Regulation S Debentures definition

Regulation S Debentures means all Debentures initially distributed in connection with the offering of the Debentures by the Initial Purchasers in reliance upon Regulation S.
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Regulation S Debentures shall have the meaning specified in Section 2.2. “Restricted Legends “shall have the meaning specified in Section 2.2.
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Regulation S Debentures has the meaning set forth in Section 201.
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Examples of Regulation S Debentures in a sentence

  • Upon their original issuance, the Rule 144A Debentures and the Regulation S Debentures shall be issued in the form of separate Global Securities registered in the name of the Depositary or its nominee and deposited with the Trustee, as custodian for the Depositary, for credit by the Depositary to the respective accounts of beneficial owners of the Debentures represented thereby (or such other accounts as they may direct).

  • If temporary Regulation S Debentures of any series are issued in global form, any such temporary global Regulation S Debenture shall, unless otherwise provided therein, be delivered to the London office of a depositary or common depositary (the "Common Depositary"), for the benefit of Euro-clear and Cedel S.A., for credit to the respective accounts of the beneficial owners of such Debentures (or to such other accounts as they may direct).

  • U.S. Debentures and Regulation S Debentures shall be issued as permanent certificated Debentures in registered form without coupons and bearing the Restricted Legends, and registered in the name of the Holder, duly executed by the Company and authenticated by the Trustee as provided in the Indenture.

  • Regulation S Debentures initially will be represented by one or more temporary Debentures in registered global form without interest coupons (collectively, the "Regulation S Temporary Global Debenture").

  • Rule 144A Debentures shall bear the Restricted Securities Legend and Regulation S Debentures shall bear the Regulation S Legend.

  • The Initial Debentures are being offered and sold to qualified institutional buyers in reliance on Rule 144A ("Rule 144A Debentures") or in offshore transactions in reliance on Regulation S ("Regulation S Debentures").

  • The Initial Debentures are being exchanged for Senior Preferred Stock initially offered and sold to qualified institutional buyers in reliance on Rule 144A ("Rule 144A Debentures") or in offshore transactions in reliance on Regulation S ("Regulation S Debentures").

  • Upon such exchange, the certificated Debentures shall be registered in the names of the beneficial owners of the Rule 144A Debentures, the Temporary Regulation S Debentures and the Permanent Regulation S Debentures, which they have replaced; such names shall be provided to the Trustee by the relevant participants of the Depository, as identified by the Depository.

Related to Regulation S Debentures

  • Regulation S Securities means all Initial Securities offered and sold outside the United States in reliance on Regulation S.

  • Regulation S Global Notes means, collectively, the Temporary Regulation S Global Notes and the Permanent Regulation S Global Notes.

  • Regulation S Global Note means a Regulation S Temporary Global Note or Regulation S Permanent Global Note, as appropriate.

  • Regulation S Notes means all Initial Notes offered and sold outside the United States in reliance on Regulation S.

  • Regulation S-X means Regulation S-X under the Securities Act.

  • Regulation S Global Securities Appendix A

  • Regulation S Global Certificate With respect to any Class of Book-Entry Non-Registered Certificates offered and sold to institutions that are non-United States Securities Persons in Offshore Transactions in reliance on Regulation S, a single global Certificate, or multiple global Certificates collectively, in definitive, fully registered form without interest coupon, each of which Certificates bears a Regulation S Legend.

  • Regulation S Global Certificates As defined in Section 5.02(c)(i) of this Agreement.

  • Regulation S-K means Regulation S-K promulgated under the Securities Act.

  • Regulation S Investor With respect to a transferee of a Regulation S Global Certificate, a transferee that acquires such Certificate pursuant to Regulation S.

  • Regulation S Global Security The meaning specified in Section 3.01(c).

  • Regulation S-T means Regulation S-T of the Commission.

  • Regulation S Global Covered Bond means a Registered Global Covered Bond representing Covered Bonds sold outside the United States in reliance on Regulation S;

  • Regulation S Note As defined in Section 5.2(c)(ii).

  • Rule 144A Global Notes has the meaning set forth in Section 4.2(b)(i) of the Series 2018-1 Supplement.

  • Legended Regulation S Global Note means a Global Note in the form of Exhibit A hereto bearing the Global Note Legend and the Private Placement Legend and deposited with or on behalf of and registered in the name of the Depositary or its nominee, issued in a denomination equal to the outstanding principal amount at maturity of the Notes initially sold in reliance on Rule 903 of Regulation S.

  • Regulation S Certificate means a certificate substantially in the form of Exhibit E hereto.

  • Rule 144A Securities means Securities of a series designated pursuant to Section 2.01 as entitled to the benefits of Section 4.03(b).

  • Regulation S Temporary Global Certificate means, with respect to any Class of Certificates offered and sold outside of the United States in reliance on Regulation S, a single temporary global Certificate, in definitive, fully registered form without interest coupons.

  • Regulation S Permanent Global Certificate means any single permanent global Certificate, in definitive, fully registered form without interest coupons received in exchange for a Regulation S Temporary Global Certificate.

  • Unlegended Regulation S Global Note means a permanent Global Note in the form of Exhibit A bearing the Global Note Legend, deposited with or on behalf of and registered in the name of the Depositary or its nominee and issued upon expiration of the Restricted Period.

  • Rule 144A Notes means all Notes offered and sold to QIBs in reliance on Rule 144A.

  • Regulation S Temporary Global Note means a temporary Global Note in the form of Exhibit A2 hereto deposited with or on behalf of and registered in the name of the Depositary or its nominee, issued in a denomination equal to the outstanding principal amount of the Notes initially sold in reliance on Rule 903 of Regulation S.

  • Rule 144A Global Note has the meaning assigned to it in Section 2.1(d).

  • Regulation S Permanent Global Note means a permanent Global Note in the form of Exhibit A1 hereto bearing the Global Note Legend and the Private Placement Legend and deposited with or on behalf of and registered in the name of the Depositary or its nominee, issued in a denomination equal to the outstanding principal amount of the Regulation S Temporary Global Note upon expiration of the Restricted Period.

  • Permanent Regulation S Global Note shall have the meaning specified in Section 2.1(d).