Common Contracts

7 similar Exchange and Registration Rights Agreement contracts by Hd Supply, Inc., Music123, Inc., Servicemaster Co

HD Supply, Inc. $1,275,000,000 7.50% Senior Notes due 2020 Exchange and Registration Rights Agreement
Exchange and Registration Rights Agreement • April 16th, 2013 • Hd Supply, Inc. • Wholesale-durable goods • New York

HD Supply, Inc., a Delaware corporation (the “Company”), proposes to issue and sell upon the terms set forth in the Purchase Agreement (as defined herein) to the purchasers named in Schedule I to the Purchase Agreement (the “Initial Purchasers”), for whom Merrill Lynch, Pierce, Fenner & Smith Incorporated is acting as representative, an aggregate of $1,275,000,000 7.50% Senior Notes due 2020 of the Company (the “Notes”), which are unconditionally guaranteed by the guarantors party hereto (each, a “Guarantor” and, collectively, the “Guarantors”). The Company, the Guarantors and Wells Fargo Bank, N.A., as Trustee (the “Trustee”), will enter into an indenture, to be dated as of the date hereof (the “Base Indenture”) and a supplemental indenture, to be dated as of the date hereof (the “Supplemental Indenture” and collectively with the Base Indenture, the “Indenture”). As an inducement to the Initial Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to the o

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HD Supply, Inc. $675,000,000 11% Senior Secured Second Priority Notes due 2020 Exchange and Registration Rights Agreement
Exchange and Registration Rights Agreement • June 7th, 2012 • Hd Supply, Inc. • Wholesale-durable goods • New York

HD Supply, Inc., a Delaware corporation (the “Company”), proposes to issue and sell upon the terms set forth in the Purchase Agreement (as defined herein) to the purchasers named in Schedule I(b) to the Purchase Agreement (the “Initial Purchasers”), for whom Goldman, Sachs & co. is acting as representative, an aggregate of $675,000,000 11% Senior Secured Second Priority Notes due 2020 of the Company (the “Notes”), which are unconditionally guaranteed by the guarantors party hereto (each, a “Guarantor” and, collectively, the “Guarantors”). The Company, the Guarantors, Wilmington Trust, National Association, as Trustee (the “Trustee”) and as second priority notes collateral agent (the “Note Collateral Agent”), will enter into a second priority notes indenture, to be dated as of the date hereof (the “Indenture”). 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 Co

Exchange and Registration Rights Agreement
Exchange and Registration Rights Agreement • June 7th, 2012 • Hd Supply, Inc. • Wholesale-durable goods • New York

HD Supply, Inc., a Delaware corporation (the “Company”), proposes to issue and sell upon the terms set forth in the Purchase Agreement (as defined herein) to the purchasers named in Schedule I(a) to the Purchase Agreement (the “Initial Purchasers”), for whom Merrill Lynch, Pierce, Fenner & Smith Incorporated is acting as representative, an aggregate of $950,000,000 8 1/8% Senior Secured First Priority Notes due 2019 of the Company (the “Notes”), which are unconditionally guaranteed by the guarantors party hereto (each, a “Guarantor” and, collectively, the “Guarantors”). The Company, the Guarantors, Wilmington Trust, National Association, as Trustee (the “Trustee”) and as first priority notes collateral agent (the “Note Collateral Agent”), will enter into a first priority notes indenture, to be dated as of the date hereof (the “Indenture”). 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

THE SERVICEMASTER COMPANY $100,000,000 8% SENIOR NOTES DUE 2020 EXCHANGE AND REGISTRATION RIGHTS AGREEMENT
Exchange and Registration Rights Agreement • February 16th, 2012 • Servicemaster Co • Services-management services • New York

The ServiceMaster Company, 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 under the Purchase Agreement (the “Initial Purchasers”), an aggregate of $100,000,000 principal amount of the Company’s 8% Senior Notes due 2020 (the “Notes”) for whom J.P. Morgan Securities LLC is acting as representative (the “Representative”). The Notes will be issued pursuant to the Indenture (as defined below) and 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”).

THE SERVICEMASTER COMPANY $500,000,000 8% SENIOR NOTES DUE 2020 EXCHANGE AND REGISTRATION RIGHTS AGREEMENT
Exchange and Registration Rights Agreement • February 14th, 2012 • Servicemaster Co • Services-management services • New York

The ServiceMaster Company, 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 under the Purchase Agreement (the “Initial Purchasers”), an aggregate of $500,000,000 principal amount of the Company’s 8% Senior Notes due 2020 (the “Notes”) for whom J.P. Morgan Securities LLC is acting as representative (the “Representative”). The Notes will be issued pursuant to the Indenture (as defined below) and 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 and the Guarantors agree with the Initial Purchasers for the benefit of holders (as defin

GUITAR CENTER, INC. $375,000,000 11.50% Senior Notes due 2015 Exchange and Registration Rights Agreement
Exchange and Registration Rights Agreement • June 30th, 2011 • Music123, Inc. • Retail-radio, tv & consumer electronics stores • New York

Guitar Center, Inc., a Delaware corporation (the “Company”), proposes to issue upon the terms set forth in the Indenture (as defined herein) to ACOF II GC Acquisition, L.P. and ACOF III GC Acquisition, L.P. (collectively, the “Holders”), an aggregate of $375.0 million principal amount of 11.50% Senior Notes due 2015 of the Company (the “Notes”). In connection with the issuance of the Notes, the Company agrees with the Holders for the benefit of Holders and the other holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:

GUITAR CENTER HOLDINGS, INC. $401,758,438 14.09% Senior PIK Notes due 2016 Exchange and Registration Rights Agreement
Exchange and Registration Rights Agreement • June 30th, 2011 • Music123, Inc. • Retail-radio, tv & consumer electronics stores • New York

Guitar Center Holdings, Inc., a Delaware corporation (the “Company”), proposes to issue upon the terms set forth in the Indenture (as defined herein) to ACOF II GC Holdings (Direct), L.P and ACOF III GC Holdings (Direct), L.P. (collectively, the “Holders”), an aggregate of $401,758,438 principal amount of 14.09% Senior PIK Notes due 2016 of the Company (the “Notes”). In connection with the issuance of the Notes, the Company agrees with the Holders for the benefit of Holders and the other holders (as defined herein) from time to time of the Registrable Securities (as defined herein) as follows:

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