Terms of the Notes. The following terms relating to the Notes are hereby established: (a) The Notes shall constitute a series of Securities having the title “4.50% Notes due 2026” and shall be designated as Senior Securities under the Indenture. The Notes shall bear a CUSIP number of 708062 AC8 and an ISIN number of US708062AC82. (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 or 1107 of the Base Indenture) shall be $150,000,000. Under a Board Resolution, 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 “Additional Notes”) having the same ranking and the same interest rate, 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 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 amount of the Notes shall be payable on May 1, 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 4.50% per annum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be April 21, 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 May 1 and November 1 of each year, commencing November 1, 2021 (provided, that if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment 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 accrue as a result of such delayed payment); the initial interest period will be the period from and including April 21, 2021 (or the most recent Interest Payment Date to which interest has been paid or provided for), to, but excluding, the 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 Notes) is registered at the close of business on the Regular Record Date for such interest, which shall be April 15 and October 15 (whether or not a Business Day), as the case may be, next preceding such Interest Payment Date. Payment of principal of (and premium, if any) and any such interest on the Notes will be made at the Corporate Trust Office of the Paying Agent, 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, 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. 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 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 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 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, at a 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 principal amount of the Notes to be redeemed, or B. 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, 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 February 1, 2026, the Redemption Price for the Notes will be equal to 100% of the principal amount of the Notes to be redeemed, plus 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, on any Redemption Date, the following terms have the meanings set forth below:
Appears in 1 contract
Samples: Fourth Supplemental Indenture (Pennantpark Investment Corp)
Terms of the Notes. The following terms relating to the Notes are hereby established:
(a) The Notes shall constitute a series of Securities having the title “4.506.00% Notes due 2026” and shall be designated as Senior Securities under the Indenture2040”. The Notes shall bear a CUSIP number of 708062 AC8 376546 701 and an ISIN number of US708062AC82US3765467010, 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 or 1107 3.02(a) and 9.04, of the Base Indenture) shall be $150,000,000350,000,000. Under As authorized under a Board Resolution or, Officers’ Certificate pursuant to a Board Resolution, Officer’s Certificate pursuant to Board Resolutions the Company and Trustee may enter into or an indenture supplementa Future Supplemental Indenture, the Company may from time to time, without the consent of the Holders of Notes, to issue additional Notes (in any such case case, “Additional Notes”) having the same ranking and the same interest rate, maturity, CUSIP number maturity and other terms as the Notes; provided that that, if such Additional Notes must be part of the same issue as are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes if represented by purposes, then such Additional Notes shall have different CUSIP numbers from the same CUSIP number as the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes 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 outstanding principal amount of the Notes shall be payable on May November 1, 2026, 2040 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 4.506.00% per annum (the “Applicable Interest Rate”)annum. The date from which interest shall accrue on the Notes shall be April 21, 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 May 1 and November 1 the first day of each yearmonth, commencing November 1with the first day of the month following the issuance of such Note; provided that, 2021 (provided, that if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment 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 initial interest period will for the Notes shall be the period from and including April 21, 2021 (or the most recent Interest Payment Date to which interest has been paid or provided for), to, but excluding, preceding the initial Interest Payment Date, and the subsequent interest periods will be the periods from and including an Interest Payment Date issuance date of any Notes to, but excluding, the next Interest Payment Date or the Stated Maturity, as the case may be, and any purchaser of Notes will be required to pay for any interest accrued from the Interest Payment Date preceding the issuance date of the Notes up to, but excluding, the issuance date of the Notes; 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 NotesPredecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be April 15 and October 15 the 15th day of the month (whether or not a Business Day), as the case may be, next ) immediately 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 Corporate Trust Office of the Paying Agent, 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, payment of interest may be made by U.S. dollar check drawn on and mailed to the address of the Person Holder entitled thereto as at such address as shall appear in the Security Register. Interest ; provided, however, 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 Indenture; provided, further, however, that, with respect to Notes registered to Cede & Co., such payment will be computed on made by wire transfer in accordance with the basis of a 360-day year of twelve 30-day monthsprocedures established by DTC and the Trustee.
(e) The Notes shall be initially issuable issued in book-entry form and, for purchasers purchasing through DTC participants, will be issued in global form (each such Note, a “Global Note”)) or, for purchasers purchasing other than through a DTC participant, will be reflected directly on the books and records of the Trustee. The Global Notes and the Trustee’s certificate of authentication thereon shall be substantially in the form of Exhibit A to this Fourth First Supplemental Indenture. Each Global Note shall represent the Outstanding 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 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 new Global Note to reflect reflecting the amount of any increase or decrease in the amount of Outstanding 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. All Notes purchased other than through a DTC participant will be registered on the books and records of the Trustee. Direct purchasers of Notes will receive a credit for Notes on the Trustee’s records, and transfers of such Notes will be accomplished by entries made on the books and records of the Trustee.
(f) The depositary for such the Global Notes (the “Depository”) shall be The Depository Trust Company, New York, New YorkDTC. The Security Registrar with respect to the Global Notes and the Notes purchased other than through a DTC participant shall be the Trustee.
(g) The Notes shall be defeasible redeemable at a Holder’s option pursuant to Section 1402 or Section 1403 of the Base Indenture. Covenant defeasance contained in Section 1403 3.01 of the Base Indenture shall apply and as follows:
(i) Until the listing, if any, of the Notes on Nasdaq or another national securities exchange, Notes held by a natural person upon his or her death will be redeemed at the written request of the holder’s estate for a cash payment of $25.00 per Note on the Death Redemption Date, plus an amount equal to any accrued and unpaid interest otherwise payable for the then-current monthly interest period accrued to, but not including, the date of redemption. The Company’s obligation to redeem Notes upon the death of the noteholder is limited to the covenants contained extent that the Board of Directors determines, in its sole and absolute discretion, that the Company does not have sufficient funds available to fund any such redemption or the Company is restricted by applicable law or contractual obligation from making such redemption.
(ii) Until the earlier to occur of (1) the date upon which the Board of Directors, by resolution, suspends or terminates the redemption program, and (2) the date, if any, on which the Notes are listed on Nasdaq or another national securities exchange, holders of the Notes may, at their option, require the Company to redeem any or all of the Notes held by them for a cash payment of $22.50 per Note on the Noteholder Redemption Date, plus an amount equal to any accrued and unpaid interest otherwise payable for the then-current monthly interest period accrued to, but not including, the date of redemption. The maximum dollar amount that the Company will make available each calendar year to redeem Notes will not be subject to an annual limit; provided, that the Company’s obligation to redeem Notes at the option of a noteholder is limited to the extent that the Board of Directors determines, in its sole and absolute discretion, that the Company does not have sufficient funds available to fund any such redemption or the Company is restricted by applicable law or contractual obligation from making such redemption and is also limited to the extent the Board of Directors suspends or terminates the optional redemption right at any time or for any reason, including after delivery of such holder’s request that the Company redeem the Notes but prior to the corresponding Noteholder Redemption Date.
(iii) To request that the Company redeem Notes, a holder or estate of a holder, as applicable, must deliver a notice of redemption, by overnight delivery or by first class mail, postage prepaid to the Company at its principal executive offices. Each such notice must be an original, notarized copy and must state: (1) the name and address of the holder whose Notes are requested to be redeemed, (2) the aggregate principal amount of Notes requested to be redeemed, (3), if purchased through a DTC participant, the name of the broker dealer who holds the Notes requested to be redeemed, the holder’s account number with such broker dealer and such broker dealer’s participant number for DTC and (4), in the case of a notice to redeem upon the death of a holder, a certified copy of the death certificate (and such other evidence that is satisfactory to the Company in its sole discretion) for the natural person who previously held the Notes to be redeemed.
(iv) If, as a result of the limitations described in Sections 1008 1.01(g)(i) and 1009 (ii), the optional redemption rights provided in Sections 1.01(g)(i) and (ii) have not been suspended or terminated but fewer than all Notes for which a notice of redemption was delivered to the Company are to be redeemed, the aggregate principal amount of Notes to be redeemed will be pro rata based on the aggregate principal amount of Notes for which each holder timely submitted a notice of redemption. If a Noteholder Redemption Date is also a Death Redemption Date, the limitations on the optional redemption rights shall first be applied to any redemption requested upon the death of the Indentureholder pursuant to Section 1.01(g)(i) and then to Notes to be redeemed pursuant to the optional redemption right provided in Section 1.01(g)(ii).
(h) The Notes shall be redeemable at the Company’s option pursuant to Section 1101 3.01 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 the Call Date. Prior to the Call Date, the Company may (1) redeem all, but not less than all, of the outstanding Notes at its option within 90 days of a Change of Control or (2) redeem all or a portion of the outstanding Notes in order to comply with any applicable law, including the asset coverage requirements under Section 18, as modified by Section 61, of the Investment Company Act; provided that, in connection with any such redemption to maintain the asset coverage required by the Investment Company Act, the Company may, at its sole option, redeem such additional amount of Notes that will result in the Company having asset coverage (as defined in the Investment Company Act) of up to and including 250%. Any redemption at the Company’s option shall be at a 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 principal amount of the Notes to be redeemed, or
B. 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, 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 February 1, 2026, the Redemption Price for the Notes will be equal to 100% of the outstanding principal amount of the Notes to be redeemed, plus accrued and unpaid interest, if any, interest otherwise payable thereon for the then-current monthly interest period accrued to, but excludingnot including, the Redemption Date. For purposes .
(ii) Notice of calculating redemption at the Redemption Price Company’s option shall be given in connection with the redemption writing and mailed, first-class postage prepaid or by overnight courier guaranteeing next-day delivery, to each Holder of the NotesNotes to be redeemed, on any not less than thirty (30) nor more than sixty (60) days prior to the Redemption Date, at the following terms have Holder’s address appearing in the meanings Security Register. All notices of redemption at the Company’s option shall contain the information set forth below:in Section 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 pursuant to this Section 1.01(h), the Trustee 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 3.02(b) of the Base 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.
(i) The Notes shall not be subject to any sinking fund pursuant to Section 3.04 of the Base Indenture.
(j) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof.
Appears in 1 contract
Samples: First 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 Securities having the title “4.503.875% Notes due 20262024” and shall be designated as Senior Securities under the Indenture. The Notes shall bear a CUSIP number of 708062 AC8 87265K AF9 and an ISIN number of US708062AC82US87265KAF93.
(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, 906 9.06 or 1107 11.07 of the Base Indenture) shall be $150,000,000300,000,000. Under a Board Resolution, Officer’s 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, CUSIP number 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 if represented by the same CUSIP number as the Notespurposes. Any Additional Notes and the existing Notes shall 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 amount of the Notes shall be payable on May November 1, 20262024, 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 4.503.875% per annum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be April 21November 1, 20212019, 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 May 1 and November 1 of each year, commencing November May 1, 2021 2020 (provided, that if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment shall will 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 accrue as a result of such delayed payment); the initial interest period will be the period from and including April 21November 1, 2021 2019 (or the most recent Interest Payment Date to which interest has been paid or provided for), to, but excluding, the 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 Notes) is registered at 5:00 p.m. New York City time (the “close of business business”) on the Regular Record Date for such interest, which shall be April 15 and October 15 (whether or not a Business Day), as the case may be, next immediately preceding such Interest Payment Date. Payment of principal of (and premium, if any) and any such interest on the Notes will be made at the Corporate Trust Office of the Paying Agent, 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, 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. 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 Fourth 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 for such Global Notes shall be The Depository Trust Company, New York, New Yorkthe Depositary Custodian. 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 1008 10.06, 10.07 and 1009 10.08 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, at a Redemption Price equal to the greater of the following amounts, plus, in each case, accrued and unpaid interest to the Redemption Date:
A. (a) 100% of the principal amount of the Notes to be redeemed, or
B. (b) 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, 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 40 basis points; provided, however, that if the Company redeems any Notes on or after February October 1, 20262024, the Redemption Price for the Notes will be equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the Redemption Datedate of redemption. For purposes of calculating the Redemption Price in connection with the redemption of the Notes, on any Redemption Date, the following terms have the meanings set forth below:
Appears in 1 contract
Samples: Second Supplemental Indenture (TPG Specialty Lending, Inc.)
Terms of the Notes. The following terms relating to the Notes are hereby established:
(a) The Notes shall constitute a series of Securities having the title “4.503.750% Notes due 20262025” and shall be designated as Senior Securities under the Indenture. The Notes shall bear a CUSIP number of 708062 AC8 38147U AC1 and an ISIN number of US708062AC82US38147UAC18.
(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, 906 9.06 or 1107 11.07 of the Base Indenture) shall be $150,000,000360,000,000. Under a Board Resolution, Officer’s 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, 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 shall 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 amount of the Notes shall be payable on May 1February 10, 20262025, 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 4.503.750% per annum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be April 21February 10, 20212020, 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 May 1 February 10 and November 1 August 10 of each year, commencing November 1August 10, 2021 2020 (provided, that if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment shall will 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 accrue as a result of such delayed payment); the initial interest period will be the period from and including April 21February 10, 2021 2020 (or the most recent Interest Payment Date to which interest has been paid or provided for), to, but excluding, the 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 Notes) is registered at the close of business on the Regular Record Date for such interest, which shall be April 15 January 25 and October 15 July 25 (whether or not a Business Day), as the case may be, next preceding such Interest Payment Date. Payment of principal of (and premium, if any) and any such interest on the Notes will be made at the Corporate Trust Office of the Paying Agent, 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, 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. 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 Fourth 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 for such Global Notes shall be The Depository Trust Company, New York, New Yorkthe Depositary Custodian. 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 1008 10.07 and 1009 10.08 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, at a Redemption Price equal to the greater of the following amounts, plus, in each case, accrued and unpaid interest to to, but excluding, the Redemption Date:
A. 100% of the principal amount of the Notes to be redeemed, or
B. 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, 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 35 basis points; provided, however, that if the Company redeems any Notes on or after February 1January 10, 20262025, the Redemption Price for the Notes will be equal to 100% of the principal amount of the Notes to be redeemed, plus 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, on any Redemption Date, the following terms have the meanings set forth below:
Appears in 1 contract
Terms of the Notes. The following terms relating to the Notes are hereby established:
(a) The Notes shall constitute a series of Securities having the title “4.508.00% Notes due 2026” and shall be designated as Senior Securities under the Indenture2028”. The Notes shall bear a CUSIP number of 708062 AC8 376546 875 and an ISIN number of US708062AC82US3765468752, 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 or 1107 and 9.04 of the Base Indenture and Section 3.02(a) of the Indenture) shall be $150,000,00074,750,000 (including up to $9,750,000 aggregate principal amount pursuant to the underwriters’ overallotment option). Under As authorized under a Board Resolution, Resolution or Officer’s Certificate pursuant to a Board Resolutions or an indenture supplementResolution, the Company and the Trustee may enter into a Future Supplemental Indenture pursuant to 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, CUSIP number maturity and other terms as the Notes; provided that that, if such Additional Notes must be part of the same issue as are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes if represented by purposes, then such Additional Notes shall have different CUSIP numbers from the same CUSIP number as the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes 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 outstanding principal amount of the Notes shall be payable on May August 1, 2026, 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 4.508.00% per annum (the “Applicable Interest Rate”)annum. The date from which interest shall accrue on the Notes shall be April 21May 31, 20212023, 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 February 1, May 1, August 1 and November 1 of each year, commencing November August 1, 2021 2023 (providedprovided that, that if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment 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 initial interest period will shall be the period from and including April 21May 31, 2021 (or the most recent Interest Payment Date to which interest has been paid or provided for)2023, to, but excluding, the 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 NotesPredecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be January 15, April 15, July 15 and or October 15 (whether or not a Business Day), as the case may be, 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 Corporate Trust Office office of the Paying AgentTrustee located at 000 Xxxxx Xxxxxxxxx, which shall initially be 00xx Xxxxx, Xxxxxx Xxxx, Xxxxxxxx 00000, Attention: Gladstone Investment Corporation (8.00% Notes Due 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 in the case of Notes that are not in global formthat, 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, 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 shall be made by wire transfer in accordance with the procedures established by 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 Fourth Supplemental Indenture. Each Global Note shall represent the Outstanding 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 outstanding Notes from time to time endorsed thereon xxxxxxx 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 new Global Note to reflect reflecting the amount of any increase or decrease in the amount of Outstanding 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 “Depository”) 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 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, 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 August 1, 2025, at a Redemption Price equal to the greater 100% of the following amounts, plus, in each case, outstanding principal amount thereof plus accrued and unpaid interest to the Redemption Date:
A. 100% of the principal amount of the Notes to be redeemed, or
B. 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, 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 February 1, 2026, the Redemption Price otherwise payable for the Notes will be equal to 100% of the principal amount of the Notes to be redeemed, plus then-current quarterly interest period accrued and unpaid interest, if any, to, but excluding, the Redemption Date. For purposes .
(ii) Notice of calculating 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 Price Date, at the Holder’s address appearing in connection the Security Register. All notices of redemption shall contain the information set forth in Section 3.02(a) of the Indenture.
(iii) Any exercise of the Company’s option to redeem the Notes shall be done in compliance with the redemption 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 Depository shall determine the method for selecting the particular Notes to be redeemed, in accordance with Section 3.02(b) of the Indenture, the Investment Company Act and the rules of any national securities exchange or quotation system on any which the Notes are listed, in each case to the extent applicable.
(v) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest shall cease to accrue on the following terms Notes called for redemption hereunder.
(h) The Notes shall not be subject to any sinking fund pursuant to Section 3.04 of the Base Indenture.
(i) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof.
(j) Holders of the Notes shall not have the meanings set forth below:option to have the Notes repaid prior to the Stated Maturity.
Appears in 1 contract
Samples: Fourth 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 “4.505.375% Notes due 20262024.” and shall be designated as Senior Securities under the Indenture. The Notes shall bear a CUSIP number of 708062 AC8 140501 AA5 and an ISIN number of US708062AC82US140501AA55, 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 3043.04, 3053.05, 3063.06, 906 9.06, 11.07 or 1107 13.05 of the Base Indenture, and except for any Securities that, pursuant to Section 3.03 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be $150,000,00065,000,000. Under a Board Resolution, Officer’s 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, CUSIP number maturity and other terms as the Notes; provided that that, if such Additional Notes must be part of the same issue as are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes if represented by purposes, then such Additional Notes will have different CUSIP numbers from the same CUSIP number as the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes shall 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 outstanding principal amount of the Notes shall be payable on May October 1, 2026, 2024 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 4.505.375% per annum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be April 21September 27, 20212019, 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 May April 1 and November October 1 of each year, commencing November April 1, 2021 2020 (provided, that if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment shall will 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 accrue as a result of such delayed payment); the initial interest period will be the period from and including April 21September 27, 2021 (or the most recent Interest Payment Date to which interest has been paid or provided for)2019, to, but excluding, the 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 NotesPredecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be April March 15 and October September 15 (whether or not a Business Day), as the case may be, 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 Corporate Trust Office office of the Paying AgentTrustee located at 000 Xxxx Xxxxxx, which shall initially be Xxxxx 0000, Xxx Xxxx, Xxx Xxxx 00000, Attention: Capital Southwest Corporation (5.375% Notes Due 2024) 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 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 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 Fourth Second Supplemental Indenture. Each Global Note shall represent the Outstanding aggregate amount of the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of Outstanding outstanding Notes from time to time endorsed thereon and that the aggregate 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 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 1008 10.08, 10.09, and 1009 10.10 of the Indenture. For the avoidance of doubt, Article IV of the Base Indenture also applies to the Notes.
(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, at any time, time or from time to time, at the option of the Company, at a Redemption Price equal to the greater of the following amounts, plus, in each case, accrued and unpaid interest to to, but excluding, the Redemption Date:
A. (a) 100% of the principal amount of the Notes to be redeemed, or
B. (b) 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, 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 February July 1, 20262024, the Redemption Price for the Notes will be equal to 100% of the principal amount of the Notes to be redeemed, plus 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, on any Redemption Date, the following terms have the meanings set forth below:
Appears in 1 contract
Samples: Second Supplemental Indenture (Capital Southwest Corp)
Terms of the Notes. The following terms relating to the Notes are hereby established:
(a) The Notes shall constitute a series of Securities having the title “4.506.200% Notes due 20262027” and shall be designated as Senior Securities under the Indenture. The Notes shall bear a CUSIP number of 708062 AC8 647551 AG5 and an ISIN number of US708062AC82US647551AG52.
(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 or 1107 of the Base Indenture) shall be $150,000,000300,000,000. Under a Board Resolution, Officer’s 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, CUSIP number 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 or otherwise, 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 if represented by such additional Notes will have the same CUSIP number numbers as the Notes. Any Additional Notes and the existing Notes shall 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 amount of the Notes shall be payable on May 1October 15, 20262027, 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 4.506.200% per annum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be April 21September 26, 20212024, 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 May 1 April 15 and November 1 October 15 of each year, commencing November 1April 15, 2021 2025 (provided, that if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment shall will 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 accrue as a result of such delayed payment); the initial interest period will be the period from and including April 21September 26, 2021 2024 (or the most recent Interest Payment Date to which interest has been paid or provided for), to, but excluding, the 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 NotesPredecessor Securities) is registered at 5:00 p.m. New York City time (the “close of business business”) on the Regular Record Date for such interest, which shall be April 15 1 and October 15 1 (whether or not a Business Day), as the case may be, next immediately preceding such Interest Payment Date. Payment of principal of (and premium, if any) and any such interest on the Notes will be made at the Corporate Trust Office office of the Paying AgentTrustee located at 000 Xxxxxxxx Xxxxxx, which shall initially be Xx. Xxxx, MN 55107, Attention: New Mountain Finance Corporation (6.200% Notes Due 2027) 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 in the case of Notes that are not in global form, 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. 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 Fourth 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 Depositary Custodian for such Global Notes shall be The Depository Trust Company, New York, New Yorkthe Trustee. 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 1008 and 1009 Section 1006 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, at a Redemption Price (expressed as a percentage of principal amount and rounded to three decimal places), equal to the greater of the following amounts, plus, in each case, accrued and unpaid interest thereon to the Redemption Date:
A. 100% of the principal amount of the Notes to be redeemed, or
B. (1) 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, thereon discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using at the applicable Treasury Rate plus 50 45 basis pointspoints less (2) interest accrued to the date of redemption; provided, however, that if the Company redeems any Notes on or after February 1, 2026, the Redemption Price for the Notes will be equal to and
(b) 100% of the principal amount of the Notes to be redeemed, plus 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, on any Redemption Date, the following terms have the meanings set forth below:.
Appears in 1 contract
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 “4.506.000% Notes due 20262029.” and shall be designated as Senior Securities under the Indenture. The Notes shall bear a CUSIP number of 708062 AC8 38173M AE2 and an ISIN number of US708062AC82US38173MAE21.
(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, 906 9.06, 11.07 or 1107 13.05 of the Base Indenture, and except for any Securities that, pursuant to Section 3.03 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be $150,000,000600,000,000. Under a Board Resolution, Officer’s Officers’ Certificate pursuant to Board Resolutions or an indenture supplementa Future Supplemental Indenture, the Company may 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, CUSIP number maturity and other terms as the Notes; provided that that, if such Additional Notes must be part of the same issue as are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes if represented by purposes, then such Additional Notes will have different CUSIP and ISIN numbers from the same CUSIP number as the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes shall 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 outstanding principal amount of the Notes shall be payable on May 1July 15, 20262029, 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 4.506.000% per annum (the “Applicable Interest Rate”)annum. The date from which interest shall accrue on the Notes shall be April 21February 1, 20212024, 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 May 1 January 15 and November 1 July 15 of each year, commencing November 1July 15, 2021 2024 (provided, that if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment shall will 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 accrue as a result of such delayed payment); the initial interest period will be the period from and including April 21February 1, 2021 2024 (or the most recent Interest Payment Date to which interest has been paid or provided for), to, but excluding, the 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 NotesPredecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be April 15 June 30 and October 15 December 30 (whether or not a Business Day), as the case may be, 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 Corporate Trust Office of the Paying Agent, which shall initially be Trustee 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 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 (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 Fourth Fifth Supplemental Indenture. Each Global Note shall represent the Outstanding aggregate amount of the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of Outstanding outstanding Notes from time to time endorsed thereon and that the aggregate 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 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 depository for such Global Notes (the “Depository”) 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 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 Prior to June 15, 2029 (one month prior to the maturity date of the Notes) (the “Par Call Date”), the Company may redeem the Notes will be redeemableat its option, in whole or in part, at any time, or time and from time to time, at the option a redemption price (expressed as a percentage of the Company, at a Redemption Price principal amount and rounded to three decimal places) equal to the greater of the following amounts, plus, in each case, accrued and unpaid interest to the Redemption Date:of: (1)
A. 100% of the principal amount of the Notes to be redeemed, or
B. (a) 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, thereon discounted to the Redemption Date redemption date (assuming the Notes matured on the Par Call Date) on a semi-annual basis (assuming a 360-360 day year consisting of twelve 30-30 day months) using at the applicable Treasury Rate plus 50 35 basis points; providedpoints less (b) interest accrued to the date of redemption, however, that if the Company redeems any Notes on or after February 1, 2026, the Redemption Price for the Notes will be equal to and (2) 100% of the principal amount of the Notes to be redeemed, plus, in either case, accrued and unpaid interest thereon to the redemption date.
(ii) 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 being redeemed plus accrued and unpaid interest, if any, to, but excluding, the Redemption Date. For purposes of calculating the Redemption Price in connection with interest thereon to the redemption of the Notes, on any Redemption Date, the following terms have the meanings set forth below:date.
Appears in 1 contract
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 “4.504.75% Notes due 2026.” and shall be designated as Senior Securities under the Indenture. The Notes shall bear a CUSIP number of 708062 AC8 316500 AB3 and an ISIN number of US708062AC82US316500AB36, 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, 906 906, 1107 or 1107 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 $150,000,000125,000,000. Under a Board Resolution, Officer’s 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, CUSIP number maturity and other terms as the Notes; provided that that, if such Additional Notes must be part of the same issue as are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes if represented by purposes, then such Additional Notes will have different CUSIP and ISIN numbers from the same CUSIP number as the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes shall 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 outstanding principal amount of the Notes shall be payable on May 1January 31, 2026, 2026 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 4.504.75% per annum (the “Applicable Interest Rate”)annum. The date from which interest shall accrue on the Notes shall be April 21December 23, 20212020, 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 May 1 January 31 and November 1 July 31 of each year, commencing November 1July 31, 2021 (provided, that if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment shall will 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 accrue as a result of such delayed payment); the initial interest period will be the period from and including April 21December 23, 2021 (or the most recent Interest Payment Date to which interest has been paid or provided for)2020, to, but excluding, the 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 NotesPredecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be April January 15 and October July 15 (whether or not a Business Day), as the case may be, 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 Corporate Trust Office office of the Paying AgentTrustee located at 000 Xxxxxxxx Xxxxxx, which shall initially be Xx. Xxxx, MN 55107, Attention: Fidus Investment Corporation (4.75% Notes Due 2026) 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 in if the case of Notes that are not in global form, at the option holder of the CompanyNotes requests the Company to do so, the Company will pay any amount that becomes due on the Notes by wire transfer of immediately available funds to an account at a bank in New York, New York (upon not less than 15 Business Days’ notice prior to the time of payment); provided, further, however, that so long as the Notes are registered to Cede & Co., such payment of interest may will be made by check mailed to wire transfer in accordance with the address of procedures established by The Depository Trust Company and the Person entitled thereto as such address shall appear in the Security RegisterTrustee. 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 Fourth Supplemental Indenture. Each Global Note shall represent the Outstanding aggregate amount of the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of Outstanding outstanding Notes from time to time endorsed thereon and that the aggregate 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 amount of Outstanding 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 1007, 1008 and 1009 of the Indenture. For the avoidance of doubt, Article Four of the Base Indenture also applies to the Notes.
(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, at any time, time or from time to time, at the option of the Company, at a Redemption Price equal to the greater of the following amounts, plus, in each case, accrued and unpaid interest to to, but excluding, the Redemption Date:
A. (a) 100% of the principal amount of the Notes to be redeemed, or
B. (b) 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, 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 February 1October 31, 20262025, the Redemption Price for the Notes will be equal to 100% of the principal amount of the Notes to be redeemed, plus 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, on any Redemption Date, the following terms have the meanings set forth below:
Appears in 1 contract
Samples: Fourth 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 Securities having the title “4.506.125% Notes due 20262029” and shall be designated as Senior Securities under the Indenture. The Notes shall bear a CUSIP number of 708062 AC8 00000XXX0 and an ISIN number of US708062AC82US83012AAC36.
(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, 906 9.06 or 1107 11.07 of the Base Indenture) shall be $150,000,000350,000,000. Under a Board Resolution, Officer’s 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, CUSIP number 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 if represented by the same CUSIP number as the Notespurposes. Any Additional Notes and the existing Notes shall 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 amount of the Notes shall be payable on May March 1, 20262029, 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 4.506.125% per annum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be April 21January 16, 20212024, 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 May March 1 and November September 1 of each year, commencing November September 1, 2021 2024 (provided, that if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment shall will 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 accrue as a result of such delayed payment); the initial interest period will be the period from and including April 21January 16, 2021 2024 (or the most recent Interest Payment Date to which interest has been paid or provided for), to, but excluding, the 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 Notes) is registered at 5:00 p.m. New York City time (the “close of business business”) on the Regular Record Date for such interest, which shall be April February 15 and October August 15 (whether or not a Business Day), as the case may be, next immediately preceding such Interest Payment Date. Payment of principal of (and premium, if any) and any such interest on the Notes will be made at the Corporate Trust Office of the Paying Agent, 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, 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. 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 Fourth 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 Depositary Custodian for such Global Notes shall be The Depository Trust Company, New York, New Yorkthe Trustee. 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 1008 10.06, 10.07 and 1009 10.08 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, at a Redemption Price (expressed as a percentage of principal amount and rounded to three decimal places), prior to February 1, 2029 (the “Par Call Date”), equal to the greater of the following amounts, plus, in each case, accrued and unpaid interest thereon to the Redemption Date:
A. 100% of the principal amount of the Notes to be redeemed, or
B. (1) 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, 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) using at the applicable Treasury Rate plus 50 40 basis pointspoints less (2) interest accrued to the date of redemption; and
(b) 100% of the principal amount of the Notes to be redeemed; provided, however, that if the Company redeems any Notes on or after February 1, 2026the Par Call Date, the Redemption Price for the Notes will be equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, interest thereon to the Redemption Date. For purposes of calculating the Redemption Price in connection with the redemption of the Notes, on any Redemption Date, the following terms have the meanings set forth below:.
Appears in 1 contract
Samples: First Supplemental Indenture (Sixth Street Specialty Lending, 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 “4.506.00% Notes due 20262027.” and shall be designated as Senior Securities under the Indenture. The Notes shall bear a CUSIP number of 708062 AC8 80349A 802 and an ISIN number of US708062AC82US80349A8027.
(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, 1107 or 1107 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 $150,000,00087,500,000 (or up to $100,000,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full). Under a Board Resolution, Officer’s 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, CUSIP number maturity and other terms as the Notes; provided that that, if such Additional Notes must be part of the same issue as are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes if represented by purposes, then such Additional Notes will have different CUSIP and ISIN numbers from the same CUSIP number as the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes shall 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 outstanding principal amount of the Notes shall be payable on May 1April 30, 20262027, 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 4.506.00% per annum (the “Applicable Interest Rate”)annum. The date from which interest shall accrue on the Notes shall be April 2127, 20212022, 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 February 28, May 1 31, August 31 and November 1 30 of each year, commencing November 1August 31, 2021 2022 (provided, that if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment shall will 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 accrue as a result of such delayed payment); the initial interest period will be the period from and including April 2127, 2021 (or the most recent Interest Payment Date to which interest has been paid or provided for)2022, to, but excluding, the 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 NotesPredecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be April February 15, May 15, August 15 and October November 15 (whether or not a Business Day), as the case may be, 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 Corporate Trust Office office of the Paying AgentTrustee located at 00 Xxxxxxxxxx Xxxxxx, which shall initially be St. Xxxx, MN 55107, Attention: Saratoga Investment Corp. (6.00% Notes Due 2027) 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 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 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 Fourth Tenth Supplemental Indenture. Each Global Note shall represent the Outstanding aggregate amount of the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of Outstanding outstanding Notes from time to time endorsed thereon and that the aggregate 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 amount of Outstanding 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, 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 April 27, 2024, at a Redemption Price redemption price equal to the greater 100% of the following amountsoutstanding principal amount thereof, plus, in each case, 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 the Redemption Date:
A. 100% of the principal amount each Holder of the Notes to be redeemed, or
B. the sum of the present values of the remaining scheduled payments of principal and interest not less than thirty (exclusive of accrued and unpaid interest 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) on 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, discounted 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 Redemption Date on a semi-annual basis extent applicable.
(assuming a 360-day year consisting of twelve 30-day monthsv) using the applicable Treasury Rate plus 50 basis points; provided, however, that if Unless the Company redeems any Notes on or after February 1, 2026, defaults in payment of the Redemption Price 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 be equal not have the option to 100% of the principal amount of have the Notes repaid prior to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the Redemption Date. For purposes of calculating Stated Maturity.
(l) The Notes are hereby designated as “Senior Securities” under the Redemption Price in connection with the redemption of the Notes, on any Redemption Date, the following terms have the meanings set forth below:Indenture.
Appears in 1 contract
Samples: Tenth 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 “4.503.50% Notes due 2026.” and shall be designated as Senior Securities under the Indenture. The Notes shall bear a CUSIP number of 708062 AC8 316500 AC1 and an ISIN number of US708062AC82US316500AC19, 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, 906 906, 1107 or 1107 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 $150,000,000125,000,000. Under a Board Resolution, Officer’s 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, CUSIP number maturity and other terms as the Notes; provided that that, if such Additional Notes must be part of the same issue as are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes if represented by purposes, then such Additional Notes will have different CUSIP and ISIN numbers from the same CUSIP number as the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes shall 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 outstanding principal amount of the Notes shall be payable on May 1November 15, 2026, 2026 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 4.503.50% per annum (the “Applicable Interest Rate”)annum. The date from which interest shall accrue on the Notes shall be April 21October 8, 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 May 1 15 and November 1 15 of each year, commencing November 1May 15, 2021 2022 (provided, that if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment shall will 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 accrue as a result of such delayed payment); the initial interest period will be the period from and including April 21October 8, 2021 (or the most recent Interest Payment Date to which interest has been paid or provided for)2021, to, but excluding, the 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 NotesPredecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be April 15 May 1 and October 15 November 1 (whether or not a Business Day), as the case may be, 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 Corporate Trust Office office of the Paying AgentTrustee located at 000 Xxxxxxxx Xxxxxx, which shall initially be Xx. Xxxx, MN 55107, Attention: Fidus Investment Corporation (3.50% Notes Due 2026) 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 in if the case of Notes that are not in global form, at the option holder of the CompanyNotes requests the Company to do so, the Company will pay any amount that becomes due on the Notes by wire transfer of immediately available funds to an account at a bank in New York, New York (upon not less than 15 Business Days’ notice prior to the time of payment); provided, further, however, that so long as the Notes are registered to Cede & Co., such payment of interest may will be made by check mailed to wire transfer in accordance with the address of procedures established by The Depository Trust Company and the Person entitled thereto as such address shall appear in the Security RegisterTrustee. 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 Fourth Fifth Supplemental Indenture. Each Global Note shall represent the Outstanding aggregate amount of the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of Outstanding outstanding Notes from time to time endorsed thereon and that the aggregate 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 amount of Outstanding 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 1007, 1008 and 1009 of the Indenture. For the avoidance of doubt, Article Four of the Base Indenture also applies to the Notes.
(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, at any time, time or from time to time, at the option of the Company, at a Redemption Price equal to the greater of the following amounts, plus, in each case, accrued and unpaid interest to to, but excluding, the Redemption Date:
A. (a) 100% of the principal amount of the Notes to be redeemed, or
B. (b) 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, 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 pointspoints (for the avoidance of doubt, the foregoing Redemption Price will be calculated based on the assumption that the principal amount of the Notes was due on August 15, 2026, and that the final interest payment on the Notes was for the period from and including May 15, 2026, to but excluding August 15, 2026); provided, however, that if the Company redeems any Notes on or after February 1August 15, 2026, the Redemption Price for the Notes will be equal to 100% of the principal amount of the Notes to be redeemed, plus 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, on any Redemption Date, the following terms have the meanings set forth below:
Appears in 1 contract
Samples: Fifth 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 “4.50% Notes due 2026.” and shall be designated as Senior Securities under the Indenture. The Notes shall bear a CUSIP number of 708062 AC8 140501 AB3 and an ISIN number of US708062AC82US140501AB39, 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 3043.04, 3053.05, 3063.06, 906 9.06, 11.07 or 1107 13.05 of the Base Indenture, and except for any Securities that, pursuant to Section 3.03 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be $150,000,00075,000,000. Under a Board Resolution, Officer’s 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, CUSIP number maturity and other terms as the Notes; provided that that, if such Additional Notes must be part of the same issue as are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes if represented by purposes, then such Additional Notes will have different CUSIP and ISIN numbers from the same CUSIP number as the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes shall 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 outstanding principal amount of the Notes shall be payable on May 1January 31, 2026, 2026 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 4.50% per annum (the “Applicable Interest Rate”)annum. The date from which interest shall accrue on the Notes shall be April 21December 29, 20212020, 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 May 1 January 31 and November 1 July 31 of each year, commencing November 1July 31, 2021 (provided, that if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment shall will 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 accrue as a result of such delayed payment); the initial interest period will be the period from and including April 21December 29, 2021 (or the most recent Interest Payment Date to which interest has been paid or provided for)2020, to, but excluding, the 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 NotesPredecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be April January 15 and October July 15 (whether or not a Business Day), as the case may be, 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 Corporate Trust Office office of the Paying AgentTrustee located at 000 Xxxx Xxxxxx, which shall initially be Xxxxx 0000, Xxx Xxxx, Xxx Xxxx 00000, Attention: Capital Southwest Corporation (4.50% Notes Due 2026) 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 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 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 Fourth Third Supplemental Indenture. Each Global Note shall represent the Outstanding aggregate amount of the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of Outstanding outstanding Notes from time to time endorsed thereon and that the aggregate 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 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 1008 10.08, 10.09, and 1009 10.10 of the Indenture. For the avoidance of doubt, Article IV of the Base Indenture also applies to the Notes.
(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, at any time, time or from time to time, at the option of the Company, at a Redemption Price equal to the greater of the following amounts, plus, in each case, accrued and unpaid interest to to, but excluding, the Redemption Date:
A. (a) 100% of the principal amount of the Notes to be redeemed, or
B. (b) 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, 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 February 1October 31, 20262025, the Redemption Price for the Notes will be equal to 100% of the principal amount of the Notes to be redeemed, plus 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, on any Redemption Date, the following terms have the meanings set forth below:
Appears in 1 contract
Samples: Third Supplemental Indenture (Capital Southwest 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 “4.508.250% Notes due 20262028.” and shall be designated as Senior Securities under the Indenture. The Notes shall bear a CUSIP number of 708062 AC8 647551 308 and an ISIN number of US708062AC82US6475513080, 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, 906 906, 1107 or 1107 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 $150,000,000115,000,000. Under a Board Resolution, Officer’s 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, CUSIP number maturity and other terms as the Notes; provided that that, if such Additional Notes must be part of the same issue as are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes if represented by purposes, then such Additional Notes will have different CUSIP numbers from the same CUSIP number as the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes shall 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 outstanding principal amount of the Notes shall be payable on May 1November 15, 20262028, 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 4.508.250% per annum (the “Applicable Interest Rate”)annum. The date from which interest shall accrue on the Notes shall be April 21November 13, 20212023, 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 February 15, May 1 15, August 15 and November 1 15 of each year, commencing November 1February 15, 2021 2024 (provided, that if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment shall will 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 accrue as a result of such delayed payment); the initial interest period will be the period from and including April 21November 13, 2021 (or the most recent Interest Payment Date to which interest has been paid or provided for)2023, to, but excluding, the 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 NotesPredecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be April 15 and October 15 February 1, May 1, August 1 or November 1 (whether or not a Business Day), as the case may be, 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 Corporate Trust Office office of the Paying AgentTrustee located at 000 Xxxxxxxx Xxxxxx, which shall initially be Xx. Xxxx, MN 55107, Attention: New Mountain Finance Corporation (8.250% Notes Due 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 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, 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 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 Fourth Supplemental Indenture. Each Global Note shall represent the Outstanding aggregate amount of the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of Outstanding outstanding Notes from time to time endorsed thereon and that the aggregate 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 amount of Outstanding 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 1008 1007, 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 November 15, 2025, upon not less than 30 days nor more than 60 days written notice by mail prior to the date fixed for redemption thereof, at a 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 of the Notes to be redeemed, or
B. 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, 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 February 1, 2026, the Redemption Price for the Notes will be equal to 100% of the principal amount of the Notes to be redeemedthereof, plus accrued and unpaid interest, if any, interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the Redemption Date. For purposes .
(ii) Notice of calculating 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 Price Date, at the Holder’s address appearing in connection 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 redemption 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 any which the Notes are listed, in each case to the extent applicable.
(v) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the following terms 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 $25.00 and integral multiples of $25.00 in excess thereof.
(k) Holders of the Notes will not have the meanings set forth below:option to have the Notes repaid prior to the Stated Maturity.
(i) The Notes are hereby designated as “Senior Securities” under the Indenture.
Appears in 1 contract
Samples: Fourth Supplemental Indenture (New Mountain Finance 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 “4.508.50% Notes due 20262028.” and shall be designated as Senior Securities under the Indenture. The Notes shall bear a CUSIP number of 708062 AC8 80349A 869 and an ISIN number of US708062AC82US80349A8696.
(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, 1107 or 1107 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 $150,000,00050,000,000 (or up to $57,500,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full). Under a Board Resolution, Officer’s 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, CUSIP number maturity and other terms as the Notes; provided that that, if such Additional Notes must be part of the same issue as are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes if represented by purposes, then such Additional Notes will have different CUSIP and ISIN numbers from the same CUSIP number as the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes shall 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 outstanding principal amount of the Notes shall be payable on May 1April 15, 20262028, unless earlier redeemed or repurchased in accordance with the provisions of the this Fifteenth Supplemental Indenture.
(d) The rate at which the Notes shall bear interest shall be 4.508.50% per annum (the “Applicable Interest Rate”)annum. The date from which interest shall accrue on the Notes shall be April 2114, 20212023, 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 February 28, May 1 31, August 31 and November 1 30 of each year, commencing November 1May 31, 2021 2023 (provided, that if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment shall will 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 accrue as a result of such delayed payment); the initial interest period will be the period from and including April 2114, 2021 (or the most recent Interest Payment Date to which interest has been paid or provided for)2023, to, but excluding, the 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 NotesPredecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be April February 15, May 15, August 15 and October November 15 (whether or not a Business Day), as the case may be, 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 Corporate Trust Office office of the Paying AgentTrustee located at 00 Xxxxxxxxxx Xxxxxx, which shall initially be St. Xxxx, MN 55107, Attention: Saratoga Investment Corp. (8.50% Notes Due 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 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 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 Fourth Fifteenth Supplemental Indenture. Each Global Note shall represent the Outstanding aggregate amount of the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of Outstanding outstanding Notes from time to time endorsed thereon and that the aggregate 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 amount of Outstanding 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, 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 April 14, 2025, at a Redemption Price redemption price equal to the greater 100% of the following amountsoutstanding principal amount thereof, plus, in each case, 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 the Redemption Date:
A. 100% of the principal amount each Holder of the Notes to be redeemed, or
B. the sum of the present values of the remaining scheduled payments of principal and interest not less than thirty (exclusive of accrued and unpaid interest 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) on 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, discounted 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 Redemption Date on a semi-annual basis extent applicable.
(assuming a 360-day year consisting of twelve 30-day monthsv) using the applicable Treasury Rate plus 50 basis points; provided, however, that if Unless the Company redeems any Notes on or after February 1, 2026, defaults in payment of the Redemption Price 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 be equal not have the option to 100% of the principal amount of have the Notes repaid prior to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the Redemption Date. For purposes of calculating Stated Maturity.
(l) The Notes are hereby designated as “Senior Securities” under the Redemption Price in connection with the redemption of the Notes, on any Redemption Date, the following terms have the meanings set forth below:Indenture.
Appears in 1 contract
Terms of the Notes. The following terms relating to the Notes are hereby established:
(a) The Notes shall constitute a series of Securities having the title “4.504.500% Notes due 20262023” and shall be designated as Senior Securities under the Indenture. The Notes shall bear a CUSIP number of 708062 AC8 87265K AE2 and an ISIN number of US708062AC82US87265KAE29.
(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, 906 9.06 or 1107 11.07 of the Base Indenture) shall be $150,000,000. Under a Board Resolution, Officer’s 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, CUSIP number and other terms as the Notes; provided that such Additional Notes 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) 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 Notespurposes. Any Additional Notes and the existing Notes shall 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 amount of the Notes shall be payable on May 1January 22, 20262023, 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 4.504.500% per annum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be April 21January 22, 20212018, 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 May 1 January 22 and November 1 July 22 of each year, commencing November 1July 22, 2021 2018 (provided, that if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment shall will 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 accrue as a result of such delayed payment); the initial interest period will be the period from and including April 21January 22, 2021 2018 (or the most recent Interest Payment Date to which interest has been paid or provided for), to, but excluding, the 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 Notes) is registered at the close of business on the Regular Record Date for such interest, which shall be April 15 January 7 and October 15 July 7 (whether or not a Business Day), as the case may be, next preceding such Interest Payment Date. Payment of principal of (and premium, if any) and any such interest on the Notes will be made at the Corporate Trust Office of the Paying Agent, 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, 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. 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 Fourth 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 for such Global Notes shall be The Depository Trust Company, New York, New Yorkthe Depositary Custodian. 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 1008 10.06, 10.07 and 1009 10.08 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, at a Redemption Price equal to the greater of the following amounts, plus, in each case, accrued and unpaid interest to the Redemption Date:
A. (a) 100% of the principal amount of the Notes to be redeemed, or
B. (b) 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, 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 35 basis points; provided, however, that if the Company redeems any Notes on or after February 1December 22, 20262022, the Redemption Price for the Notes will be equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the Redemption Datedate of redemption. For purposes of calculating the Redemption Price in connection with the redemption of the Notes, on any Redemption Date, the following terms have the meanings set forth below:
Appears in 1 contract
Samples: First Supplemental Indenture (TPG Specialty Lending, Inc.)
Terms of the Notes. The following terms relating to the Notes are hereby established:
(a) The Notes shall constitute a series of Securities having the title “4.504.00% Notes due 2026” and shall be designated as Senior Securities under the Indenture. The Notes shall bear a CUSIP number of 708062 AC8 AD6 and an ISIN number of US708062AC82US708062AD65.
(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 or 1107 of the Base Indenture) shall be $150,000,000165,000,000. Under a Board Resolution, 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 “Additional Notes”) having the same ranking and the same interest rate, 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 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 amount of the Notes shall be payable on May November 1, 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 4.504.00% per annum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be April October 21, 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 May 1 and November 1 of each year, commencing November May 1, 2021 2022 (provided, that if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment 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 accrue as a result of such delayed payment); the initial interest period will be the period from and including April October 21, 2021 (or the most recent Interest Payment Date to which interest has been paid or provided for), to, but excludingnot including, the initial Interest Payment Date, and the subsequent interest periods will 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 be paid to the Person in whose name the Note (or one or more predecessor Notes) is registered at the close of business on the Regular Record Date for such interest, which shall be April 15 and October 15 (whether or not a Business Day), as the case may be, next preceding such Interest Payment Date. Payment of principal of (and premium, if any) and any such interest on the Notes will be made at the Corporate Trust Office of the Paying Agent, 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, 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. 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 Fourth 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 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 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, at a Redemption Price equal to the greater of the following amounts, plus, in each case, accrued and unpaid interest to to, but not including, the Redemption Date:
A. 100% of the principal amount of the Notes to be redeemed, or
B. 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, 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 February August 1, 2026, the Redemption Price for the Notes will be equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excludingnot including, the Redemption Date. For purposes of calculating the Redemption Price in connection with the redemption of the Notes, on any Redemption Date, the following terms have the meanings set forth below:
Appears in 1 contract
Samples: Supplemental Indenture (Pennantpark 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 “4.504.75% Notes due 2026” and shall be designated as Senior Securities under the Indenture”. The Notes shall bear a CUSIP number of 708062 AC8 67103B AA8 and an ISIN number of US708062AC82US67103BAA89, 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, 906 906, 1107 or 1107 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 $150,000,000100,000,000. Under a Board Resolution, Officer’s 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, CUSIP number maturity and other terms as the Notes; provided that that, if such Additional Notes must be part of the same issue as are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes if represented by purposes, then such Additional Notes shall have different CUSIP numbers from the same CUSIP number as the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes 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 outstanding principal amount of the Notes shall be payable on May 1February 10, 2026, 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 4.504.75% per annum (the “Applicable Interest Rate”)annum. The date from which interest shall accrue on the Notes shall be April 21February 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 May 1 February 10 and November 1 August 10 of each year, commencing November 1August 10, 2021 (providedprovided that, that if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment 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 initial interest period will shall be the period from and including April 21February 10, 2021 (or the most recent Interest Payment Date to which interest has been paid or provided for)2021, to, but excluding, the 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 NotesPredecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be April 15 February 1 and October 15 August 1 (whether or not a Business Day), as the case may be, 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 Corporate Trust Office office of the Paying AgentTrustee located at 000 Xxxxxxxx Xxxxxx, which shall initially be Xx. Xxxx, MN 55107, Attention: OFS Capital Corporation (4.75% Notes Due 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 in the case of Notes that are not in global formthat, 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, 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 Fourth Fifth Supplemental Indenture. Each Global Note shall represent the Outstanding 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 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 amount of Outstanding 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 “Depository”) 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 1007, 1008 and 1009 of the Indenture. For the avoidance of doubt, Article Four of the Base Indenture also applies to the Notes.
(h) The Notes shall be redeemable pursuant to Section 1101 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, at a Redemption Price equal to the greater of the following amounts, plus, in each case, accrued and unpaid interest to to, but excluding, the Redemption Date:
A. (a) 100% of the principal amount of the Notes to be redeemed, or
B. (b) the sum of the present values value 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, 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 February 1November 10, 20262025, the Redemption Price for the Notes will be equal to 100% of the principal amount of the Notes to be redeemed, plus 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, on any Redemption Date, the following terms have the meanings set forth below:
Appears in 1 contract
Terms of the Notes. The following terms relating to the Notes are hereby established:
(a) The Notes shall constitute a series of Securities having the title “4.507.875% Notes due 20262029” and shall be designated as Senior Securities under the Indenture. The Notes shall bear a CUSIP number of 708062 AC8 896442 605 and an ISIN number of US708062AC82US 8964426055.
(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, 906 9.06 or 1107 11.07 of the Base Indenture) shall be $150,000,000115,000,000. Under a Board Resolution, Officer’s 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, CUSIP number 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 if represented by the same CUSIP number as the Notespurposes. Any Additional Notes and the existing Notes shall 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 amount of the Notes shall be payable on May 1March 30, 20262029, 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 4.507.875% per annum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be April 21March 28, 20212024, 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 May 1 March 30, June 30, September 30 and November 1 December 30 of each year, commencing November 1June 30, 2021 2024 (provided, that if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment shall will 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 accrue as a result of such delayed payment); the initial interest period will be the period from and including April 21March 28, 2021 2024 (or the most recent Interest Payment Date to which interest has been paid or provided for), to, but excluding, the 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 Notes) is registered at the close of business on the Regular Record Date for such interest, which shall be April March 15, June 15, September 15 and October December 15 (whether or not a Business Day), as the case may be, next preceding such Interest Payment Date. Payment of principal of (and premium, if any) and any such interest on the Notes will be made at the Corporate Trust Office of the Paying Agent, 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, 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. 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 Fourth 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 shall be The Depository Trust Company, New York, New Yorkthe Depositary Custodian. 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 1008 10.07, 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 March 30, 2026 at a 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 of the Notes to be redeemed, or
B. 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, 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 February 1, 2026, the Redemption Price for the Notes will be equal to 100% of the principal amount of the Notes to be redeemedthereof, plus accrued and unpaid interest, if any, interest to, but excluding, the Redemption Date. For purposes .
(ii) Notice of calculating 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 Applicable Procedures with respect to Notes in global form, to each Holder of the Notes to be redeemed, not less than 30 nor more than 60 days prior to the Redemption Price Date, at the Holder’s address appearing in connection the Security Register. All notices of redemption shall contain the information set forth in Section 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 redemption Investment Company Act, to the extent applicable.
(iv) If the Company elects to redeem only a portion of the Notes, the particular Notes to be redeemed will be selected by the Trustee on a pro rata basis to the extent practicable, or, if a pro rata basis is not practicable for any reason, by lot or in such other manner as the Trustee shall deem fair and appropriate, and in any case in accordance with the applicable procedures of the Depositary and in accordance with the Investment Company Act as directed by the Company; provided, however, that no such partial redemption shall reduce the portion of the principal amount of a Note not redeemed to less than $25.
(v) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the following terms Notes called for redemption hereunder.
(i) The Notes shall not be subject to any sinking fund pursuant to Section 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 meanings set forth below:option to have the Notes repaid prior to the Stated Maturity other than in accordance with Article Thirteen of the Indenture.
Appears in 1 contract
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 “4.508.125% Notes due 20262027.” and shall be designated as Senior Securities under the Indenture. The Notes shall bear a CUSIP number of 708062 AC8 80349A 877 and an ISIN number of US708062AC82US80349A8779.
(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, 1107 or 1107 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 $150,000,00052,500,000 (or up to $60,375,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full). Under a Board Resolution, Officer’s 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, CUSIP number maturity and other terms as the Notes; provided that that, if such Additional Notes must be part of the same issue as are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes if represented by purposes, then such Additional Notes will have different CUSIP and ISIN numbers from the same CUSIP number as the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes shall 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 outstanding principal amount of the Notes shall be payable on May 1December 31, 20262027, unless earlier redeemed or repurchased in accordance with the provisions of the this Thirteenth Supplemental Indenture.
(d) The rate at which the Notes shall bear interest shall be 4.508.125% per annum (the “Applicable Interest Rate”)annum. The date from which interest shall accrue on the Notes shall be April 21December 13, 20212022, 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 February 28, May 1 31, August 31 and November 1 30 of each year, commencing November 1February 28, 2021 2023 (provided, that if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment shall will 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 accrue as a result of such delayed payment); the initial interest period will be the period from and including April 21December 13, 2021 (or the most recent Interest Payment Date to which interest has been paid or provided for)2022, to, but excluding, the 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 NotesPredecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be April February 15, May 15, August 15 and October November 15 (whether or not a Business Day), as the case may be, 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 Corporate Trust Office office of the Paying AgentTrustee located at 00 Xxxxxxxxxx Xxxxxx, which shall initially be St. Xxxx, MN 55107, Attention: Saratoga Investment Corp. (8.125% Notes Due 2027) 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 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 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 Fourth Thirteenth Supplemental Indenture. Each Global Note shall represent the Outstanding aggregate amount of the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of Outstanding outstanding Notes from time to time endorsed thereon and that the aggregate 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 amount of Outstanding 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, 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 December 13, 2024, at a Redemption Price redemption price equal to the greater 100% of the following amountsoutstanding principal amount thereof, plus, in each case, 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 the Redemption Date:
A. 100% of the principal amount each Holder of the Notes to be redeemed, or
B. the sum of the present values of the remaining scheduled payments of principal and interest not less than thirty (exclusive of accrued and unpaid interest 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) on 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, discounted 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 Redemption Date on a semi-annual basis extent applicable.
(assuming a 360-day year consisting of twelve 30-day monthsv) using the applicable Treasury Rate plus 50 basis points; provided, however, that if Unless the Company redeems any Notes on or after February 1, 2026, defaults in payment of the Redemption Price 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 be equal not have the option to 100% of the principal amount of have the Notes repaid prior to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the Redemption Date. For purposes of calculating Stated Maturity.
(l) The Notes are hereby designated as “Senior Securities” under the Redemption Price in connection with the redemption of the Notes, on any Redemption Date, the following terms have the meanings set forth below:Indenture.
Appears in 1 contract
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 “4.508.00% Notes due 20262027.” and shall be designated as Senior Securities under the Indenture. The Notes shall bear a CUSIP number of 708062 AC8 80349A 885 and an ISIN number of US708062AC82US80349A8852.
(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, 1107 or 1107 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 $150,000,00040,000,000 (or up to $46,000,000 aggregate principal amount if the underwriters’ option to purchase additional Securities is exercised in full). Under a Board Resolution, Officer’s 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, CUSIP number maturity and other terms as the Notes; provided that that, if such Additional Notes must be part of the same issue as are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes if represented by purposes, then such Additional Notes will have different CUSIP and ISIN numbers from the same CUSIP number as the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes shall 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 outstanding principal amount of the Notes shall be payable on May 1October 31, 20262027, unless earlier redeemed or repurchased in accordance with the provisions of the this Twelfth Supplemental Indenture.
(d) The rate at which the Notes shall bear interest shall be 4.508.00% per annum (the “Applicable Interest Rate”)annum. The date from which interest shall accrue on the Notes shall be April 21October 27, 20212022, 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 February 28, May 1 31, August 31 and November 1 30 of each year, commencing November 1February 28, 2021 2023 (provided, that if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment shall will 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 accrue as a result of such delayed payment); the initial interest period will be the period from and including April 21October 27, 2021 (or the most recent Interest Payment Date to which interest has been paid or provided for)2022, to, but excluding, the 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 NotesPredecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be April February 15, May 15, August 15 and October November 15 (whether or not a Business Day), as the case may be, 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 Corporate Trust Office office of the Paying AgentTrustee located at 00 Xxxxxxxxxx Xxxxxx, which shall initially be St. Xxxx, MN 55107, Attention: Saratoga Investment Corp. (8.00% Notes Due 2027) 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 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 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 Fourth Twelfth Supplemental Indenture. Each Global Note shall represent the Outstanding aggregate amount of the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of Outstanding outstanding Notes from time to time endorsed thereon and that the aggregate 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 amount of Outstanding 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, 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 October 27, 2024, at a Redemption Price redemption price equal to the greater 100% of the following amountsoutstanding principal amount thereof, plus, in each case, 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 the Redemption Date:
A. 100% of the principal amount each Holder of the Notes to be redeemed, or
B. the sum of the present values of the remaining scheduled payments of principal and interest not less than thirty (exclusive of accrued and unpaid interest 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) on 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, discounted 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 Redemption Date on a semi-annual basis extent applicable.
(assuming a 360-day year consisting of twelve 30-day monthsv) using the applicable Treasury Rate plus 50 basis points; provided, however, that if Unless the Company redeems any Notes on or after February 1, 2026, defaults in payment of the Redemption Price 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 be equal not have the option to 100% of the principal amount of have the Notes repaid prior to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the Redemption Date. For purposes of calculating Stated Maturity.
(l) The Notes are hereby designated as “Senior Securities” under the Redemption Price in connection with the redemption of the Notes, on any Redemption Date, the following terms have the meanings set forth below:Indenture.
Appears in 1 contract
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 “4.504.875% Notes due 2026.” and shall be designated as Senior Securities under the Indenture. The Notes shall bear a CUSIP number of 708062 AC8 858568 AB4 and an ISIN number of US708062AC82US858568AB44, 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, 906 906, 1107 or 1107 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 $150,000,000100,000,000. Under a Board Resolution, Officer’s 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, CUSIP number maturity and other terms as the Notes; provided that that, if such Additional Notes must be part of the same issue as are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes if represented by purposes, then such Additional Notes will have different CUSIP and ISIN numbers from the same CUSIP number as the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes shall 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 amount of the Notes shall be payable on May 1March 30, 2026, 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 4.504.875% per annum (the “Applicable Interest Rate”)annum. The date from which interest shall accrue on the Notes shall be April 21January 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 May 1 March 30 and November 1 September 30 of each year, commencing November 1September 30, 2021 (provided, that if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment shall will 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 accrue as a result of such delayed payment); the initial interest period will be the period from and including April 21January 14, 2021 (or the most recent Interest Payment Date to which interest has been paid or provided for)2021, to, but excluding, the 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 NotesPredecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be April March 15 and October September 15 (whether or not a Business Day), as the case may be, 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 Corporate Trust Office of the Paying AgentTrustee located at 000 Xxxxxxxx Xxxxxx, which shall initially be Xx. Xxxx, MN 55107, Attention: Stellus Capital Investment Corporation (4.875% Notes Due 2026) 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 in if the case of Notes that are not in global form, at the option holder of the CompanyNotes requests the Company to do so, the Company will pay any amount that becomes due on the Notes by wire transfer of immediately available funds to an account at a bank in New York, New York (upon not less than 15 Business Days’ notice prior to the time of payment); provided, further, however, that so long as the Notes are registered to Cede & Co., such payment of interest may will be made by check mailed to wire transfer in accordance with the address of procedures established by The Depository Trust Company and the Person entitled thereto as such address shall appear in the Security RegisterTrustee. 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 Fourth 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 “Depository”) 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 1007, 1008 and 1009 of the Indenture. For the avoidance of doubt, Article Four of the Base Indenture also applies to the Notes.
(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, at any time, time or from time to time, at the option of the Company, at a Redemption Price equal to the greater of the following amounts, plus, in each case, accrued and unpaid interest to to, but excluding, the Redemption Date:
A. (a) 100% of the principal amount of the Notes to be redeemed, or
B. (b) 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, 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 February 1December 31, 20262025, the Redemption Price for the Notes will be equal to 100% of the principal amount of the Notes to be redeemed, plus 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, on any Redemption Date, the following terms have the meanings set forth below:
Appears in 1 contract
Samples: Third Supplemental Indenture (Stellus Capital 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 “4.504.375% Notes due 2026.” and shall be designated as Senior Securities under the Indenture. The Notes shall bear a CUSIP number of 708062 AC8 80349A AD1 and an ISIN number of US708062AC82US80349AAD19, 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, 906 906, 1107 or 1107 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 $150,000,00050,000,000. Under a Board Resolution, Officer’s 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, CUSIP number maturity and other terms as the Notes; provided that that, if such Additional Notes must be part of the same issue as are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes if represented by purposes, then such Additional Notes will have different CUSIP and ISIN numbers from the same CUSIP number as the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes shall 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 outstanding principal amount of the Notes shall be payable on May 1February 28, 2026, 2026 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 4.504.375% per annum (the “Applicable Interest Rate”)annum. The date from which interest shall accrue on the Notes shall be April 21March 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 May 1 February 28 and November 1 August 28 of each year, commencing November 1August 28, 2021 (provided, that if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment shall will 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 accrue as a result of such delayed payment); the initial interest period will be the period from and including April 21March 10, 2021 (or the most recent Interest Payment Date to which interest has been paid or provided for)2021, to, but excluding, the 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 NotesPredecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be April February 15 and October August 15 (whether or not a Business Day), as the case may be, 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 Corporate Trust Office office of the Paying AgentTrustee located at 00 Xxxxxxxxxx Xxxxxx, which shall initially be St. Xxxx, MN 55107, Attention: Saratoga Investment Corp. (4.375% Notes Due 2026) 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 in if the case of Notes that are not in global form, at the option holder of the CompanyNotes requests the Company to do so, the Company will pay any amount that becomes due on the Notes by wire transfer of immediately available funds to an account at a bank in New York, New York (upon not less than 15 Business Days’ notice prior to the time of payment); provided, further, however, that so long as the Notes are registered to Cede & Co., such payment of interest may will be made by check mailed to wire transfer in accordance with the address of procedures established by The Depository Trust Company and the Person entitled thereto as such address shall appear in the Security RegisterTrustee. 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 Fourth Eighth Supplemental Indenture. Each Global Note shall represent the Outstanding aggregate amount of the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of Outstanding outstanding Notes from time to time endorsed thereon and that the aggregate 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 amount of Outstanding 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 1008 1008, 1009 and 1009 1010 of the Indenture. For the avoidance of doubt, Article Four of the Base Indenture also applies to the Notes.
(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, at any time, time or from time to time, at the option of the Company, at a Redemption Price equal to the greater of the following amounts, plus, in each case, accrued and unpaid interest to to, but excluding, the Redemption Date:
A. (a) 100% of the principal amount of the Notes to be redeemed, or
B. (b) 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, 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 February 1November 28, 20262025, the Redemption Price for the Notes will be equal to 100% of the principal amount of the Notes to be redeemed, plus 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, on any Redemption Date, the following terms have the meanings set forth below:
Appears in 1 contract
Samples: Eighth 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 Securities having the title “4.504.875% Notes due 2026” and shall be designated as Senior Securities under the Indenture2028”. The Notes shall bear a CUSIP number of 708062 AC8 376546 883 and an ISIN number of US708062AC82US3765468836, 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 or 1107 and 9.04 of the Base Indenture and Section 3.02(a) of the Indenture) shall be $150,000,000134,550,000 (including up to $17,550,000 aggregate principal amount pursuant to the underwriters’ overallotment option). Under As authorized under a Board Resolution, Resolution or Officer’s Certificate pursuant to a Board Resolutions or an indenture supplementResolution, the Company and the Trustee may enter into a Future Supplemental Indenture pursuant to 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, CUSIP number maturity and other terms as the Notes; provided that that, if such Additional Notes must be part of the same issue as are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes if represented by purposes, then such Additional Notes shall have different CUSIP numbers from the same CUSIP number as the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes 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 outstanding principal amount of the Notes shall be payable on May November 1, 2026, 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 4.504.875% per annum (the “Applicable Interest Rate”)annum. The date from which interest shall accrue on the Notes shall be April 21August 18, 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 February 1, May 1, August 1 and November 1 of each year, commencing November 1, 2021 (providedprovided that, that if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment 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 initial interest period will shall be the period from and including April 21August 18, 2021 (or the most recent Interest Payment Date to which interest has been paid or provided for)2021, to, but excluding, the 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 NotesPredecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be January 15, April 15, July 15 and or October 15 (whether or not a Business Day), as the case may be, 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 Corporate Trust Office office of the Paying AgentTrustee located at 000 Xxxxx Xxxxxxxxx, which shall initially be 00xx Xxxxx, Xxxxxx Xxxx, Xxxxxxxx 00000, Attention: Gladstone Investment Corporation (4.875% Notes Due 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 in the case of Notes that are not in global formthat, 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, 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 shall be made by wire transfer in accordance with the procedures established by 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 Fourth Third Supplemental Indenture. Each Global Note shall represent the Outstanding 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 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 new Global Note to reflect reflecting the amount of any increase or decrease in the amount of Outstanding 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 “Depository”) 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 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, 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 November 1, 2023, at a Redemption Price equal to the greater 100% of the following amounts, plus, in each case, outstanding principal amount thereof plus accrued and unpaid interest to the Redemption Date:
A. 100% of the principal amount of the Notes to be redeemed, or
B. 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, 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 February 1, 2026, the Redemption Price otherwise payable for the Notes will be equal to 100% of the principal amount of the Notes to be redeemed, plus then-current quarterly interest period accrued and unpaid interest, if any, to, but excluding, the Redemption Date. For purposes .
(ii) Notice of calculating 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 Price Date, at the Holder’s address appearing in connection the Security Register. All notices of redemption shall contain the information set forth in Section 3.02(a) of the Indenture.
(iii) Any exercise of the Company’s option to redeem the Notes shall be done in compliance with the redemption 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 Depository shall determine the method for selecting the particular Notes to be redeemed, in accordance with Section 3.02(b) of the Indenture, the Investment Company Act and the rules of any national securities exchange or quotation system on any which the Notes are listed, in each case to the extent applicable.
(v) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest shall cease to accrue on the following terms Notes called for redemption hereunder.
(h) The Notes shall not be subject to any sinking fund pursuant to Section 3.04 of the Base Indenture.
(i) The Notes shall be issuable in denominations of $25 and integral multiples of $25 in excess thereof.
(j) Holders of the Notes shall not have the meanings set forth below:option to have the Notes repaid prior to the Stated Maturity.
Appears in 1 contract
Samples: Third 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 Securities having the title “4.507.875% Notes due 20262029” and shall be designated as Senior Securities under the Indenture. The Notes shall bear a CUSIP number of 708062 AC8 896442 704 and an ISIN number of US708062AC82US 8964427046.
(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, 906 9.06 or 1107 11.07 of the Base Indenture) shall be $150,000,000100,000,000. Under a Board Resolution, Officer’s 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, CUSIP number 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 if represented by the same CUSIP number as the Notespurposes. Any Additional Notes and the existing Notes shall 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 amount of the Notes shall be payable on May 1September 30, 20262029, 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 4.507.875% per annum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be April 21July 19, 20212024, 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 May 1 March 30, June 30, September 30 and November 1 December 30 of each year, commencing November 1September 30, 2021 2024 (provided, that if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment shall will 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 accrue as a result of such delayed payment); the initial interest period will be the period from and including April 21July 19, 2021 2024 (or the most recent Interest Payment Date to which interest has been paid or provided for), to, but excluding, the 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 Notes) is registered at the close of business on the Regular Record Date for such interest, which shall be April March 15, June 15, September 15 and October December 15 (whether or not a Business Day), as the case may be, next preceding such Interest Payment Date. Payment of principal of (and premium, if any) and any such interest on the Notes will be made at the Corporate Trust Office of the Paying Agent, 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, 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. 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 Fourth 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 shall be The Depository Trust Company, New York, New Yorkthe Depositary Custodian. 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 1008 10.07, 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 30, 2026 at a 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 of the Notes to be redeemed, or
B. 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, 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 February 1, 2026, the Redemption Price for the Notes will be equal to 100% of the principal amount of the Notes to be redeemedthereof, plus accrued and unpaid interest, if any, interest to, but excluding, the Redemption Date. For purposes .
(ii) Notice of calculating 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 Applicable Procedures with respect to Notes in global form, to each Holder of the Notes to be redeemed, not less than 30 nor more than 60 days prior to the Redemption Price Date, at the Holder’s address appearing in connection the Security Register. All notices of redemption shall contain the information set forth in Section 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 redemption Investment Company Act, to the extent applicable.
(iv) If the Company elects to redeem only a portion of the Notes, the particular Notes to be redeemed will be selected by the Trustee on a pro rata basis to the extent practicable, or, if a pro rata basis is not practicable for any reason, by lot or in such other manner as the Trustee shall deem fair and appropriate, and in any case in accordance with the applicable procedures of the Depositary and in accordance with the Investment Company Act as directed by the Company; provided, however, that no such partial redemption shall reduce the portion of the principal amount of a Note not redeemed to less than $25.
(v) Unless the Company defaults in payment of the Redemption Price, on and after the Redemption Date, interest will cease to accrue on the following terms Notes called for redemption hereunder.
(i) The Notes shall not be subject to any sinking fund pursuant to Section 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 meanings set forth below:option to have the Notes repaid prior to the Stated Maturity other than in accordance with Article Thirteen of the Indenture.
Appears in 1 contract
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 “4.504.75% Notes due 2026.” and shall be designated as Senior Securities under the Indenture. The Notes shall bear a CUSIP number of 708062 AC8 610335 AB7 and an ISIN number of US708062AC82US610335AB74, 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, 906 906, 1107 or 1107 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 $150,000,000130,000,000. Under a Board Resolution, Officer’s 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, CUSIP number maturity and other terms as the Notes; provided that that, if such Additional Notes must be part of the same issue as are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes if represented by purposes, then such Additional Notes will have different CUSIP and ISIN numbers from the same CUSIP number as the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes shall 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 outstanding principal amount of the Notes shall be payable on May 1February 15, 2026, 2026 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 4.504.75% per annum (the “Applicable Interest Rate”)annum. The date from which interest shall accrue on the Notes shall be April 21January 25, 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 May 1 February 15 and November 1 August 15 of each year, commencing November 1August 15, 2021 (provided, that if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment shall will 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 accrue as a result of such delayed payment); the initial interest period will be the period from and including April 21January 25, 2021 (or the most recent Interest Payment Date to which interest has been paid or provided for)2021, to, but excluding, the 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 NotesPredecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be April 15 February 1 and October 15 August 1 (whether or not a Business Day), as the case may be, 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 upon presentation of the Notes at the Corporate Trust Office office of the Paying AgentTrustee located at 000 Xxxxxxxx Xxxxxx, which shall initially be Xx. Xxxx, MN 55107, Attention: Monroe Capital Corporation (4.75% Notes Due 2026) 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 in if the case of Notes that are not in global form, at the option holder of the CompanyNotes requests the Company to do so, the Company will pay any amount that becomes due on the Notes by wire transfer of immediately available funds to an account at a bank in New York, New York (upon not less than 15 Business Days’ notice prior to the time of payment); provided, further, however, that so long as the Notes are registered to Cede & Co., such payment of interest may will be made by check mailed to wire transfer in accordance with the address of procedures established by The Depository Trust Company and the Person entitled thereto as such address shall appear in the Security RegisterTrustee. 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 Fourth Second Supplemental Indenture. Each Global Note shall represent the Outstanding aggregate amount of the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of Outstanding outstanding Notes from time to time endorsed thereon and that the aggregate 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 amount of Outstanding 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 “Depository”) 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 1007, 1008 and 1009 of the Indenture. For the avoidance of doubt, Article 4 of the Base Indenture also applies to the Notes.
(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, at any time, time or from time to time, at the option of the Company, at a Redemption Price calculated by the Company equal to the greater of the following amounts, plus, in each case, accrued and unpaid interest to to, but excluding, the Redemption Date:
A. (a) 100% of the principal amount of the Notes to be redeemed, or
B. (b) 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, 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 February 1November 15, 20262025, the Redemption Price for the Notes will be equal to 100% of the principal amount of the Notes to be redeemed, plus 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, on any Redemption Date, the following terms have the meanings set forth below:
Appears in 1 contract
Samples: Second Supplemental Indenture (MONROE CAPITAL Corp)
Terms of the Notes. The following terms relating to the Notes are hereby established:
(a) The Notes shall constitute a series of Securities having the title “4.506.95% Notes due 20262029” and shall be designated as Senior Securities under the Indenture. The Notes shall bear a CUSIP number of 708062 AC8 09259E AC2 and an ISIN number of US708062AC82US09259EAC21.
(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, 906 9.06 or 1107 11.07 of the Base Indenture) shall be $150,000,000325,000,000. Under a Board Resolution, Officer’s 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 in right of payment and the same interest rate, 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 Notespurposes. Any Additional Notes and the existing Notes shall 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 amount of the Notes shall be payable on May 130, 20262029 (the “Stated Maturity”), 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 4.506.95% per annum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be April 21May 30, 20212024, 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 May 1 30 and November 1 30 of each year, commencing November 130, 2021 2024 (provided, that if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment shall will 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 accrue as a result of such delayed payment); the initial interest period will be the period from and including April 21May 30, 2021 2024 (or the most recent Interest Payment Date to which interest has been paid or provided for), to, but excluding, the 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 Notes) is registered at the close of business on the Regular Record Date for such interest, which shall be April May 15 and October November 15 (whether or not a Business Day), as the case may be, next immediately preceding such Interest Payment Date. Payment of principal of (and premium, if any) and any such interest on the Notes will be made at the Corporate Trust Office of the Paying Agent, which shall initially be the Trustee, 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, 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. 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 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 2.03 and 305 3.05 of the Base Indenture.
(f) The depositary for such Global Notes shall be The Depository Trust Company, New York, New Yorkthe Depositary. 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 1008 10.06, 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 Prior to April 30, 2029 (the “Par Call Date”), the Company may redeem the Notes will be redeemableat its option, in whole or in part, at any time, or time and from time to time, at the option of the Company, at a Redemption Price (expressed as a percentage of principal amount and rounded to three decimal places) equal to the greater of the following amounts, plus, in each case, accrued and unpaid interest to the Redemption Dateof:
A. 100% of the principal amount of the Notes to be redeemed, or
B. (a) 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, 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) using at the applicable Treasury Rate plus 50 45 basis points; providedpoints less (b) interest accrued to the date of redemption, however, that if the Company redeems any Notes on or after February 1, 2026, the Redemption Price for the Notes will be equal to and
(b) 100% of the principal amount of the Notes to be redeemed, plus, in either case, accrued and unpaid interest thereon to the Redemption Date.
(ii) 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 being redeemed plus accrued and unpaid interest, if any, to, but excluding, interest thereon to the Redemption Date. For purposes of calculating the Redemption Price in connection with the redemption of the Notes, on any Redemption Date, the following terms have the meanings set forth below:
Appears in 1 contract
Samples: Supplemental Indenture (BlackRock TCP Capital Corp.)
Terms of the Notes. The following terms relating to the Notes are hereby established:
(a) The Notes shall constitute a series of Securities having the title “4.504.375% Notes due 2026” and shall be designated as Senior Securities under the Indenture. The Notes shall bear a CUSIP number of 708062 AC8 896442 AG5 and an ISIN number of US708062AC82US896442AG58.
(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, 906 9.06 or 1107 11.07 of the Base Indenture) shall be $150,000,000125,000,000. Under a Board Resolution, Officer’s 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, CUSIP number and other terms as the NotesNotes (except for the issue date, offering price and, if applicable, the initial interest payment date); 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 if represented by the same CUSIP number as the Notespurposes. Any Additional Notes and the existing Notes shall 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 amount of the Notes shall be payable on May 1August 24, 2026, 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 4.504.375% per annum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be April 21August 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 May 1 February 15 and November 1 August 15 of each year, commencing November 1February 15, 2021 2022 (provided, that if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment shall will 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 accrue as a result of such delayed payment); the initial interest period will be the period from and including April 21August 24, 2021 (or the most recent Interest Payment Date to which interest has been paid or provided for), to, but excluding, the 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 Notes) is registered at the close of business on the Regular Record Date for such interest, which shall be April 15 February 1 and October 15 August 1 (whether or not a Business Day), as the case may be, next preceding such Interest Payment Date. Payment of principal of (and premium, if any) and any such interest on the Notes will be made at the Corporate Trust Office of the Paying Agent, 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, 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. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months. The Trustee will have no obligation to calculate or verify the calculation of the accrued and unpaid interest payable on the Notes.
(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 Fourth 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 shall be The Depository Trust Company, New York, New Yorkthe Depositary Custodian. 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 1008 10.07, 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, at a Redemption Price equal to the greater of the following amounts, plus, in each case, accrued and unpaid interest to to, but excluding, the Redemption Date:
A. 100% of the principal amount of the Notes to be redeemed, or
B. 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, 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 February 1July 24, 2026, the Redemption Price for the Notes will be equal to 100% of the principal amount of the Notes to be redeemed, plus 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, on any Redemption Date, the following terms have the meanings set forth below:
Appears in 1 contract
Samples: Third Supplemental Indenture (Trinity Capital Inc.)
Terms of the Notes. The following terms relating to the Notes are hereby established:
(a) The Notes shall constitute a series of Securities having the title “4.504.25% Notes due 2026” and shall be designated as Senior Securities under the Indenture. The Notes shall bear a CUSIP number of 708062 AC8 70806A AA4 and an ISIN number of US708062AC82US70806AAA43.
(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 or 1107 of the Base Indenture) shall be $150,000,000100,000,000. Under a Board Resolution, Officer’s 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, 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 shall 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 amount of the Notes shall be payable on May April 1, 2026, 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 4.504.25% per annum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be April 21March 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 May April 1 and November October 1 of each year, commencing November October 1, 2021 (provided, that if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment shall will 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 accrue as a result of such delayed payment); the initial interest period will be the period from and including April 21March 23, 2021 (or the most recent Interest Payment Date to which interest has been paid or provided for), to, but excluding, the 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 Notes) is registered at the close of business on the Regular Record Date for such interest, which shall be April 15 1 and October 15 1 (whether or not a Business Day), as the case may be, next preceding such Interest Payment Date. Payment of principal of (and premium, if any) and any such interest on the Notes will be made at the Corporate Trust Office of the Paying Agent, 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, 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. 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 Fourth 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 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 1008 and 1009 thereof (after giving effect to the amendments set forth in Section 5.01 of the this First Supplemental 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, at a Redemption Price equal to the greater of the following amounts, plus, in each case, accrued and unpaid interest to to, but excluding, the Redemption Date:
A. 100% of the principal amount of the Notes to be redeemed, or
B. 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, 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 February January 1, 2026, the Redemption Price for the Notes will be equal to 100% of the principal amount of the Notes to be redeemed, plus 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, on any Redemption Date, the following terms have the meanings set forth below:
Appears in 1 contract
Samples: First Supplemental Indenture (PennantPark Floating Rate Capital Ltd.)
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 “4.504.625% Notes due 20262022.” and shall be designated as Senior Securities under the Indenture. The Notes shall bear a CUSIP number of 708062 AC8 427096 AG7 and an ISIN number of US708062AC82US427096AG77.
(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, 906 9.06, 11.07 or 1107 13.05 of the Base Indenture, and except for any Securities that, pursuant to Section 3.03 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be $150,000,000. Under a Board Resolution, Officer’s 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 terms (except for the issue date, public offering price and, if applicable, the initial interest payment date) and with the same interest rate, maturity, CUSIP number and other terms numbers as the Notesexisting Notes in an unlimited aggregate principal amount; provided that if such Additional Notes must be part are not fungible with the existing Notes (or any other tranche of the same issue as the Notes Additional Notes) for U.S. federal income tax purposes if represented by purposes, then such Additional Notes will have different CUSIP numbers from the same CUSIP number as the existing Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes shall 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 amount of the Notes shall be payable on May 1October 23, 20262022, 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 4.504.625% per annum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be April 21October 23, 20212017, 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 May 1 April 23, and November 1 October 23 of each year, commencing November 1April 23, 2021 2018 (provided, that if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment shall will 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 accrue as a result of such delayed payment); the initial interest period will be the period from and including April 21October 23, 2021 (or the most recent Interest Payment Date to which interest has been paid or provided for)2017, to, but excluding, the 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 NotesPredecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be April 15 and 8 or October 15 8 (whether or not a Business Day), as the case may be, 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 Corporate Trust Office of the Paying Agent, 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 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 Fourth Supplemental Indenture. Each Global Note shall represent the 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 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 1008 10.06, 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, at a Redemption Price equal to the greater of the following amounts, plus, in each case, accrued and unpaid interest to the Redemption Date:
A. (1) 100% of the principal amount of the Notes to be redeemed, or
B. (2) 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, 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 45 basis points; provided, however, that if the Company redeems any Notes on or after February 1September 23, 20262022, the Redemption Price for the Notes will be equal to 100% of the principal amount of the Notes to be redeemed, plus 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, on any Redemption Date, the following terms have the meanings set forth below:
Appears in 1 contract
Samples: Fourth 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 Securities having the title “4.506.950% Notes due 20262028” and shall be designated as Senior Securities under the Indenture. The Notes shall bear a CUSIP number of 708062 AC8 83012A AB5 and an ISIN number of US708062AC82US83012AAB52.
(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, 906 9.06 or 1107 11.07 of the Base Indenture) shall be $150,000,000300,000,000. Under a Board Resolution, Officer’s 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, CUSIP number 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 if represented by the same CUSIP number as the Notespurposes. Any Additional Notes and the existing Notes shall 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 amount of the Notes shall be payable on May 1August 14, 20262028, 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 4.506.950% per annum (the “Applicable Interest Rate”). The date from which interest shall accrue on the Notes shall be April 21August 14, 20212023, 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 May 1 February 14 and November 1 August 14 of each year, commencing November 1February 14, 2021 2024 (provided, that if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment shall will 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 accrue as a result of such delayed payment); the initial interest period will be the period from and including April 21August 14, 2021 2023 (or the most recent Interest Payment Date to which interest has been paid or provided for), to, but excluding, the 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 Notes) is registered at 5:00 p.m. New York City time (the “close of business business”) on the Regular Record Date for such interest, which shall be April 15 January 31 and October 15 July 31 (whether or not a Business Day), as the case may be, next immediately preceding such Interest Payment Date. Payment of principal of (and premium, if any) and any such interest on the Notes will be made at the Corporate Trust Office of the Paying Agent, 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, 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. 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 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 2.03 and 305 3.05 of the Base Indenture.
(f) The depositary Depositary Custodian for such Global Notes shall be The Depository Trust Company, New York, New Yorkthe Trustee. 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 1008 10.06, 10.07 and 1009 10.08 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, at a Redemption Price (expressed as a percentage of principal amount and rounded to three decimal places), prior to July 14, 2028 (the “Par Call Date”), equal to the greater of the following amounts, plus, in each case, accrued and unpaid interest thereon to the Redemption Date:
A. 100% of the principal amount of the Notes to be redeemed, or
B. (1) 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, 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) using at the applicable Treasury Rate plus 50 45 basis pointspoints less (2) interest accrued to the date of redemption; and
(b) 100% of the principal amount of the Notes to be redeemed; provided, however, that if the Company redeems any Notes on or after February 1, 2026the Par Call Date, the Redemption Price for the Notes will be equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, interest thereon to the Redemption Date. For purposes of calculating the Redemption Price in connection with the redemption of the Notes, on any Redemption Date, the following terms have the meanings set forth below:.
Appears in 1 contract
Samples: Fourth Supplemental Indenture (Sixth Street Specialty Lending, 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 “4.503.375% Notes due 2026.” and shall be designated as Senior Securities under the Indenture. The Notes shall bear a CUSIP number of 708062 AC8 140501 AC1 and an ISIN number of US708062AC82US140501AC12, 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 3043.04, 3053.05, 3063.06, 906 9.06, 11.07 or 1107 13.05 of the Base Indenture, and except for any Securities that, pursuant to Section 3.03 of the Base Indenture, are deemed never to have been authenticated and delivered under the Indenture) shall be $150,000,000100,00,000. Under a Board Resolution, Officer’s 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, CUSIP number maturity and other terms as the Notes; provided that that, if such Additional Notes must be part of the same issue as are not fungible with the Notes (or any other tranche of Additional Notes) for U.S. federal income tax purposes if represented by purposes, then such Additional Notes will have different CUSIP and ISIN numbers from the same CUSIP number as the Notes (and any such other tranche of Additional Notes). Any Additional Notes and the existing Notes shall 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 outstanding principal amount of the Notes shall be payable on May October 1, 2026, 2026 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 4.503.375% per annum (the “Applicable Interest Rate”)annum. The date from which interest shall accrue on the Notes shall be April 21August 27, 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 May April 1 and November October 1 of each year, commencing November April 1, 2021 2022 (provided, that if an Interest Payment Date falls on a day that is not a Business Day, then the applicable interest payment shall will 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 accrue as a result of such delayed payment); the initial interest period will be the period from and including April 21August 27, 2021 (or the most recent Interest Payment Date to which interest has been paid or provided for)2021, to, but excluding, the 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 NotesPredecessor Securities) is registered at the close of business on the Regular Record Date for such interest, which shall be April March 15 and October September 15 (whether or not a Business Day), as the case may be, 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 Corporate Trust Office office of the Paying AgentTrustee located at 000 Xxxx Xxxxxx, which shall initially be Xxxxx 0000, Xxx Xxxx, Xxx Xxxx 00000, Attention: Capital Southwest Corporation (3.375% Notes Due 2026) 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 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 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 Fourth Supplemental Indenture. Each Global Note shall represent the Outstanding aggregate amount of the outstanding Notes as shall be specified therein and each shall provide that it shall represent the aggregate amount of Outstanding outstanding Notes from time to time endorsed thereon and that the aggregate 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 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 1008 10.08, 10.09, and 1009 10.10 of the Indenture. For the avoidance of doubt, Article IV of the Base Indenture also applies to the Notes.
(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, at any time, time or from time to time, at the option of the Company, at a Redemption Price equal to the greater of the following amounts, plus, in each case, accrued and unpaid interest to to, but excluding, the Redemption Date:
A. (a) 100% of the principal amount of the Notes to be redeemed, or
B. (b) 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, 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 pointspoints (for the avoidance of doubt, the foregoing Redemption Price will be calculated based on the assumption that the principal amount of the Notes was due on July 1, 2026, and that the final interest payment on the Notes was for the period from and including April 1, 2026, to but excluding July 1, 2026); provided, however, that if the Company redeems any Notes on or after February July 1, 2026, the Redemption Price for the Notes will be equal to 100% of the principal amount of the Notes to be redeemed, plus 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, on any Redemption Date, the following terms have the meanings set forth below:
Appears in 1 contract
Samples: Fourth Supplemental Indenture (Capital Southwest Corp)