Qualified Reopening definition

Qualified Reopening. This offering of Senior Secured Notes is expected to qualify as a “qualified reopening” under U.S. Treasury regulations of the 4.15% Senior Secured Notes due 2046 issued on December 14, 2015 CUSIP / ISIN: 00000XXX0 / US02361DAQ34 Joint Bookrunners: Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated Mizuho Securities USA Inc. Xxxxxx Xxxxxxx & Co. LLC SunTrust Xxxxxxxx Xxxxxxxx, Inc. TD Securities (USA) LLC Co-Managers: Xxxxxxx, Xxxxx & Co. KeyBanc Capital Markets Inc. SMBC Nikko Securities America, Inc. Xxxxxx Xxxxxxxx, LLC The Xxxxxxxx Capital Group, L.P. The terms “release date” and “Adjusted Treasury Rate” have the meanings ascribed to those terms in the Issuer’s Preliminary Prospectus Supplement, dated November 29, 2016. * A security rating is not a recommendation to buy, sell or hold securities and should be evaluated independently of any other rating. The rating is subject to revision or withdrawal at any time by the assigning rating organization. ** The Issuer expects to deliver the Senior Secured Notes against payment for the Senior Secured Notes on or about the Settlement Date specified above, which will be the fifth business day following the date hereof. Under Rule 15c6-1 under the Securities Exchange Act of 1934, as amended, trades in the secondary market generally are required to settle in three business days, unless the parties to a trade expressly agree otherwise. Accordingly, purchasers who wish to trade Senior Secured Notes on the date hereof or the next succeeding business day will be required, by virtue of the fact that the Senior Secured Notes are expected to initially settle in T+5, to specify alternative settlement arrangements to prevent a failed settlement. A) Issuer Free Writing Prospectuses To Be Included As Time of Sale Information: Pricing Term Sheet dated November 29, 2016
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Qualified Reopening. The offering of the Bonds is expected to qualify as a “qualified reopening” of the Existing Bonds under the United States Treasury Regulations. See “Certain United States Federal Income Tax Consequences” in the Preliminary Prospectus
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Qualified Reopening within the meaning of Treasury Regulation Section 1.1275-2(k)(3).
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Examples of Qualified Reopening in a sentence

  • Announcement Date Value Testing Should Be Permitted for All Three Qualified Reopen- ing Tests The policy underlying Announcement Date Value Testing (i.e., to protect issuers (and other market participants) against market fluctuations during the reopening process) is equally applicable regardless of which Qualified Reopening Test applies.

  • In November 2012, the Tax Section proposed targeted changes to the 2012 Final Regula- tions, including (1) allowing an issuer to satisfy any of the three Qualified Reopening Tests based on either Announcement Date Value Testing or Actual Issue Price Testing and (2) tech- nical changes to ensure that both Announcement Date Value Testing and Actual Issue Price Test- ing work in the intended fashion.17 To date, there have been no changes to the 2012 Final Regulations.

  • The certainty that Announcement Date Value Testing provides is important to market participants regardless of which Qualified Reopening Test applies in a particular case.

  • The Public Trading Requirement is important for Announcement Date Value Testing be- cause that testing methodology allows an issuer to apply the Qualified Reopening Tests by refer- ence to the Announcement Date Value, regardless of the Actual Issue Price.

  • This report has presented selected key findings from the X013 ASEAN BAC Survey on ASEAN Competitiveness, which collated responses from businesses across all ten ASEAN Member States, comprising a mix of small, medium and large firms.

  • Issue Price of Notes that are Issued in Exchange for Property Pursuant to a Qualified Reopening 1.

  • METLIFE, INC., as Issuer By: /s/ Xxxx Xxxx Name: Xxxx Xxxx Title: Executive Vice President and Treasurer THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee By: /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Vice President [MetLife Qualified Reopening 2024 Senior Notes – Forty-Seventh Supplemental Indenture] No. [•] CUSIP No.: 00000XXX0 ISIN No.: US59156RCN61 METLIFE, INC.

  • Recommended Changes to the Qualified Reopening Rules to Address Variable Rate Debt Instruments and Other Debt Instruments with Fluctuating Yields‌ This Part III provides recommendations for updating the 100% Yield Test and the 110% Yield Test (the “Yield Tests”) to address variable rate debt instruments (“VRDIs”) and other debt instruments with yields that may fluctuate without resulting in a deemed reissuance of such debt instruments for purposes of Treas.

  • Both the 2001 Final Regulations and the 2012 Final Regulations apply the Qualified Reopening Tests by reference to the value of the original debt instruments on the Pricing Date or, if earlier, the Announcement Date.24 We believe that the first usage of the Pricing Date described above is appropriate but that the second usage is not.

  • Treasury introduced the concept of Announcement Date Value Testing (i.e., applying the Qualified Reopening Tests by reference to the value of the original debt instruments as of the Announcement Date (the “Announcement Date Value”)) to provide certainty, at the inception of the reopening process, as to whether qualified reopening treatment will apply.


More Definitions of Qualified Reopening

Qualified Reopening. The offering of the Debentures is expected to qualify as a “qualified reopening” of the Existing Debentures under the United States Treasury Regulations. See “Certain United States Federal Income Tax Consequences” in the Preliminary Prospectus Supplement dated October 2, 2017.
Sample 1
Qualified Reopening. The offering of the Notes is expected to qualify as a “qualified reopening” of the Existing Notes under the United States Treasury Regulations. See “Certain United States Federal Income Tax Consequences” in the Preliminary Prospectus Supplement dated October 2, 2017.
Sample 1

Related to Qualified Reopening

  • Qualified rehabilitation expenditures means capital

  • Qualified REIT Subsidiary means any Subsidiary of the General Partner that is a “qualified REIT subsidiary” within the meaning of Section 856(i) of the Code.

  • Qualified Reservist Distribution means a distribution (i) from an IRA or elective deferrals under a section 401(k) or 403(b) plan, or a similar arrangement, (ii) to an individual ordered or called to active duty after September 11, 2001 (because he or she is a member of a reserve component) for a period of more than 179 days or for an indefinite period, and (iii) made during the period beginning on the date of the order or call and ending at the close of the active duty period.

  • Qualified relative for purposes of item 5, means a spouse, parent, stepparent, brother, sister, stepbrother, stepsister, half-brother, half-sister, uncle, aunt, niece, nephew, first cousin, or any person denoted by the prefix "grand" or "great," or the spouse of any of the persons specified in this definition, even after the marriage has been terminated by death or dissolution.

  • Qualified Acquisition means an acquisition or a series of related acquisitions in which the consideration paid by the Credit Parties is equal to or greater than $50,000,000.

  • Qualified Sale means a sale made by a qualified person through a charitable auction.

  • Qualified refunding obligation means an obligation issued or incurred by an authority or by a municipality on behalf of an authority to refund an obligation if the refunding obligation meets both of the following:

  • Qualified Securitization Facility means any Securitization Facility (1) constituting a securitization financing facility that meets the following conditions: (a) the Board of Directors will have determined in good faith that such Securitization Facility (including financing terms, covenants, termination events and other provisions) is in the aggregate economically fair and reasonable to the Borrower and the applicable Restricted Subsidiary or Securitization Subsidiary and (b) all sales or contributions of Securitization Assets and related assets to the applicable Person or Securitization Subsidiary are made at fair market value (as determined in good faith by the Borrower) or (2) constituting a receivables financing facility.

  • Qualified Nurse means a person who holds a valid registration from the Nursing Council of India or the Nursing Council of any state in India.

  • Qualified Replacement Mortgage A Home Equity Loan substituted for another pursuant to Section 3.04, 3.05(b) or 3.06(b) hereof, which (i) has a Coupon Rate at least equal to the Coupon Rate of the Home Equity Loan being replaced, (ii) is secured by Property that is of the same or better property type as, or is a single family dwelling and the same or better occupancy status as, the Property securing the Home Equity Loan being replaced or is a primary residence, (iii) shall mature no later than the latest Final Scheduled Distribution Date with respect to the related Home Equity Loan Group, (iv) has a Loan-to-Value Ratio as of the Replacement Cut-Off Date no higher than the Loan-to-Value Ratio of the replaced Home Equity Loan at such time, (v) shall be of the same or higher credit quality classification (determined in accordance with the Seller’s credit underwriting guidelines set forth in the Seller’s underwriting manual) as the Home Equity Loan which such Qualified Replacement Mortgage replaces, (vi) shall be a First Mortgage Loan if the Home Equity Loan which such Qualified Replacement Mortgage replaces was a First Mortgage Loan and shall be a First Mortgage Loan or Second Mortgage Loan if the Home Equity Loan which such Qualified Replacement Mortgage replaces was a Second Mortgage Loan, (vii) has an outstanding principal balance as of the related Replacement Cut-Off Date equal to or less than the outstanding principal balance of the replaced Home Equity Loan as of such Replacement Cut-Off Date, (viii) shall not provide for a “balloon” payment if the related Home Equity Loan did not provide for a “balloon” payment (and if such related Home Equity Loan provided for a “balloon” payment, such Qualified Replacement Mortgage shall have an original maturity of not less than the original maturity of such related Home Equity Loan), (ix) shall be a fixed rate Home Equity Loan if the Home Equity Loan being replaced is in Group I or an adjustable rate Home Equity Loan if the Home Equity Loan being replaced is in Group II, (x) satisfies the criteria set forth from time to time in the definition thereof at Section 860G(a)(4) of the Code (or any successor statute thereto) and applicable to the Trust, (xi) satisfies the representations and warranties set forth in Section 3.04(b) hereof, (xii) shall not be 30 days or more Delinquent and (xiii) if such Home Equity Loan being replaced is in Group II, shall adjust based on the same index as, have no lower margin than, have the same interval between adjustment dates as and have a maximum Coupon Rate no lower than, and a minimum Coupon Rate no lower than, the Home Equity Loan being replaced.

  • Qualified Retirement means any termination of your employment with the Company Group that occurs on or after your 60th birthday, at a time when no member of the Company Group is entitled to discharge you for Cause, so long as you have served the Company Group continuously for at least the five-year period immediately preceding that termination.

  • Qualified facility means a permanent facility within this state equipped for the production of motion pictures, television shows, or digital media production that meets all of the following requirements:

  • Qualified GIC A guaranteed investment contract or surety bond providing for the investment of funds in the Custodial Account and insuring a minimum, fixed or floating rate of return on investments of such funds, which contract or surety bond shall:

  • Qualified Securitization Financing means (a) any timeshare loan backed notes (such as Hilton Grand Vacations Trust 2013-A) and similar facilities, (b) any revolving non-recourse timeshare notes credit facility (such as the receivables loan agreement, dated May 9, 2013, among Hilton Grand Vacations Trust I LLC, Xxxxx Fargo Bank, National Association, as paying agent, a commercial paper conduit lender, Deutsche Bank AG New York Branch and Bank of America, N.A., as committed lenders and Deutsche Bank AG New York Branch, as administrative agent) and similar facilities and (c) any other Securitization Financing of a Securitization Subsidiary that meets the following conditions: (x) the board of directors of the Borrower shall have determined in good faith that such Qualified Securitization Financing (including financing terms, covenants, termination events and other provisions) is in the aggregate economically fair and reasonable to the Borrower and the Securitization Subsidiary and (y) all sales and/or contributions of Securitization Assets and related assets to the Securitization Subsidiary are made at fair market value (as determined in good faith by the Borrower). The grant of a security interest in any Securitization Assets of the Borrower or any of its Restricted Subsidiaries (other than a Securitization Subsidiary) to secure Indebtedness under this Agreement prior to engaging in any Securitization Financing shall not be deemed a Qualified Securitization Financing.

  • Incremental Facility Closing Date has the meaning set forth in Section 2.14(d).

  • Qualified Financing is a transaction or series of transactions pursuant to which the Company issues and sells shares of its capital stock for aggregate gross proceeds of at least $5,000,000 (excluding all proceeds from the incurrence of indebtedness that is converted into such capital stock, or otherwise cancelled in consideration for the issuance of such capital stock) with the principal purpose of raising capital.

  • Qualifying Acquisition has the meaning specified in Section 5.03.

  • Qualified expenditures means capital expenditures that qualify, or would qualify except that the taxpayer entered into an agreement under subsection (13), for a rehabilitation credit under section 47(a)(2) of the internal revenue code if the taxpayer is eligible for the credit under section 47(a)(2) of the internal revenue code or, if the taxpayer is not eligible for the credit under section 47(a)(2) of the internal revenue code, the qualified expenditures that would qualify under section 47(a)(2) of the internal revenue code except that the expenditures are made to an historic resource that is not eligible for the credit under section 47(a)(2) of the internal revenue code that were paid. Qualified expenditures do not include capital expenditures for nonhistoric additions to an historic resource except an addition that is required by state or federal regulations that relate to historic preservation, safety, or accessibility.

  • Qualified representative means a person who holds a position with a business organization, who is authorized to act on behalf of the business organization, and who is one of the following:

  • Qualified Receivables Financing means any Receivables Financing of a Receivables Subsidiary that meets the following conditions:

  • Qualified student means a resident of this state who:

  • Qualified Equity Offering means the sale and issuance for cash by the Corporation to persons other than the Corporation or any of its subsidiaries after the Original Issue Date of shares of perpetual Preferred Stock, Common Stock or any combination of such stock, that, in each case, qualify as and may be included in Tier 1 capital of the Corporation at the time of issuance under the applicable risk-based capital guidelines of the Corporation’s Appropriate Federal Banking Agency (other than any such sales and issuances made pursuant to agreements or arrangements entered into, or pursuant to financing plans which were publicly announced, on or prior to October 13, 2008).

  • Equity Contribution has the meaning assigned to such term in the Recitals to this Agreement.

  • Increased Facility Closing Date any Business Day designated as such in an Increased Facility Activation Notice.

  • Qualified Equity Financing means the first sale (or series of related sales) by the Company of its Preferred Stock following the Date of Issuance from which the Company receives gross proceeds of not less than $1,000,000 (excluding the aggregate amount of securities converted into Preferred Stock in connection with such sale or series of related sales).

  • Refunding Date as defined in Section 2.7.