Exchange Offer Registration means a registration under the Securities Act effected pursuant to Section 2(a) hereof.
Exchange Offer Registration means a registration under the 1933 Act effected pursuant to Section 2(a) hereof.
Exchange Offer Registration means a registration under the --------------------------- Securities Act effected pursuant to Section 2(a) hereof.
Examples of Exchange Offer Registration in a sentence
The Company and the Guarantors shall commence the Exchange Offer promptly after the Exchange Offer Registration Statement has been declared effective by the SEC.
More Definitions of Exchange Offer Registration
Exchange Offer Registration shall have the meaning assigned thereto in Section 3(c) hereof.
Exchange Offer Registration. STATEMENT: See Section 2(a) hereof.
Exchange Offer Registration. Statement: See Section 2(a) hereof. FINRA: See Section 5(s) hereof.
Exchange Offer Registration means a registration under the Act effected pursuant to Section 2(a) hereof.
Exchange Offer Registration. Statement: See Section 2(a).
Exchange Offer Registration means a registration under the Securities Act effected pursuant to Section 2(a) hereof. “Exchange Offer Registration Statement” shall mean an exchange offer registration statement on Form S-4 (or, if applicable, on another appropriate form) and all amendments and supplements to such registration statement, in each case including the Prospectus contained therein or deemed a part thereof, all exhibits thereto and any document incorporated by reference therein. “Exchange Securities” shall mean senior unsecured notes issued by the Company under the Indenture containing terms identical to the Registrable Securities (except that such notes will be registered under the Securities Act and the transfer restrictions, registration rights and additional annual interest rate for failure to comply with this Agreement applicable to the Registrable Securities will not apply to such notes) and to be offered to Holders of Registrable Securities in exchange for Securities pursuant to the Exchange Offer. “FINRA” shall mean the Financial Industry Regulatory Authority, Inc. “Free Writing Prospectus” shall mean each free writing prospectus (as defined in Rule 405 under the Securities Act) prepared by or on behalf of the Company or used or referred to by the Company in connection with the offer and sale of the Securities or the Exchange Securities. “Holder Notice” shall have the meaning set forth in Section 2(b) hereof. “Holders” shall mean the Initial Purchasers, for so long as they own any Registrable Securities, and each of their successors, assigns and direct and indirect transferees who become owners of Registrable Securities under the Indenture; provided that for purposes of Sections 4 and 6 hereof, the term “Holders” shall include Participating Broker-Dealers. “Indemnified Person” shall have the meaning set forth in Section 5(c) hereof. “Indemnifying Person” shall have the meaning set forth in Section 5(c) hereof. -2-
Exchange Offer Registration. Statement shall mean an exchange offer registration statement on Form F-4 (or, if applicable, on another appropriate form), and all amendments and supplements to such registration statement, including the Prospectus contained therein, all exhibits thereto and all documents incorporated by reference therein. Exchange Period shall have the meaning set forth in Clause 2.1 hereof. Exchange Securities shall mean the Floating Rate Notes due 2013, the 2.500% Notes due 2013, the 3.625% Notes due 2015 and the 5.000% Notes due 2020, each as issued by the Issuer and guaranteed by the Guarantors under the Indenture containing terms identical to the Securities in all material respects (except for references to certain interest rate provisions, restrictions on transfers and restrictive legends), to be offered to Holders of Registrable Securities pursuant to the Exchange Offer. Floating Rate Notes Closing Date shall have the meaning set forth in the Purchase Agreement. Free Writing Prospectus means each free writing prospectus (as defined in Rule 405 under the 0000 Xxx) prepared by or on behalf of the Issuer or a Guarantor or used or referred to by the Issuer or a Guarantor in connection with the sale of the Securities or the Exchange Securities. Guarantors shall have the meaning set forth in the preamble and shall also include their successors. Holder shall mean an Initial Purchaser, for so long as it owns any Registrable Securities, and each of its successors, assigns and direct and indirect transferees who become registered owners of Registrable Securities under the Indenture and each Participating Broker-Dealer that holds Exchange Securities for so long as such Participating Broker-Dealer is required to deliver a prospectus meeting the requirements of the 1933 Act in connection with any resale of such Exchange Securities. Indenture shall mean the Indenture relating to the Securities dated as of October 16, 2009, among the Issuer, the Guarantors and The Bank of New York Mellon Trust Company N.A., as Trustee, as so supplemented or amended. Initial Purchaser or Initial Purchasers shall have the meaning set forth in the preamble. Issuer shall have the meaning set forth in the preamble and shall also include the Issuer’s successors. Majority Holders shall mean the Holders of a majority of the aggregate principal amount of Outstanding (as defined in the Indenture) Registrable Securities (irrespective of series); provided that whenever the consent or approval of Holders of ...