Student Transportation Inc. Sample Contracts
UNDERWRITING AGREEMENTUnderwriting Agreement • February 20th, 2015 • Student Transportation Inc. • Local & suburban transit & interurban hwy passenger trans • Ontario
Scotia Capital Inc. and National Bank Financial Inc. (the “Lead Underwriters”) and BMO Nesbitt Burns Inc., TD Securities Inc., Stifel, Nicolaus & Company, Inc., Raymond James Ltd. and HSBC Securities (Canada) Inc. (collectively with the Lead Underwriters, the “Underwriters” and each, an “Underwriter”) understand that Student Transportation Inc. (the “Issuer”), an Ontario corporation, proposes, subject to the terms and conditions contained herein, to issue and sell 10,420,000 Shares (as hereinafter defined) (the “Firm Shares”) to the Underwriters for distribution to the public at an issue price of $7.20 per Firm Share. Upon and subject to the terms and conditions set out below, the Underwriters severally, and not jointly and severally, offer to purchase from the Issuer at the Closing Time (as hereinafter defined), and the Issuer hereby agrees to sell to the Underwriters, all but not less than all of the Firm Shares at a price of $7.20 per Firm Share (the “Offering Price”), being an aggr
Standard Contracts
UNDERWRITING AGREEMENTUnderwriting Agreement • July 13th, 2011 • Student Transportation Inc. • Ontario
Scotia Capital Inc. (“Scotia”), BMO Nesbitt Burns Inc., CIBC World Markets Inc., TD Securities Inc., Wellington West Capital Markets Inc., Raymond James Ltd. and Cormark Securities Inc. (collectively with Scotia, the “Underwriters” and each, an “Underwriter”) understand that Student Transportation Inc. (the “Issuer”), an Ontario corporation, proposes, subject to the terms and conditions contained herein, to issue and sell $50,000,000 aggregate principal amount of 6.75% convertible subordinated unsecured debentures due June 30, 2015 (the “Debentures”) to the Underwriters for distribution to the public at an issue price of $1,000 per Debenture and is prepared:
First Amendment to Third Amended and Restated Credit AgreementCredit Agreement • February 22nd, 2012 • Student Transportation Inc. • Local & suburban transit & interurban hwy passenger trans • Illinois
This First Amendment to Third Amended and Restated Credit Agreement is dated as of October 11, 2011 (this “Amendment”), among Student Transportation of America, Inc., a Delaware corporation (the “Borrower”), Student Transportation of Canada Inc., an Ontario Corporation (“STC”), Parkview Transit Inc. (“Parkview” and together with STC individually, a “Canadian Borrower” and collectively, the “Canadian Borrowers”), the guarantors party hereto, the financial institutions listed on the signature pages hereof as Lenders and BMO Harris Bank N.A. (f/k/a Harris N.A.), as administrative agent (in such capacity, the “Administrative Agent”).
AMENDMENT AND WAIVER AGREEMENTNote Purchase Agreement • July 13th, 2011 • Student Transportation Inc. • Illinois
This AMENDMENT AND WAIVER TO THE NOTE PURCHASE AGREEMENT is dated as of October 2, 2009 (this “Waiver”), among STUDENT TRANSPORTATION OF AMERICA, INC., a Delaware corporation (the “Issuer”), STUDENT TRANSPORTATION OF AMERICA HOLDINGS, INC. (“Holdings”), a Delaware corporation, STUDENT TRANSPORTATION OF AMERICA LTD. (“Parent”), an Ontario corporation and SUN LIFE ASSURANCE COMPANY OF CANADA, a company governed by the Insurance Companies Act of Canada, LONDON LIFE INSURANCE COMPANY, a corporation existing under the Insurance Companies Act of Canada, those persons from time to time entered into the register as holders of the Notes by proper endorsement and delivery (each a “Noteholder” and collectively the “Noteholders”) and COMPUTERSHARE TRUST COMPANY, N.A., a national trust company, as trustee (in such capacity, the “Trustee”).
ContractCredit Agreement • September 25th, 2014 • Student Transportation Inc. • Local & suburban transit & interurban hwy passenger trans • Illinois
Seventh Amendment to Third Amended and Restated Credit AgreementCredit Agreement • March 9th, 2016 • Student Transportation Inc. • Local & suburban transit & interurban hwy passenger trans • Illinois
This Seventh Amendment to Third Amended and Restated Credit Agreement (this “Amendment”) is dated as of October 21, 2015, among Student Transportation of America, Inc., a Delaware corporation (the “Borrower”), Student Transportation of Canada Inc., an Ontario Corporation (“STC”), Parkview Transit Inc. (“Parkview” and together with STC individually, a “Canadian Borrower” and collectively, the “Canadian Borrowers”), the Guarantors party hereto, the financial institutions listed on the signature pages hereof as Lenders and BMO Harris Bank N.A. (f/k/a Harris N.A.), as administrative agent (in such capacity, the “Administrative Agent”).
ContractNote Purchase Agreement • September 25th, 2014 • Student Transportation Inc. • Local & suburban transit & interurban hwy passenger trans • Illinois
AMENDMENT AGREEMENTNote Purchase Agreement • February 22nd, 2012 • Student Transportation Inc. • Local & suburban transit & interurban hwy passenger trans • Illinois
THIS AMENDMENT TO THE NOTE PURCHASE AGREEMENT (this "Amendment") and each of the amended Notes referred to herein is dated as of November 10, 2011, among STUDENT TRANSPORTATION OF AMERICA, INC., a Delaware corporation (the "Issuer"), STUDENT TRANSPORTATION OF AMERICA HOLDINGS, INC. ("Holdings"), a Delaware corporation, STUDENT TRANSPORTATION INC. f/k/a STUDENT TRANSPORTATION OF AMERICA LTD. ("Parent"), an Ontario corporation and SUN LIFE ASSURANCE COMPANY OF CANADA, a company governed by the Insurance Companies Act of Canada ("Sun Life"), LONDON LIFE INSURANCE COMPANY, a corporation existing under the Insurance Companies Act of Canada ("London Life"), those persons from time to time entered into the register as holders of the Notes by proper endorsement and delivery (each a "Noteholder and collectively the "Noteholders") and COMPUTERSHARE TRUST COMPANY, N.A., a national trust company, as trustee (in such capacity, the "Trustee").
Third Amended and Restated Credit Agreement Dated as of February 4, 2011 among Student Transportation of America, Inc., Student Transportation of Canada Inc., Parkview Transit Inc., the Guarantors party hereto, the Lenders from time to time parties...Credit Agreement • July 13th, 2011 • Student Transportation Inc. • Illinois
This Third Amended and Restated Credit Agreement is entered into as of February 4, 2011, by and among Student Transportation of America, Inc., a Delaware corporation (the “Borrower”), Student Transportation of Canada Inc., an Ontario corporation (“STC”), Parkview Transit Inc., an Ontario corporation (“Parkview” and together with STC individually a “Canadian Borrower” and collectively, the “Canadian Borrowers”) Student Transportation of America Holdings, Inc. and the Subsidiaries from time to time party to this Agreement, as Guarantors, the several financial institutions from time to time party to this Agreement, as Lenders, and Harris N.A., as Administrative Agent as provided herein. All capitalized terms used herein without definition shall have the same meanings herein as such terms are defined in Section 5.1 hereof.
STUDENT TRANSPORTATION INC. and SPINNER CAN ACQUIRECO INC. ARRANGEMENT AGREEMENT February 27, 2018Arrangement Agreement • March 7th, 2018 • Student Transportation Inc. • Local & suburban transit & interurban hwy passenger trans • Ontario
Eighth Amendment to Third Amended and Restated Credit AgreementCredit Agreement • March 9th, 2016 • Student Transportation Inc. • Local & suburban transit & interurban hwy passenger trans • Illinois
This Eighth Amendment to Third Amended and Restated Credit Agreement (this “Amendment”) is dated as of March 4, 2016, among Student Transportation of America, Inc., a Delaware corporation (the “Borrower”), Student Transportation of Canada Inc., an Ontario Corporation (“STC”), Parkview Transit Inc. (“Parkview” and together with STC individually, a “Canadian Borrower” and collectively, the “Canadian Borrowers”), the Guarantors party hereto, the financial institutions listed on the signature pages hereof as Lenders and BMO Harris Bank N.A. (f/k/a Harris N.A.), as administrative agent (in such capacity, the “Administrative Agent”).
STUDENT TRANSPORTATION INC. as Issuer AND COMPUTERSHARE TRUST COMPANY OF CANADA as Indenture Trustee INDENTURE Dated as of November 12, 2013 providing for the issue of 6.25% Convertible UnsecuredIndenture • September 25th, 2014 • Student Transportation Inc. • Local & suburban transit & interurban hwy passenger trans • Ontario
Fifth Amendment to Second Amended and Restated Credit AgreementCredit Agreement • July 13th, 2011 • Student Transportation Inc. • Illinois
This Fifth Amendment to Second Amended and Restated Credit Agreement is dated as of October 2, 2009 (this “Amendment”), among Student Transportation of America, Inc., a Delaware corporation (the “Borrower”), Student Transportation of Canada, Inc., an Ontario Corporation (“STC”), Parkview Transit Inc. (“Parkview” and together with STC individually, a “Canadian Borrower” and collectively, the “Canadian Borrowers”), the guarantors party hereto, the financial institutions listed on the signature pages hereof as Lenders and Harris N.A. (“Harris”), as administrative agent (in such capacity, the “Administrative Agent”).
Sixth Amendment to Third Amended and Restated Credit AgreementCredit Agreement • September 25th, 2014 • Student Transportation Inc. • Local & suburban transit & interurban hwy passenger trans • Illinois
This Sixth Amendment to Third Amended and Restated Credit Agreement (this “Amendment”) is dated as of August 19, 2014, among Student Transportation of America, Inc., a Delaware corporation (the “Borrower”), Student Transportation of Canada Inc., an Ontario Corporation (“STC”), Parkview Transit Inc. (“Parkview” and together with STC individually, a “Canadian Borrower” and collectively, the “Canadian Borrowers”), the Guarantors party hereto, the financial institutions listed on the signature pages hereof as Lenders and BMO Harris Bank N.A. (f/k/a Harris N.A.), as administrative agent (in such capacity, the “Administrative Agent”).
STUDENT TRANSPORTATION INC. as Issuer AND COMPUTERSHARE TRUST COMPANY OF CANADA as Indenture Trustee INDENTURE Dated as of June 7, 2011 providing for the issue of 6.25% Convertible Subordinated Unsecured Debentures due June 30, 2018Indenture • September 14th, 2011 • Student Transportation Inc. • Ontario
SCHEDULE “A” FORM OF DEBENTURE SCHEDULE “B” FORM OF REDEMPTION NOTICE SCHEDULE “C-1” FORM OF CONVERSION NOTICE SCHEDULE “C-2” FORM OF MATURITY NOTICE
UNDERWRITING AGREEMENTUnderwriting Agreement • October 29th, 2013 • Student Transportation Inc. • Local & suburban transit & interurban hwy passenger trans • Ontario
BMO Nesbitt Burns Inc. (“BMO”), Scotia Capital Inc., National Bank Financial Inc., TD Securities Inc., and Raymond James Ltd. (collectively with BMO, the “Underwriters” and each, an “Underwriter”) understand that Student Transportation Inc. (the “Issuer”), an Ontario corporation, proposes, subject to the terms and conditions contained herein, to issue and sell $75,000,000 aggregate principal amount of 6.25% convertible unsecured subordinated debentures due June 30, 2019 (the “Debentures”) to the Underwriters for distribution to the public at an issue price of $1,000 per Debenture and is prepared:
WAIVER TO NOTE PURCHASE AGREEMENTWaiver to Note Purchase Agreement • March 9th, 2016 • Student Transportation Inc. • Local & suburban transit & interurban hwy passenger trans • Illinois
This WAIVER TO NOTE PURCHASE AGREEMENT (this "Waiver") is dated as of October 21, 2015, among STUDENT TRANSPORTATION OF AMERICA, INC., a Delaware corporation (the "Issuer"), STUDENT TRANSPORTATION OF AMERICA HOLDINGS, INC. ("Holdings"), a Delaware corporation, STUDENT TRANSPORTATION INC. f/k/a STUDENT TRANSPORTATION OF AMERICA LTD. (''Parent"), an Ontario corporation and SUN LIFE ASSURANCE COMPANY OF CANADA, a company governed by the Insurance Companies Act of Canada ("Sun Life"), LONDON LIFE INSURANCE COMPANY, a corporation existing under the Insurance Companies Act of Canada ("London Life"), those persons from time to time entered into the register as holders of the Notes by proper endorsement and delivery (each a "Noteholder” and collectively the "Noteholders") and COMPUTERSHARE TRUST COMPANY, N.A., a national trust company, as trustee (in such capacity, the "Trustee").
