Regulation S Global Unit definition

Regulation S Global Unit has the meaning given to it in Section 2.1.
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Regulation S Global Unit means a Regulation S Temporary Global Unit or Regulation S Permanent Global Unit, as appropriate.
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Regulation S Global Unit has the meaning stated in Section 2.01(c) of this Agreement.
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Examples of Regulation S Global Unit in a sentence

  • Once separated in accordance with Section 5.2, a Preferred Security and a Warrant may be rejoined to form a Security, whether or not such securities were at one time components of the same Security provided, that, only a Preferred Security and a Warrant which are both evidenced by a Rule 144A Global Unit, or both evidenced by a Regulation S Global Unit may be so recombined.

  • Transfers by an owner of a certificated Security bearing the Securities Act Legend or of a beneficial interest in the Rule 144A Unit to a transferee who takes delivery of such interest through the Regulation S Global Unit or in the form of a certificated Security not bearing the Securities Act Legend will be made only upon receipt by the Agent of a written certification from the transferor in the form of Exhibit F to the effect that such transfer is being made in accordance with Regulation S.

  • Euroclear and Cedel, duly executed by the Company and countersigned by the Warrant Agent as provided herein; provided that until such time as the Warrants Separate from the Notes, the Regulation S Global Warrants shall be registered in the name of the Unit Agent and shall be represented by a Regulation S Global Unit deposited with the Unit Agent as custodian for, and registered in the name of, DTC or its nominee, for credit to the subscribers' respective accounts at Euroclear and Cedel.

  • Upon consummation of the proposed transfer in accordance with the terms of the Unite Agreement, the transferred beneficial interest or Definitive Unit will be subject to the restrictions on Transfer enumerated in the Private Placement Legend printed on the Regulation S Global Unit, the Temporary Regulation S Global Unit and/or the Definitive Unit and in the Unit Agreement and the Securities Act.

  • Beneficial interests in a Rule 144A Global Unit or an IAI Global Unit may be transferred to a Person who takes delivery in the form of an interest in a Regulation S Global Unit, only if the transferor first delivers to the Unit Agent a written certificate (substantially in the form of Exhibit B and Exhibit C hereto) to the effect that such transfer is being made in accordance with Rule 904 of Regulation S or Rule 144 (if applicable).

  • A Definitive Unit may not be exchanged for a beneficial interest in a Rule 144A Global Unit, an IAI Global Unit or a Regulation S Global Unit except upon satisfaction of the requirements set forth below.

  • Notwithstanding anything to the contrary herein, no more than [ ] Shares may be issued pursuant to the exercise of Incentive Stock Options.


More Definitions of Regulation S Global Unit

Regulation S Global Unit means a Unit comprised of Regulation S Global Notes.
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Regulation S Global Unit. 2.01 "Released Interests" 10.05(a) "Relevant Jurisdiction" 4.27 "Required Filing Dates" 4.08 "Taxes" 4.27 "Treasury Rate" 3.03(a) "Trustee" Preamble "Units" Preamble "U.S. Issuer" Preamble "Valuation Date" 10.05(b)
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Related to Regulation S Global Unit

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

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

  • Regulation S Global Securities Appendix A

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

  • 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.

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

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

  • Legended Regulation S Global Note means a Global Note in the form of Exhibit A 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 Global Covered Bond means a Registered Global Covered Bond representing Covered Bonds sold outside the United States in reliance on Regulation S;

  • 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 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 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 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.

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

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

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

  • 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.

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

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

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

  • 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.

  • 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 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 Note is exchangeable in whole or in part for one or more Global Notes only (i) on or after the termination of the 40-day restricted period (as defined in Regulation S) and (ii) upon presentation of certificates (accompanied by an Opinion of Counsel, if applicable) required by Article 2 of the Indenture. Upon exchange of this Regulation S Temporary Global Note for one or more Global Notes, the Trustee shall cancel this Regulation S Temporary Global Note.

  • Regulation S Legend means the legend set forth in Section 2.06(g)(iii) which is required to be placed on all Regulation S Global Notes issued under this Supplemental Indenture.