Common Contracts

3 similar Exchange and Registration Rights Agreement contracts by HSI IP, Inc., Hd Supply, Inc.

Exchange and Registration Rights Agreement
Exchange and Registration Rights Agreement • September 4th, 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 to the Purchase Agreement (the “Initial Purchasers”), for whom Merrill Lynch, Pierce, Fenner & Smith Incorporated is acting as representative, an aggregate of $300,000,000 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”), entered into a first priority notes indenture, dated April 12, 2012 (the “Base Indenture”) and the Company, the Guarantors and the Trustee will enter into a supplemental indenture to be dated as of the date hereof (the “Supplemental Indenture” and togeth

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HD Supply, Inc. (successor by merger to HDS Acquisition Subsidiary, Inc.) $1,300,000,000 13.5% Senior Subordinated Notes due 2015 Exchange and Registration Rights Agreement
Exchange and Registration Rights Agreement • July 10th, 2009 • HSI IP, Inc. • Wholesale-durable goods • New York

HDS Acquisition Subsidiary, Inc., a Delaware corporation (“Acquisition Co.”), to be merged with and into HD Supply, Inc., a Texas corporation (the “Company”), pursuant to the Merger (as defined below), and the Guarantors named in the signature pages hereto, propose to issue and sell upon the terms set forth in the Purchase Agreement (as defined herein) to the purchasers named in Schedule 1 to the Purchase Agreement (the “Purchasers”), an aggregate of $1,300,000,000 principal amount of 13.5% Senior Subordinated Notes due 2015 of the Company (the “Notes”). The Notes will issued pursuant to an Indenture, to be dated as of August 30, 2007 (the “Indenture”) between Acquisition Co. and Wells Fargo Bank, National Association, as Trustee (the “Senior Trustee”), as supplemented by the supplemental indenture pursuant to which the Company and the Guarantors will become parties to the Indenture. As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condit

HD Supply, Inc. (successor by merger to HDS Acquisition Subsidiary, Inc.) $2,500,000,000 12.0% Senior Cash Pay Notes due 2014 Exchange and Registration Rights Agreement
Exchange and Registration Rights Agreement • July 10th, 2009 • HSI IP, Inc. • Wholesale-durable goods • New York

HDS Acquisition Subsidiary, Inc., a Delaware corporation (“Acquisition Co.”), to be merged with and into HD Supply, Inc., a Texas corporation (the “Company”), pursuant to the Merger (as defined below), and the Guarantors named in the signature pages hereto, propose to issue and sell upon the terms set forth in the Purchase Agreement (as defined herein) to the purchasers named in Schedule 1 to the Purchase Agreement (the “Purchasers”), an aggregate of $2,500,000,000 principal amount of 12% Senior Cash Pay Notes due 2014 of the Company (the “Notes”). The Notes will issued pursuant to an Indenture, to be dated as of August 30, 2007 (the “Indenture”) between Acquisition Co. and Wells Fargo Bank, National Association, as Trustee (the “Senior Trustee”), as supplemented by the supplemental indenture pursuant to which the Company and the Guarantors will become parties to the Indenture. As an inducement to the Purchasers to enter into the Purchase Agreement and in satisfaction of a condition to

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