Spinco Debt Securities definition

Spinco Debt Securities means notes issued by Spinco to Remainco, which notes shall (unless otherwise agreed by Remainco and RMT Partner) have the terms specified in Annex B to the Separation and Distribution Agreement.
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Spinco Debt Securities means the debt securities issued by SpinCo to Parent as identified on Schedule 1.01(l). “SpinCo Directed Actions” has the meaning set forth in Section 6.11(a)(i).
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Spinco Debt Securities means the debt securities issued by SpinCo to Parent as identified on Schedule 1.01(l).
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Examples of Spinco Debt Securities in a sentence

  • The Spinco Notes (including the Spinco Debt Securities) were resold to third-party investors in a private placement exempt from registration in accordance with Rule 144A and Regulation S under the Securities Act.

  • After the completion of the Merger, the Spinco Notes (including the Spinco Debt Securities) will initially be guaranteed by WBD, DCL and Scripps.

  • Spinco will use the net proceeds from the sale of the Spinco Notes (other than the Spinco Debt Securities) to fund in part the Special Cash Payment and for other expenses relating to the Transactions, and AT&T used the Spinco Debt Securities to complete the Securities Exchange.

  • On March 15, 2022, Spinco issued Spinco Debt Securities in an aggregate principal amount of $10.0 billion to AT&T, comprising the Additional Amount.

  • In connection with the issuance by Spinco, on March 15, 2022, of $30.0 billion in aggregate principal amount of Spinco Notes (including the Spinco Debt Securities) and the Securities Exchange, the aggregate commitments under the Commitment Letter were reduced from an aggregate amount of $31.5 billion to an aggregate amount of approximately $1.7 billion, which remain in effect.

  • The unaudited pro forma condensed combined financial statements have assumed that Spinco will use the net proceeds from the sale of the Spinco Notes (other than the Spinco Debt Securities) to fund in part the Special Cash Payment and for other expenses relating to the Transactions.

  • Prior to the completion of the Merger, the Spinco Notes (including the Spinco Debt Securities) are guaranteed by AT&T.

  • The Spinco Debt Securities are not considered an additional source of financing from the Spinco Term Loan Facility and the Spinco Notes.

  • Remainco shall have received (i) Spinco Debt Securities that satisfy the Par Exchange Requirement, (ii) cash proceeds from the borrowing by Spinco under the Spinco Financing Agreements pursuant to Section 8.19(k) or (iii) a combination of the foregoing, such that the aggregate principal amount of such Spinco Debt Securities, together with such cash proceeds, shall be equal to the Additional Amount.

  • The Company may require a Holder, among 12 Omit with respect to the Spinco Debt Securities and the Floating Rate Notes.


More Definitions of Spinco Debt Securities

Spinco Debt Securities has the meaning set forth in the Separation Agreement.
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Spinco Debt Securities means senior unsecured debt securities of Spinco to be issued to Verizon, if the total amount of the Special Cash Payment plus the Distribution Date Indebtedness is less than $3.333 billion, in a principal amount equal to such shortfall.
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Spinco Debt Securities means, collectively, the 2030 Notes, the 2032 Notes and the 2052 Notes.
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Related to Spinco Debt Securities

  • Debt Securities has the meaning stated in the first recital of this Indenture and more particularly means any debt security or debt securities, as the case may be, of any series authenticated and delivered under this Indenture.

  • Pledged Debt Securities has the meaning assigned to such term in Section 3.01.

  • Holder of Debt Securities or other similar terms means, a Person in whose name a Debt Security is registered in the Debt Security Register (as defined in Section 2.07(a)).

  • Securities as used herein does not include (i) securities of issuers that are affiliated with the Buyer or are part of the Buyer's Family of Investment Companies, (ii) securities issued or guaranteed by the U.S. or any instrumentality thereof, (iii) bank deposit notes and certificates of deposit, (iv) loan participations, (v) repurchase agreements, (vi) securities owned but subject to a repurchase agreement and (vii) currency, interest rate and commodity swaps.

  • Senior Notes means $500,000,000 in aggregate principal amount of the Borrower’s 6.75% senior unsecured notes due 2025 issued pursuant to the Senior Notes Indenture on the Closing Date.

  • Definitive Capital Securities means any Capital Securities in definitive form issued by the Trust.

  • Capital Securities Guarantee means the guarantee agreement that the Company enters into with Wilmington Trust Company, as guarantee trustee, or other Persons that operates directly or indirectly for the benefit of holders of Capital Securities of the Trust.

  • Junior Notes means Note B-1, Note B-2, Note B-3 and Note B-4.

  • Trust Preferred Securities any preferred securities issued by a Trust Preferred Securities Subsidiary, where such preferred securities have the following characteristics:

  • ETP Securities means the Series of ETP Securities to which these Conditions relates or, as the context may require, any or all securities issued by the Issuer under the Programme.

  • Equity Preferred Securities means, with respect to any Person, any trust preferred securities or deferrable interest subordinated debt securities issued by such Person or other financing vehicle of such Person that (i) have an original maturity of at least twenty years, and (ii) require no repayments or prepayments and no mandatory redemptions or repurchases, in each case, prior to the first anniversary of the latest Maturity Date.

  • Preferred Securities Guarantee means any guarantee that the Company may enter into with the Trustee or other Persons that operates directly or indirectly for the benefit of holders of Preferred Securities.

  • Subordinated Securities means Securities that by the terms established pursuant to Section 2.02(i) are subordinated in right of payment to Senior Debt of the Company.

  • Capital Securities means undivided beneficial interests in the assets of the Trust which rank pari passu with Common Securities issued by the Trust; provided, however, that upon the occurrence and continuance of an Event of Default (as defined in the Declaration), the rights of holders of such Common Securities to payment in respect of distributions and payments upon liquidation, redemption and otherwise are subordinated to the rights of holders of such Capital Securities.

  • Debt Securities Capable of Aggregation means those debt securities which include or incorporate by reference this Condition 12 and Condition 13 or provisions substantially in these terms which provide for the debt securities which include such provisions to be capable of being aggregated for voting purposes with other series of debt securities.

  • Successor Capital Securities Guarantee Trustee means a successor Capital Securities Guarantee Trustee possessing the qualifications to act as Capital Securities Guarantee Trustee under Section 4.1.

  • Notes shall have the meaning assigned to such term in the recitals.

  • 2019 Notes has the meaning set forth in the definition of “2018 Exchange Offers”.

  • Capital Securities Guarantee Trustee means The Bank of New York, a New York banking corporation, until a Successor Capital Securities Guarantee Trustee has been appointed and has accepted such appointment pursuant to the terms of this Series B Capital Securities Guarantee and thereafter means each such Successor Capital Securities Guarantee Trustee.

  • Series or “Series of Securities” means each series of debentures, notes or other debt instruments of the Company created pursuant to Sections 2.1 and 2.2 hereof.

  • Long-term debt security means any debt instrument issued by a qualified community

  • Subsidiary Guarantees means the guarantees of each Subsidiary Guarantor as provided in Article Thirteen.

  • Debentures has the meaning stated in the first recital of this Indenture.

  • New Securities Indenture means an indenture between the Company and the New Securities Trustee, identical in all material respects to the Indenture (except that the interest rate step-up provisions will be modified or eliminated, as appropriate).