BOSTON PRIVATE FINANCIAL HOLDINGS, INC. Registration Rights AgreementRegistration Rights Agreement • July 9th, 2007 • Boston Private Financial Holdings Inc • State commercial banks • New York
Contract Type FiledJuly 9th, 2007 Company Industry JurisdictionBoston Private Financial Holdings, Inc., a Massachusetts corporation (the “Company”), proposes to issue and sell to Merrill Lynch, Pierce, Fenner & Smith Incorporated, RBC Capital Markets Corporation and SunTrust Capital Markets, Inc. (collectively, the “Initial Purchasers”) upon the terms set forth in a purchase agreement dated June 28, 2007 (the “Purchase Agreement”), $287,500,000 aggregate principal amount of its 3.00% Contingent Convertible Senior Notes due 2027 (the “Securities”). The Securities will be convertible into cash and, if the Company so elects, shares of the Company’s common stock, par value $1.00 per share (the “Common Stock”), at the conversion price set forth in the Final Offering Memorandum dated June 28, 2007. The Securities will be issued pursuant to an Indenture, dated as of July 5, 2007 (the “Indenture”), between the Company and U.S. Bank National Association, as trustee (the “Trustee”). As an inducement to the Initial Purchasers to enter into the Purchase Agree
ALESCO FINANCIAL INC. Registration Rights AgreementRegistration Rights Agreement • May 21st, 2007 • Alesco Financial Inc • Real estate investment trusts • New York
Contract Type FiledMay 21st, 2007 Company Industry JurisdictionAlesco Financial Inc., a Maryland corporation (the “Company”), proposes to issue and sell to RBC Capital Markets Corporation (the “Initial Purchaser”) upon the terms set forth in a purchase agreement dated May 9, 2007 (the “Purchase Agreement”), $115,000,000 aggregate principal amount (plus up to an additional $25,000,000 principal amount) of its 7.625% Contingent Convertible Senior Notes due 2027 (the “Securities”). The Securities will be convertible into shares of the Company’s Common Stock, $0.001 par value per share (the “Common Stock”), at the conversion price set forth in the Final Offering Memorandum dated May 9, 2007. The Securities will be issued pursuant to an Indenture, dated as of May 15, 2007 (the “Indenture”), between the Company and U.S. Bank Trust National Association, as trustee (the “Trustee”). As an inducement to the Initial Purchaser to enter into the Purchase Agreement, the Company agrees with the Initial Purchaser, for the benefit of the Holders (as hereinafter de
AMBASSADORS INTERNATIONAL, INC. Registration Rights AgreementRegistration Rights Agreement • April 3rd, 2007 • Ambassadors International Inc • Transportation services • New York
Contract Type FiledApril 3rd, 2007 Company Industry JurisdictionAmbassadors International, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to Thomas Weisel Partners LLC (the “Initial Purchaser”) upon the terms set forth in a purchase agreement dated as of March 28, 2007 (the “Purchase Agreement”), $85,000,000 aggregate principal amount (plus up to an additional $15,000,000 principal amount pursuant to an option granted to the Initial Purchaser solely to cover over-allotments) of its 3.75% Convertible Senior Notes due 2027 (the “Securities”). The Securities will be convertible into shares of the Company’s common stock, $0.01 par value per share (the “Common Stock”), at the conversion price set forth in the Offering Circular dated March 28, 2007. The Securities will be issued pursuant to an Indenture, dated as of April 3, 2007 (the “Indenture”), among the Company and Wells Fargo Bank, National Association, as trustee (the “Trustee”). As an inducement to the Initial Purchaser to enter into the Purchase Agreement, the Company a
PRIVATEBANCORP, INC. 3-5/8% Contingent Convertible Senior Notes due 2027 Registration Rights AgreementRegistration Rights Agreement • March 15th, 2007 • Privatebancorp, Inc • State commercial banks • New York
Contract Type FiledMarch 15th, 2007 Company Industry JurisdictionPrivateBancorp, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to RBC Capital Markets Corporation (the “Initial Purchaser”) upon the terms set forth in a purchase agreement dated March 8, 2007 (the “Purchase Agreement”), $100,000,000 aggregate principal amount (plus up to an additional $15,000,000 principal amount) of its 3-5/8% Contingent Convertible Senior Notes due 2027 (the “Securities”). The Securities will be convertible into shares of the Company’s Common Stock, no par value per share (the “Common Stock”), at the conversion price set forth in the Final Offering Memorandum dated March 8, 2007. The Securities will be issued pursuant to an Indenture, dated as of March 14, 2007 (the “Indenture”), between the Company and LaSalle Bank National Association, as trustee (the “Trustee”). As an inducement to the Initial Purchaser to enter into the Purchase Agreement, the Company agrees with the Initial Purchaser, for the benefit of the Holders (as hereinafter defi
MERIX CORPORATION 4% Convertible Senior Subordinated Notes due 2013 Registration Rights AgreementRegistration Rights Agreement • May 16th, 2006 • Merix Corp • Printed circuit boards • New York
Contract Type FiledMay 16th, 2006 Company Industry JurisdictionMerix Corporation, an Oregon corporation (the “Company”), proposes to issue and sell to Thomas Weisel Partners LLC (the “Initial Purchaser”) upon the terms set forth in a purchase agreement dated as of May 10, 2006 (the “Purchase Agreement”), $60,000,000 aggregate principal amount (plus up to an additional $10,000,000 principal amount pursuant to an option granted to the Initial Purchaser) of its 4% Convertible Senior Subordinated Notes due 2013 (the “Securities”). The Securities will be convertible into shares of the Company’s common stock, no par value per share (the “Common Stock”), at the conversion price set forth in the Offering Circular dated May 11, 2006. The Securities will be issued pursuant to an Indenture, dated as of May 16, 2006 (the “Indenture”), among the Company and U.S. Bank National Association, as trustee (the “Trustee”). As an inducement to the Initial Purchaser to enter into the Purchase Agreement, the Company agrees with the Initial Purchaser, for the benefit of