The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between [Dealer name] (“Dealer”)[, through its agent [Agent name, if applicable] (the “Agent”)] and LivaNova...Call Option Transaction • June 17th, 2020 • LivaNova PLC • Electromedical & electrotherapeutic apparatus
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 Indenture to be dated June 17, 2020 among Counterparty, Issuer, as guarantor, and Citibank, N.A., as trustee (the “Indenture”) relating to the 3.00% Cash Exchangeable Senior Notes due 2025 (as originally issued by Counterparty, the “Exchangeable Notes” and each USD 1,000 principal amount of Exchangeable Notes, an “Exchangeable Note”) issued by Counterparty in an aggregate initial principal amount of USD 250,000,000 (as increased by up to an aggregate principal amount of USD 37,500,000 if and to the extent that the Initial Purchasers (as defined below) exer
LIVANOVA USA, INC., as Issuer LIVANOVA PLC, as Guarantor AND CITIBANK, N.A., as Trustee INDENTURE Dated as of June 17, 2020 3.00% Cash Exchangeable Senior Notes due 2025Indenture • June 17th, 2020 • LivaNova PLC • Electromedical & electrotherapeutic apparatus • New York
INDENTURE dated as of June 17, 2020 among LIVANOVA USA, INC., a company incorporated under the laws of Delaware, as issuer (the “Company” as more fully set forth in Section 1.01), LIVANOVA PLC, a public limited company organized under the laws of England and Wales, as Guarantor (the “Guarantor” as more fully set forth in Section 1.01), and CITIBANK, N.A., as trustee (the “Trustee,” as more fully set forth in Section 1.01).
