World Acceptance Corporation Registration Rights AgreementRegistration Rights Agreement • October 12th, 2006 • World Acceptance Corp • Personal credit institutions • New York
World Acceptance Corporation, a South Carolina corporation (the “Company”), proposes to issue and sell to the initial purchasers (the “Initial Purchasers”) listed on Schedule 1 to the purchase agreement dated October 3, 2006 (the “Purchase Agreement”), for whom J.P. Morgan Securities Inc. is acting as representative (the “Representative”), $110,000,000 aggregate principal amount of its 3.00% Convertible Senior Subordinated Notes due 2011 (the “Notes”), upon the terms and subject to the conditions set forth in the Purchase Agreement.
WORLD ACCEPTANCE CORPORATION as Issuer AND U.S. Bank National Association as Trustee Indenture Dated as of October 10, 2006 3.00% Convertible Senior Subordinated Notes due 2011Indenture • October 12th, 2006 • World Acceptance Corp • Personal credit institutions • New York
INDENTURE, dated as of October 10, 2006, between World Acceptance Corporation, a corporation duly organized and existing under the laws of the State of South Carolina, as Issuer (the “Company”), having its principal office at 108 Frederick Street, Greenville, South Carolina 29607 and U.S. Bank National Association, a national banking association, as Trustee (the “Trustee”).
ContractSecurity Agreement • October 12th, 2006 • World Acceptance Corp • Personal credit institutions • New York
THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT AS SET FORTH IN THE FOLLOWING SENTENCE. BY ITS ACQUISITION HEREOF, THE HOLDER AGREES (1) THAT IT WILL NOT WITHIN THE LATER OF (X) TWO YEARS AFTER THE ORIGINAL ISSUANCE OF THIS SECURITY AND (Y) THREE MONTHS AFTER IT CEASES TO BE AN AFFILIATE (WITHIN THE MEANING OF RULE 144 ADOPTED UNDER THE SECURITIES ACT) OF THE ISSUER, RESELL OR OTHERWISE TRANSFER THE SECURITY EVIDENCED HEREBY OR THE COMMON STOCK ISSUABLE UPON CONVERSION OF SUCH SECURITY, EXCEPT (A) TO THE ISSUER; (B) UNDER A REGISTRATION STATEMENT THAT HAS BEEN DECLARED EFFECTIVE UNDER THE SECURITIES ACT; (C) TO A PERSON THE SELLER REASONABLY BELIEVES IS A QUALIFIED INSTITUTIONAL BUYER (AS DEFINED IN RULE 144A ADOPTED UNDER THE SECURITIES ACT) THAT IS PURCHASING FOR ITS OWN ACCOUNT OR FOR THE ACCOUNT OF ANOTHER QUALIFIED INSTITUTIONAL BUYER AND TO WHOM NOTICE IS GI
