Regulation S Global Subordinated Note definition

Regulation S Global Subordinated Note. The meaning specified in Section 2.2(b)(i).
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Regulation S Global Subordinated Note. A Subordinated Note issued in the form of a Regulation S Global Note.
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Examples of Regulation S Global Subordinated Note in a sentence

  • The Co-Issuers also expect that payments by participants to owners of beneficial interests in a Global Secured Note or Regulation S Global Subordinated Note held through the participants will be governed by standing instructions and customary practices, as is now the case with securities held for the accounts of customers registered in the names of nominees for the customers.

  • Interests in a Regulation S Global Subordinated Note may not be held at any time by a U.S. person.

  • No U.S. person may at any time acquire an interest in a Regulation S Global Secured Note or a Regulation S Global Subordinated Note.

  • Each Person who becomes an owner of a Certificated Subordinated Note (including a transfer of an interest in a Regulation S Global Subordinated Note to a transferee acquiring a Subordinated Note in certificated form) will be required to make the representations and agreements set forth in Exhibit B-4 and Exhibit B-5.

  • It further agrees and acknowledges that no transfer of a Regulation S Global Subordinated Note to a Benefit Plan Investor or a person (other than a Benefit Plan Investor) who has discretionary authority or control with respect to the assets of the Issuer or any person who provides investment advice for a fee (direct or indirect) with respect to such assets, or any affiliate of any such person will be permitted.

  • The Transferee understands that any resale or other transfer of an interest in a Regulation S Global Subordinated Note to U.S. persons (as defined in Regulation S) shall not be permitted unless such resale or other transfer is conducted in accordance with Section 2.5 of the Indenture, including the Exhibits referenced therein.

  • Each Person who purchases an interest in a Regulation S Global Subordinated Note from the Issuer as part of the initial offering on the Closing Date or the Refinancing Date will be required to make representations and agreements substantially similar to those set forth in Exhibit B-5 (except as may be expressly agreed in writing between the Issuer and the Initial Purchaser).

  • The Co- Issuers also expect that payments by participants to owners of beneficial interests in a Global Secured Note or a Regulation S Global Subordinated Note held through the participants will be governed by standing instructions and customary practices, as is now the case with securities held for the accounts of customers registered in the names of nominees for the customers.

  • The Transferee understands that any resale or other transfer of an interest in a Regulation S Global Subordinated Note to U.S. persons (as defined in Regulation S) shall not be permitted unless such resale or other transfer is conducted in accordance with Section 2.5 (Registration, Registration of Transfer and Exchange) of the Indenture, including the Exhibits referenced therein.

  • This letter relates to U.S. $[ ] aggregate principal amount of Subordinated Notes which are held in the form of a Certificated Subordinated Note by [__] (the "Transferor") to effect the transfer of the Subordinated Notes in exchange for an equivalent beneficial interest in a Regulation S Global Subordinated Note.

Related to Regulation S Global Subordinated Note

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

  • Regulation S Global Securities Appendix A

  • Regulation S Permanent Global Security means a permanent global Security in the form of Exhibit A-1 hereto bearing the Global Security 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 Security upon expiration of the Restricted Period.

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

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

  • 144A Global Security means a permanent Global Security in the form of the Security attached hereto as Exhibit A-1, and that is deposited with and registered in the name of the Depositary, representing Securities sold in reliance on Rule 144A under the Securities Act.

  • Regulation S Permanent Global Note means a permanent 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 of the Regulation S Temporary Global Note upon expiration of the Restricted Period.

  • Regulation S Temporary Global Security with respect to any series of Securities, means one or more temporary Global Securities, bearing the Private Placement Legend and the Regulation S Temporary Global Security Legend, issued in an aggregate amount of denominations equal in total to the outstanding principal amount of the Securities of such series initially sold, if required by Rule 903 of Regulation S.

  • Regulation S Global Certificate With respect to any Class of Book-Entry Non-Registered Certificates offered and sold outside of the United States 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.

  • Rule 144A Global Security has the meaning specified in Section 2.1(a) of Appendix A.

  • 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.

  • Regulation S Temporary Global Note means a temporary Global Note in the form of Exhibit A hereto, bearing the Global Note Legend, the Private Placement Legend and the Regulation S Temporary Global Note 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 Notes initially sold in reliance on Rule 903.

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

  • Permanent Regulation S Global Note means a permanent 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 of the Temporary Regulation S Global Note upon expiration of the Restricted Period.

  • Restricted Global Security As defined in Section 3.01(c).

  • IAI Global Note means a Global Note substantially 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 that will be issued in a denomination equal to the outstanding principal amount of the Notes sold to Institutional Accredited Investors.

  • 144A Global Note means a Global Note substantially 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 that will be issued in a denomination equal to the outstanding principal amount of the Notes sold in reliance on Rule 144A.

  • Regulation S Temporary Global Note Legend means the legend set forth in Section 2.06(g)(iii) hereof.

  • U.S. Global Note means a Global Note that bears the Restricted Legend representing Notes issued and sold pursuant to Rule 144A.

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

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

  • Registered Global Note means a Regulation S Global Note or a Rule 144A Global Note;

  • Global Notes Legend means the legend set forth under that caption in the applicable Exhibit to this Indenture.

  • Restricted Certificated Note means a Certificated Note bearing the Private Placement Legend.

  • Transfer Restricted Global Notes means Global Notes that bear or are required to bear or are subject to the Restricted Notes Legend.