSIP number separate series of 78590A 406 and an ISIN of US78590A4067Notes having the title “4.350% Senior Notes due 2047”. (b2) The aggregate principal amount of the 2027 Notes (the “Initial 2027 Notes”) and the 2047 Notes (the “Initial 2047 Notes” and, together with the Initial 2027 Notes, the “Initial Notes”) that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 (or up to 1,200,000,000 and $14,950,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full)1,000,000,000, respectively. Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the The Company may from time to time, without the consent of the Holders of Notes, issue additional 2027 Notes (in any such case “Additional 2027 Notes”) or additional 2047 Notes (in any such case “Additional 2047 Notes”) having the same ranking and the same interest rate, maturity and other terms as the Initial 2027 Notes or the Initial 2047 Notes, as the case may be. Any Additional 2027 Notes and the existing Initial 2027 Notes will and any Additional 2047 Notes and the Initial 2047 Notes, as the case may be, shall each constitute a single series under the Indenture and all references to the relevant 2027 Notes herein shall include the Initial 2027 Notes and any Additional 2027 Notes and all references to the 2047 Notes shall include the Initial 2047 Notes and any Additional 2047 Notes, unless the context otherwise requires; provided that unless such Additional 2027 Notes or Additional 2047 Notes are issued pursuant to a “qualified reopening” of the Initial 2027 Notes or Initial 2047 Notes, respectively or are otherwise treated as part of the same “issue” of debt instruments as the Initial 2027 Notes or the Initial 2047 Notes, respectively, or are issued with no more than a de minimis amount of original discount, in each case, for U.S. federal income tax purposes, the applicable Additional Notes will have a separate CUSIP number. The aggregate principal amount of each of the Additional 2027 Notes and Additional 2047 Notes shall be unlimited. (c3) The entire outstanding Outstanding principal of the 2027 Notes and 2047 Notes shall be payable on September 30April 1, 20252027 and on April 1, unless earlier redeemed or repurchased in accordance with the provisions of the Indenture2047, respectively. (d4) The rate at which the Notes shall bear interest shall be 7.753.300% per annumyear for the 2027 Notes and 4.350% per year for the 2047 Notes. The date from which interest shall accrue on the Notes shall be the most recent Interest Payment Date to which interest has been paid or provided for or, if no interest has been paid, from March 31, 2017. The Interest Payment Dates for the Notes shall be March 30, June 30, September 30 April 1 and December 30 October 1 of each year, commencing December 30beginning October 1, 2020 (if an 2017. Interest shall be payable on each Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The initial interest period will be the period from and including September 4, 2020, to, but excluding, December 30, 2020, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered holders of record at the close of business on the Regular Record March 15 and September 15 prior to each Interest Payment Date for such interest, (a “regular record date”). The basis upon which interest shall be March 15, June 15, September 15, or December 15 (whether or not a Business Day), as the case may be, immediately preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will calculated shall be made at the office of the Trustee located at 100 Xxxxxxxx Xxxxxx, Xx. Xxxx, XX 55107, Attention: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year consisting of twelve 30-day months. (e5) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially whole in the form of Exhibit A to this Third Supplemental Indenture. Each one or more registered Global Note shall represent Securities, and the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary Depository for such Global Notes (the “Depositary”) Securities shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4, 2022, at a redemption price equal to 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing substantially in the Security Registerform attached hereto as Exhibit A (2027 Notes) and Exhibit B (2047 Notes) the terms of which are herein incorporated by reference. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (iv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and 2,000 or any integral multiples multiple of $25 1,000 in excess thereof. (k6) Holders The Notes may be redeemed at the option of the Company prior to the maturity date, as provided in Section 1.3 hereof. (7) The Notes will not have the option to have the Notes repaid prior to the Stated Maturitybenefit of any sinking fund. (l8) Except as provided herein, the holders of the Notes shall have no special rights in addition to those provided in the Base Indenture upon the occurrence of any particular events. (9) The Notes will be general unsecured and unsubordinated obligations of the Company and will be ranked equally among themselves. (10) The Notes are hereby designated as “Senior Securities” under not convertible into shares of common stock or other securities of the IndentureCompany. (11) The restrictive covenant set forth in Section 1.4 hereof shall be applicable to the Notes.

Appears in 1 contract

Samples: Third Supplemental Indenture (Applied Materials Inc /De)

Terms of the Notes. Section 1.01. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.754.625% Notes due September 30, 2025.” 2024”. The Notes shall bear a CUSIP number of 78590A 406 302635 AD9 and an ISIN number of US78590A4067US302635AD99. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 (or up to $14,950,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full)400,000,000. Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes; provided that, if such Additional Notes are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes, then such Additional Notes will have different CUSIP numbers from the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30July 15, 20252024, unless earlier redeemed or repurchased in accordance with the provisions of the this Fourth Supplemental Indenture. (d) The rate at which the Notes shall bear interest shall be 7.754.625% per annumannum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be July 15, 2019, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30, June 30, September 30 January 15 and December 30 July 15 of each year, commencing December 30January 15, 2020 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4July 15, 20202019 (or the most recent Interest Payment Date to which interest has been paid or provided for), to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at 5:00 p.m. New York City time, or the close of business business, on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or December 15 January 1 and July 1 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx Xxx Xxxxxxx Xxxxxx, Xx. Xxxx00xx Xxxxx, Xxxxxx, XX 55107, Attention: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or 00000 and at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company Company, payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Fourth Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York, until a successor shall have been appointed and becomes such person, and thereafter, Depositary shall mean or include such successor. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1007 and 1008 and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable redeemable, in whole or in part part, at any time time, or from time to time, at the option of the Company, on or after September 4, 2022, at a redemption price Redemption Price equal to 100% the greater of the outstanding principal amount thereoffollowing amounts, plus plus, in each case, accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued interest, if any, to, but excluding, the date fixed for redemption.Redemption Date: (iiA) Notice 100% of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder the principal amount of the Notes to be redeemed, not less than thirty or (30B) nor more than sixty the sum of the present values of the remaining scheduled payments of principal and interest (60) days prior exclusive of accrued and unpaid interest to the Redemption Date, at ) on the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using the applicable Treasury Rate plus 45 basis points. (ii) Notwithstanding the foregoing, at any time on or after June 15, 2024, the Company may redeem some or all of the Base Indenture and Notes at any time, or from time to time, at a Redemption Price equal to 100% of the Investment Company Act and the rules principal amount of any national securities exchange or quotation system on which the Notes are listedto be redeemed plus, in each case to the extent applicable. (iv) Unless the Company defaults in payment of the Redemption Pricecase, on accrued and after unpaid interest, if any, to, but excluding, the Redemption Date, interest will cease to accrue on . For purposes of calculating the Notes called for Redemption Price in connection with the redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of Notes, on any Redemption Date, the Notes will not following terms have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.meanings set forth below:

Appears in 1 contract

Samples: Supplemental Indenture (FS KKR Capital Corp)

Terms of the Notes. Section 1.01. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.751.650% Notes due September 30, 2025.” 2024”. The Notes shall bear a CUSIP number of 78590A 406 000000 XX0 and an ISIN number of US78590A4067US302635AJ69. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 (or up to $14,950,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full)500,000,000. Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes; provided that, if such Additional Notes are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes, then such Additional Notes will have different CUSIP numbers from the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30October 12, 20252024, unless earlier redeemed or repurchased in accordance with the provisions of the this Ninth Supplemental Indenture. (d) The rate at which the Notes shall bear interest shall be 7.751.650% per annumannum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be October 12, 2021, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30, June 30, September 30 April 12 and December 30 October 12 of each year, commencing December 30April 12, 2020 2022 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4October 12, 20202021 (or the most recent Interest Payment Date to which interest has been paid or provided for), to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest . Interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at 5:00 p.m. New York City time, or the close of business business, on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or December 15 April 1 and October 1 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx Xxx Xxxxxxx Xxxxxx, Xx. Xxxx00xx Xxxxx, Xxxxxx, XX 55107, Attention: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or 00000 and at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company Company, payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Ninth Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York, until a successor shall have been appointed and becomes such person, and thereafter, Depositary shall mean or include such successor. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1007 and 1008 and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable and, in whole or in part part, at any time time, or from time to time, at the option of the Company, on or after September 4, 2022, at a redemption price Redemption Price equal to 100% the greater of the outstanding principal amount thereoffollowing amounts, plus plus, in each case, accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued interest, if any, to, but excluding, the date fixed for redemption.Redemption Date: (iii) Notice 100% of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder the principal amount of the Notes to be redeemed, not less than thirty or (30ii) nor more than sixty the sum of the present values of the remaining scheduled payments of principal and interest (60) days prior exclusive of accrued and unpaid interest to the Redemption Date) on the Notes to be redeemed through the maturity date, at discounted to the Holder’s address appearing Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using the applicable Treasury Rate plus 20 basis points. For purposes of calculating the Redemption Price in connection with the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of on any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (iv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not following terms have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.meanings set forth below:

Appears in 1 contract

Samples: Supplemental Indenture (FS KKR Capital Corp)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.756.50% Notes due September 30, 20252022.” The Notes shall bear a CUSIP number of 78590A 406 390320 208 and an ISIN number of US78590A4067US3903202089. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections Section 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 28,375,000 (or up to $14,950,000 32,631,250 aggregate principal amount if the underwriters’ over-allotment option to purchase additional Securities is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplementa Future Supplemental Indenture, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The Stated Maturity of the Notes shall be September 18, 2022. The entire outstanding principal of the Notes shall be payable on September 30, 2025the Stated Maturity, unless earlier redeemed or repurchased in accordance with the provisions of the Indenture. (d) The rate at which the Notes shall bear interest shall be 7.756.50% per annumannum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be September 18, 2017, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March January 31, April 30, June 30, September 30 July 31 and December 30 October 31 of each year, commencing December 30October 31, 2020 2017 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 418, 20202017, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March January 15, June April 15, September 15, or December July 15 and October 15 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx 6000 00xx Xxxxxx, Xx. XxxxXxxxxxxx, XX 55107Xxx Xxxx 00000, Attention: Sachem Great Elm Capital Corp. (7.756.50% Notes Due September 30, 20252022) (Kxxxx X. Xxxxx, Vice President) or and at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third First Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate principal amount of outstanding Notes from time to time endorsed thereon and that the aggregate principal amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 1009 and 1009 1010 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 418, 20222019, at a redemption price equal to 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) Any exercise of the Company’s option to redeem the Notes will be done in compliance with the Investment Company Act, to the extent applicable. (iv) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (ivv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. Nothing in this Section shall prohibit purchases by the Company in the open market, private transactions or otherwise prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture. (m) For the avoidance of doubt, the reference in Section 301 of the Base Indenture to Senior Securities being unsubordinated and ranking equally and “pari passu” to all other Senior Indebtedness is intended to reflect that, notwithstanding that the Senior Securities are unsecured, the Senior Securities rank equally with the Senior Indebtedness solely with respect to the right to seek and enforce payment from the Company but not in terms of any collateral security or access to collateral or right to distributions or payments of proceeds of any collateral (including without limitation, cash, accounts or other assets of the Company or any of its subsidiaries), as to which the Senior Indebtedness has priority at all times.

Appears in 1 contract

Samples: Supplemental Indenture (Great Elm Capital Corp.)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.75% Notes due September 30, 2025.” The Notes shall bear a CUSIP number of 78590A 406 80349A AB5 and an ISIN number of US78590A4067US80349AAB52. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 5,000,000 aggregate principal amount (or up to $14,950,000 50,000,000 aggregate principal amount if upon the underwriters’ option mutual agreement of the Company and the holder of the Notes to purchase additional Securities is exercised in fullSecurities). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without with the consent of the Holders of Notes, issue additional Additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes; provided that such Additional Notes must either (i) be issued in a “qualified reopening” for U.S. Federal income tax purposes, with no more than a de minimis amount of original issue discount, or otherwise (ii) be part of the same issue as the Notes for U.S. federal income tax purposes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30July 9, 2025, unless earlier redeemed or repurchased in accordance with the provisions of the Indenture. (d) The rate at which the Notes shall bear interest shall be 7.75% per annum. The date from which interest shall accrue on the Notes shall be July 9, 2020, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30February 28, June 30May 31, September 30 August 31, and December November 30 of each year, commencing December 30August 31, 2020 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4July 9, 2020, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March February 15, June May 15, September August 15, or December November 15 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx 00 Xxxxxxxxxx Xxxxxx, Xx. St. Xxxx, XX MN 55107, Attention: Sachem Capital Saratoga Investment Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in definitive form (each such Note, a “Definitive Note”). Pursuant to the terms of this Fifth Supplemental Indenture, the Notes may be subsequently exchanged for Notes in global form (each such Note, a “Global Note”). The Definitive Note, any Global Notes Note and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Fifth Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) Every Note authenticated and delivered hereunder shall bear a legend in substantially the following form (the “Restricted Securities Legend”) unless and until such Restricted Securities Legend is no longer required in accordance with Section 1.01(h) of this Fifth Supplemental Indenture: THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE. THIS NOTE MAY NOT BE OFFERED, SOLD, ASSIGNED, TRANSFERRED, PLEDGED, ENCUMBERED OR OTHERWISE DISPOSED OF EXCEPT (A) IF REGISTERED UNDER APPLICABLE SECURITIES LAWS OR (B) IN A TRANSACTION EXEMPT FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND APPLICABLE STATE SECURITIES LAW, SUBJECT TO THE COMPANY’S AND THE TRUSTEE’S RIGHT TO REQUIRE THE DELIVERY OF AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO EACH OF THEM THAT SUCH TRANSACTION DOES NOT REQUIRE REGISTRATION UNDER THE SECURITIES ACT AND/OR APPLICABLE STATE SECURITIES LAW. (g) With respect to any proposed registration of transfer of any Note prior to (x) the date which is six months (or such other date when resales of securities by non-Affiliates are first permitted under Rule 144(d) of the Exchange Act) after the later of the date of the original issue date of the applicable Notes or the date of any subsequent reopening of such Notes or (y) such later date, if any, as may be required by applicable law (the “Resale Restriction Termination Date”), the Holder of such Note and each subsequent Holder thereof shall offer, sell, or otherwise transfer such Note only (i) pursuant to a registration statement which has become effective under the Securities Act of 1933, as amended (the “Securities Act”) or (ii) pursuant to an available exemption from the registration requirements of the Securities Act; in each of the foregoing cases subject to any requirements of law that the disposition of its property or the property of such investor account or accounts be at all times within its or their control and in compliance with any applicable state securities laws. The foregoing restrictions on resale will not apply subsequent to the Resale Restriction Termination Date. (h) On any date following the Resale Restriction Termination Date, the Holders of 100% in principal amount of the outstanding Notes may request the Company (i) issue a Global Note not bearing a Restricted Securities Legend (an “Unrestricted Global Note”) in exchange for all outstanding Definitive Notes, (ii) to register the Unrestricted Global Note with the Depositary (as defined below) and (iii) to obtain an unrestricted CUSIP for the Unrestricted Global Notes. Within 90 days from receipt of such request or if the Company otherwise elects, upon the Company’s satisfaction that the Restricted Securities Legend shall no longer be required to maintain compliance with the Securities Act, the Company shall use commercially reasonable efforts, but not be obligated, to (w) cause the Restricted Securities Legend to be removed by delivering to the Trustee for authentication one or more Unrestricted Global Notes, duly executed by the Company, in an aggregate principal amount equal to the aggregate principal amount of Notes to be exchanged into such Unrestricted Global Notes, (x) register, or cause to be registered, the Unrestricted Global Notes with the Depositary, (y) obtain, or cause to be obtained, an unrestricted CUSIP for the Unrestricted Global Notes and (z) instruct the Trustee and Depositary in writing to credit accounts of the Holders tendering such outstanding Notes with a beneficial interest in the Unrestricted Global Notes in an amount equal to the outstanding Notes tendered by such Holder (the “Elective Exchange”). The Notes from which beneficial interests are transferred pursuant to the Elective Exchange shall be cancelled following the Elective Exchange. Upon the transfer or replacement of an Unrestricted Global Note (or beneficial interest therein), the Trustee shall deliver an Unrestricted Global Note (or beneficial interest therein) and upon the transfer or replacement of a Definitive Note not bearing a Restricted Securities Legend (an “Unrestricted Definitive Note”), the Trustee shall deliver an Unrestricted Definitive Note. Upon the transfer, exchange or replacement of a Global Note (or beneficial interest therein) bearing a Restricted Securities Legend (a “Restricted Global Note”), the Trustee shall deliver only a Restricted Global Note (or beneficial interest therein) and upon the transfer, exchange or replacement of a Definitive Note bearing a Restricted Securities Legend (a “Restricted Definitive Note”), the Trustee shall deliver only Restricted Definitive Notes unless, in each case, (i) a Note is being transferred pursuant to an effective registration statement, (ii) Notes are being exchanged for Notes that do not bear the Restricted Securities Legend in accordance with the following paragraph, or (iii) there is delivered to the Trustee an Opinion of Counsel satisfactory to it stating that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act, upon which opinion the Trustee may conclusively rely. The Company shall have no obligation to issue any Restricted Global Note. Any Notes sold in a registered offering shall not be required to bear the Restricted Securities Legend. Any Definitive Note delivered in exchange for an interest in a Global Note shall bear the applicable legend regarding transfer restrictions applicable thereto set forth in this Section 1.01 of this Fifth Supplemental Indenture unless (i) the Global Note is an Unrestricted Global Note, or (ii) there is delivered to the Trustee an Opinion of Counsel satisfactory to it stating that neither such legend nor the related restrictions on transfer are required in order to maintain compliance with the provisions of the Securities Act, upon which opinion the Trustee may conclusively rely. The Trustee shall have no obligation or duty to monitor, determine or inquire as to compliance with any restrictions on transfer imposed under this Indenture or under applicable law with respect to any transfer of any interest in any Note other than to require delivery of such certificates and other documentation or evidence as are expressly required by, and to do so if and when expressly required by, the terms of this Fifth Supplemental Indenture and any Notes, and to examine the same to determine substantial compliance as to form with the express requirements hereof. All certifications, certificates and Opinions of Counsel required to be submitted to the Security Registrar pursuant to this Section 1.01 of this Fifth Supplemental Indenture to effect a registration of transfer or exchange may be submitted by facsimile or electronic means. (i) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New YorkU.S. Bank National Association. The Security Registrar with respect to the Global Notes shall be the Trustee. The depositary for any Global Notes issued hereunder shall be the Depositary Custodian. (gj) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 and 1009 of the Indenture. (hk) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4, 2022, at a redemption price equal to 100% of thereof on the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. In connection therewith, the Company shall pay the holder of the Notes a fee equal to: (A) 3% of the principal amount of the Notes being redeemed if the Notes are redeemed in whole or in part, at the option of the Company, any time beginning immediately after issuance until the day before first anniversary thereof; (B) 2% of the principal amount of the Notes being redeemed if the Notes are redeemed in whole or in part, at the option of the Company, on or after July 9, 2021; or (C) 1% of the principal amount of the Notes being redeemed if the Notes are redeemed in whole or in part, at the option of the Company, on or after July 9, 2022. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) Any exercise of the Company’s option to redeem the Notes will be done in compliance with the Investment Company Act, to the extent applicable. (iv) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (ivv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (il) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (jm) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (kn) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. (lo) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: Supplemental Indenture (Saratoga Investment Corp.)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.757.00% Notes due September 30, 20252026.” The Notes shall bear a CUSIP number of 78590A 406 88104C 202 and an ISIN number of US78590A4067US88104C2026. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 34,750,000 (or up to $14,950,000 39,962,500 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30March 31, 2025, unless earlier redeemed or repurchased in accordance with the provisions of the Indenture2026. (d) The rate at which the Notes shall bear interest shall be 7.757.00% per annumannum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be February 10, 2021 or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30, June 30, September 30 and December 30 of each year, commencing December June 30, 2020 2021 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4February 10, 20202021, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or 15 and December 15 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx 000 Xxxx Xxxxxx, Xx. Xxxxx 000, Xxx Xxxx, XX 55107, Attention00000 Attn: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or Global Corporate Trust & Custody and at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third First Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4February 10, 20222023, at a redemption price equal to 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) Any exercise of the Company’s option to redeem the Notes will be done in compliance with the Investment Company Act, to the extent applicable. (iv) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (ivv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: First Supplemental Indenture (Terra Income Fund 6, Inc.)

Terms of the Notes. Section 1.01. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.752.625% Notes due September 30, 2025.” 2027”. The Notes shall bear a CUSIP number of 78590A 406 302635 AH0 and an ISIN number of US78590A4067US302635AH04. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 (or up to $14,950,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full)400,000,000. Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes; provided that, if such Additional Notes are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes, then such Additional Notes will have different CUSIP numbers from the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30January 15, 20252027, unless earlier redeemed or repurchased in accordance with the provisions of the this Eighth Supplemental Indenture. (d) The rate at which the Notes shall bear interest shall be 7.752.625% per annumannum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be June 17, 2021, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30, June 30, September 30 January 15 and December 30 July 15 of each year, commencing December 30January 15, 2020 2022 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4June 17, 20202021 (or the most recent Interest Payment Date to which interest has been paid or provided for), to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest . Interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at 5:00 p.m. New York City time, or the close of business business, on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or December 15 January 1 and July 1 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx Xxx Xxxxxxx Xxxxxx, Xx. Xxxx00xx Xxxxx, Xxxxxx, XX 55107, Attention: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or 00000 and at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company Company, payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Eighth Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York, until a successor shall have been appointed and becomes such person, and thereafter, Depositary shall mean or include such successor. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1007 and 1008 and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable redeemable, in whole or in part part, at any time time, or from time to time, at the option of the Company, on or after September 4, 2022, at a redemption price Redemption Price equal to 100% the greater of the outstanding principal amount thereoffollowing amounts, plus plus, in each case, accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued interest, if any, to, but excluding, the date fixed for redemption.Redemption Date: (iiA) Notice 100% of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder the principal amount of the Notes to be redeemed, not less than thirty or (30B) nor more than sixty the sum of the present values of the remaining scheduled payments of principal and interest (60) days prior exclusive of accrued and unpaid interest to the Redemption Date) on the Notes to be redeemed through the Par Call Date, at discounted to the Holder’s address appearing in Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indentureapplicable Treasury Rate plus 30 basis points. (iiiii) If Notwithstanding the foregoing, at any time on or after December 15, 2026, the Company elects may redeem some or all of the Notes at any time, or from time to redeem only time, at a portion Redemption Price equal to 100% of the principal amount of the Notes to be redeemed plus, in each case, accrued and unpaid interest, if any, to, but excluding, the Redemption Date. For purposes of calculating the Redemption Price in connection with the redemption of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of on any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (iv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not following terms have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.meanings set forth below:

Appears in 1 contract

Samples: Eighth Supplemental Indenture (FS KKR Capital Corp)

Terms of the Notes. Section 1.01. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.758.625% Notes due September 30, 2025.” ”. The Notes offered and sold to QIBs in reliance on Rule 144A shall bear a CUSIP number of 78590A 406 302635 AF4 and an ISIN number of US78590A4067US302635AF48. The Notes offered and sold in reliance on Regulation S shall bear a CUSIP number of U3484Q AA6 and an ISIN number of USU3484QAA68. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 (or up to $14,950,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full)250,000,000. Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without with the consent of the Holders of Notesnot less than a majority in principal amount of the Notes at the time Outstanding (the “Majority Holders”), issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes; provided that, if such Additional Notes are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes, then such Additional Notes will have different CUSIP numbers from the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. In connection with the issuance of Additional Notes, in addition to the other deliverables to be provided by the Company to the Trustee under the terms of the Indenture in connection therewith, the Trustee shall also receive (i) an Officers’ Certificate from the Company certifying to the Trustee that the aforementioned consent of the Majority Holders has been obtained, and (ii) a copy of such consent by the Majority Holders. Such Officers’ Certificate and consent shall be relied upon by the Trustee without the need for further enquiry with respect thereto. (c) The entire outstanding principal of the Notes shall be payable on September 30May 15, 2025, unless earlier redeemed or repurchased in accordance with the provisions of the this Sixth Supplemental Indenture. (d) The rate at which the Notes shall bear interest shall be 7.758.625% per annumannum (the “Applicable Interest Rate”), provided, however, that during a Downgrade Period, the Applicable Interest Rate shall be 10.00% per annum for the duration of the Downgrade Period (subject to the conditions and limitations herein) (the “Downgrade Period Interest Rate,” and, together with the Applicable Interest Rate, the “Interest Rate”). The date from which interest shall accrue on the Notes shall be April 30, 2020, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30, June 30, September 30 May 15 and December 30 November 15 of each year, commencing December 30November 15, 2020 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4May 15, 20202020 (or the most recent Interest Payment Date to which interest has been paid or provided for), to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; . Any increase or decrease in the Interest Rate in connection with the commencement or termination of a Downgrade Period, as described above, shall take effect on the Business Day immediately following the date the applicable rating change has occurred so as to cause the Downgrade Period. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at 5:00 p.m. New York City time, or the close of business business, on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or December 15 April 30 and October 31 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx Xxx Xxxxxxx Xxxxxx, Xx. Xxxx00xx Xxxxx, Xxxxxx, XX 55107, Attention: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or 00000 and at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company Company, payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve (12) thirty (30-) day months. (e) The Notes offered on the date hereof will be distributed initially only to (i) persons reasonably believed to be QIBs in reliance on Rule 144A and (ii) Non-U.S. Persons in reliance on Regulation S. Such Notes may thereafter be transferred only in accordance with the provisions of the Indenture. (f) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Sixth Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (fi) The Notes offered and sold to QIBs in reliance on Rule 144A shall be issued initially in the form of one or more 144A Global Notes, which shall be deposited with, or on behalf of, the Depositary, or will remain in the custody of the Trustee pursuant to an agreement between the Depositary and the Trustee. (ii) The Notes offered and sold in reliance on Regulation S shall be issued initially in the form of one or more Regulation S Global Notes, which shall be deposited with, or on behalf of, a custodian for the Depositary, or will remain in the custody of the Trustee pursuant to an agreement between the Depositary and the Trustee, for credit to the respective accounts of the purchasers (or to such other accounts as they may direct) at Euroclear or Clearstream. (iii) Unrestricted Global Notes shall be issued in accordance with Section 1.02(b)(vi) hereof and shall be deposited, duly executed by the Company and authenticated by the Trustee as hereinafter provided. (g) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York, until a successor shall have been appointed and becomes such person, and thereafter, Depositary shall mean or include such successor. The Security Registrar with respect to the Global Notes shall be the Trustee. (gh) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 10061007, 1008 and 1009 of the Indenture. (hi) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable redeemable, in whole or in part part, at any time time, or from time to time, at the option of the Company, on or after September 4at a Redemption Price equal to the applicable of the following amounts, plus, in each case, accrued and unpaid interest, if any, to, but excluding, the Redemption Date: (A) prior to April 30, 2022, at the greater of (x) 100% of the principal amount of the Notes to be redeemed; or (y) the sum of the present values of the remaining scheduled payments of principal and interest (exclusive of accrued and unpaid interest to the Redemption Date) on the Notes to be redeemed through the Par Call Date, discounted to the Redemption Date on a redemption price semi-annual basis (assuming a 360-day year consisting of twelve (12) thirty (30) day months) using the applicable Treasury Rate plus 40 basis points; (B) commencing on April 30, 2022, 108.625% of the principal amount of the Notes to be redeemed; (C) commencing on April 30, 2023, 104.3125% of the principal amount of the Notes to be redeemed; (D) commencing on April 30, 2024, 102.15625% of the principal amount of the Notes to be redeemed; and (E) commencing on March 16, 2025, 100% of the principal amount of the Notes to be redeemed. (ii) Notwithstanding the foregoing, commencing on the first day of any Downgrade Period and lasting until the earlier of (i) the end of such Downgrade Period and (ii) the date that is one hundred and eighty (180) days after such Downgrade Period commenced, the Redemption Price shall equal to 100% of the outstanding principal amount thereofof the Notes to be redeemed plus, plus in each case, accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued interest, if any, to, but excluding, the date fixed for redemption. (ii) Notice Redemption Date. For purposes of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to calculating the Redemption Date, at Price in connection with the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of on any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (iv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not following terms have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.meanings set forth below:

Appears in 1 contract

Samples: Supplemental Indenture (FS KKR Capital Corp)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.756.500% Notes due September 30, 20252027.” The Notes shall bear a CUSIP number of 78590A 406 56035L AJ3 and an ISIN number of US78590A4067US56035LAJ35. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 (or up to $14,950,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full)300,000,000. Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case case, “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes; provided that, if such Additional Notes are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes, then such Additional Notes will have different CUSIP numbers from the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30June 4, 20252027, unless earlier redeemed or repurchased in accordance with the provisions of the this Seventh Supplemental Indenture. (d) The rate at which the Notes shall bear interest shall be 7.756.500% per annumannum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be June 4, 2024, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30, June 30, September 30 4 and December 30 4 of each year, commencing December 304, 2020 2024 (if an Interest Payment Date, Redemption Date or date of Maturity falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September June 4, 20202024, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, May 20 or December 15 November 20 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the trust office of the Trustee located at 100 Xxxxxxxx Xxxxxxin New York, Xx. Xxxx, XX 55107, Attention: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or at such other address as designated by the Trustee, New York in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Seventh Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1007 and 1008 and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Prior to the Par Call Date, the Company may redeem the Notes will be redeemable at the Company’s option, in whole or in part part, at any time or and from time to time, at a Redemption Price (expressed as a percentage of principal amount and rounded to three decimal places) equal to the option greater of: (1) the sum of the Companypresent values of the remaining scheduled payments of principal and interest thereon discounted to the Redemption Date (assuming the Notes matured on the Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 30 basis points less (2) interest accrued to the date of redemption, on or after September 4, 2022, at a redemption price equal to and (b) 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior plus, in either case, accrued and unpaid interest thereon to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iiiii) If On or after the Par Call Date, the Company elects to may redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes in whole or in part, at any time and from time to be redeemedtime, in accordance with Section 1103 at a Redemption Price equal to 100% of the Base Indenture and the Investment Company Act and the rules principal amount of any national securities exchange or quotation system on which the Notes are listed, in each case being redeemed plus accrued and unpaid interest thereon to the extent applicable. (iv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: Seventh Supplemental Indenture (Main Street Capital CORP)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.756.25% Notes due September 30, 2025.” 2023”. The Notes shall bear a CUSIP number of 78590A 406 67103B 605 and an ISIN number of US78590A4067US67103B6056, as may be supplemented or replaced from time to time. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 25,000,000 (or up to $14,950,000 28,750,000 aggregate principal amount if the underwriters’ overallotment option to purchase additional Securities Notes is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplementa Future Supplemental Indenture, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case case, “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes; provided that, if such Additional Notes are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes, then such Additional Notes shall have different CUSIP numbers from the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes will shall constitute a single series under the Indenture Indenture, and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30, 2025, 2023 unless earlier redeemed or repurchased in accordance with the provisions of the Indenture. (d) The rate at which the Notes shall bear interest shall be 7.756.25% per annum. The date from which interest shall accrue on the Notes shall be September 18, 2020, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March January 31, April 30, June 30, September 30 July 31 and December 30 October 31 of each year, commencing December 30January 31, 2020 2021 (provided that, if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will shall be made on the next succeeding Business Day and no additional interest will shall accrue as a result of such delayed payment). The ; the initial interest period will shall be the period from and including September 418, 2020, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will shall be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will shall be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March January 15, June April 15, September 15, or December July 15 and October 15 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will shall be made at the office of the Trustee located at 100 000 Xxxxxxxx Xxxxxx, Xx. Xxxx, XX MN 55107, Attention: Sachem OFS Capital Corp. Corporation (7.756.25% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President2023) or at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that that, at the option of the Company Company, payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that that, at the request of the registered Holder, the Company will pay the principal of (and premium, if any, on) and interest, if any, on the Notes by wire transfer of immediately available funds to an account at a bank in New York City, on the date when such amount is due and payable and as further set forth in Section 1001 of the Indenture; provided, further, however, that, so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will shall be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Fourth Supplemental Indenture. Each Global Note shall represent the aggregate principal amount of the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate principal amount of outstanding Notes from time to time endorsed thereon and that the aggregate principal amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “DepositaryDepository”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 10061007, 1008 and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will shall be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 430, 2022, 2021 at a redemption price Redemption Price equal to 100% of the outstanding principal amount thereof, thereof plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemptionRedemption Date. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) Any exercise of the Company’s option to redeem the Notes shall be done in compliance with the Indenture and the Investment Company Act, to the extent applicable. (iv) If the Company elects to redeem only a portion of the Notes, the Trustee will or, with respect to the Global Notes, the Depository shall determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and Indenture, the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (ivv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will shall cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will shall not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: Supplemental Indenture (OFS Capital Corp)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.757.125% Notes due September June 30, 20252027.” The Notes shall bear a CUSIP number of 78590A 406 802 and an ISIN of US78590A4067US78590A8027. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 27,500,000 (or up to $14,950,000 31,625,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September June 30, 20252027, unless earlier redeemed or repurchased in accordance with the provisions of the Indenture. (d) The rate at which the Notes shall bear interest shall be 7.757.125% per annum. The Interest Payment Dates for the Notes shall be March 30, June 30, September 30 and December 30 of each year, commencing December September 30, 2020 2022 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The initial interest period will be the period from and including September 4May 11, 20202022, to, but excluding, December September 30, 20202022, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or December 15 (whether or not a Business Day), as the case may be, immediately preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx Xxxxxx, Xx. Xxxx, XX 55107, Attention: Sachem Capital Corp. (7.757.125% Notes Due September June 30, 20252027) (Kxxxx X. Xxxxx, Vice President) or at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Sixth Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4May 11, 20222024, at a redemption price equal to 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (iv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: Supplemental Indenture (Sachem Capital Corp.)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.754.75% Notes due September 30, 20252022.” The Notes offered and sold to QIBs in reliance on Rule 144A shall bear a CUSIP number of 78590A 406 12325J AB7 and an ISIN number of US78590A4067US12325JAB70 and the Notes offered and sold to IAIs under Rule 501(a)(1),(2),(3) or (7) under the Securities Act shall bear a CUSIP number of 12325J AC5 and an ISIN number of US12325JAC53. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 906 or 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 (or up to $14,950,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full)unlimited. Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September December 30, 2025, unless earlier redeemed or repurchased in accordance with the provisions of the Indenture2022. (d) The rate at which the Notes shall bear interest shall be 7.754.75% per annumannum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be December 19, 2017, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30, June 30, September 30 and December 30 of each year, commencing December June 30, 2020 2018 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4December 19, 20202017, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor SecuritiesNotes) is registered at the close of business on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, 15 or December 15 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee Company located at 100 Xxxxxxxx 9 Xxxx 00xx Xxxxxx, Xx. 00xx Xxxxx, Xxxxx 0000, Xxx Xxxx, XX 55107, Attention: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or 00000 and at such other address as designated by the TrusteeCompany, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes offered and sold to QIBs in reliance on Rule 144A shall be initially issuable in global form (each such Note, a “144A Global Note”). The Global Notes and ) which, along with the Trustee’s certificate of authentication thereon for such 144A Global Note, shall be substantially in the form of Exhibit A to this Third First Supplemental Indenture. The Notes offered and sold to IAIs under Rule 501(a)(1),(2),(3) or (7) under the Securities Act shall be initially issuable in global form (each such Note, a “IAI Global Note,” together with each 144A Global Notes, the “Global Notes”) which, along with the Trustee’s certificate of authentication for such IAI Global Note, shall be substantially in the form of Exhibit B to this First Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary depository for such Global Notes (the “DepositaryDepository”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 1302 or Section 1403 1303 of the Base Indenture. Covenant defeasance contained in Section 1403 1303 of the Base Indenture shall apply to the covenants contained in Sections 1005, 1006, 1008 and 1009 1007 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4November 30, 2022, at a redemption price equal to 100% of the outstanding principal amount thereof, of the Notes to be redeemed plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, excluding the date fixed for redemptionRedemption Date. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) Any exercise of the Company’s option to redeem the Notes will be done in compliance with the Investment Company Act, to the extent applicable. (iv) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listedAct, in each case to the extent applicable. (ivv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenturefund. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: First Supplemental Indenture (Business Development Corp of America)

Terms of the Notes. Section 1.01. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.753.300% Notes due September 30, 2025.” 2026”. The Notes offered and sold to QIBs in reliance on Rule 144A shall bear a CUSIP number of 78590A 406 00000XXX0 and an ISIN number of US78590A4067US06759LAA17. The Notes offered and sold in reliance on Regulation S shall bear a CUSIP number of X0X00XXX0 and an ISIN number of USU0R47YAA62. (b) The aggregate principal amount of the Initial Notes that may be initially authenticated and delivered under the Indenture (except for Initial Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 3043.04, 3053.05, 3063.06, 9069.06, 1107 11.07 or 1305 13.05 of the Base Indenture, and except for any Securities that, pursuant to Section 303 3.03 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up $350,000,000. In addition, Exchange Notes may be authenticated and delivered under this Indenture for issue in a Registered Exchange Offer pursuant to $13,000,000 (or up to $14,950,000 aggregate the Registration Rights Agreement in a like principal amount if of the underwriters’ option Initial Notes or Additional Notes exchanged pursuant thereto or otherwise pursuant to purchase additional an effective registration statement under the Securities is exercised in full)Act. Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case case, other than any Exchange Notes, “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes; provided that, if such Additional Notes are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes, then such Additional Notes will have different CUSIP numbers from the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30November 23, 20252026, unless earlier redeemed or repurchased in accordance with the provisions of the this First Supplemental Indenture. (d) The rate at which the Notes shall bear interest shall be 7.753.300% per annumannum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be November 23, 2021 or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30, June 30, September 30 May 23 and December 30 November 23 of each year, commencing December 30May 23, 2020 2022 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4November 23, 20202021 (or the most recent Interest Payment Date to which interest has been paid or provided for), to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at 5:00 p.m. New York City time, or the close of business business, on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or December 15 May 8 and November 8 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx Xxx Xxxxxxx Xxxxxx, Xx. Xxxx00xx Xxxxx, Xxxxxx, XX 55107, Attention: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or 00000 and at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company Company, payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes offered on the date hereof will be distributed initially only to (i) persons reasonably believed to be QIBs in reliance on Rule 144A and (ii) Non-U.S. Persons in reliance on Regulation S. Such Notes may thereafter be transferred only in accordance with the provisions of the Indenture. (f) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third First Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 2.03 and 305 3.05 of the Base Indenture. (fi) The Notes offered and sold to QIBs in reliance on Rule 144A shall be issued initially in the form of one or more 144A Global Notes, which shall be deposited with, or on behalf of, the Depositary, or will remain in the custody of the Trustee pursuant to an agreement between the Depositary and the Trustee. (ii) The Notes offered and sold in reliance on Regulation S shall be issued initially in the form of one or more Regulation S Global Notes, which shall be deposited with, or on behalf of, a custodian for the Depositary, or will remain in the custody of the Trustee pursuant to an agreement between the Depositary and the Trustee, for credit to the respective accounts of the purchasers (or to such other accounts as they may direct) at Euroclear or Clearstream. (iii) Unrestricted Global Notes shall be issued in accordance with Section 1.02(b)(vi) hereof and shall be deposited, duly executed by the Company and authenticated by the Trustee as hereinafter provided. (g) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York, until a successor shall have been appointed and becomes such person, and thereafter, Depositary shall mean or include such successor. The Security Registrar with respect to the Global Notes shall be the Trustee. (gh) The Notes shall be defeasible pursuant to Section 1402 14.02 or Section 1403 14.03 of the Base Indenture. Covenant defeasance contained in Section 1403 14.03 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 10.07 and 1009 10.08 of the Indenture. (hi) The Notes shall be redeemable pursuant to Section 1101 11.01 of the Base Indenture and as follows: (i) The Notes will be redeemable redeemable, in whole or in part part, at any time time, or from time to time, at the option of the Company, on or after September 4, 2022, at a redemption price Redemption Price equal to 100% the greater of the outstanding principal amount thereoffollowing amounts, plus plus, in each case, accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued interest, if any, to, but excluding, the date fixed for redemption.Redemption Date: (iiA) Notice 100% of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder the principal amount of the Notes to be redeemed, not less than thirty or (30B) nor more than sixty the sum of the present values of the remaining scheduled payments of principal and interest (60) days prior exclusive of accrued and unpaid interest to the Redemption Date) on the Notes to be redeemed through the Par Call Date, at discounted to the Holder’s address appearing in Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indentureapplicable Treasury Rate plus 35 basis points. (iiiii) If Notwithstanding the foregoing, at any time on or after the Par Call Date, the Company elects may redeem some or all of the Notes at any time, or from time to redeem only time, at a portion Redemption Price equal to 100% of the principal amount of the Notes to be redeemed plus, in each case, accrued and unpaid interest, if any, to, but excluding, the Redemption Date. For purposes of calculating the Redemption Price in connection with the redemption of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of on any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (iv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not following terms have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.meanings set forth below:

Appears in 1 contract

Samples: First Supplemental Indenture (Barings BDC, Inc.)

Terms of the Notes. Section 1.01 The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.758.75% Notes due September 30, 20252028.” The Notes shall bear a CUSIP number of 78590A 406 390320 802 and an ISIN number of US78590A4067US3903208029. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections Section 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 40,000,000 (or up to $14,950,000 46,000,000 aggregate principal amount if the underwriters’ over-allotment option to purchase additional Securities is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplementa Future Supplemental Indenture, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The Stated Maturity of the Notes shall be September 30, 2028. The entire outstanding principal of the Notes shall be payable on September 30, 2025the Stated Maturity, unless earlier redeemed or repurchased in accordance with the provisions of the Indenture. (d) The rate at which the Notes shall bear interest shall be 7.758.75% per annum. The date from which interest shall accrue on the Notes shall be August 16, 2023 or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 3031, June 30, September 30 and December 30 31 of each year, commencing December September 30, 2020 2023 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4August 16, 20202023, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or 15 and December 15 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of the principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx 0000 00xx Xxxxxx, Xx. XxxxXxxxxxxx, XX 55107Xxx Xxxx 00000, Attention: Sachem Great Elm Capital Corp. (7.758.75% Notes Due September 30, 2025due 2028) (Kxxxx X. Xxxxx, Vice President) or and at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Fifth Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate principal amount of outstanding Notes from time to time endorsed thereon and that the aggregate principal amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 1009 and 1009 1010 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 430, 20222025, at a redemption price equal to 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and electronically delivered through The Depository Trust Company or mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) Any exercise of the Company’s option to redeem the Notes will be done in compliance with the Investment Company Act, to the extent applicable. (iv) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and Indenture, the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (ivv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. Nothing in this Section shall prohibit purchases by the Company in the open market, private transactions or otherwise prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture. (m) For the avoidance of doubt, the reference in Section 301 of the Base Indenture to Senior Securities being unsubordinated and ranking equally and “pari passu” to all other Senior Indebtedness is intended to reflect that, notwithstanding that the Senior Securities are unsecured, the Senior Securities rank equally with the Senior Indebtedness solely with respect to the right to seek and enforce payment from the Company but not in terms of any collateral security or access to collateral or right to distributions or payments of proceeds of any collateral (including without limitation, cash, accounts or other assets of the Company or any of its subsidiaries), as to which the Senior Indebtedness has priority at all times.

Appears in 1 contract

Samples: Supplemental Indenture (Great Elm Capital Corp.)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.756.50% Notes due September 30, 20252022.” The Notes shall bear a CUSIP number of 78590A 406 390320 307 and an ISIN number of US78590A4067US3903203079. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections Section 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 28,375,000 (or up to $14,950,000 32,631,250 aggregate principal amount if the underwriters’ over-allotment option to purchase additional Securities is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplementa Future Supplemental Indenture, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The Stated Maturity of the Notes shall be September 18, 2022. The entire outstanding principal of the Notes shall be payable on September 30, 2025the Stated Maturity, unless earlier redeemed or repurchased in accordance with the provisions of the Indenture. (d) The rate at which the Notes shall bear interest shall be 7.756.50% per annumannum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be September 18, 2017, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March January 31, April 30, June 30, September 30 July 31 and December 30 October 31 of each year, commencing December 30October 31, 2020 2017 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 418, 20202017, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March January 15, June April 15, September 15, or December July 15 and October 15 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx 6000 00xx Xxxxxx, Xx. XxxxXxxxxxxx, XX 55107Xxx Xxxx 00000, Attention: Sachem Great Elm Capital Corp. (7.756.50% Notes Due September 30, 20252022) (Kxxxx X. Xxxxx, Vice President) or and at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third First Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate principal amount of outstanding Notes from time to time endorsed thereon and that the aggregate principal amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 1009 and 1009 1010 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 418, 20222019, at a redemption price equal to 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) Any exercise of the Company’s option to redeem the Notes will be done in compliance with the Investment Company Act, to the extent applicable. (iv) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (ivv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. Nothing in this Section shall prohibit purchases by the Company in the open market, private transactions or otherwise prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture. (m) For the avoidance of doubt, the reference in Section 301 of the Base Indenture to Senior Securities being unsubordinated and ranking equally and “pari passu” to all other Senior Indebtedness is intended to reflect that, notwithstanding that the Senior Securities are unsecured, the Senior Securities rank equally with the Senior Indebtedness solely with respect to the right to seek and enforce payment from the Company but not in terms of any collateral security or access to collateral or right to distributions or payments of proceeds of any collateral (including without limitation, cash, accounts or other assets of the Company or any of its subsidiaries), as to which the Senior Indebtedness has priority at all times.

Appears in 1 contract

Samples: First Supplemental Indenture (Great Elm Capital Corp.)

Terms of the Notes. Section 1.01 The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.75[_____]% Notes due September 30, 20252029.” The Notes shall bear a CUSIP number of 78590A 406 [__________] and an ISIN number of US78590A4067[__________]. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections Section 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 [__________] (or up to $14,950,000 [__________] aggregate principal amount if the underwriters’ over-allotment option to purchase additional Securities is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an a future supplemental indenture supplementto the Indenture (a “Future Supplemental Indenture”), the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the NotesNotes (except the issue date, the date from which interest accrues and, in some cases, the first interest payment date), provided, however, that if any such Additional Notes are not fungible with the existing Notes for U.S. federal income tax purposes, such Additional Notes will have separate CUSIP and ISIN numbers. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The Stated Maturity of the Notes shall be [__________], 2029. The entire outstanding principal of the Notes shall be payable on September 30, 2025the Stated Maturity, unless earlier redeemed or repurchased in accordance with the provisions of the Indenture. (d) The rate at which the Notes shall bear interest shall be 7.75[_____]% per annum. The date from which interest shall accrue on the Notes shall be [__________], 2024 or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 3031, June 30, September 30 and December 30 31 of each year, commencing December 30[__________], 2020 2024 (provided that, if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4[__________], 20202024, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or 15 and December 15 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of the principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx 0000 00xx Xxxxxx, Xx. XxxxXxxxxxxx, XX 55107Xxx Xxxx 00000, Attention: Sachem Great Elm Capital Corp. (7.75[_____]% Notes Due September 30, 2025due 2029) (Kxxxx X. Xxxxx, Vice President) or and at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Seventh Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate principal amount of outstanding Notes from time to time endorsed thereon and that the aggregate principal amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 1009 and 1009 1010 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4[__________], 20222026, at a redemption price equal to 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and electronically delivered through The Depository Trust Company or mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty ten (3010) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) Any exercise of the Company’s option to redeem the Notes will be done in compliance with the Investment Company Act, to the extent applicable. (iv) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and Indenture, the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (ivv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) The Company will not pay any Additional Amounts on the Notes pursuant to Section 1004 of the Base Indenture. (l) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. Nothing in this Section shall prohibit purchases by the Company in the open market, private transactions or otherwise prior to the Stated Maturity. (lm) The Notes are hereby designated as “Senior Securities” under the Indenture. (n) For the avoidance of doubt, the reference in Section 301 of the Base Indenture to Senior Securities being unsubordinated and ranking equally and “pari passu” to all other Senior Indebtedness is intended to reflect that, notwithstanding that the Senior Securities are unsecured, the Senior Securities rank equally with the Senior Indebtedness solely with respect to the right to seek and enforce payment from the Company but not in terms of any collateral security or access to collateral or right to distributions or payments of proceeds of any collateral (including without limitation, cash, accounts or other assets of the Company or any of its subsidiaries), as to which the Senior Indebtedness has priority at all times.

Appears in 1 contract

Samples: Seventh Supplemental Indenture (Great Elm Capital Corp.)

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Terms of the Notes. Section 1.01. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.753.400% Notes due September 30, 2025.” 2026”. The Notes shall bear a CUSIP number of 78590A 406 302635 AG2 and an ISIN number of US78590A4067US302635AG21. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 (or up to $14,950,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full)1,000,000,000. Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes; provided that, if such Additional Notes are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes, then such Additional Notes will have different CUSIP numbers from the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30January 15, 20252026, unless earlier redeemed or repurchased in accordance with the provisions of the this Seventh Supplemental Indenture. (d) The rate at which the Notes shall bear interest shall be 7.753.400% per annumannum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be December 10, 2020, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30, June 30, September 30 January 15 and December 30 July 15 of each year, commencing December 30July 15, 2020 2021 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4December 10, 20202020 (or the most recent Interest Payment Date to which interest has been paid or provided for), to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest . Interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at 5:00 p.m. New York City time, or the close of business business, on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or December 15 January 1 and July 1 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx Xxx Xxxxxxx Xxxxxx, Xx. Xxxx00xx Xxxxx, Xxxxxx, XX 55107, Attention: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or 00000 and at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company Company, payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Seventh Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York, until a successor shall have been appointed and becomes such person, and thereafter, Depositary shall mean or include such successor. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1007 and 1008 and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable redeemable, in whole or in part part, at any time time, or from time to time, at the option of the Company, on or after September 4, 2022, at a redemption price Redemption Price equal to 100% the greater of the outstanding principal amount thereoffollowing amounts, plus plus, in each case, accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued interest, if any, to, but excluding, the date fixed for redemption.Redemption Date: (iiA) Notice 100% of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder the principal amount of the Notes to be redeemed, not less than thirty or (30B) nor more than sixty the sum of the present values of the remaining scheduled payments of principal and interest (60) days prior exclusive of accrued and unpaid interest to the Redemption Date) on the Notes to be redeemed through the Par Call Date, at discounted to the Holder’s address appearing in Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indentureapplicable Treasury Rate plus 50 basis points. (iiiii) If Notwithstanding the foregoing, at any time on or after December 15, 2025, the Company elects may redeem some or all of the Notes at any time, or from time to redeem only time, at a portion Redemption Price equal to 100% of the principal amount of the Notes to be redeemed plus, in each case, accrued and unpaid interest, if any, to, but excluding, the Redemption Date. For purposes of calculating the Redemption Price in connection with the redemption of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of on any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (iv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not following terms have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.meanings set forth below:

Appears in 1 contract

Samples: Seventh Supplemental Indenture (FS KKR Capital Corp)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.755.25% Notes due September 30, 2025.” The Notes shall bear a CUSIP number of 78590A 406 427096 854 and an ISIN number of US78590A4067US4270968542. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 3043.04, 3053.05, 3063.06, 9069.06, 1107 11.07 or 1305 13.05 of the Base Indenture, and except for any Securities that, pursuant to Section 303 3.03 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 75,000,000 (or up to $14,950,000 aggregate principal amount 86,250,000 if the underwriters’ option to purchase additional Securities Notes is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September April 30, 2025, unless earlier redeemed or repurchased in accordance with the provisions of the Indenture. (d) The rate at which the Notes shall bear interest shall be 7.755.25% per annumannum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be April 26, 2018, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March January 30, June April 30, September 30 July 30, and December October 30 of each year, commencing December July 30, 2020 2018 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4April 26, 20202018, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March January 15, June April 15, September 15, July 15 or December October 15 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office Corporate Trust Office of the Trustee located at 100 Xxxxxxxx Xxxxxx, Xx. Xxxx, XX 55107, Attention: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Fifth Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 2.03 and 305 3.05 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 14.02 or Section 1403 14.03 of the Base Indenture. Covenant defeasance contained in Section 1403 14.03 of the Base Indenture shall apply to the covenants contained in Sections 100610.06, 1008 10.08, and 1009 10.09 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 11.01 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4April 30, 20222021, at a redemption price equal to 100% of the outstanding principal amount thereof, thereof plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, provided that so long as the Notes are registered to Cede & Co., such notice shall be given in accordance with the Trustee’s and the Depositary’s standard practices and procedures, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 11.04 of the Base Indenture. (iii) Any exercise of the Company’s option to redeem the Notes will be done in compliance with the Indenture and the Investment Company Act, to the extent applicable. (iv) If the Company elects to redeem only a portion of the Notes, the Trustee or, with respect to Global Notes, the Depositary will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 11.03 of the Base Indenture and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listedlisted (which rules will be certified to the Trustee by the Company or such national securities exchange at the Trustee’s request), in each case case, to the extent applicable. (ivv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 12.01 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: Fifth Supplemental Indenture (Hercules Capital, Inc.)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.755.375% Notes due September 30, 20252024.” The Notes shall bear a CUSIP number of 78590A 406 316500 404 and an ISIN number of US78590A4067US3165004041, as may be supplemented or replaced from time to time. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 55,000,000 (or up to $14,950,000 63,250,000 aggregate principal amount if the underwriters’ overallotment option to purchase additional Securities Notes is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes; provided that, if such Additional Notes are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes, then such Additional Notes will have different CUSIP numbers from the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30November 1, 20252024, unless earlier redeemed or repurchased in accordance with the provisions of the this Third Supplemental Indenture. (d) The rate at which the Notes shall bear interest shall be 7.755.375% per annumannum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be October 16, 2019, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30February 1, June 30May 1, September 30 August 1 and December 30 November 1 of each year, commencing December 30February 1, 2020 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4October 16, 20202019, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March January 15, June April 15, September 15, or December July 15 and October 15 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 000 Xxxxxxxx Xxxxxx, Xx. Xxxx, XX MN 55107, Attention: Sachem Capital Corp. Fidus Investment Corporation (7.755.375% Notes Due September 30, 20252024) (Kxxxx X. Xxxxx, Vice President) or and at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Supplemental Indenture. Each Global Note shall represent the aggregate amount of the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 10061007, 1008 1008, 1009, and 1009 1010 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4November 1, 20222021, at a redemption price Redemption Price equal to 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemptionRedemption Date. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) Any exercise of the Company’s option to redeem the Notes will be done in compliance with the Indenture and the Investment Company Act, to the extent applicable. (iv) If the Company elects to redeem only a portion of the Notes, the Trustee or, with respect to the Global Notes, the Depositary will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (ivv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 12.01 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: Third Supplemental Indenture (FIDUS INVESTMENT Corp)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.756.950% Notes due September 30, 20252029.” The Notes shall bear a CUSIP number of 78590A 406 56035L AH7 and an ISIN number of US78590A4067US56035LAH78. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 (or up to $14,950,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full)350,000,000. Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case case, “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes; provided that, if such Additional Notes are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes, then such Additional Notes will have different CUSIP numbers from the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30March 1, 20252029, unless earlier redeemed or repurchased in accordance with the provisions of the this Sixth Supplemental Indenture. (d) The rate at which the Notes shall bear interest shall be 7.756.950% per annumannum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be January 12, 2024, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30, June 30, 1 and September 30 and December 30 1 of each year, commencing December 30September 1, 2020 2024 (if an Interest Payment Date, Redemption Date or date of Maturity falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4January 12, 20202024, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, February 15 or December August 15 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the trust office of the Trustee located at 100 Xxxxxxxx Xxxxxxin New York, Xx. Xxxx, XX 55107, Attention: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or at such other address as designated by the Trustee, New York in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Sixth Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1007 and 1008 and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Prior to the Par Call Date, the Company may redeem the Notes will be redeemable at the Company’s option, in whole or in part part, at any time or and from time to time, at a Redemption Price (expressed as a percentage of principal amount and rounded to three decimal places) equal to the option greater of: (1) the sum of the Companypresent values of the remaining scheduled payments of principal and interest thereon discounted to the Redemption Date (assuming the Notes matured on the Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 45 basis points less (2) interest accrued to the date of redemption, on or after September 4, 2022, at a redemption price equal to and (b) 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior plus, in either case, accrued and unpaid interest thereon to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iiiii) If On or after the Par Call Date, the Company elects to may redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes in whole or in part, at any time and from time to be redeemedtime, in accordance with Section 1103 at a Redemption Price equal to 100% of the Base Indenture and the Investment Company Act and the rules principal amount of any national securities exchange or quotation system on which the Notes are listed, in each case being redeemed plus accrued and unpaid interest thereon to the extent applicable. (iv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: Supplemental Indenture (Main Street Capital CORP)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.755.50% Notes due September 30, 2025.2024and shall be designated as Senior Securities under the Indenture. The Notes shall bear a CUSIP number of 78590A 406 708062 401 and an ISIN number of US78590A4067US7080624015. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 906 or 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 75,000,000 aggregate principal amount (or including up to $14,950,000 11,250,000 aggregate principal amount if pursuant to the underwriters’ option to purchase additional Securities is exercised in fulloverallotment option). Under a Board Resolution, Officers’ Officer’s Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case case, “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes. Any Additional Notes and the existing Notes will shall constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30October 15, 2025, unless earlier redeemed or repurchased in accordance with the provisions of the Indenture2024. (d) The rate at which the Notes shall bear interest shall be 7.755.50% per annumannum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be September 27, 2019, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30January 15, June 30April 15, September 30 July 15 and December 30 October 15 of each year, commencing December 30January 15, 2020 (provided, that if an Interest Payment Date falls on a day that is not a Business DayDay in The City of New York, then the applicable interest payment will shall be made on the next succeeding Business Day and no additional interest will shall accrue as a result of such delayed payment). The ; the initial interest period will shall be the period from from, and including including, September 427, 20202019 (or the most recent Interest Payment Date to which interest has been paid or provided for), to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will shall be the periods from from, and including including, an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will shall be paid to the Person in whose name the Note (or one or more Predecessor Securitiespredecessor Notes) is registered at the close of business on the Regular Record Date for such interest, which shall be March 15January 3, June 15April 3, September 15July 3 and October 3 of each year, or December 15 commencing January 3, 2020 (whether or provided, that if a Regular Record Date falls on a day that is not a Business Day in The City of New York, then that Regular Record Date shall be the next succeeding Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will shall be made at the office Corporate Trust Office of the Trustee located at 100 Xxxxxxxx Xxxxxx, Xx. Xxxx, XX 55107, Attention: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will shall be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate principal amount of outstanding Notes from time to time endorsed thereon and that the aggregate principal amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the principal amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will shall be redeemable in whole or in part part, at any time or from time to time, at the option of the Company, on or after September 4October 15, 20222021, at a redemption price equal to 100% of the outstanding principal amount thereof, $25 per Note plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemptionRedemption Date. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture and the delivery of such shall be subject to the terms of the Indenture. (iii) Any exercise of the Company’s option to redeem the Notes shall be done in compliance with the Investment Company Act (as defined below). (iv) If the Company elects to redeem only a portion of the Notes, the Trustee will shall determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicableAct. (ivv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will shall cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will shall not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: Third Supplemental Indenture (Pennantpark Investment Corp)

Terms of the Notes. Section 1.01 The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.75[_____]% Notes due September 30, 20252029.” The Notes shall bear a CUSIP number of 78590A 406 [__________] and an ISIN number of US78590A4067US[__________]. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections Section 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 [__________] (or up to $14,950,000 [__________] aggregate principal amount if the underwriters’ over-allotment option to purchase additional Securities is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplementa Future Supplemental Indenture, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The Stated Maturity of the Notes shall be [__________], 2029. The entire outstanding principal of the Notes shall be payable on September 30, 2025the Stated Maturity, unless earlier redeemed or repurchased in accordance with the provisions of the Indenture. (d) The rate at which the Notes shall bear interest shall be 7.75[_____]% per annum. The date from which interest shall accrue on the Notes shall be [__________], 2024 or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 3031, June 30, September 30 and December 30 31 of each year, commencing December 30[__________], 2020 2024 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4[__________], 20202024, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or 15 and December 15 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of the principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx 6000 00xx Xxxxxx, Xx. XxxxXxxxxxxx, XX 55107Xxx Xxxx 00000, Attention: Sachem Great Elm Capital Corp. (7.75[_____]% Notes Due September 30, 2025due 2029) (Kxxxx X. Xxxxx, Vice President) or and at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Sixth Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate principal amount of outstanding Notes from time to time endorsed thereon and that the aggregate principal amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 1009 and 1009 1010 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4[__________], 20222026, at a redemption price equal to 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and electronically delivered through The Depository Trust Company or mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) Any exercise of the Company’s option to redeem the Notes will be done in compliance with the Investment Company Act, to the extent applicable. (iv) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and Indenture, the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (ivv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. Nothing in this Section shall prohibit purchases by the Company in the open market, private transactions or otherwise prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture. (m) For the avoidance of doubt, the reference in Section 301 of the Base Indenture to Senior Securities being unsubordinated and ranking equally and “pari passu” to all other Senior Indebtedness is intended to reflect that, notwithstanding that the Senior Securities are unsecured, the Senior Securities rank equally with the Senior Indebtedness solely with respect to the right to seek and enforce payment from the Company but not in terms of any collateral security or access to collateral or right to distributions or payments of proceeds of any collateral (including without limitation, cash, accounts or other assets of the Company or any of its subsidiaries), as to which the Senior Indebtedness has priority at all times.

Appears in 1 contract

Samples: Supplemental Indenture (Great Elm Capital Corp.)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.75% Notes due September 30, 2025.” The Notes shall bear a CUSIP number of 78590A 406 and an ISIN of US78590A4067. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 (or up to $14,950,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30, 2025, unless earlier redeemed or repurchased in accordance with the provisions of the Indenture. (d) The rate at which the Notes shall bear interest shall be 7.75% per annum. The Interest Payment Dates for the Notes shall be March 30, June 30, September 30 and December 30 of each year, commencing December 30, 2020 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The initial interest period will be the period from and including September 4, 2020, to, but excluding, December 30, 2020, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or December 15 (whether or not a Business Day), as the case may be, immediately preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 000 Xxxxxxxx Xxxxxx, Xx. Xxxx, XX MN 55107, Attention: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx Xxxxx X. Xxxxx, Vice President) or at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4, 2022, at a redemption price equal to 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (iv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: Third Supplemental Indenture (Sachem Capital Corp.)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.756.00% Notes due September March 30, 20252027.” The Notes shall bear a CUSIP number of 78590A 406 703 and an ISIN of US78590A4067US78590A7037. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 50,000,000 (or up to $14,950,000 57,500,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September March 30, 20252027, unless earlier redeemed or repurchased in accordance with the provisions of the Indenture. (d) The rate at which the Notes shall bear interest shall be 7.756.00% per annum. The Interest Payment Dates for the Notes shall be March 30, June 30, September 30 and December 30 of each year, commencing December June 30, 2020 2022 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The initial interest period will be the period from and including September 4March 9, 20202022, to, but excluding, December June 30, 20202022, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or December 15 (whether or not a Business Day), as the case may be, immediately preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 000 Xxxxxxxx Xxxxxx, Xx. Xxxx, XX MN 55107, Attention: Sachem Capital Corp. (7.756.00% Notes Due September March 30, 20252027) (Kxxxx Xxxxx X. Xxxxx, Vice President) or at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Fifth Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4March 9, 20222024, at a redemption price equal to 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (iv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: Supplemental Indenture (Sachem Capital Corp.)

Terms of the Notes. Section 1.01. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.754.750% Notes due September 30, 2025.” 2022”. The Notes shall bear a CUSIP number of 78590A 406 302635 AC1 and an ISIN number of US78590A4067US302635AC17. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 (or up to $14,950,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full)275,000,000. Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes; provided that, if such Additional Notes are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes, then such Additional Notes will have different CUSIP numbers from the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30May 15, 20252022, unless earlier redeemed or repurchased in accordance with the provisions of the this Third Supplemental Indenture. (d) The rate at which the Notes shall bear interest shall be 7.754.750% per annumannum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be April 30, 2015, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30, June 30, September 30 May 15th and December 30 November 15th of each year, commencing December 30November 15, 2020 2015 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4April 30, 20202015 (or the most recent Interest Payment Date to which interest has been paid or provided for), to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at 5:00 p.m. New York City time, or the close of business business, on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or December 15 May 1 and November 1 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx Xxx Xxxxxxx Xxxxxx, Xx. Xxxx00xx Xxxxx, Xxxxxx, XX 55107, Attention: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or 00000 and at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company Company, payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York, until a successor shall have been appointed and becomes such person, and thereafter, Depositary shall mean or include such successor. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1007 and 1008 and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable redeemable, in whole or in part part, at any time time, or from time to time, at the option of the Company, on or after September 4, 2022, at a redemption price Redemption Price equal to the greater of the following amounts, plus, in each case, accrued and unpaid interest to the Redemption Date: (A) 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty or (30B) nor more than sixty the sum of the present values of the remaining scheduled payments of principal and interest (60) days prior exclusive of accrued and unpaid interest to the Redemption Date, at ) on the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using the applicable Treasury Rate plus 50 basis points. (ii) Notwithstanding the foregoing, at any time on or after April 15, 2022, the Company may redeem some or all of the Base Indenture and Notes, at any time, or from time to time, at a Redemption Price equal to 100% of the Investment Company Act and the rules principal amount of any national securities exchange or quotation system on which the Notes are listedto be redeemed plus, in each case case, accrued and unpaid interest to the extent applicable. (iv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on . For purposes of calculating the Notes called for Redemption Price in connection with the redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of Notes, on any Redemption Date, the Notes will not following terms have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.meanings set forth below:

Appears in 1 contract

Samples: Third Supplemental Indenture (FS Investment CORP)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.756.75% Notes due September 30, 20252031.” The Notes shall bear a CUSIP number of 78590A 406 691543 706 and an ISIN number of US78590A4067US6915437064. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 87,000,000 (or up to $14,950,000 100,000,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30March 31, 2025, unless earlier redeemed or repurchased in accordance with the provisions of the Indenture2031. (d) The rate at which the Notes shall bear interest shall be 7.756.75% per annumannum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be March 16, 2021, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 3031, June 30, September 30 and December 30 31 of each year, commencing December June 30, 2020 2021 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4March 16, 20202021, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or 15 and December 15 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 000 Xxxxxxxx Xxxxxx, Xx. Xxxx, XX MN 55107, Attention: Sachem Oxford Lane Capital Corp. (7.756.75% Notes Due September 30, 2025due 2031) (Kxxxx X. Xxxxx, Vice President) or and at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third First Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 10061007, 1008 1008, and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4March 16, 20222024, at a redemption price equal to 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) Any exercise of the Company’s option to redeem the Notes will be done in compliance with the Investment Company Act, to the extent applicable. (iv) If the Company elects to redeem only a portion of the Notes, the Trustee or the Depositary, as applicable, will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (ivv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: First Supplemental Indenture (Oxford Lane Capital Corp.)

Terms of the Notes. Section 1.01 The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.75[ ]% Notes due September 30, 20252028.” The Notes shall bear a CUSIP number of 78590A 406 [ ] and an ISIN number of US78590A4067US[ ]. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections Section 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 [ ] (or up to $14,950,000 [ ] aggregate principal amount if the underwriters’ over-allotment option to purchase additional Securities is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplementa Future Supplemental Indenture, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The Stated Maturity of the Notes shall be [ ], 2028. The entire outstanding principal of the Notes shall be payable on September 30, 2025the Stated Maturity, unless earlier redeemed or repurchased in accordance with the provisions of the Indenture. (d) The rate at which the Notes shall bear interest shall be 7.75[ ]% per annum. The date from which interest shall accrue on the Notes shall be [ ], 2023 or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 3031, June 30, September 30 and December 30 31 of each year, commencing December 30[ ], 2020 2023 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4[ ], 20202023, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or 15 and December 15 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of the principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx 6000 00xx Xxxxxx, Xx. XxxxXxxxxxxx, XX 55107Xxx Xxxx 00000, Attention: Sachem Great Elm Capital Corp. (7.75[ ]% Notes Due September 30, 2025due 2028) (Kxxxx X. Xxxxx, Vice President) or and at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Fifth Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate principal amount of outstanding Notes from time to time endorsed thereon and that the aggregate principal amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 1009 and 1009 1010 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4[ ], 20222025, at a redemption price equal to 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and electronically delivered through The Depository Trust Company or mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) Any exercise of the Company’s option to redeem the Notes will be done in compliance with the Investment Company Act, to the extent applicable. (iv) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and Indenture, the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (ivv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. Nothing in this Section shall prohibit purchases by the Company in the open market, private transactions or otherwise prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture. (m) For the avoidance of doubt, the reference in Section 301 of the Base Indenture to Senior Securities being unsubordinated and ranking equally and “pari passu” to all other Senior Indebtedness is intended to reflect that, notwithstanding that the Senior Securities are unsecured, the Senior Securities rank equally with the Senior Indebtedness solely with respect to the right to seek and enforce payment from the Company but not in terms of any collateral security or access to collateral or right to distributions or payments of proceeds of any collateral (including without limitation, cash, accounts or other assets of the Company or any of its subsidiaries), as to which the Senior Indebtedness has priority at all times.

Appears in 1 contract

Samples: Supplemental Indenture (Great Elm Capital Corp.)

Terms of the Notes. Section 1.01. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.754.250% Notes due September 30, 2025.” 2020”. The Notes shall bear a CUSIP number of 78590A 406 000000XX0 and an ISIN number of US78590A4067US302635AB34. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 (or up to $14,950,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full)325,000,000. Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes; provided that, if such Additional Notes are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes, then such Additional Notes will have different CUSIP numbers from the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30January 15, 20252020, unless earlier redeemed or repurchased in accordance with the provisions of the this Second Supplemental Indenture. (d) The rate at which the Notes shall bear interest shall be 7.754.250% per annumannum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be December 3, 2014, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30, June 30, September 30 January 15th and December 30 July 15th of each year, commencing December 30July 15, 2020 2015 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4December 3, 20202014 (or the most recent Interest Payment Date to which interest has been paid or provided for), to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at 5:00 p.m. New York City time, or the close of business business, on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or December 15 January 1 and July 1 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx Xxx Xxxxxxx Xxxxxx, Xx. Xxxx00xx Xxxxx, Xxxxxx, XX 55107, Attention: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or 00000 and at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company Company, payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Second Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York, until a successor shall have been appointed and becomes such person, and thereafter, Depositary shall mean or include such successor. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1007 and 1008 and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable redeemable, in whole or in part part, at any time time, or from time to time, at the option of the Company, on or after September 4, 2022, at a redemption price Redemption Price equal to the greater of the following amounts, plus, in each case, accrued and unpaid interest to the Redemption Date: (A) 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty or (30B) nor more than sixty the sum of the present values of the remaining scheduled payments of principal and interest (60) days prior exclusive of accrued and unpaid interest to the Redemption Date, at ) on the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using the applicable Treasury Rate plus 45 basis points. (ii) Notwithstanding the foregoing, at any time on or after December 15, 2019, the Company may redeem some or all of the Base Indenture and Notes, at any time, or from time to time, at a Redemption Price equal to 100% of the Investment Company Act and the rules principal amount of any national securities exchange or quotation system on which the Notes are listedto be redeemed plus, in each case case, accrued and unpaid interest to the extent applicable. (iv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on . For purposes of calculating the Notes called for Redemption Price in connection with the redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of Notes, on any Redemption Date, the Notes will not following terms have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.meanings set forth below:

Appears in 1 contract

Samples: Second Supplemental Indenture (FS Investment CORP)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.754.000% Notes due September 30, 2025.” 2019”. The Notes shall bear a CUSIP number of 78590A 406 302635 AA5 and an ISIN number of US78590A4067US302635AA50. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 (or up to $14,950,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full)400,000,000. Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes; provided that, if such Additional Notes are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes, then such Additional Notes will have different CUSIP numbers from the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30July 15, 20252019, unless earlier redeemed or repurchased in accordance with the provisions of the this First Supplemental Indenture. (d) The rate at which the Notes shall bear interest shall be 7.754.000% per annumannum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be July 14, 2014, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30, June 30, September 30 January 15th and December 30 July 15th of each year, commencing December 30January 15, 2020 2015 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4July 14, 20202014 (or the most recent Interest Payment Date to which interest has been paid or provided for), to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at 5:00 p.m. New York City time, or the close of business business, on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or December 15 January 1 and July 1 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx Xxx Xxxxxxx Xxxxxx, Xx. Xxxx00xx Xxxxx, Xxxxxx, XX 55107, Attention: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or 00000 and at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company Company, payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third First Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York, until a successor shall have been appointed and becomes such person, and thereafter, Depositary shall mean or include such successor. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1007 and 1008 and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable redeemable, in whole or in part part, at any time time, or from time to time, at the option of the Company, on or after September 4, 2022, at a redemption price Redemption Price equal to the greater of the following amounts, plus, in each case, accrued and unpaid interest to the Redemption Date: (A) 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty or (30B) nor more than sixty the sum of the present values of the remaining scheduled payments of principal and interest (60) days prior exclusive of accrued and unpaid interest to the Redemption Date, at ) on the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using the applicable Treasury Rate plus 40 basis points. For purposes of calculating the Redemption Price in accordance connection with Section 1103 the redemption of the Base Indenture and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (iv) Unless the Company defaults in payment of the Redemption PriceNotes, on and after the any Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not following terms have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.meanings set forth below:

Appears in 1 contract

Samples: First Supplemental Indenture (FS Investment CORP)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.752.500% Notes due September 30, 20252026.” The Notes shall bear a CUSIP number of 78590A 406 38173M AB8 and an ISIN number of US78590A4067US38173MAB81. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 3043.04, 3053.05, 3063.06, 9069.06, 1107 11.07 or 1305 13.05 of the Base Indenture, and except for any Securities that, pursuant to Section 303 3.03 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 (or up to $14,950,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full)400,000,000. Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplementFuture Supplemental Indenture, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes provided that, if such Additional Notes are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes, then such Additional Notes will have different CUSIP numbers from the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30August 24, 20252026, unless earlier redeemed or repurchased in accordance with the provisions of the this Second Supplemental Indenture. (d) The rate at which the Notes shall bear interest shall be 7.752.500% per annum. The date from which interest shall accrue on the Notes shall be February 24, 2021, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30, June 30, September 30 February 24 and December 30 August 24 of each year, commencing December 30August 24, 2020 2021 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4February 24, 20202021 (or the most recent Interest Payment Date to which interest has been paid or provided for), to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or December 15 February 1 and August 1 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office Corporate Trust Office of the Trustee located at 100 Xxxxxxxx Xxxxxx, Xx. Xxxx, XX 55107, Attention: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by (1) check mailed to the address of the Person entitled thereto as such address shall appear in the Security RegisterRegister or (2) transfer to an account maintained by the Person entitled thereto located in the United States; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Second Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 2.03 and 305 3.05 of the Base Indenture. (f) The depositary depository for such Global Notes (the “DepositaryDepository”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 14.02 or Section 1403 14.03 of the Base Indenture. Covenant defeasance contained in Section 1403 14.03 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 10.08 and 1009 10.09 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 11.01 of the Base Indenture and as follows: (iA) The Notes will be redeemable redeemable, in whole or in part part, at any time time, or from time to time, at the option of the Company, on or after September 4, 2022, at a redemption price Redemption Price equal to 100% the greater of the outstanding principal amount thereoffollowing amounts, plus plus, in each case, accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption.Redemption Date: (ii1) Notice 100% of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder the principal amount of the Notes to be redeemed, not less than thirty or (302) nor more than sixty the sum of the present values of the remaining scheduled payments of principal and interest (60) days prior exclusive of accrued and unpaid interest to the Redemption Date) on the Notes to be redeemed through the Par Call Date, at discounted to the Holder’s address appearing in Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indentureapplicable Treasury Rate plus 30 basis points. (iiiB) If Notwithstanding the foregoing, at any time on or after July 24, 2026, the Company elects to may redeem only a portion some or all of the Notes, Notes at any time or from time to time at a Redemption Price equal to 100% of the Trustee will determine principal amount of the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture plus accrued and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listedunpaid interest, in each case to the extent applicable. (iv) Unless the Company defaults in payment of the Redemption Priceif any, on and after to, but excluding, the Redemption Date, interest will cease to accrue on . For purposes of calculating the Notes called for Redemption Price in connection with the redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes Notes, on any Redemption Date, the following terms shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.meanings set forth below:

Appears in 1 contract

Samples: Second Supplemental Indenture (GOLUB CAPITAL BDC, Inc.)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.75% Notes due September 30, 2025.” 2028”. The Notes shall bear a CUSIP number of 78590A 406 376535 886 and an ISIN number of US78590A4067US3765358862, as may be supplemented or replaced from time to time. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 3042.05, 3052.06, 3062.07, 9063.02(a) and 9.04, 1107 or 1305 of the Base Indenture, and except for any Securities that) shall be $57,000,000 aggregate principal amount (or, pursuant to Section 303 of the Base Indenturea Company Order, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 (or up to $14,950,000 57,500,000 aggregate principal amount if the underwriters’ overallotment option to purchase additional Securities Notes is exercised in full). Under a Board Resolution, Officers’ Officer’s Certificate pursuant to Board Resolutions or an indenture supplementa Future Supplemental Indenture, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case case, “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes; provided that, if such Additional Notes are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes, then such Additional Notes shall have different CUSIP numbers from the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes will shall constitute a single series under the Indenture Indenture, and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 301, 2025, 2028 unless earlier redeemed or repurchased in accordance with the provisions of the Indenture. (d) The rate at which the Notes shall bear interest shall be 7.75% per annum. The date from which interest shall accrue on the Notes shall be August 17, 2023, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 301, June 301, September 30 1 and December 30 1 of each year, commencing December 301, 2020 2023 (provided that, if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will shall be made on the next succeeding Business Day and no additional interest will shall accrue as a result of such delayed payment). The ; the initial interest period will shall be the period from and including September 4August 17, 20202023, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will shall be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will shall be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March February 15, June May 15, September 15, August 15 or December November 15 (whether or not a Business Day), as the case may be, immediately preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will shall be made at the office of the Trustee located at 100 000 Xxxxxxxx Xxxxxx, Xx. Xxxx, XX 55107, MN 55107 Attention: Sachem Gladstone Capital Corp. Corporation (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President2028) or at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that that, at the option of the Company Company, payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that that, at the request of the registered Holder, the Company will pay the principal of (and premium, if any, on) and interest, if any, on the Notes by wire transfer of immediately available funds to an account at a bank in St. Xxxx, MN, on the date when such amount is due and payable and as further set forth in Section 4.01 of the Indenture; provided, further, however, that, so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will shall be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Fifth Supplemental Indenture. Each Global Note shall represent the aggregate principal amount of the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate principal amount of outstanding Notes from time to time endorsed thereon and that the aggregate principal amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a new Global Note to reflect reflecting the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 Section 3.03 of the Base Indenture. (f) The depositary for such Global Notes (the “DepositaryDepository”) shall be The Depository Trust Company, New York, New YorkDTC. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 3.01 of the Base Indenture and as follows: (i) The Notes will shall be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 41, 20222025, at a redemption price Redemption Price equal to 100% of the outstanding principal amount thereof, thereof plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemptionRedemption Date. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 3.02(a) of the Base Indenture. (iii) Any exercise of the Company’s option to redeem the Notes shall be done in compliance with the Indenture and the Investment Company Act, to the extent applicable. (iv) If the Company elects to redeem only a portion of the Notes, the Trustee will or, with respect to the Global Notes, the Depository shall determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 3.02(b) of the Base Indenture and Indenture, the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (ivv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will shall cease to accrue on the Notes called for redemption hereunder. (ih) The Notes shall not be subject to any sinking fund pursuant to Section 1201 3.04 of the Base Indenture. (ji) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (kj) Holders of the Notes will shall not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: Supplemental Indenture (Gladstone Capital Corp)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.756.00% Notes due September 30, 20252026.” The Notes shall bear a CUSIP number of 78590A 406 88104K 105 and an ISIN number of US78590A4067US88104K1051. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 78,500,000 (or up to $14,950,000 90,000,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September June 30, 2025, unless earlier redeemed or repurchased in accordance with the provisions of the Indenture2026. (d) The rate at which the Notes shall bear interest shall be 7.756.00% per annumannum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be June 10, 2021 or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30, June 30, September 30 and December 30 of each year, commencing December September 30, 2020 2021 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4June 10, 20202021, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or 15 and December 15 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx 000 Xxxx Xxxxxx, Xx. Xxxxx 000, Xxx Xxxx, XX 55107, Attention00000 Attn: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or Global Corporate Trust & Custody and at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third First Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4June 30, 20222023, at a redemption price equal to 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) Any exercise of the Company’s option to redeem the Notes will be done in compliance with the Investment Company Act, to the extent applicable. (iv) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (ivv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: First Supplemental Indenture (Terra Property Trust, Inc.)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.757.875% Notes due September 30, 2025.2028The Notes and shall bear a CUSIP number of 78590A 406 96524V 403 and an ISIN number of US78590A4067US96524V4032. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 3043.04, 3053.05, 3063.06, 9069.06, 1107 11.07 or 1305 13.05 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 30,000,000 (or up to $14,950,000 34,500,000 aggregate principal amount if the underwriters’ overallotment option to purchase additional Securities Notes is exercised in full). Under a Board Resolution, Officers’ Officer’s Certificate pursuant to Board Resolutions or an indenture supplementa Future Supplemental Indenture, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case case, “Additional Notes”) having the same ranking and the same interest rate, maturity maturity, CUSIP number and other terms as the Notes; provided that such Additional Notes must be part of the same issue as the Notes for U.S. federal income tax purposes if represented by the same CUSIP number as the Notes. Any Additional Notes and the existing Notes will shall constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding Outstanding principal amount of the Notes shall be payable on September 3015, 20252028, unless earlier redeemed or repurchased in accordance with the provisions of the this Third Supplemental Indenture. (d) The rate at which the Notes shall bear interest shall be 7.757.875% per annumannum of the aggregate principal amount. The date from which interest shall accrue on the Notes shall be August 24, 2023, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 3015, June 3015, September 30 15 and December 30 15 of each year, commencing December 30September 15, 2020 2023 (provided, that if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will shall be made on the next succeeding Business Day with the same force and effect as if made on the scheduled Interest Payment Date and no additional interest will shall accrue as a result of such delayed payment). The ; the initial interest period will shall be the period from and including September 4August 24, 20202023 (or the most recent Interest Payment Date to which interest has been paid or provided for), to, but excludingnot including, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will shall be the periods from and including an Interest Payment Date to, but excludingnot including, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will shall be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March 151, June 151, September 15, or 1 and December 15 1 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will shall be made at the office Corporate Trust Office of the Trustee located at 100 Xxxxxxxx XxxxxxPaying Agent, Xx. Xxxx, XX 55107, Attention: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or at such other address as designated by which shall initially be the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that in the case of Notes that are not in global form, at the option of the Company Company, payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will shall be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Supplemental Indenture. Each Global Note shall represent the outstanding aggregate principal amount of Outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate principal amount of outstanding Outstanding Notes from time to time endorsed thereon and that the aggregate principal amount of outstanding Outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the principal amount of outstanding Outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 2.03 and 305 3.05 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 14.02 or Section 1403 14.03 of the Base Indenture. Covenant defeasance contained in Section 1403 14.03 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 10.08 and 1009 10.09 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 11.01 of the Base Indenture and as follows: (i) The Notes will shall be redeemable redeemable, in whole or in part part, at any time time, or from time to time, at the option of the Company, on or after September 415, 20222025, at a redemption price Redemption Price equal to 100% of the outstanding aggregate principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemptionRedemption Date. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, or sent electronically in accordance with the applicable procedures of the Depositary (as defined herein) with respect to Notes in global form, to each Holder of the Notes to be redeemed, not less than thirty (30) 30 nor more than sixty (60) 60 days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 11.04 of the Base Indenture and the delivery of such shall be subject to the terms of the Indenture. (iii) If Any exercise of the Company elects Company’s option to redeem only a portion of the Notes, Notes shall be done in compliance with the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listedAct, in each case to the extent applicable. (iv) If less than all of the Notes are to be redeemed at any time, the Trustee shall select the Notes to be redeemed by lot or such similar method in accordance with the procedures of the Depositary. (v) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will shall cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 12.01 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will shall not have the option to have the Notes repaid prior to September 15, 2028 other than in accordance with Article Thirteen of the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Base Indenture.

Appears in 1 contract

Samples: Third Supplemental Indenture (WhiteHorse Finance, Inc.)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.756.00% Notes due September December 30, 20252026.” The Notes shall bear a CUSIP number of 78590A 406 604 and an ISIN of US78590A4067US78590A6047. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 45,000,000 (or up to $14,950,000 51,750,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September December 30, 20252026, unless earlier redeemed or repurchased in accordance with the provisions of the Indenture. (d) The rate at which the Notes shall bear interest shall be 7.756.00% per annum. The Interest Payment Dates for the Notes shall be March 30, June 30, September 30 and December 30 of each year, commencing December 30Mxxxx 00, 2020 0000 (if xx an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The initial interest period will be the period from and including September 4December 20, 20202021, to, but excluding, December March 30, 20202022, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or December 15 (whether or not a Business Day), as the case may be, immediately preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx Xxxxxx, Xx. Xxxx, XX 55107, Attention: Sachem Capital Corp. (7.756.00% Notes Due September December 30, 20252026) (Kxxxx X. Xxxxx, Vice President) or at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Fourth Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4December 20, 20222023, at a redemption price equal to 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (iv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: Supplemental Indenture (Sachem Capital Corp.)

Terms of the Notes. Section 1.01. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.756.000% Senior Notes due September 30, 20252026.” The Notes shall bear a CUSIP number of 78590A 406 000000000 and an ISIN number of US78590A4067US0413568090. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be $33,500,000 aggregate principal amount of Notes to be issued on the date hereof, and up to $13,000,000 (or up to $14,950,000 5,000,000 aggregate principal amount if of Notes (having the underwriters’ same terms and forming part of the same series as the initially issued Notes) that may be issued, upon a Company Order, on or prior to August 6, 2021 pursuant to the overallotment option granted to purchase additional Securities is exercised in full)the underwriters pursuant to the Underwriting Agreement dated July 7, 2021 relating to the initial offer and sale of the Notes. Under a Board Resolution, Officers’ Certificate pursuant Resolution or supplemental indenture to Board Resolutions or an indenture supplementthe Base Indenture, the Company may from time to timemay, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) in an unlimited amount in one or more issuances from time to time, having the same ranking and the same interest rate, maturity and other terms and conditions as the Notes, except for issue date and, if applicable, the issue price, the initial interest payment date and the initial interest accrual date applicable thereto, either of which may differ from the respective terms of the previously issued Notes. Any Additional Notes and the existing Notes will constitute constitute, and otherwise be treated as, a single series under the Indenture and all Indenture. All references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. If Additional Notes are not fungible with any preexisting Notes for U.S. federal income tax purposes, as applicable, as determined by the Company, such Additional Notes may have a separate CUSIP number from any preexisting Notes. (c) The Company Order for the authentication and delivery of the Notes initially authenticated and delivered under the Indenture may set forth procedures acceptable to the Trustee for the issuance of Additional Notes and determining the terms of particular Notes, such as date of issuance and date from which interest shall accrue. (d) The entire outstanding principal of the Notes shall be payable on September 30August 1, 2025, unless earlier redeemed or repurchased in accordance with the provisions of the Indenture2026. (de) The rate at which the Notes shall bear interest shall be 7.756.000% per annumannum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be July 15, 2021, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30February 1, June 30May 1, September 30 August 1 and December 30 November 1 of each year, commencing December 30November 1, 2020 (if an Interest Payment Date falls on a day that is not a Business Day, then 2021; the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The initial interest period will be the period from and including September 4July 15, 20202021, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered in the Trustee’s records at the close of business on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or December the date that is 15 calendar days (whether or not a Business Day), as the case may be, ) immediately preceding such Interest Payment Date, even if that person no longer owns the Notes on the Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office Corporate Trust Office of the Trustee located at 100 Xxxxxxxx Xxxxxx, Xx. Xxxx, XX 55107, Attention: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or at such other address as designated by the Trustee, in New York in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by wire of immediately available funds or check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year consisting of twelve 30-day months. (ef) The principal of and interest on the Notes shall be payable at, any Notes that are Registered Securities may be surrendered for registration of transfer, exchange or conversion at, and notices or demands to or upon the Company in respect of the Notes and this Indenture may be served at, the Corporate Trust Office of the Trustee. (g) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third First Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (fh) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The initial Security Registrar and Paying Agent with respect to the Global Notes shall be the Trustee. (gi) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 and 1009 of the Indenture. (hj) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4August 1, 20222023, at a redemption price equal to 100% of the outstanding principal amount thereof, of the Notes being redeemed plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for of redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day deliverydelivery or delivered electronically, or, in case of Global Notes, transmitted in accordance with the Depositary’s procedures, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) Any exercise of the Company’s option to redeem the Notes will be done in compliance with the Indenture. (iv) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, redeemed in accordance with Section 1103 of the Base Indenture and shall be selected by lot; provided that in the Investment Company Act and case of Global Notes, beneficial interests therein will be selected for redemption by the rules of any national securities exchange or quotation system on which the Notes are listed, Depositary in each case to the extent applicableaccordance with its standard procedures therefor. (ivv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (ik) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (jl) The Notes shall be issuable in denominations of $25 25.00 and integral multiples of $25 25.00 in excess thereof. (km) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: First Supplemental Indenture (Arlington Asset Investment Corp.)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.756.00% Notes due September 30, 2025.” 2026”. The Notes shall bear a CUSIP number of 78590A 406 86887Q 208 and an ISIN number of US78590A4067US86887Q2084, as may be supplemented or replaced from time to time. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 70,000,000 (or up to $14,950,000 80,500,000 aggregate principal amount if the underwriters’ option to purchase additional Securities Notes is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplementa Future Supplemental Indenture, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case case, “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes; provided that, if such Additional Notes are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes, then such Additional Notes shall have different CUSIP numbers from the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes will shall constitute a single series under the Indenture Indenture, and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September December 30, 2025, 2026 unless earlier redeemed or repurchased in accordance with the provisions of the Indenture. (d) The rate at which the Notes shall bear interest shall be 7.756.00% per annum. The date from which interest shall accrue on the Notes shall be December 17, 2021, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30, June 30, September 30 30, and December 30 of each year, commencing December March 30, 2020 2022 (provided that, if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will shall be made on the next succeeding Business Day and no additional interest will shall accrue as a result of such delayed payment). The ; the initial interest period will shall be the period from and including September 4December 17, 20202021, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will shall be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will shall be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or and December 15 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will shall be made at the office of the Trustee located at 100 Xxxxxxxx Xxxxxx, Xx. Xxxx, XX 55107, Attention: Sachem SuRo Capital Corp. (7.756.00% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice Presidentdue 2026) or at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that that, at the option of the Company Company, payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that that, at the request of the registered Holder, the Company will pay the principal of (and premium, if any, on) and interest, if any, on the Notes by wire transfer of immediately available funds to an account at a bank in New York City, on the date when such amount is due and payable and as further set forth in Section 1001 of the Indenture; provided, further, however, that, so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will shall be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Second Supplemental Indenture. Each Global Note shall represent the aggregate principal amount of the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate principal amount of outstanding Notes from time to time endorsed thereon and that the aggregate principal amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “DepositaryDepository”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 10061007, 1008 1008, 1009, 1010, 1011 and 1009 1012 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will shall be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4December 30, 2022, 2024 at a redemption price Redemption Price equal to 100% of the outstanding principal amount thereof, thereof plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemptionRedemption Date. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) Any exercise of the Company’s option to redeem the Notes shall be done in compliance with the Indenture and the Investment Company Act, to the extent applicable. (iv) If the Company elects to redeem only a portion of the Notes, the Trustee will or, with respect to the Global Notes, the Depository shall determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and Indenture, the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (ivv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will shall cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will shall not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: Second Supplemental Indenture (Suro Capital Corp.)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.756.25% Notes due September 30, 20252026.” The Notes shall bear a CUSIP number of 78590A 406 69181V 305 and an ISIN number of US78590A4067US69181V3050. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 42,500,000 (or up to $14,950,000 48,875,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September April 30, 2025, unless earlier redeemed or repurchased in accordance with the provisions of the Indenture2026. (d) The rate at which the Notes shall bear interest shall be 7.756.25% per annumannum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be April 3, 2019, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March January 31, April 30, June 30, September 30 July 31 and December 30 October 31 of each year, commencing December 30July 31, 2020 2019 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4April 3, 20202019, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March January 15, June April 15, September 15, July 15 or December October 15 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx Xxxxxx, Xx. Xxxx, XX 55107, Attention: Sachem Oxford Square Capital Corp. (7.756.25% Notes Due September 30, 2025due 2026) (Kxxxx X. Xxxxx, Vice President) or and at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Second Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 10061007, 1008 1008, and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4April 30, 2022, at a redemption price equal to 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) Any exercise of the Company’s option to redeem the Notes will be done in compliance with the Investment Company Act, to the extent applicable. (iv) If the Company elects to redeem only a portion of the Notes, the Trustee or the Depositary, as applicable, will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (ivv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: Second Supplemental Indenture (Oxford Square Capital Corp.)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.756.375% Notes due September 30, 20252022.” The Notes shall bear a CUSIP number of 78590A 895848 406 and an ISIN number of US78590A4067US8958484060. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 3043.04, 3053.05, 3063.06, 9069.06, 1107 11.07 or 1305 13.05 of the Base Indenture, and except for any Securities thatwhich, pursuant to Section 303 3.03 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 75,000,000 (or up to $14,950,000 86,250,000 aggregate principal amount if the underwriters’ option to purchase additional Securities Notes is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30March 15, 2025, unless earlier redeemed or repurchased in accordance with the provisions of the Indenture2022. (d) The rate at which the Notes shall bear interest shall be 7.756.375% per annumannum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be February 6, 2015, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 3015, June 3015, September 30 15 and December 30 15 of each year, commencing December 30March 15, 2020 2015 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4February 6, 20202015, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor SecuritiesNotes) is registered at the close of business on the Regular Record Date for such interest, which shall be March 151, June 151, September 15, or 1 and December 15 1 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office Corporate Trust Office of the Trustee located at 100 Xxxxxxxx Xxxxxxin New York, Xx. Xxxx, XX 55107, Attention: Sachem Capital Corp. (7.75% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President) or at such other address as designated by the Trustee, New York in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 2.03 and 305 3.05 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 14.02 or Section 1403 14.03 of the Base Indenture. Covenant defeasance contained in Section 1403 14.03 of the Base Indenture shall apply to the covenants contained in Sections 100610.06, 1008 10.08, 10.09, and 1009 10.10 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 11.01 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4March 15, 20222018, at a redemption price equal to 100% of the outstanding principal amount thereof, thereof plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 11.04 of the Base Indenture. (iii) Any exercise of the Company’s option to redeem the Notes will be done in compliance with the Investment Company Act, to the extent applicable. (iv) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 11.03 of the Base Indenture and Indenture, the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case case, to the extent applicable. (ivv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 12.01 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: Third Supplemental Indenture (Triangle Capital CORP)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.756.875% Notes due September December 30, 20252024.” The Notes shall bear a CUSIP number of 78590A 406 307 and an ISIN of US78590A4067US78590A3077. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 30,000,000 (or up to $14,950,000 34,500,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September December 30, 20252024, unless earlier redeemed or repurchased in accordance with the provisions of the Indenture. (d) The rate at which the Notes shall bear interest shall be 7.756.875% per annum. The Interest Payment Dates for the Notes shall be March 30, June 30, September 30 and December 30 of each year, commencing December 30, 2020 2019 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The initial interest period will be the period from and including September 4November 7, 20202019, to, but excluding, December 30, 20202019, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or December 15 (whether or not a Business Day), as the case may be, immediately preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx Xxxxxx, Xx. Xxxx, XX 55107, Attention: Sachem Capital Corp. (7.756.875% Notes Due September December 30, 20252024) (Kxxxx X. Xxxxx, Vice President) or at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Second Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4November 7, 20222021, at a redemption price equal to 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (iv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunderredemption. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: Second Supplemental Indenture (Sachem Capital Corp.)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.755.00% Notes due September 30, 20252027.” The Notes shall bear a CUSIP number of 78590A 406 691543 888 and an ISIN number of US78590A4067US6915438880. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 87,000,000 (or up to $14,950,000 100,000,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplement, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30January 31, 2025, unless earlier redeemed or repurchased in accordance with the provisions of the Indenture2027. (d) The rate at which the Notes shall bear interest shall be 7.755.00% per annumannum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be January 13, 2022, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 3031, June 30, September 30 and December 30 31 of each year, commencing December 30Xxxxx 00, 2020 0000 (if xx an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4January 13, 20202022, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or 15 and December 15 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 000 Xxxxxxxx Xxxxxx, Xx. Xxxx, XX MN 55107, Attention: Sachem Oxford Lane Capital Corp. (7.755.00% Notes Due September 30, 2025due 2027) (Kxxxx X. Xxxxx, Vice President) or and at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Second Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of outstanding Notes from time to time endorsed thereon and that the aggregate amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 10061007, 1008 1008, and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4January 31, 20222024, at a redemption price equal to 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) Any exercise of the Company’s option to redeem the Notes will be done in compliance with the Investment Company Act, to the extent applicable. (iv) If the Company elects to redeem only a portion of the Notes, the Trustee or the Depositary, as applicable, will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (ivv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.

Appears in 1 contract

Samples: Second Supplemental Indenture (Oxford Lane Capital Corp.)

Terms of the Notes. Section 1.01 The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.75[ ]% Notes due September 30, 20252028.” The Notes shall bear a CUSIP number of 78590A 406 [ ] and an ISIN number of US78590A4067US[ ]. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections Section 304, 305, 306, 906, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 [ ] (or up to $14,950,000 [ ] aggregate principal amount if the underwriters’ over-allotment option to purchase additional Securities is exercised in full). Under a Board Resolution, Officers’ Certificate pursuant to Board Resolutions or an indenture supplementa Future Supplemental Indenture, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes. Any Additional Notes and the existing Notes will constitute a single series under the Indenture and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The Stated Maturity of the Notes shall be [ ], 2028. The entire outstanding principal of the Notes shall be payable on September 30, 2025the Stated Maturity, unless earlier redeemed or repurchased in accordance with the provisions of the Indenture. (d) The rate at which the Notes shall bear interest shall be 7.75[ ]% per annum. The date from which interest shall accrue on the Notes shall be [ ], 2023 or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 3031, June 30, September 30 and December 30 31 of each year, commencing December 30[ ], 2020 2023 (if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will be made on the next succeeding Business Day and no additional interest will accrue as a result of such delayed payment). The ; the initial interest period will be the period from and including September 4[ ], 20202023, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, or 15 and December 15 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of the principal of (and premium, if any, on) and any such interest on the Notes will be made at the office of the Trustee located at 100 Xxxxxxxx 0000 00xx Xxxxxx, Xx. XxxxXxxxxxxx, XX 55107Xxx Xxxx 00000, Attention: Sachem Great Elm Capital Corp. (7.75[ ]% Notes Due September 30, 2025due 2028) (Kxxxx X. Xxxxx, Vice President) or and at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that at the option of the Company payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Fifth Supplemental Indenture. Each Global Note shall represent the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate principal amount of outstanding Notes from time to time endorsed thereon and that the aggregate principal amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a Global Note to reflect the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 of the Base Indenture. (f) The depositary for such Global Notes (the “Depositary”) shall be The Depository Trust Company, New York, New York. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 1009 and 1009 1010 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 of the Base Indenture and as follows: (i) The Notes will be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4[ ], 20222025, at a redemption price equal to 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and electronically delivered through The Depository Trust Company or mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) Any exercise of the Company’s option to redeem the Notes will be done in compliance with the Investment Company Act, to the extent applicable. (iv) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 of the Base Indenture and Indenture, the Investment Company Act and the rules of any national securities exchange or quotation system on which the Notes are listed, in each case to the extent applicable. (ivv) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the Notes called for redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of the Notes will not have the option to have the Notes repaid prior to the Stated Maturity. Nothing in this Section shall prohibit purchases by the Company in the open market, private transactions or otherwise prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture. (m) For the avoidance of doubt, the reference in Section 301 of the Base Indenture to Senior Securities being unsubordinated and ranking equally and “pari passu” to all other Senior Indebtedness is intended to reflect that, notwithstanding that the Senior Securities are unsecured, the Senior Securities rank equally with the Senior Indebtedness solely with respect to the right to seek and enforce payment from the Company but not in terms of any collateral security or access to collateral or right to distributions or payments of proceeds of any collateral (including without limitation, cash, accounts or other assets of the Company or any of its subsidiaries), as to which the Senior Indebtedness has priority at all times.

Appears in 1 contract

Samples: Fifth Supplemental Indenture (Great Elm Capital Corp.)

Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Senior Securities having the title “7.755.125% Notes due September 30, 2025.” 2026”. The Notes shall bear a CUSIP number of 78590A 406 376535 AC4 and an ISIN number of US78590A4067US376535AC46, as may be supplemented or replaced from time to time. (b) The aggregate principal amount of the Notes that may be initially authenticated and delivered under the Indenture (except for Notes authenticated and delivered upon registration of, transfer of, or in exchange for, or in lieu of, other Notes pursuant to Sections 3042.05, 3052.06, 3062.07, 9063.02(a) and 9.04, 1107 or 1305 of the Base Indenture, and except for any Securities that, pursuant to Section 303 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be up to $13,000,000 (or up to $14,950,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full)100,000,000. Under a Board Resolution, Officers’ Officer’s Certificate pursuant to Board Resolutions or an indenture supplementa Future Supplemental Indenture, the Company may from time to time, without the consent of the Holders of Notes, issue additional Notes (in any such case case, “Additional Notes”) having the same ranking and the same interest rate, maturity and other terms as the Notes; provided that, if such Additional Notes are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes, then such Additional Notes shall have different CUSIP numbers from the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes will shall constitute a single series under the Indenture Indenture, and all references to the relevant Notes herein shall include the Additional Notes unless the context otherwise requires. (c) The entire outstanding principal of the Notes shall be payable on September 30January 31, 2025, 2026 unless earlier redeemed or repurchased in accordance with the provisions of the Indenture. (d) The rate at which the Notes shall bear interest shall be 7.755.125% per annum. The date from which interest shall accrue on the Notes shall be December 15, 2020, or the most recent Interest Payment Date to which interest has been paid or provided for; the Interest Payment Dates for the Notes shall be March 30, June 30, September 30 January 31 and December 30 July 31 of each year, commencing December 30July 31, 2020 2021 (provided that, if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment will shall be made on the next succeeding Business Day and no additional interest will shall accrue as a result of such delayed payment). The ; the initial interest period will shall be the period from and including September 4December 15, 2020, to, but excluding, December 30, 2020the initial Interest Payment Date, and the subsequent interest periods will shall be the periods from and including an Interest Payment Date to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be; the interest so payable, and punctually paid or duly provided for, on any Interest Payment Date, will shall be paid to the Person in whose name the Note (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be March 15, June 15, September 15, January 15 or December July 15 (whether or not a Business Day), as the case may be, immediately next preceding such Interest Payment Date. Payment of principal of (and premium, if any, on) and any such interest on the Notes will shall be made at the office of the Trustee located at 100 000 Xxxxxxxx Xxxxxx, Xx. Xxxx, XX MN 55107, Attention: Sachem Gladstone Capital Corp. Corporation (7.755.125% Notes Due September 30, 2025) (Kxxxx X. Xxxxx, Vice President2026) or at such other address as designated by the Trustee, in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts; provided, however, that that, at the option of the Company Company, payment of interest may be made by check mailed to the address of the Person entitled thereto as such address shall appear in the Security Register; provided, further, however, that that, at the request of the registered Holder, the Company will pay the principal of (and premium, if any, on) and interest, if any, on the Notes by wire transfer of immediately available funds to an account at a bank in St. Xxxx, Minnesota, on the date when such amount is due and payable and as further set forth in Section 4.01 of the Indenture; provided, further, however, that, so long as the Notes are registered to Cede & Co., such payment will be made by wire transfer in accordance with the procedures established by The Depository Trust Company and the Trustee. Interest on the Notes will shall be computed on the basis of a 360-day year of twelve 30-day months. (e) The Notes shall be initially issuable in global form (each such Note, a “Global Note”). The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Third Supplemental Indenture. Each Global Note shall represent the aggregate principal amount of the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate principal amount of outstanding Notes from time to time endorsed thereon and that the aggregate principal amount of outstanding Notes represented thereby may from time to time be reduced or increased, as appropriate, to reflect exchanges and redemptions. Any endorsement of a new Global Note to reflect reflecting the amount of any increase or decrease in the amount of outstanding Notes represented thereby shall be made by the Trustee or the Security Registrar, in accordance with Sections 203 and 305 Section 3.03 of the Base Indenture. (f) The depositary for such Global Notes (the “DepositaryDepository”) shall be The Depository Trust Company, New York, New YorkDTC. The Security Registrar with respect to the Global Notes shall be the Trustee. (g) The Notes shall be defeasible pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 of the Base Indenture shall apply to the covenants contained in Sections 1006, 1008 and 1009 of the Indenture. (h) The Notes shall be redeemable pursuant to Section 1101 3.01 of the Base Indenture and as follows: (i) The Notes will shall be redeemable in whole or in part at any time or from time to time, at the option of the Company, on or after September 4, 2022, at a redemption price Redemption Price (as determined by the Company) equal to the greater of the following amounts, plus, in each case, accrued and unpaid interest to, but excluding, the Redemption Date: (a) 100% of the outstanding principal amount thereof, plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption. (ii) Notice of redemption shall be given in writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the Notes to be redeemed, not less than thirty or (30b) nor more than sixty the sum of the present values of the remaining scheduled payments of principal and interest (60) days prior exclusive of accrued and unpaid interest to the Redemption Date, at ) on the Holder’s address appearing in the Security Register. All notices of redemption shall contain the information set forth in Section 1104 of the Base Indenture. (iii) If the Company elects to redeem only a portion of the Notes, the Trustee will determine the method for selecting the particular Notes to be redeemed, in accordance with Section 1103 discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using the applicable Treasury Rate plus 50 basis points; provided, however, that if the Company redeems any Notes on or after October 31, 2025, the Redemption Price for the Notes will be equal to 100% of the Base Indenture and the Investment Company Act and the rules principal amount of any national securities exchange or quotation system on which the Notes are listedto be redeemed, in each case to the extent applicable. (iv) Unless the Company defaults in payment of the Redemption Priceplus accrued and unpaid interest, on and after if any, to, but excluding, the Redemption Date, interest will cease to accrue on . For purposes of calculating the Notes called for Redemption Price in connection with the redemption hereunder. (i) The Notes shall not be subject to any sinking fund pursuant to Section 1201 of the Base Indenture. (j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof. (k) Holders of Notes, on any Redemption Date, the Notes will not following terms have the option to have the Notes repaid prior to the Stated Maturity. (l) The Notes are hereby designated as “Senior Securities” under the Indenture.meanings set forth below:

Appears in 1 contract

Samples: Third Supplemental Indenture (Gladstone Capital Corp)

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