Teligent, Inc. (Company) Wilmington Trust, National Association (Trustee) INDENTURE Dated as of May 1, 2018Indenture • May 2nd, 2018 • Teligent, Inc. • Pharmaceutical preparations • New York
INDENTURE, dated as of May 1, 2018, between Teligent, Inc., a Delaware corporation, as issuer (the “Company”), and Wilmington Trust, National Association, initially as trustee, conversion agent, registrar and paying agent (in such capacities, and subject to the provisions herein for replacements or successors for such parties, the “Trustee”, “Conversion Agent”, “Registrar” and “Paying Agent”, respectively).
FORM OF EXCHANGE AGREEMENTForm of Exchange Agreement • May 2nd, 2018 • Teligent, Inc. • Pharmaceutical preparations
__________________ (the “Undersigned”), for itself and on behalf of the beneficial owners listed on Exhibit A hereto (“Accounts”) for whom the Undersigned holds contractual and investment authority (each Account, as well as the Undersigned if it is exchanging Old Notes (as defined below) hereunder, a “Holder”), enters into this Exchange Agreement (this “Agreement”) with Teligent, Inc., a Delaware corporation, (the “Company”) on April 27, 2018 whereby the Holders will exchange (the “Exchange”) the Company’s 3.75% Convertible Senior Notes due 2019 (CUSIP 449575 AB5) (the “Old Notes”) in exchange for a new issuance of 4.75% Convertible Senior notes due May 1, 2023 (CUSIP 87960W AA2) (the “New Notes”) to be issued pursuant to the Indenture (as defined below).
