Three Year Junior Notes definition

Three Year Junior Notes means a promissory note of the Company in the form attached hereto as Exhibit 2.
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Three Year Junior Notes means a promissory note of the Company that has a three year term, has a fixed rate of interest at the Prime Rate at the date of inception of the note, and has compounded interest annually.
Sample 1Sample 2

Examples of Three Year Junior Notes in a sentence

  • In the event that the Company makes payments in Three Year Junior Notes, such notes will be executed and delivered within 90 days of the date of the call.

  • Executive acknowledges and ----- agrees that all or any portion of the Exercise Payment under this Section 4 may --------- be paid by the Company, at the Company's option, in Three Year Junior Notes.

  • The purchase price for the shares to be purchased pursuant to this Section 8(a) is payable, at the option of the Company, in cash, Three Year Junior Notes or a combination thereof.

  • The purchase price for the Call Securities to be purchased pursuant to this Section 4(d) is payable, at the option of the Company, in cash, Three Year Junior Notes or a combination thereof.

  • The purchase price for the Shares to be purchased pursuant to this Section 4(b) is payable, at the option of the Company, in cash, Three Year Junior Notes or a combination thereof.

  • The closing of any purchase pursuant to such call rights shall take place at the time and place designated by the Company in the Call Notice, which date, subject to the final sentence of this Section 4.5, shall not be more than twelve (12) months after the delivery of the notice in the event the consideration to be paid by the Company consists exclusively of cash and not more than ninety (90) days after the delivery of the Call Notice in the event such consideration shall include Three Year Junior Notes.

  • The purchase price for the Shares to be purchased pursuant to the FMV Call Right is payable, at the option of the Company, in cash, Three Year Junior Notes or a combination thereof.

  • If purchased by the Company, the purchase price of such Shares may be paid, at the option of the Company, in cash, Three Year Junior Notes (as defined in Section 7) or a combination thereof.

  • The purchase price for any Shares to be purchased pursuant to this Section 5 is 2 payable, at the option of the Company, in cash, Three Year Junior Notes or a combination thereof.

  • The purchase price for the Shares to be purchased pursuant to this Section 4(c) is payable, at the option of the Company, in cash, Three Year Junior Notes or a combination thereof.

Related to Three Year Junior Notes

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

  • New Senior Notes has the meaning set forth in the recitals hereto.

  • 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.

  • Existing Senior Notes means the Existing 2020 Senior Notes and the Existing 2021 Senior Notes, collectively.

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

  • 2014 Notes means (i) the 4.850% Senior Secured Notes due 2024 issued by the Issuer on March 18, 2014 and (ii) the 4.45% Senior Secured Notes due 2025 and the 5.45% Senior Secured Notes due 2034 issued by the Issuer on August 21, 2014.

  • Unsecured Notes means the Borrower’s $700,000,000 10.75% Senior Notes due 2023 issued pursuant to the Unsecured Notes Indenture dated as of July 31, 2015.

  • Series A Notes is defined in Section 1.

  • Senior Notes Claim means a Claim arising under or as a result of the Senior Notes.

  • Class A-2 Maturity Date means [ ] (or, if such day is not a Business Day, the next succeeding Business Day thereafter).

  • 2015 Notes means the 8.375% senior notes due 2015 in the principal amounts of $615 million and €500 million issued pursuant to the 2015 Notes Indenture.

  • New Secured Notes means the $550 million of first lien secured notes to be issued by New Valaris Holdco comprising (i) the Rights Offering New Secured Notes to be issued in the Rights Offering on the terms set forth in the New Secured Notes Term Sheet attached as Exhibit 2 to the Restructuring Term Sheet and the Rights Offering Procedures, (ii) the Holdback Notes to be issued on the terms set forth in the Backstop Agreement,

  • Convertible Senior Notes means those certain convertible senior notes issued by Borrower with a final maturity date of not less than ten (10) years from the date of issuance, in an amount not to exceed $150,000,000 with an interest rate up to 5.5% and subject to the terms set forth in the Convertible Senior Notes Offering Memorandum.

  • Group III Senior Principal Distribution Amount As to any Distribution Date, the sum of (i) the Group III Senior Percentage of the Principal Payment Amount for Loan Group III, (ii) the applicable Senior Prepayment Percentage of the Principal Prepayment Amount for Loan Group III, and (iii) the Group III Senior Liquidation Amount.

  • 2022 Notes means the 4.875% Senior Notes due 2022, originally issued by Rowan Companies, Inc., a Delaware corporation.

  • Existing Secured Notes means the previously issued debt securities of the Issuers outstanding on the date hereof.

  • Class A-2 Final Scheduled Payment Date means the Payment Date occurring in February 2027.

  • Senior Unsecured Notes means $2,000,000,000 in aggregate principal amount of the Borrower’s 9.000% senior notes due 2025 issued pursuant to the Senior Unsecured Notes Indenture on the Closing Date.

  • Existing Unsecured Notes the Borrower’s 11.5% Senior Notes due 2018, issued pursuant to the Existing Unsecured Indenture, outstanding on the Closing Date or subsequently issued in exchange for or in respect of any such notes.

  • 2021 Notes means the 4.700% Senior Notes due 2021, originally issued by Ensco plc (now Valaris), a public limited company organized under the laws of England and Wales.

  • 2011 Notes means those certain notes issued pursuant to the Note Purchase Agreement dated as of March 22, 2011 among the Company and the purchasers named in Schedule A thereto.

  • Group I Senior Principal Distribution Amount For any Distribution Date, an amount equal to the sum of (a) the Group I Senior Percentage of the Principal Payment Amount for Loan Group I, (b) the Group I Senior Prepayment Percentage of the Principal Prepayment Amount for Loan Group I and (c) the Group I Senior Liquidation Amount.

  • Group 1 Senior Principal Distribution Amount For any Distribution Date, an amount equal to the sum of (a) the Group 1 Senior Percentage of the Principal Payment Amount for Loan Group 1, (b) the Group 1 Senior Prepayment Percentage of the Principal Prepayment Amount for Loan Group 1 and (c) the Group 1 Senior Liquidation Amount.

  • 2016 Notes means the aggregate principal amount of US$460,000,000 of 4.25% Convertible Senior Notes Due 2016 issued pursuant to the 2016 Note Indenture.

  • Permitted Convertible Notes means any unsecured notes issued by the Company in accordance with the terms and conditions of Section 6.01 that are convertible into a fixed number (subject to customary anti-dilution adjustments, “make-whole” increases and other customary changes thereto) of shares of common stock of the Company (or other securities or property following a merger event or other change of the common stock of the Company), cash or any combination thereof (with the amount of such cash or such combination determined by reference to the market price of such common stock or such other securities); provided that, the Indebtedness thereunder must satisfy each of the following conditions: (i) both immediately prior to and after giving effect (including pro forma effect) thereto, no Default or Event of Default shall exist or result therefrom, (ii) such Indebtedness matures after, and does not require any scheduled amortization or other scheduled or otherwise required payments of principal prior to, and does not permit any Loan Party to elect optional redemption or optional acceleration that would be settled on a date prior to, the date that is six (6) months after the Maturity Date (it being understood that neither (x) any provision requiring an offer to purchase such Indebtedness as a result of change of control or other fundamental change (which change of control or other fundamental change, for the avoidance of doubt, constitutes a “Change of Control” hereunder), which purchase is settled on a date no earlier than the date twenty (20) Business Days following the occurrence of such change of control or other fundamental change nor (y) any early conversion of any Permitted Convertible Notes in accordance with the terms thereof, in either case, shall violate the foregoing restriction), (iii) such Indebtedness is not guaranteed by any Subsidiary of the Company other than the Subsidiary Borrowers or Subsidiary Guarantors (which guarantees, if such Indebtedness is subordinated, shall be expressly subordinated to the Secured Obligations on terms not less favorable to the Lenders than the subordination terms of such Subordinated Indebtedness), (iv) any cross-default or cross-acceleration event of default (each howsoever defined) provision contained therein that relates to indebtedness or other payment obligations of any Loan Party (such indebtedness or other payment obligations, a “Cross-Default Reference Obligation”) contains a cure period of at least thirty (30) calendar days (after written notice to the issuer of such Indebtedness by the trustee or to such issuer and such trustee by holders of at least 25% in aggregate principal amount of such Indebtedness then outstanding) before a default, event of default, acceleration or other event or condition under such Cross-Default Reference Obligation results in an event of default under such cross-default or cross-acceleration provision and (v) the terms, conditions and covenants of such Indebtedness must be customary for convertible Indebtedness of such type (as determined by the board of directors of the Company, or a committee thereof, in good faith).