BROCADE COMMUNICATIONS SYSTEMS, INC. AND WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of January 14, 2015 1.375% Convertible Senior Notes due 2020Indenture • January 14th, 2015 • Brocade Communications Systems Inc • Computer communications equipment • New York
INDENTURE dated as of January 14, 2015 between Brocade Communications Systems, Inc., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01) and Wells Fargo Bank, National Association, a national banking association organized under the laws of the United States of America, as trustee (the “Trustee,” as more fully set forth in Section 1.01).
To: Brocade Communications Systems, Inc. 130 Holger Way San Jose, CA 95134-1376 Attention: [Title of contact] Telephone No.: [Telephone No.] Re: [Base][Additional] Call Option Transaction January [8]1[9]2, 2015Brocade Communications Systems Inc • January 14th, 2015 • Computer communications equipment • New York
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 Brocade Communications Systems, Inc. (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. This Confirmation shall replace any previous agreements and serve as the final documentation for the Transaction.
January [8]1[9]2, 2015Letter Agreement • January 14th, 2015 • Brocade Communications Systems Inc • Computer communications equipment
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the Warrants issued by Brocade Communications Systems, Inc. (“Company”) to [DEALER] (“Dealer”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. This Confirmation shall replace any previous agreements and serve as the final documentation for the Transaction.
Brocade Communications Systems, Inc. $500,000,000 Aggregate Principal AmountPurchase Agreement • January 14th, 2015 • Brocade Communications Systems Inc • Computer communications equipment • New York
The Securities will be convertible by the holders thereof into cash, fully paid, non-assessable shares of common stock, $0.001 par value per share, of the Company (the “Common Stock”) or a combination of cash and shares of Common Stock, at the option of the Company and on the terms, and subject to the conditions, set forth in the Indenture (as defined below). As used herein, “Conversion Shares” means the shares of Common Stock, if any, into which the Securities are convertible. The Securities will be issued pursuant to an indenture to be dated as of the Closing Date (as defined in Section 2 hereof) (the “Indenture”) among the Company and Wells Fargo Bank, National Association, as trustee (the “Trustee”).
