REPAY Holdings corporation, as Issuer AND u.s. bank trust company, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of July 8, 2024 2.875% Convertible Senior Notes due 2029Indenture • July 8th, 2024 • Repay Holdings Corp • Services-business services, nec • New York
INDENTURE dated as of July 8, 2024 between repay holdings corporation, a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01), and u.s. bank trust company, NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01).
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between [DEALER] (“Dealer”) and Repay Holdings Corporation (“Counterparty”) as of the Trade Date specified...Call Option Transaction • July 8th, 2024 • Repay Holdings Corp • Services-business services, nec
The definitions and provisions contained in the 2002 ISDA Equity Derivatives Definitions (the “Equity Definitions”), as published by the International Swaps and Derivatives Association, Inc. (“ISDA”) are incorporated into this Confirmation. In the event of any inconsistency between the Equity Definitions and this Confirmation, this Confirmation shall govern. Certain defined terms used herein are based on terms that are defined in the Offering Memorandum dated July 2, 2024 (the “Offering Memorandum”) relating to the 2.875% Convertible Senior Notes due 2029 (as originally issued by Counterparty, the “Convertible Notes” and each USD 1,000 principal amount of Convertible Notes, a “Convertible Note”) issued by Counterparty in an aggregate initial principal amount of USD 260,000,000 (as increased by an aggregate principal amount of USD 27,500,000 pursuant to the exercise by the Initial Purchasers (as defined below) of their option to purchase additional Convertible Notes pursuant to the Purc
Dealer’s name] [Dealer’s address]Base Call Option Transaction • July 8th, 2024 • Repay Holdings Corp • Services-business services, nec
The definitions and provisions contained in the 2002 ISDA Equity Derivatives Definitions (the “Equity Definitions”), as published by the International Swaps and Derivatives Association, Inc. (“ISDA”) are incorporated into this Confirmation. In the event of any inconsistency between the Equity Definitions and this Confirmation, this Confirmation shall govern. Certain defined terms used herein are based on terms that are defined in the Offering Memorandum dated July 2, 2024 (the “Offering Memorandum”) relating to the 2.875% Convertible Senior Notes due 2029 (as originally issued by Counterparty, the “Convertible Notes” and each USD 1,000 principal amount of Convertible Notes, a “Convertible Note”) issued by Counterparty in an aggregate initial principal amount of USD 260,000,000 (as increased by up to an aggregate principal amount of USD 27,500,000 if and to the extent that the Initial Purchasers (as defined below) exercise their option to purchase additional Convertible Notes pursuant t
