Common Contracts
25 similar Exchange and Registration Rights Agreement contracts by VWR International, Inc., 1295728 Alberta ULC, AbitibiBowater Inc., others
Exchange and Registration Rights AgreementExchange and Registration Rights Agreement • October 30th, 2018 • Oglethorpe Power Corp • Electric services • New York
Oglethorpe Power Corporation (An Electric Membership Corporation), an electric membership corporation organized under the laws of the State of Georgia (the “Company”), proposes to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) $500,000,000 in aggregate principal amount of its 5.050% First Mortgage Bonds, Series 2018A due 2048 (the “Securities”) to be issued pursuant to an Indenture dated as of March 1, 1997 (the “Base Indenture”), made by the Company, formerly known as Oglethorpe Power Corporation (An Electric Membership Generation & Transmission Corporation), to U.S. Bank National Association, successor to SunTrust Bank, Atlanta, as trustee, as amended and supplemented through and including the Seventy-Eighth Supplemental Indenture thereto to be dated as of October 1, 2018 (the Base Indenture, as so amended and supplemented, the “Indenture”). As an inducement to the Purchasers to enter into the Purchase Agree
Exchange and Registration Rights AgreementExchange and Registration Rights Agreement • November 23rd, 2016 • Fortis Inc. • Electric services • New York
Fortis Inc., a corporation existing under the Corporations Act of Newfoundland and Labrador, Canada (the “Company”), proposes to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) $2,000,000,000 in aggregate principal amount of its 2.100% Notes due 2021 and 3.055% Notes due 2026. As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Purchasers thereunder, the Company agrees with the Purchasers for the benefit of holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
INGERSOLL-RAND GLOBAL HOLDING COMPANY LIMITED $[ ] [__]% Senior Notes due [ ] unconditionally guaranteed as to the payment of principal, premium, if any, and interest by the Guarantors party hereto Exchange and Registration Rights Agreement June 20, 2013Exchange and Registration Rights Agreement • June 26th, 2013 • Ingersoll-Rand PLC • Auto controls for regulating residential & comml environments • New York
Ingersoll-Rand Global Holding Company Limited, a Bermuda company (the “Company”), proposes to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) $[ ] in aggregate principal amount of its [__]% Senior Notes due [ ] (the “Notes”), which are unconditionally guaranteed by Ingersoll-Rand public limited company (“IR Ireland”), an Irish public limited company and the ultimate parent of the Company, Ingersoll-Rand Company Limited (“IR Limited”), a Bermuda company and a wholly-owned subsidiary of IR Ireland, and Ingersoll-Rand International Holding Limited (“IR International” and together with IR Ireland and IR Limited, the “Guarantors”), a Bermuda company and a wholly-owned subsidiary of IR Ireland. As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Purchasers thereunder, the Company and the Guarantors agree with the Purchasers for the benef
Clear Channel Communications, Inc. unconditionally guaranteed as to the payment of principal, premium, if any, and interest by the Guarantors Exchange and Registration Rights AgreementExchange and Registration Rights Agreement • March 1st, 2013 • Clear Channel Communications Inc • Radio broadcasting stations • New York
Clear Channel Communications, Inc., a Texas corporation (the “Company”), proposes to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) $575,000,000 in aggregate principal amount of its 11.25% Priority Guarantee Notes due 2021. As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Purchasers thereunder, the Company and the Guarantors agree with the Purchasers for the benefit of holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
11% Senior Notes due 2016 unconditionally guaranteed as to the payment of principal, premium, if any, and interest by the Guarantors listed in Exhibit C hereto Exchange and Registration Rights AgreementExchange and Registration Rights Agreement • December 10th, 2012 • MDC Partners Inc • Services-advertising agencies • New York
TransUnion Holding Company, Inc. Exchange and Registration Rights AgreementExchange and Registration Rights Agreement • November 6th, 2012 • TransUnion Holding Company, Inc. • Services-consumer credit reporting, collection agencies • New York
TransUnion Holding Company, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) $400,000.00 in aggregate principal amount of its 8.125%/8.875% Senior PIK Toggle Notes due 2018. As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Purchasers thereunder, the Company agrees with the Purchasers for the benefit of holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
TransUnion Holding Company, Inc. Exchange and Registration Rights AgreementExchange and Registration Rights Agreement • July 31st, 2012 • TransUnion Holding Company, Inc. • New York
TransUnion Holding Company, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) $600,000.00 in aggregate principal amount of its 9.625% / 10.375% Senior PIK Toggle Notes due 2018. As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Purchasers thereunder, the Company agrees with the Purchasers for the benefit of holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
Louisiana-Pacific Corporation Exchange and Registration Rights Agreement May 21, 2012Exchange and Registration Rights Agreement • May 21st, 2012 • Louisiana-Pacific Corp • Lumber & wood products (no furniture) • New York
Louisiana-Pacific Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to the Purchasers named above (“you” or the “Purchasers”) upon the terms set forth in the Purchase Agreement, $350,000,000 in aggregate principal amount of its 7.500% Senior Notes due 2020.
Carmike Cinemas, Inc. EXCHANGE AND REGISTRATION RIGHTS AGREEMENT April 27, 2012Exchange and Registration Rights Agreement • April 30th, 2012 • Carmike Cinemas Inc • Services-motion picture theaters • New York
Carmike Cinemas, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) $210,000,000 in aggregate principal amount of its 7.375% Senior Secured Notes due 2019, which are unconditionally guaranteed by Eastwynn Theatres, Inc., an Alabama corporation, George G. Kerasotes Corporation, a Delaware corporation, GKC Indiana Theatres, Inc., an Indiana corporation, GKC Michigan Theatres, Inc., a Delaware corporation, GKC Theatres, Inc., a Delaware corporation, and Military Services, Inc., a Delaware corporation. As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Purchasers thereunder, the Company and the Guarantors agree with the Purchasers for the benefit of holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
Clear Channel Worldwide Holdings, Inc. unconditionally guaranteed as to the payment of principal, premium, if any, and interest by the Guarantors Exchange and Registration Rights AgreementExchange and Registration Rights Agreement • March 16th, 2012 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • New York
Clear Channel Worldwide Holdings, Inc., a Nevada corporation (the “Company”), proposes to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) $1,925,000,000 in aggregate principal amount of its 7.625% Series B Senior Subordinated Notes due 2020. As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Purchasers thereunder, the Company and the Guarantors agree with the Purchasers for the benefit of holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
Clear Channel Worldwide Holdings, Inc. unconditionally guaranteed as to the payment of principal, premium, if any, and interest by the Guarantors Exchange and Registration Rights AgreementExchange and Registration Rights Agreement • March 16th, 2012 • Clear Channel Outdoor Holdings, Inc. • Services-advertising • New York
Clear Channel Worldwide Holdings, Inc., a Nevada corporation (the “Company”), proposes to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) $275,000,000 in aggregate principal amount of its 7.625% Series A Senior Subordinated Notes due 2020. As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Purchasers thereunder, the Company and the Guarantors agree with the Purchasers for the benefit of holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
Exchange and Registration Rights AgreementExchange and Registration Rights Agreement • August 8th, 2011 • Coca Cola Co • Beverages • New York
The Coca-Cola Company, a Delaware corporation (the “Company”), proposes to issue (i) upon the terms set forth in the Purchase Agreement (as defined herein) $1,000,000,000 in aggregate principal amount of its 1.80% Notes due 2016 and $1,000,000,000 in aggregate principal amount of its 3.30% Notes due 2021, and (ii) upon the terms set forth in the Dealer Manager Agreement (as defined herein) up to $1,000,000,000 in aggregate principal amount of its 1.80% Notes due 2016 and up to $1,000,000,000 in aggregate principal amount of its 3.30% Notes due 2021. As an inducement to the Purchasers (as defined herein) to enter into the Purchase Agreement and in satisfaction of a condition to the Purchasers thereunder, and to the Dealer Managers (as defined herein) to enter into the Dealer Manager Agreement and in satisfaction of a condition to the obligations of the Dealer Managers thereunder, the Company agrees with the Purchasers and the Dealer Managers for the benefit of holders (as defined herein
WireCo WorldGroup Inc. guaranteed as to the payment of principal, premium, if any, and interest by the Guarantors named herein Exchange and Registration Rights AgreementExchange and Registration Rights Agreement • June 15th, 2011 • 1295728 Alberta ULC • New York
WireCo WorldGroup Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) $275,000,000 in aggregate principal amount of its 9.5% Senior Notes due 2017, which are guaranteed by the guarantors party to the Purchase Agreement, (each a “Guarantor,” and collectively, the “Guarantors”). As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Purchasers thereunder, the Company and the Guarantors agree with the Purchasers for the benefit of holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
WireCo WorldGroup Inc. guaranteed as to the payment of principal, premium, if any, and interest by the Guarantors named herein Exchange and Registration Rights AgreementExchange and Registration Rights Agreement • June 15th, 2011 • 1295728 Alberta ULC • New York
WireCo WorldGroup Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) $150,000,000 in aggregate principal amount of its 9.5% Senior Notes due 2017, which are guaranteed by the guarantors party to the Purchase Agreement, (each a “Guarantor,” and collectively, the “Guarantors”). As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Purchasers thereunder, the Company and the Guarantors agree with the Purchasers for the benefit of holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
The Hertz Corporation $500,000,000 6.75% Senior Notes due 2019 Exchange and Registration Rights AgreementExchange and Registration Rights Agreement • March 23rd, 2011 • Hertz Entertainment Services Corp • Services-auto rental & leasing (no drivers) • New York
The Hertz Corporation, a Delaware corporation (the “Company”), proposes to issue and sell upon the terms set forth in the Purchase Agreement (as defined herein) to the initial purchasers named in Schedule I to the Purchase Agreement (collectively, the “Initial Purchasers”) for whom J.P. Morgan Securities LLC (the “Representative”) is acting as representative, an aggregate of $500 million principal amount of the Company’s 6.75% Senior Notes due 2019 (the “Notes”). The Notes will be issued as additional notes under the Indenture (as defined herein) governing the Company’s existing 6.75% Senior Notes due 2019 issued on February 8, 2011 (the “February 6.75% Senior Notes”) and will be fungible with and will be consolidated and form a single series with the Company’s February 6.75% Senior Notes. The Notes will be guaranteed (the “Guarantees”) at the Closing Date (as defined below) on a senior unsecured basis by each domestic subsidiary of the Company named in Schedule II to the Purchase Agre
The Hertz Corporation $500,000,000 7.375% Senior Notes due 2021 Exchange and Registration Rights AgreementExchange and Registration Rights Agreement • February 25th, 2011 • Hertz Global Holdings Inc • Services-auto rental & leasing (no drivers) • New York
The Hertz Corporation, a Delaware corporation (the “Company”), proposes to issue and sell upon the terms set forth in the Purchase Agreement (as defined herein) to the initial purchasers named in Schedule I to the Purchase Agreement (collectively, the “Initial Purchasers”) for whom J.P. Morgan Securities LLC (the “Representative”) is acting as representative, an aggregate of $500 million principal amount of the Company’s 7.375% Senior Notes due 2021 (the “Notes”). The Notes will be guaranteed (the “Guarantees”) at the Closing Date (as defined below) on a senior unsecured basis by each domestic subsidiary of the Company named in Schedule II to the Purchase Agreement (the “Guarantors”). As an inducement to the Initial Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Initial Purchasers thereunder, the Company agrees with the Initial Purchasers for the benefit of holders (as defined herein) from time to time of the Registrable Sec
The Hertz Corporation $500,000,000 6.75% Senior Notes due 2019 Exchange and Registration Rights AgreementExchange and Registration Rights Agreement • February 25th, 2011 • Hertz Global Holdings Inc • Services-auto rental & leasing (no drivers) • New York
The Hertz Corporation, a Delaware corporation (the “Company”), proposes to issue and sell upon the terms set forth in the Purchase Agreement (as defined herein) to the initial purchasers named in Schedule I to the Purchase Agreement (collectively, the “Initial Purchasers”) for whom Barclays Capital Inc. (the “Representative”) is acting as representative, an aggregate of $500 million principal amount of the Company’s 6.75% Senior Notes due 2019 (the “Notes”). The Notes will be guaranteed (the “Guarantees”) at the Closing Date (as defined below) on a senior unsecured basis by each domestic subsidiary of the Company named in Schedule II to the Purchase Agreement (the “Guarantors”). As an inducement to the Initial Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Initial Purchasers thereunder, the Company agrees with the Initial Purchasers for the benefit of holders (as defined herein) from time to time of the Registrable Securitie
Dycom Investments, Inc. unconditionally guaranteed as to the payment of principal, premium, if any, interest and special interest, if any, by Dycom Industries, Inc. and the Guarantors named herein Exchange and Registration Rights AgreementExchange and Registration Rights Agreement • January 24th, 2011 • Dycom Industries Inc • Water, sewer, pipeline, comm & power line construction • New York
Dycom Investments, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) $187,500,000 in aggregate principal amount of its 7.125% Senior Subordinated Notes due 2021, which are unconditionally guaranteed on a senior subordinated basis by Dycom Industries, Inc., a Florida Corporation (the “Parent”) and each of the other guarantors party to this Agreement (together with the Parent, the “Guarantors”). As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Purchasers thereunder, the Company and the Guarantors agree with the Purchasers for the benefit of holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
Global Crossing Limited 9% Senior Notes Due 2019 Exchange and Registration Rights Agreement November 16, 2010Exchange and Registration Rights Agreement • November 16th, 2010 • Global Crossing LTD • Telephone communications (no radiotelephone) • New York
Global Crossing Limited, an exempted company with limited liability formed under the laws of Bermuda (the “Company”), proposes to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) $150.0 million in aggregate principal amount of its 9% Senior Notes due 2019, which are unconditionally guaranteed by the Guarantors (as defined herein). As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Purchasers thereunder, the Company and the Guarantors agree with the Purchasers for the benefit of holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
Global Crossing Limited 12% Senior Secured Notes Due 2015 Exchange and Registration Rights Agreement September 22, 2009Exchange and Registration Rights Agreement • September 25th, 2009 • Global Crossing LTD • Telephone communications (no radiotelephone) • New York
Global Crossing Limited, an exempted company with limited liability formed under the laws of Bermuda (the “Company”), proposes to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) $750.0 million in aggregate principal amount of 12% Senior Secured Notes due 2015, which are unconditionally guaranteed by the Guarantors (as defined herein). As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Purchasers thereunder, the Company and the Guarantors agree with the Purchasers for the benefit of holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
Abitibi-Consolidated Company of Canada unconditionally guaranteed as to the payment of principal, premium, if any, and interest by the Guarantors named on Schedule I hereto Exchange and Registration Rights AgreementExchange and Registration Rights Agreement • April 7th, 2008 • AbitibiBowater Inc. • Paper mills • New York
Abitibi-Consolidated Company of Canada, a company amalgamated under the laws of the province of Quebec (the “Company”), proposes to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) $413.0 million in aggregate principal amount of its 13.75% Senior Secured Notes due 2011 specified above, which are unconditionally guaranteed by the Guarantors (as defined herein). As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Purchasers thereunder, the Company and the Guarantors agree with the Purchasers for the benefit of holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
Abitibi-Consolidated Company of Canada unconditionally guaranteed as to the payment of principal, premium, if any, and interest by the Guarantors named on Schedule I hereto Exchange and Registration Rights AgreementExchange and Registration Rights Agreement • April 7th, 2008 • AbitibiBowater Inc. • Paper mills • New York
Abitibi-Consolidated Company of Canada, a company amalgamated under the laws of Quebec (the “Company”), proposes to exchange certain outstanding notes of the Company, Abitibi-Consolidated Inc., a corporation amalgamated under the laws of Canada, and Abitibi-Consolidated Finance L.P., a Delaware limited partnership (collectively, the “ACI Notes”), for a combination of cash and up to $320.0 million in aggregate principal amount of its 15.5% Senior Notes due 2010 specified above (the “Exchange Offer”), which are unconditionally guaranteed by the Guarantors (as defined herein). As an inducement to the holders of ACI Notes to exchange ACI Notes and in satisfaction of a condition to the obligations of the Company under the Exchange Offer, the Company and the Guarantors agree with Goldman, Sachs & Co., as dealer managers in connection with the Exchange Offer (the “Dealer Managers”), for the benefit of the holders (as defined herein) from time to time of the Registrable Securities (as defined
CDRV Acquisition Corporation Exchange and Registration Rights AgreementExchange and Registration Rights Agreement • February 27th, 2006 • VWR International, Inc. • Wholesale-medical, dental & hospital equipment & supplies • New York
Deutsche Bank Securities Inc. Citigroup Global Markets Inc. Banc of America Securities LLC BNP Paribas Securities Corp. Barclays Capital Inc. PNC Capital Markets, Inc.,
CDRV Acquisition Corporation 8% Senior Subordinated Notes due 2014 Exchange and Registration Rights AgreementExchange and Registration Rights Agreement • August 30th, 2004 • VWR International, Inc. • New York
CDRV Acquisition Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) its 8% Senior Subordinated Notes due 2014. As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the obligations of the Purchasers thereunder, the Company agrees with the Purchasers for the benefit of holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:
Exchange and Registration Rights AgreementExchange and Registration Rights Agreement • August 30th, 2004 • VWR International, Inc. • New York
Deutsche Bank Securities Inc. Citigroup Global Markets Inc. Banc of America Securities LLC BNP Paribas Securities Corp. Barclays Capital Inc. PNC Capital Markets, Inc.,
