Second Lien Convertible Notes Indenture definition
Examples of Second Lien Convertible Notes Indenture in a sentence
Anyone who receives this Offer to Exchange may obtain a copy of the New Second Lien Convertible Notes Indenture, the Intercreditor Agreement and Security Documents without charge by writing to ION Geophysical Corporation, ▇▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇, Attention: General Counsel.
The one share of Series A Preferred Stock shall (i) rank pari passu in respect of voting rights with respect to the common stock of the Company, (ii) have a liquidation preference equal to $1.00, (iii) not produce preferred dividends or ordinary dividends, (iv) not be transferable, except to a successor Trustee under the terms of the New Second Lien Convertible Notes Indenture, (v) not be convertible into any other class of equity of the Company and (vi) not be granted registration rights.
The New Second Lien Convertible Notes Indenture will provide that the Capital Stock and other securities of a Subsidiary that are owned by ION and the Guarantors will constitute Collateral only if all such Capital Stock or other securities can secure the New Second Lien Convertible Notes or any Note Guarantee without Rule 3-16 or any other law, rule or regulation requiring separate financial statements of such Subsidiary to be filed with the SEC (or any other U.S. federal governmental agency).
The Trustee will be permitted to engage in other transactions; however, if it acquires any conflicting interest (as defined in the TIA) it must eliminate such conflict within 90 days, apply to the SEC for permission to continue as trustee (if the New Second Lien Convertible Notes Indenture has been qualified under the TIA) or resign.
No director, officer, employee, incorporator or other owner of Capital Stock of ION or any Guarantor, as such, will have any liability for any obligations of ION or the Guarantors under the New Second Lien Convertible Notes, the New Second Lien Convertible Notes Indenture, the Note Guarantees, the Note Documents or for any claim based on, in respect of, or by reason of, such obligations or their creation.
The New Second Lien Convertible Notes Indenture, the New Second Lien Convertible Notes and the Note Guarantees will be governed by, and construed in accordance with, the laws of the State of New York.
Notices of redemption will be delivered at least 30 but not more than 60 days before the redemption date to each holder of New Second Lien Convertible Notes to be redeemed at its registered address, except that redemption notices may be delivered more than 60 days prior to a redemption date if the notice is issued in connection with a defeasance of the New Second Lien Convertible Notes or a satisfaction and discharge of the New Second Lien Convertible Notes Indenture.
Set forth below are certain defined terms used in the New Second Lien Convertible Notes Indenture.
The New Second Lien Convertible Notes Indenture will provide that ION will comply with the provisions of TIA §314.
If a Change of Control occurs, each holder of New Second Lien Convertible Notes will have the right to require ION to repurchase all or any part (equal to $2,000 or an integral multiple of $1,000 in excess thereof) of that holder’s New Second Lien Convertible Notes pursuant to a Change of Control Offer on the terms set forth in the New Second Lien Convertible Notes Indenture.