Scope of Supplemental Indenture; General. The changes, modifications and supplements to the Indenture effected by this Supplemental Indenture shall be applicable only with respect to, and govern the terms of, the Notes, which shall be limited in aggregate principal amount to $381,113,000 (or up to $438,279,000 if the over-allotment option is exercised pursuant to the Underwriting Agreement) in one series, and shall not apply to any other Securities that may be issued under the Indenture unless a supplemental indenture with respect to such other Securities specifically incorporates such changes, modifications and supplements. Pursuant to this Supplemental Indenture, there is hereby created and designated a series of Securities under the Indenture entitled "Zero Coupon Convertible Senior Notes Due 2021." The Notes shall be in the form of Exhibit A hereto. The Notes shall --------- be guaranteed by the Guarantors as provided in such form and the Indenture. The Notes may bear an appropriate legend regarding original issue discount for federal income tax purposes. The aggregate Principal Amount of the Notes shall be payable on the Final Maturity Date unless the Accreted Value or the Restated Principal Amount has been earlier repaid or the Notes have been converted in accordance with this Supplemental Indenture. The Notes shall be issued at an Issue Price of $524.78 per $1,000 Principal Amount. Except as provided for in Sections 4.08 and 4.10 and paragraphs 1, 5 and 11 of the Notes, there shall be no periodic payments of interest on the Notes. The calculation of the Accreted Value in the period during which each Note remains outstanding shall be on a semi-annual bond equivalent basis using a 360-day year composed of twelve 30-day months, and such accrual shall commence on the Issue Date of the Notes. In the event of the maturity, conversion, purchase by the Company at the option of a Holder or redemption of a Note, Accreted Value, if any, shall cease to accrue on such Note, under the terms and subject to the conditions of this Supplemental Indenture. The Notes shall be payable and may be presented for payment, purchase, conversion, registration of transfer and exchange, without service charge, at the office of the Company maintained for such purpose in New York, New York, which shall initially be the office or agency of the Trustee.
Appears in 1 contract
Sources: Eleventh Supplemental Indenture (Horton D R Inc /De/)
Scope of Supplemental Indenture; General. The changes, modifications and supplements to the Indenture effected by this Supplemental Indenture shall be applicable only with respect to, and govern the terms of, the Notes, which shall be limited in aggregate principal amount to $381,113,000 1,654,183,000 (or up to $438,279,000 1,901,360,000 if the over-allotment option is exercised pursuant to the Underwriting Agreement) in one series, and shall not apply to any other Securities that may be issued under the Indenture unless a supplemental indenture with respect to such other Securities specifically incorporates such changes, modifications and supplements. Pursuant to this Supplemental Indenture, there is hereby created and designated a series of Securities under the Indenture entitled "Zero Coupon Convertible Senior Notes Due 20212031." The Notes shall be in the form of Exhibit A hereto. The Notes shall --------- be guaranteed by the Guarantors as provided in such form and the Indenture. The Notes may bear an appropriate legend regarding original issue discount for federal income tax purposes. The aggregate Principal Amount of the Notes shall be payable on the Final Maturity Date unless the Accreted Value or the Restated Principal Amount has been earlier repaid or the Notes have been converted in accordance with this Supplemental Indenture. The Notes shall be issued at an Issue Price of $524.78 394.45 per $1,000 Principal Amount. Except as provided for in Sections 4.08 and 4.10 and paragraphs 1, 5 and 11 9 of the Notes, there shall be no periodic payments of interest on the Notes. The calculation of the Accreted Value in the period during which each Note remains outstanding shall be on a semi-annual bond equivalent basis using a 360-day year composed of twelve 30-day months, and such accrual shall commence on the Issue Date of the Notes. In the event of the maturity, conversion, purchase by the Company at the option of a Holder or redemption of a Note, Accreted Value, if any, shall cease to accrue on such Note, under the terms and subject to the conditions of this Supplemental Indenture. The Notes shall be payable and may be presented for payment, purchase, conversion, registration of transfer and exchange, without service charge, at the office of the Company maintained for such purpose in New York, New York, which shall initially be the office or agency of the Trustee.
Appears in 1 contract
Scope of Supplemental Indenture; General. This Supplemental Indenture supplements, and to the extent inconsistent therewith, replaces the provisions of the Indenture, to which provisions reference is hereby made. The changes, modifications and supplements to the Indenture effected by this Supplemental Indenture shall be applicable only with respect to, and govern the terms of, the NotesBonds, which shall initially be limited in aggregate principal amount to of $381,113,000 (or up to $438,279,000 if the over-allotment option is exercised 30,000,000, which amount may be increased pursuant to an Officers’ Certificate (as defined in the Underwriting AgreementIndenture) in one series, accordance with this Supplemental Indenture and shall not apply to any other Securities that may be issued under the Indenture unless a supplemental indenture with respect to such other Securities specifically incorporates such changes, modifications and supplements. Pursuant to this Supplemental Indenture, there is hereby created and designated a series of Securities under the Indenture entitled "Zero Coupon Convertible Senior Notes Due 2021." “SERIES 2010A; 7% PERCENT; $1,000 PAR VALUE; CONVERTIBLE, CALLABLE; SECURED; 144A; FIRST MORTGAGE BONDS DUE 2020” (The Notes Bonds shall be in the form of Exhibit A hereto). The Notes In the event that the Bond Issuer shall --------- be guaranteed by the Guarantors as provided in such form issue and the Trustee shall authenticate any Bonds issued under this Supplemental Indenture subsequent to the Issue Date (as defined below) (such Bonds, “Additional Securities”), the Bond Issuer shall use its best efforts to obtain the same “CUSIP” number for such Bonds as is printed on the Bonds outstanding at such time; provided, however, that if any series of Bonds issued under this Supplemental Indenture subsequent to the Issue Date is determined, pursuant to an Opinion of Counsel (as defined in the Indenture. The Notes may bear an appropriate legend regarding original issue discount ) of the Bond Issuer in a form reasonably satisfactory to the Trustee, to be a different class of security than the Bonds outstanding at such time for federal income tax purposes. The aggregate Principal Amount of , the Notes shall be payable Bond Issuer may obtain a “CUSIP” number for such Bonds that is different than the “CUSIP” number printed on the Final Maturity Date unless Bonds then outstanding. Notwithstanding the Accreted Value or the Restated Principal Amount has been earlier repaid or the Notes have been converted in accordance with foregoing, all Bonds issued under this Supplemental Indenture. The Notes Indenture shall be issued at an Issue Price vote and consent together on all matters as one class and no series of $524.78 per $1,000 Principal Amount. Except Bonds will have the right to vote or consent as provided for in Sections 4.08 and 4.10 and paragraphs 1, 5 and 11 of the Notes, there shall be no periodic payments of interest a separate class on the Notes. The calculation of the Accreted Value in the period during which each Note remains outstanding shall be on a semi-annual bond equivalent basis using a 360-day year composed of twelve 30-day months, and such accrual shall commence on the Issue Date of the Notes. In the event of the maturity, conversion, purchase by the Company at the option of a Holder or redemption of a Note, Accreted Value, if any, shall cease to accrue on such Note, under the terms and subject to the conditions of this Supplemental Indenture. The Notes shall be payable and may be presented for payment, purchase, conversion, registration of transfer and exchange, without service charge, at the office of the Company maintained for such purpose in New York, New York, which shall initially be the office or agency of the Trusteeany matter.
Appears in 1 contract
Sources: First Supplemental Indenture (Citizens Capital Corp)
Scope of Supplemental Indenture; General. This Supplemental Indenture supplements, and to the extent inconsistent therewith, replaces the provisions of the Indenture, to which provisions reference is hereby made. The changes, modifications and supplements to the Indenture effected by this Supplemental Indenture shall be applicable only with respect to, and govern the terms of, the Notes, which shall be limited in aggregate principal amount to $381,113,000 (or up to $438,279,000 if the over-allotment option is exercised pursuant to the Underwriting Agreement) in one series, 150,000,000 and shall not apply to any other Securities that may be issued under the Indenture unless a supplemental indenture with respect to such other Securities specifically incorporates such changes, modifications and supplements. Pursuant to this Supplemental Indenture, there is hereby created and designated a series of Securities under the Indenture entitled "Zero Coupon Convertible 9 1/8% Senior Notes Due 2021due 2009." The Notes shall be in the form of Exhibit A hereto. The Notes shall --------- be guaranteed by the Company and the Guarantors as provided in such form and the Indenture. The If required, the Notes may bear an appropriate legend regarding original issue discount for federal income tax purposes. The aggregate Principal Amount of In the event that the Issuer shall issue and the Trustee shall authenticate any Notes shall be payable on the Final Maturity Date unless the Accreted Value or the Restated Principal Amount has been earlier repaid or the Notes have been converted in accordance with issued under this Supplemental Indenture. The Notes shall be issued at an Issue Price of $524.78 per $1,000 Principal Amount. Except as provided for in Sections 4.08 and 4.10 and paragraphs 1, 5 and 11 of the Notes, there shall be no periodic payments of interest on the Notes. The calculation of the Accreted Value in the period during which each Note remains outstanding shall be on a semi-annual bond equivalent basis using a 360-day year composed of twelve 30-day months, and such accrual shall commence on Indenture subsequent to the Issue Date (such Notes, "Additional Securities"), the Issuer shall use its best efforts to obtain the same "CUSIP" number for such Notes as is printed on the Notes outstanding at such time; provided, however, that if any series of Notes issued under this Supplemental Indenture subsequent to the Issue Date is determined, pursuant to an Opinion of Counsel of the Notes. In the event of the maturity, conversion, purchase by the Company at the option of Issuer in a Holder or redemption of a Note, Accreted Value, if any, shall cease to accrue on such Note, under the terms and subject form reasonably satisfactory to the conditions Trustee, to be a different class of security than the Notes outstanding at such time for federal income tax purposes, the Issuer may obtain a "CUSIP" number for such Notes that is different than the "CUSIP" number printed on the Notes then outstanding. Notwithstanding the foregoing, all Notes issued under this Supplemental Indenture. The Indenture shall vote and consent together on all matters as one class and no series of Notes shall be payable and may be presented for payment, purchase, conversion, registration of transfer and exchange, without service charge, at will have the office of the Company maintained for such purpose in New York, New York, which shall initially be the office right to vote or agency of the Trusteeconsent as a separate class on any matter.
Appears in 1 contract
Sources: First Supplemental Indenture (Hovnanian Enterprises Inc)
Scope of Supplemental Indenture; General. The changes, modifications and supplements to the Indenture effected by this Supplemental Indenture shall be applicable only with respect to, and govern the terms of, the Notes, which shall be limited in aggregate principal amount to $381,113,000 (or up to $438,279,000 if the over-allotment option is exercised pursuant to the Underwriting Agreement) 400,000,000 in one or more series, and shall not apply to any other Securities that may be issued under the Indenture unless a supplemental indenture with respect to such other Securities specifically incorporates such changes, modifications and supplements. Pursuant to this Supplemental Indenture, there is hereby created and designated a series of Securities under the Indenture entitled "Zero Coupon Convertible 8% Senior Notes Due 2021due 2009." The Notes shall be in the form of Exhibit A hereto. The Notes shall --------- be guaranteed by the Guarantors as --------- provided in such form and the Indenture. The If required, the Notes may bear an appropriate legend regarding original issue discount for federal income tax purposes. The aggregate Principal Amount of In the event that the Company shall issue and the Trustee shall authenticate any Notes shall be payable on the Final Maturity Date unless the Accreted Value or the Restated Principal Amount has been earlier repaid or the Notes have been converted in accordance with issued under this Supplemental Indenture. The Notes shall be issued at an Issue Price of $524.78 per $1,000 Principal Amount. Except as provided for in Sections 4.08 and 4.10 and paragraphs 1, 5 and 11 of the Notes, there shall be no periodic payments of interest on the Notes. The calculation of the Accreted Value in the period during which each Note remains outstanding shall be on a semi-annual bond equivalent basis using a 360-day year composed of twelve 30-day months, and such accrual shall commence on Indenture subsequent to the Issue Date of the (such Notes. In the event of the maturity, conversion"Additional Securities"), purchase by the Company shall use its --------------------- best efforts to obtain the same "CUSIP" number for such Notes as is printed on the Notes outstanding at the option such time; provided, however, that if any series of a Holder or redemption of a Note, Accreted Value, if any, shall cease to accrue on such Note, -------- ------- Notes issued under the terms and subject this Supplemental Indenture subsequent to the conditions Issue Date is determined, pursuant to an Opinion of this Supplemental Indenture. The Notes shall be payable and may be presented for payment, purchase, conversion, registration of transfer and exchange, without service charge, at the office Counsel of the Company maintained in a form reasonably satisfactory to the Trustee, to be a different class of security than the Notes outstanding at such time for federal income tax purposes, the Company may obtain a "CUSIP" number for such purpose in New YorkNotes that is different than the "CUSIP" number printed on the Notes then outstanding. Notwithstanding the foregoing, New York, which all Notes issued under this Supplemental Indenture shall initially be vote and consent together on all matters as one class and no series of Notes will have the office right to vote or agency of the Trusteeconsent as a separate class on any matter.
Appears in 1 contract
Scope of Supplemental Indenture; General. This Supplemental Indenture supplements, and to the extent inconsistent therewith, replaces, the provisions of the Base Indenture, to which provisions reference is hereby made. The changes, modifications and supplements to the Base Indenture effected by this Supplemental Indenture shall be applicable only with respect to, and govern the terms of, the Notes, Notes (which shall be limited initially in the aggregate principal amount to of $381,113,000 (or up to $438,279,000 if the over-allotment option is exercised pursuant to the Underwriting Agreement155,000,000) in one series, and shall not apply to any other Securities that have or may be issued under the Indenture unless a supplemental indenture with respect to such other Securities specifically incorporates such changes, modifications and supplements. Pursuant to this Supplemental Indenture, there is hereby created and designated a series of Securities under the Indenture entitled "Zero Coupon Convertible “11⅞% Senior Notes Due 2021due 2015." ” The Notes shall be in the form of Exhibit A hereto, the terms of which are incorporated herein by reference. The Notes shall --------- be guaranteed by the Guarantors as provided in such form and the Indenture. The Notes Subject to Section 3.05 hereof, the Issuer may bear an appropriate legend regarding original issue discount for federal income tax purposes. The aggregate Principal Amount of the Notes shall be payable on the Final Maturity Date unless the Accreted Value or the Restated Principal Amount has been earlier repaid or the Notes have been converted in accordance with this Supplemental Indenture. The Notes shall be issued at an Issue Price of $524.78 per $1,000 Principal Amount. Except as provided for in Sections 4.08 and 4.10 and paragraphs 1, 5 and 11 of the Notes, there shall be no periodic payments of interest on the Notes. The calculation of the Accreted Value in the period during which each Note remains outstanding shall be on a semi-annual bond equivalent basis using a 360-day year composed of twelve 30-day months, and such accrual shall commence on additional notes subsequent to the Issue Date (such notes, the “Additional Notes”) of the same series as the Notes. In the event of that the maturity, conversion, purchase by Issuer shall issue and the Company at the option of a Holder or redemption of a Note, Accreted Value, if any, Trustee shall cease to accrue on such Note, authenticate any Additional Notes issued under the terms and subject this Supplemental Indenture subsequent to the conditions Issue Date, the Issuer shall use its best efforts to obtain the same “CUSIP” number for such Notes as is printed on the Notes outstanding at such time; provided, however, that if any series of Notes issued under this Supplemental Indenture. The Indenture subsequent to the Issue Date is determined to be a different class of security than the Notes shall be payable and outstanding at such time for federal income tax purposes, the Issuer may be presented for payment, purchase, conversion, registration of transfer and exchange, without service charge, at the office of the Company maintained obtain a “CUSIP” number for such purpose in New YorkNotes that is different than the “CUSIP” number printed on the Notes then outstanding. Notwithstanding the foregoing, New Yorkall Notes issued under this Supplemental Indenture shall vote and consent together on all matters as one class, which shall initially be including without limitation, waivers, amendments, redemption and Offers to Purchase, and no Notes will have the office right to vote or agency of the Trusteeconsent as a separate class from other Notes on any matter.
Appears in 1 contract
Sources: First Supplemental Indenture (Hovnanian Enterprises Inc)
Scope of Supplemental Indenture; General. The changes, modifications and supplements to the Indenture effected by this Supplemental Indenture shall be applicable only with respect to, and govern the terms of, the Notes, which shall be limited in aggregate principal amount to $381,113,000 (or up to $438,279,000 if the over-allotment option is exercised pursuant to the Underwriting Agreement) 200 million in one or more series, and shall not apply to any other Securities that may be issued under the Indenture unless a supplemental indenture with respect to such other Securities specifically incorporates such changes, modifications and supplements. Pursuant to this Supplemental Indenture, there is hereby created and designated a series of Securities under the Indenture entitled "Zero Coupon Convertible 9.75% Senior Subordinated Notes Due 2021due 2010." The Notes shall be in the form of Exhibit EXHIBIT A hereto. The Notes shall --------- be guaranteed by the Guarantors as provided in such form and the Indenture. The If required, the Notes may bear an appropriate legend regarding original issue discount for federal income tax purposes. The aggregate Principal Amount of In the event that the Company shall issue and the Trustee shall authenticate any Notes shall be payable on the Final Maturity Date unless the Accreted Value or the Restated Principal Amount has been earlier repaid or the Notes have been converted in accordance with issued under this Supplemental Indenture. The Notes shall be issued at an Issue Price of $524.78 per $1,000 Principal Amount. Except as provided for in Sections 4.08 and 4.10 and paragraphs 1, 5 and 11 of the Notes, there shall be no periodic payments of interest on the Notes. The calculation of the Accreted Value in the period during which each Note remains outstanding shall be on a semi-annual bond equivalent basis using a 360-day year composed of twelve 30-day months, and such accrual shall commence on Indenture subsequent to the Issue Date of the (such Notes. In the event of the maturity, conversion"ADDITIONAL SECURITIES"), purchase by the Company shall use its best efforts to obtain the same "CUSIP" number for such Notes as is printed on the Notes outstanding at the option such time; PROVIDED, HOWEVER, that if any series of a Holder or redemption of a Note, Accreted Value, if any, shall cease to accrue on such Note, Notes issued under the terms and subject this Supplemental Indenture subsequent to the conditions Issue Date is determined, pursuant to an Opinion of this Supplemental Indenture. The Notes shall be payable and may be presented for payment, purchase, conversion, registration of transfer and exchange, without service charge, at the office Counsel of the Company maintained in a form reasonably satisfactory to the Trustee, to be a different class of security than the Notes outstanding at such time for federal income tax purposes, the Company may obtain a "CUSIP" number for such purpose in New YorkNotes that is different than the "CUSIP" number printed on the Notes then outstanding. Notwithstanding the foregoing, New York, which all Notes issued under this Supplemental Indenture shall initially be vote and consent together on all matters as one class and no series of Notes will have the office right to vote or agency of the Trusteeconsent as a separate class on any matter.
Appears in 1 contract
Scope of Supplemental Indenture; General. This Supplemental Indenture supplements and, to the extent inconsistent therewith, replaces the provisions of the Indenture, to which provisions reference is hereby made. The changes, modifications and supplements to the Indenture effected by this Supplemental Indenture shall be applicable only with respect to, and govern the terms of, the 2019 Notes, which shall initially be limited in an aggregate principal amount to of $381,113,000 (250,000,000, and the 2026 Notes, which shall initially be in an aggregate principal amount of $300,000,000, either or up to $438,279,000 if the over-allotment option is exercised both amounts of which may be increased pursuant to the Underwriting Agreement) an Officers’ Certificate in one seriesaccordance with this Supplemental Indenture, and shall not apply to any other Securities that may be issued under the Indenture unless a supplemental indenture with respect to such other Securities specifically incorporates such changes, modifications and supplements. Pursuant to this Supplemental Indenture, there is hereby created and designated a two series of Securities under the Indenture entitled "Zero Coupon Convertible Senior “2.500% Notes Due 2021due 2019” and “3.950% Notes due 2026." ” The 2019 Notes shall be in the form of Exhibit A hereto and the 2026 Notes shall be in the form of Exhibit B hereto. The Notes In the event that the Company shall --------- be guaranteed by the Guarantors as provided in such form issue and the Indenture. The Trustee shall authenticate any Notes may bear issued under this Supplemental Indenture subsequent to the Issue Date (such Notes, “Additional Securities”), the Company shall use its best efforts to obtain the same “CUSIP” number for such Additional Securities as is printed on the Securities of such series outstanding at such time; provided, however, that if any Additional Securities issued under this Supplemental Indenture subsequent to the Issue Date are determined, pursuant to an appropriate legend regarding original issue discount Opinion of Counsel, not to be fungible with the Securities of such series issued on the Issue Date for U.S. federal income tax purposes. The aggregate Principal Amount of , the Notes shall be payable Company will obtain a “CUSIP” number for such Additional Securities that is different than the “CUSIP” number printed on the Final Maturity Date unless the Accreted Value or the Restated Principal Amount has been earlier repaid or the Notes have been converted in accordance with this Supplemental Indenture. The Notes shall be Securities of such series issued at an Issue Price of $524.78 per $1,000 Principal Amount. Except as provided for in Sections 4.08 and 4.10 and paragraphs 1, 5 and 11 of the Notes, there shall be no periodic payments of interest on the Notes. The calculation of the Accreted Value in the period during which each Note remains outstanding shall be on a semi-annual bond equivalent basis using a 360-day year composed of twelve 30-day months, and such accrual shall commence on the Issue Date Date. If a different “CUSIP” number is obtained as contemplated herein, all 2019 Notes issued under this Supplemental Indenture and Outstanding shall nonetheless vote and consent together on all matters as one series of the Notes. In the event of the maturity, conversion, purchase by the Company at the option of a Holder or redemption of a Note, Accreted Value, if any, shall cease to accrue on such Note, Securities under the terms Indenture and subject to the conditions of all 2026 Notes issued under this Supplemental Indenture and Outstanding shall nonetheless vote and consent together on all matters as one series of Securities under the Indenture. The Notes shall be payable and may be presented for payment, purchase, conversion, registration of transfer and exchange, without service charge, at the office of the Company maintained for such purpose in New York, New York, which shall initially be the office or agency of the Trustee.
Appears in 1 contract
Scope of Supplemental Indenture; General. (a) This Supplemental Indenture supplements, and to the extent inconsistent therewith, replaces the provisions of the Indenture, to which provisions reference is hereby made. The changes, modifications and supplements to the Indenture effected by this Supplemental Indenture shall be applicable only with respect to, and govern the terms of, the Notes, Notes (which shall be limited initially in the aggregate principal amount to of $381,113,000 (or up to $438,279,000 if the over-allotment option is exercised pursuant to the Underwriting Agreement300,000,000) in one series, and shall not apply to any other Debt Securities that have been or may be issued under the Indenture unless a supplemental indenture with respect to such other Debt Securities specifically incorporates such changes, modifications and supplements. Pursuant to this Supplemental Indenture, there is hereby created and designated a series of Debt Securities under the Indenture entitled "Zero Coupon Convertible Senior “6.625% Notes Due 2021due 2039." ” The Notes shall be in the form of Exhibit A hereto, the terms of which are incorporated herein by reference. The Notes shall --------- be guaranteed by the Guarantors as provided in such form and the Indenture. The Notes Company may bear an appropriate legend regarding original issue discount for federal income tax purposes. The aggregate Principal Amount of the Notes shall be payable on the Final Maturity Date unless the Accreted Value or the Restated Principal Amount has been earlier repaid or the Notes have been converted in accordance with this Supplemental Indenture. The Notes shall be issued at an Issue Price of $524.78 per $1,000 Principal Amount. Except as provided for in Sections 4.08 and 4.10 and paragraphs 1, 5 and 11 of the Notes, there shall be no periodic payments of interest on the Notes. The calculation of the Accreted Value in the period during which each Note remains outstanding shall be on a semi-annual bond equivalent basis using a 360-day year composed of twelve 30-day months, and such accrual shall commence on additional notes subsequent to the Issue Date (such notes, the “Additional Notes” (as defined in Article 19 of the Indenture)) of the same series as the Notes. In the event that the Company shall issue and the Trustee shall authenticate any Additional Notes issued under this Supplemental Indenture subsequent to the Issue Date, the Company shall use its best efforts to obtain the same “CUSIP” number for such Notes as is printed on the Notes outstanding at such time; provided, however, that if any series of Notes issued under this Supplemental Indenture subsequent to the Issue Date is determined, pursuant to an Opinion of Counsel in a form reasonably satisfactory to the Trustee, to be a different class of security than the Notes outstanding at such time for federal income tax purposes, the Company may obtain a “CUSIP” number for such Notes that is different than the “CUSIP” number printed on the Notes then outstanding. Notwithstanding the foregoing, all Notes issued under this Supplemental Indenture shall vote and consent together on all matters as one class, including without limitation on waivers and amendments, and no Holder of Notes will have the right to vote or consent as a separate class from other Holders on any matter except matters which affect such Holder only.
(b) The information applicable to the Notes required pursuant to Section 3.1 of the maturityIndenture is as follows:
(1) the title of the Notes is “6.625% Senior Notes due 2039”;
(2) the initial aggregate principal amount of the Notes is $300,000,000, conversionwhich may be increased in the future as set out below;
(3) the Debt Securities will be issued to the Initial Purchasers at a price of 98.827% of the principal amount, purchase by resulting in total net proceeds to the Company at of $296,481,000; the option price to the public will be 99.702% of a Holder the principal amount; and 100% of the principal amount will be payable upon declaration of acceleration or redemption maturity;
(4) principal will be payable as set forth in the form of a Note, Accreted Value, if any, shall cease to accrue on such ;
(5) the rate of interest and interest payment and record dates are as set forth in the form of Note, under ;
(6) not applicable;
(7) the terms and Notes will be subject to mandatory offer to repurchase as set forth in Article 3 below;
(8) the conditions Notes will be subject to optional redemption as set forth in Article 7 below;
(9) the Notes will be issuable in a minimum denomination of this Supplemental Indenture. The $2,000 and higher integral multiples of $1,000;
(10) not applicable;
(11) the provisions set forth in the Indenture relating to defeasance and discharge will be applicable;
(12) not applicable;
(13) not applicable;
(14) the rate of interest otherwise applicable to the Notes will be the Overdue Rate;
(15) not applicable;
(16) as set forth elsewhere herein;
(17) the Notes shall be payable issuable as Global Securities and may be presented for payment, purchase, conversion, registration the provisions of transfer and exchange, without service charge, at the office Section 3.4(b) of the Company maintained for such purpose in New York, New York, which Indenture shall initially apply to the Notes;
(18) not applicable;
(19) not applicable;
(20) the Notes will not be the office or agency convertible;
(21) not applicable;
(22) each of the TrusteeGuarantors (as defined herein) will guarantee the Notes;
(23) not applicable;
(24) the Notes will be secured on the terms set forth in Section 3.02(c) below and the terms of Article XVIII of the Indenture will apply to the Notes;
(25) the provisions of Article XIX of the Indenture will apply to the Notes;
(26) not applicable;
(27) not applicable; and
(26) as set forth elsewhere herein.
Appears in 1 contract
Sources: First Supplemental Indenture (Ralcorp Holdings Inc /Mo)
Scope of Supplemental Indenture; General. This Supplemental Indenture supplements, and to the extent inconsistent therewith, replaces the provisions of the Indenture, to which provisions reference is hereby made. The changes, modifications and supplements to the Indenture effected by this Supplemental Indenture shall be applicable only with respect to, and govern the terms of, the Notes, Notes (which shall be limited initially in the aggregate principal amount to of $381,113,000 (or up to $438,279,000 if the over-allotment option is exercised pursuant to the Underwriting Agreement250,000,000) in one series, and shall not apply to any other Securities that have or may be issued under the Indenture unless a supplemental indenture with respect to such other Securities specifically incorporates such changes, modifications and supplements. Pursuant to this Supplemental Indenture, there is hereby created and designated a series of Securities under the Indenture entitled "Zero Coupon Convertible “85/8% Senior Notes Due 2021due 2017." ” The Notes shall be in the form of Exhibit A hereto, the terms of which are incorporated herein by reference. The Notes shall --------- be guaranteed by Hovnanian and the Guarantors as provided in such form and the Indenture. The Notes Subject to Section 3.05 hereof, the Issuer may bear an appropriate legend regarding original issue discount for federal income tax purposes. The aggregate Principal Amount of the Notes shall be payable on the Final Maturity Date unless the Accreted Value or the Restated Principal Amount has been earlier repaid or the Notes have been converted in accordance with this Supplemental Indenture. The Notes shall be issued at an Issue Price of $524.78 per $1,000 Principal Amount. Except as provided for in Sections 4.08 and 4.10 and paragraphs 1, 5 and 11 of the Notes, there shall be no periodic payments of interest on the Notes. The calculation of the Accreted Value in the period during which each Note remains outstanding shall be on a semi-annual bond equivalent basis using a 360-day year composed of twelve 30-day months, and such accrual shall commence on additional notes subsequent to the Issue Date (such notes, the “Additional Notes”) of the same series as the Notes. In the event of that the maturity, conversion, purchase by Issuer shall issue and the Company at the option of a Holder or redemption of a Note, Accreted Value, if any, Trustee shall cease to accrue on such Note, authenticate any Additional Notes issued under the terms and subject this Supplemental Indenture subsequent to the conditions Issue Date, the Issuer shall use its best efforts to obtain the same “CUSIP” number for such Notes as is printed on the Notes outstanding at such time; provided, however, that if any series of Notes issued under this Supplemental Indenture. The Indenture subsequent to the Issue Date is determined, pursuant to an Opinion of Counsel in a form reasonably satisfactory to the Trustee, to be a different class of security than the Notes shall be payable and outstanding at such time for federal income tax purposes, the Issuer may be presented for payment, purchase, conversion, registration of transfer and exchange, without service charge, at the office of the Company maintained obtain a “CUSIP” number for such purpose in New YorkNotes that is different than the “CUSIP” number printed on the Notes then outstanding. Notwithstanding the foregoing, New Yorkall Notes issued under this Supplemental Indenture shall vote and consent together on all matters as one class, which shall initially be including without limitation, waivers, amendments, redemption and Offers to Purchase, and no Notes will have the office right to vote or agency of the Trusteeconsent as a separate class from other Notes on any matter.
Appears in 1 contract
Sources: Seventh Supplemental Indenture (Hovnanian Enterprises Inc)
Scope of Supplemental Indenture; General. The changes, modifications and supplements to the Indenture effected by this Supplemental Indenture shall be applicable only with respect to, and govern the terms of, the Notes, which shall be limited in aggregate principal amount to $381,113,000 (or up to $438,279,000 if the over-allotment option is exercised pursuant to the Underwriting Agreement) 250.0 million in one or more series, and shall not apply to any other Securities that may be issued under the Indenture unless a supplemental indenture with respect to such other Securities specifically incorporates such changes, modifications and supplements. Pursuant to this Supplemental Indenture, there is hereby created and designated a series of Securities under the Indenture entitled "Zero Coupon Convertible 9.375% Senior Subordinated Notes Due 2021due 2011." The Notes shall be in the form of Exhibit A hereto. The Notes shall --------- be guaranteed by the --------- Guarantors as provided in such form and the Indenture. The If required, the Notes may bear an appropriate legend regarding original issue discount for federal income tax purposes. The aggregate Principal Amount In the event that the Company shall issue and the Trustee shall authenticate any Notes issued under this Supplemental Indenture subsequent to the Issue Date (such Notes, "Additional Securities"), the Company shall use its --------------------- best efforts to obtain the same "CUSIP" number for such Notes as is printed on the Notes outstanding at such time; provided, however, that if any series of -------- ------- Notes issued under this Supplemental Indenture subsequent to the Issue Date is determined, pursuant to an Opinion of Counsel of the Company in a form reasonably satisfactory to the Trustee, to be a different class of security than the Notes outstanding at such time for federal income tax purposes, the Company may obtain a "CUSIP" number for such Notes that is different than the "CUSIP" number printed on the Notes then outstanding. Notwithstanding the foregoing, all Notes issued under this Supplemental Indenture shall vote and consent together on all matters as one class and no series of Notes will have the right to vote or consent as a separate class on any matter. In the event that less than all of the Notes shall are to be payable on the Final Maturity Date unless the Accreted Value or the Restated Principal Amount has been earlier repaid or redeemed at any time pursuant to an optional redemption, selection of the Notes have been converted for redemption will be made by the Trustee in accordance compliance with this Supplemental Indenturethe requirements of the principal national securities exchange, if any, on which the Notes are listed or, if the Notes are not then listed on a national security exchange, on a pro rata basis, by lot or by such method as the Trustee shall deem fair and appropriate. The Notes shall be issued at an Issue Price of $524.78 per $1,000 Principal Amount. Except as provided for in Sections 4.08 and 4.10 and paragraphs 1In addition, 5 and 11 if a partial redemption is made pursuant to paragraph 5(b) of the Notes, there selection of the Notes or portions thereof for redemption shall be no periodic payments of interest on made by the Notes. The calculation of the Accreted Value in the period during which each Note remains outstanding shall be Trustee only on a semi-annual bond equivalent pro rata basis using or on as nearly a 360-day year composed of twelve 30-day months, and such accrual shall commence on the Issue Date of the Notes. In the event of the maturity, conversion, purchase by the Company at the option of a Holder or optional redemption of a Note, Accreted Value, if any, shall cease to accrue on such Note, under the terms and basis as is practicable (subject to the conditions of this Supplemental Indenture. The Notes shall be payable and may be presented for payment, purchase, conversion, registration of transfer and exchange, without service charge, at the office procedures of the Company maintained for such purpose in New YorkDepository Trust Company), New York, which shall initially be the office or agency of the Trusteeunless that method is otherwise prohibited.
Appears in 1 contract
Sources: Second Supplemental Indenture (Horton D R Inc /De/)
Scope of Supplemental Indenture; General. The changes, modifications and supplements to the Indenture effected by this Supplemental Indenture shall be applicable only with respect to, and govern the terms of, the Notes, which shall be limited in aggregate principal amount to $381,113,000 (or up to $438,279,000 if the over-allotment option is exercised pursuant to the Underwriting Agreement) 250,000,000 in one or more series, and shall not apply to any other Securities that may be issued under the Indenture unless a supplemental indenture with respect to such other Securities specifically incorporates such changes, modifications and supplements. Pursuant to this Supplemental Indenture, there is hereby created and designated a series of Securities under the Indenture entitled "Zero Coupon Convertible 8 3/8% Senior Notes Due 2021due 2004." The Notes shall be in the form of Exhibit A hereto. The Notes shall --------- be guaranteed by If required, the Guarantors as provided in such form and the Indenture. The Notes may bear an appropriate legend --------- regarding original issue discount for federal income tax purposes. The aggregate Principal Amount of In the event that the Company shall issue and the Trustee shall authenticate any Notes shall be payable on the Final Maturity Date unless the Accreted Value or the Restated Principal Amount has been earlier repaid or the Notes have been converted in accordance with issued under this Supplemental Indenture. The Notes shall be issued at an Issue Price of $524.78 per $1,000 Principal Amount. Except as provided for in Sections 4.08 and 4.10 and paragraphs 1, 5 and 11 of the Notes, there shall be no periodic payments of interest on the Notes. The calculation of the Accreted Value in the period during which each Note remains outstanding shall be on a semi-annual bond equivalent basis using a 360-day year composed of twelve 30-day months, and such accrual shall commence on Indenture subsequent to the Issue Date of the (such Notes. In the event of the maturity, conversion"Additional Securities"), purchase by the Company shall use its --------------------- best efforts to obtain the same "CUSIP" number for such Notes as is printed on the Notes outstanding at the option such time; provided, however, that if any series of a Holder or redemption of a Note, Accreted Value, if any, shall cease to accrue on such Note, -------- ------- Notes issued under the terms and subject this Supplemental Indenture subsequent to the conditions Issue Date is determined, pursuant to an Opinion of this Supplemental Indenture. The Notes shall be payable and may be presented for payment, purchase, conversion, registration of transfer and exchange, without service charge, at the office Counsel of the Company maintained in a form reasonably satisfactory to the Trustee, to be a different class of security than the Notes outstanding at such time for federal income tax purposes, the Company may obtain a "CUSIP" number for such purpose in New YorkNotes that is different than the "CUSIP" number printed on the Notes then outstanding. Notwithstanding the foregoing, New York, which all Notes issued under this Supplemental Indenture shall initially be vote and consent together on all matters as one class and no series of Notes will have the office right to vote or agency of the Trusteeconsent as a separate class on any matter.
Appears in 1 contract
Scope of Supplemental Indenture; General. The changes(a) This Second Supplemental Indenture supplements, modifications and supplements to the Indenture effected by this Supplemental Indenture shall be applicable only with respect toextent inconsistent therewith, and govern replaces the terms ofprovisions of the Base Indenture, the Notes, to which shall be limited in aggregate principal amount to $381,113,000 (or up to $438,279,000 if the over-allotment option provisions reference is exercised pursuant to the Underwriting Agreement) in one series, and shall not apply to any other Securities that may be issued under the Indenture unless a supplemental indenture with respect to such other Securities specifically incorporates such changes, modifications and supplementshereby made. Pursuant to this Second Supplemental Indenture, there is hereby created and designated a series of Debt Securities under the Indenture entitled "Zero Coupon Convertible Senior “4.950% Notes Due 2021due 2020." ” The 2020 Notes shall be in the form of Exhibit A hereto, the terms of which are incorporated herein by reference. The 2020 Notes shall --------- be guaranteed by the Guarantors as provided in such form and the Indenture. The Company may issue additional notes subsequent to the Issue Date (such notes, the “Additional 2020 Notes”) of the same series as the 2020 Notes. In the event that the Company shall issue and the Trustee shall authenticate any Additional 2020 Notes may bear issued under this Second Supplemental Indenture subsequent to the Issue Date, the Company shall use its best efforts to obtain the same “CUSIP” number for such Additional 2020 Notes as is printed on the 2020 Notes outstanding at such time; provided, however, that if any series of 2020 Notes issued under this Second Supplemental Indenture subsequent to the Issue Date is determined, pursuant to an appropriate legend regarding original issue discount Opinion of Counsel in a form reasonably satisfactory to the Trustee, to be a different class of security than the 2020 Notes outstanding at such time for federal income tax purposes, the Company may obtain a “CUSIP” number for such 2020 Notes that is different than the “CUSIP” number printed on the 2020 Notes then outstanding. The aggregate Principal Amount Notwithstanding the foregoing, all 2020 Notes issued under this Second Supplemental Indenture shall vote and consent together on all matters as one class, including without limitation on waivers and amendments, and no Holder of the 2020 Notes will have the right to vote or consent as a separate class from other Holders on any matter except matters which affect such Holder only.
(b) The information applicable to the 2020 Notes required pursuant to Section 3.1 of the Indenture is as follows:
(1) the title of the 2020 Notes is “4.950% Senior Notes due 2020”;
(2) the initial aggregate principal amount of the 2020 Notes is $300,000,000, which may be increased in the future as set out below;
(3) the 2020 Notes will be issued to the Underwriters at a price of 99.190% of the principal amount, resulting in total net proceeds to the Company of $297,570,000; the price to the public will be 99.840% of the principal amount; and 100% of the principal amount will be payable upon declaration of acceleration or maturity;
(4) principal will be payable as set forth in the form of 2020 Note;
(5) the rate of interest and interest payment and record dates are as set forth in the form of 2020 Note;
(6) not applicable;
(7) the 2020 Notes will be subject to mandatory offer to repurchase as set forth in Article 3 below and may be subject to a special mandatory redemption as set forth in Section 7.03 below;
(8) the 2020 Notes will be subject to optional redemption as set forth in Article 7 below;
(9) the 2020 Notes will be issuable in a minimum denomination of $2,000 and integral multiples of $1,000 in excess thereof;
(10) not applicable;
(11) the provisions set forth in the Indenture relating to defeasance and discharge will be applicable;
(12) not applicable;
(13) not applicable;
(14) the rate of interest otherwise applicable to the 2020 Notes will be the Overdue Rate;
(15) not applicable;
(16) as set forth elsewhere herein;
(17) the 2020 Notes shall be payable issuable as Global Securities and the provisions of Section 3.4(b) of the Indenture shall apply to the 2020 Notes;
(18) not applicable;
(19) not applicable;
(20) the 2020 Notes will not be convertible;
(21) not applicable;
(22) each of the Guarantors (as defined herein) will guarantee the 2020 Notes;
(23) not applicable;
(24) the 2020 Notes will be secured on the Final Maturity Date unless terms set forth in Section 3.02(c) below and the Accreted Value or the Restated Principal Amount has been earlier repaid or the Notes have been converted in accordance with this Supplemental Indenture. The Notes shall be issued at an Issue Price terms of $524.78 per $1,000 Principal Amount. Except as provided for in Sections 4.08 and 4.10 and paragraphs 1, 5 and 11 Article XVIII of the Notes, there shall be no periodic payments of interest on the Notes. The calculation of the Accreted Value in the period during which each Note remains outstanding shall be on a semi-annual bond equivalent basis using a 360-day year composed of twelve 30-day months, and such accrual shall commence on the Issue Date of the Notes. In the event of the maturity, conversion, purchase by the Company at the option of a Holder or redemption of a Note, Accreted Value, if any, shall cease to accrue on such Note, under the terms and subject Indenture will apply to the conditions of this Supplemental Indenture. The Notes shall be payable and may be presented for payment, purchase, conversion, registration of transfer and exchange, without service charge, at the office of the Company maintained for such purpose in New York, New York, which shall initially be the office or agency of the Trustee2020 Notes;
(25) not applicable;
(26) not applicable;
(27) not applicable; and
(28) as set forth elsewhere herein.
Appears in 1 contract
Sources: Second Supplemental Indenture (Ralcorp Holdings Inc /Mo)
Scope of Supplemental Indenture; General. The changes, modifications and supplements to the Indenture effected by this Supplemental Indenture shall be applicable only with respect to, and govern the terms of, the Notes, which shall not be limited in aggregate principal amount to $381,113,000 (or up to $438,279,000 if the over-allotment option is exercised pursuant to the Underwriting Agreement) in one seriesamount, and shall not apply to any other Securities that may be issued under the Indenture unless a supplemental indenture with respect to such other Securities specifically incorporates such changes, modifications and supplements. Pursuant to this Supplemental Indenture, there is hereby created and designated a series of Securities under the Indenture entitled "Zero Coupon Convertible “6.50% Senior Notes Due 2021due 2035." ” The Notes shall be in the form of Exhibit A hereto, which is hereby incorporated into this Supplemental Indenture by reference. The Notes shall --------- be guaranteed by the Subsidiary Guarantors as provided in such form and the Indenture. The If required, the Notes may bear an appropriate legend regarding original issue discount for federal income tax purposes. The aggregate Principal Amount obligation of the Notes shall be payable on the Final Maturity Date unless the Accreted Value Company to make any payment of principal or the Restated Principal Amount has been earlier repaid or the Notes have been converted in accordance with this Supplemental Indenture. The Notes shall be issued at an Issue Price of $524.78 per $1,000 Principal Amount. Except as provided for in Sections 4.08 and 4.10 and paragraphs 1, 5 and 11 of the Notes, there shall be no periodic payments of interest on the Notes. The calculation of the Accreted Value in the period during which each Note remains outstanding shall be on a semi-annual bond equivalent basis using a 360-day year composed of twelve 30-day months, and such accrual shall commence on the Issue Date of the Notes. In the event of the maturity, conversion, purchase by the Company at the option of a Holder or redemption of a Note, Accreted Valuepremium, if any, shall cease to accrue on such the Note, under whether at maturity or otherwise, shall be fully or partially, as the terms case may be, deemed to have been paid or otherwise satisfied and subject discharged to the conditions extent that the Company has paid or caused to be paid to the IKE Zone Trustee the Payments (as such term is defined in the Loan Agreement) in respect of this Supplemental Indenturethe principal or premium, if any, then due and payable on the IKE Zone Bonds. The Notes shall be payable and Trustee may be presented for payment, purchase, conversion, registration of transfer and exchange, without service charge, at conclusively presume that the office obligation of the Company maintained for such purpose in New Yorkto pay the principal of, New Yorkpremium, which if any, and interest on the Note pursuant to this Supplemental Indenture shall initially be have been fully satisfied and discharged unless and until it shall have received a written notice from the office or agency IKE Zone Trustee, signed by an authorized officer of the IKE Zone Trustee and attested by the Secretary or an Assistant Secretary of the IKE Zone Trustee, stating that the payment of principal of, premium, if any, or interest on this Note has not been fully paid when due and specifying the amount of funds required to make such payment.
Appears in 1 contract
Sources: Fifth Supplemental Indenture (Westlake Chemical Corp)
Scope of Supplemental Indenture; General. This Supplemental Indenture supplements, and to the extent inconsistent therewith, replaces the provisions of the Indenture, to which provisions reference is hereby made. The changes, modifications and supplements to the Indenture effected by this Supplemental Indenture shall be applicable only with respect to, and govern the terms of, the Notes, Notes (which shall be limited initially in the aggregate principal amount to of $381,113,000 (or up to $438,279,000 if the over-allotment option is exercised pursuant to the Underwriting Agreement215,000,000) in one series, and shall not apply to any other Securities that may be issued under the Indenture unless a supplemental indenture with respect to such other Securities specifically incorporates such changes, modifications and supplements. Pursuant to this Supplemental Indenture, there is hereby created and designated a series of Securities under the Indenture entitled "Zero Coupon Convertible “6½% Senior Notes Due 2021due 2014." ” The Notes shall be in the form of Exhibit A hereto, the terms of which are incorporated herein by reference. The Notes shall --------- be guaranteed by Hovnanian and the Guarantors as provided in such form and the Indenture. The Notes Subject to Section 3.05 hereof, the Issuer may bear an appropriate legend regarding original issue discount for federal income tax purposes. The aggregate Principal Amount of the Notes shall be payable on the Final Maturity Date unless the Accreted Value or the Restated Principal Amount has been earlier repaid or the Notes have been converted in accordance with this Supplemental Indenture. The Notes shall be issued at an Issue Price of $524.78 per $1,000 Principal Amount. Except as provided for in Sections 4.08 and 4.10 and paragraphs 1, 5 and 11 of the Notes, there shall be no periodic payments of interest on the Notes. The calculation of the Accreted Value in the period during which each Note remains outstanding shall be on a semi-annual bond equivalent basis using a 360-day year composed of twelve 30-day months, and such accrual shall commence on additional notes subsequent to the Issue Date (such notes, the “Additional Notes”) of the same series as the Notes. In the event of that the maturity, conversion, purchase by Issuer shall issue and the Company at the option of a Holder or redemption of a Note, Accreted Value, if any, Trustee shall cease to accrue on such Note, authenticate any Additional Notes issued under the terms and subject this Supplemental Indenture subsequent to the conditions Issue Date, the Issuer shall use its best efforts to obtain the same “CUSIP” number for such Notes as is printed on the Notes outstanding at such time; provided, however, that if any series of Notes issued under this Supplemental Indenture. The Indenture subsequent to the Issue Date is determined, pursuant to an Opinion of Counsel in a form reasonably satisfactory to the Trustee, to be a different class of security than the Notes shall be payable and outstanding at such time for federal income tax purposes, the Issuer may be presented for payment, purchase, conversion, registration of transfer and exchange, without service charge, at the office of the Company maintained obtain a “CUSIP” number for such purpose in New YorkNotes that is different than the “CUSIP” number printed on the Notes then outstanding. Notwithstanding the foregoing, New Yorkall Notes issued under this Supplemental Indenture shall vote and consent together on all matters as one class, which shall initially be including without limitation, waivers, amendments, redemption and Offers to Purchase, and no Notes will have the office right to vote or agency of the Trusteeconsent as a separate class from other Notes on any matter.
Appears in 1 contract
Sources: First Supplemental Indenture (Hovnanian Enterprises Inc)
Scope of Supplemental Indenture; General. The changes, modifications and supplements to the Indenture effected by this Supplemental Indenture shall be applicable only with respect to, and govern the terms of, the Notes, which shall not be limited in aggregate principal amount to $381,113,000 (or up to $438,279,000 if the over-allotment option is exercised pursuant to the Underwriting Agreement) in one seriesamount, and shall not apply to any other Securities that may be issued under the Indenture unless a supplemental indenture with respect to such other Securities specifically incorporates such changes, modifications and supplements. Pursuant to this Supplemental Indenture, there is hereby created and designated a series of Securities under the Indenture entitled "Zero Coupon Convertible “3.50% Senior Notes Due 2021due 2032." ” The Notes shall be in the form of Exhibit A hereto, which is hereby incorporated into this Supplemental Indenture by reference. The Notes shall --------- be guaranteed by the Subsidiary Guarantors as provided in such form and the Indenture. The If required, the Notes may bear an appropriate legend regarding original issue discount for federal income tax purposes. The aggregate Principal Amount obligation of the Notes shall be payable on the Final Maturity Date unless the Accreted Value Company to make any payment of principal or the Restated Principal Amount has been earlier repaid or the Notes have been converted in accordance with this Supplemental Indenture. The Notes shall be issued at an Issue Price of $524.78 per $1,000 Principal Amount. Except as provided for in Sections 4.08 and 4.10 and paragraphs 1, 5 and 11 of the Notes, there shall be no periodic payments of interest on the Notes. The calculation of the Accreted Value in the period during which each Note remains outstanding shall be on a semi-annual bond equivalent basis using a 360-day year composed of twelve 30-day months, and such accrual shall commence on the Issue Date of the Notes. In the event of the maturity, conversion, purchase by the Company at the option of a Holder or redemption of a Note, Accreted Valuepremium, if any, shall cease to accrue on such the Note, under whether at maturity or otherwise, shall be fully or partially, as the terms case may be, deemed to have been paid or otherwise satisfied and subject discharged to the conditions extent that the Company has paid or caused to be paid to the GO Zone Trustee the Payments (as such term is defined in the Loan Agreement) in respect of this Supplemental Indenturethe principal or premium, if any, then due and payable on the GO Zone Bonds. The Notes shall be payable and If the Trustee is not also the GO Zone Trustee, then the Trustee may be presented for payment, purchase, conversion, registration of transfer and exchange, without service charge, at conclusively presume that the office obligation of the Company maintained for such purpose in New Yorkto pay the principal of, New Yorkpremium, which if any, and interest on the Note pursuant to this Supplemental Indenture shall initially be have been fully satisfied and discharged unless and until it shall have received a written notice from the office or agency GO Zone Trustee, signed by an authorized officer of the GO Zone Trustee and attested by the Secretary or an Assistant Secretary of the GO Zone Trustee, stating that the payment of principal of, premium, if any, or interest on this Note has not been fully paid when due and specifying the amount of funds required to make such payment.
Appears in 1 contract
Sources: Tenth Supplemental Indenture (Westlake Chemical Corp)
Scope of Supplemental Indenture; General. This Supplemental Indenture supplements and, to the extent inconsistent therewith, replaces the provisions of the Indenture, to which provisions reference is hereby made. The changes, modifications and supplements to the Indenture effected by this Supplemental Indenture shall be applicable only with respect to, and govern the terms of, the 2027 Notes, which shall initially be limited in an aggregate principal amount to of $381,113,000 (400,000,000, and the 2046 Notes, which shall initially be in an aggregate principal amount of $300,000,000, either or up to $438,279,000 if the over-allotment option is exercised both amounts of which may be increased pursuant to the Underwriting Agreement) an Officers’ Certificate in one seriesaccordance with this Supplemental Indenture, and shall not apply to any other Securities that may be issued under the Indenture unless a supplemental indenture with respect to such other Securities specifically incorporates such changes, modifications and supplements. Pursuant to this Supplemental Indenture, there is hereby created and designated a two series of Securities under the Indenture entitled "Zero Coupon Convertible Senior “3.150% Notes Due 2021due 2027” and “4.200% Notes due 2046." ” The 2027 Notes shall be in the form of Exhibit A hereto and the 2046 Notes shall be in the form of Exhibit B hereto. The Notes In the event that the Company shall --------- be guaranteed by the Guarantors as provided in such form issue and the Indenture. The Trustee shall authenticate any Notes may bear an appropriate legend regarding original issue discount issued under this Supplemental Indenture subsequent to the Issue Date (such Notes, “Additional Securities”), the Company shall use its best efforts to obtain the same “CUSIP” number for such Additional Securities as is printed on the Securities of such series outstanding at such time; provided, however, that if any Additional Securities issued under this Supplemental Indenture subsequent to the Issue Date are determined not to be fungible with the Securities of such series issued on the Issue Date for U.S. federal income tax purposes. The aggregate Principal Amount of , the Notes shall be payable Company will obtain a “CUSIP” number for such Additional Securities that is different than the “CUSIP” number printed on the Final Maturity Date unless the Accreted Value or the Restated Principal Amount has been earlier repaid or the Notes have been converted in accordance with this Supplemental Indenture. The Notes shall be Securities of such series issued at an Issue Price of $524.78 per $1,000 Principal Amount. Except as provided for in Sections 4.08 and 4.10 and paragraphs 1, 5 and 11 of the Notes, there shall be no periodic payments of interest on the Notes. The calculation of the Accreted Value in the period during which each Note remains outstanding shall be on a semi-annual bond equivalent basis using a 360-day year composed of twelve 30-day months, and such accrual shall commence on the Issue Date Date. If a different “CUSIP” number is obtained as contemplated herein, all 2027 Notes issued under this Supplemental Indenture and Outstanding shall nonetheless vote and consent together on all matters as one series of the Notes. In the event of the maturity, conversion, purchase by the Company at the option of a Holder or redemption of a Note, Accreted Value, if any, shall cease to accrue on such Note, Securities under the terms Indenture and subject to the conditions of all 2046 Notes issued under this Supplemental Indenture and Outstanding shall nonetheless vote and consent together on all matters as one series of Securities under the Indenture. The Notes shall be payable and may be presented for payment, purchase, conversion, registration of transfer and exchange, without service charge, at the office of the Company maintained for such purpose in New York, New York, which shall initially be the office or agency of the Trustee.
Appears in 1 contract
Scope of Supplemental Indenture; General. The changes(a) This Second Supplemental Indenture supplements, modifications and supplements to the Indenture effected by this Supplemental Indenture shall be applicable only with respect toextent inconsistent therewith, and govern replaces the terms ofprovisions of the Base Indenture, the Notes, to which shall be limited in aggregate principal amount to $381,113,000 (or up to $438,279,000 if the over-allotment option provisions reference is exercised pursuant to the Underwriting Agreement) in one series, and shall not apply to any other Securities that may be issued under the Indenture unless a supplemental indenture with respect to such other Securities specifically incorporates such changes, modifications and supplementshereby made. Pursuant to this Second Supplemental Indenture, there is hereby created and designated a series of Debt Securities under the Indenture entitled "Zero Coupon Convertible Senior “ % Notes Due 2021due 2020." ” The 2020 Notes shall be in the form of Exhibit A hereto, the terms of which are incorporated herein by reference. The 2020 Notes shall --------- be guaranteed by the Guarantors as provided in such form and the Indenture. The Company may issue additional notes subsequent to the Issue Date (such notes, the “Additional 2020 Notes”) of the same series as the 2020 Notes. In the event that the Company shall issue and the Trustee shall authenticate any Additional 2020 Notes may bear issued under this Second Supplemental Indenture subsequent to the Issue Date, the Company shall use its best efforts to obtain the same “CUSIP” number for such Additional 2020 Notes as is printed on the 2020 Notes outstanding at such time; provided, however, that if any series of 2020 Notes issued under this Second Supplemental Indenture subsequent to the Issue Date is determined, pursuant to an appropriate legend regarding original issue discount Opinion of Counsel in a form reasonably satisfactory to the Trustee, to be a different class of security than the 2020 Notes outstanding at such time for federal income tax purposes, the Company may obtain a “CUSIP” number for such 2020 Notes that is different than the “CUSIP” number printed on the 2020 Notes then outstanding. The aggregate Principal Amount Notwithstanding the foregoing, all 2020 Notes issued under this Second Supplemental Indenture shall vote and consent together on all matters as one class, including without limitation on waivers and amendments, and no Holder of the 2020 Notes will have the right to vote or consent as a separate class from other Holders on any matter except matters which affect such Holder only.
(b) The information applicable to the 2020 Notes required pursuant to Section 3.1 of the Indenture is as follows:
(1) the title of the 2020 Notes is “ % Senior Notes due 2020”;
(2) the initial aggregate principal amount of the 2020 Notes is $ , which may be increased in the future as set out below;
(3) the 2020 Notes will be issued to the Underwriters at a price of % of the principal amount, resulting in total net proceeds to the Company of $ ; the price to the public will be % of the principal amount; and 100% of the principal amount will be payable upon declaration of acceleration or maturity;
(4) principal will be payable as set forth in the form of 2020 Note;
(5) the rate of interest and interest payment and record dates are as set forth in the form of 2020 Note;
(6) not applicable;
(7) the 2020 Notes will be subject to mandatory offer to repurchase as set forth in Article 3 below and may be subject to a special mandatory redemption as set forth in Section 7.03 below;
(8) the 2020 Notes will be subject to optional redemption as set forth in Article 7 below;
(9) the 2020 Notes will be issuable in a minimum denomination of $2,000 and integral multiples of $1,000 in excess thereof;
(10) not applicable;
(11) the provisions set forth in the Indenture relating to defeasance and discharge will be applicable;
(12) not applicable;
(13) not applicable;
(14) the rate of interest otherwise applicable to the 2020 Notes will be the Overdue Rate;
(15) not applicable;
(16) as set forth elsewhere herein;
(17) the 2020 Notes shall be payable issuable as Global Securities and the provisions of Section 3.4(b) of the Indenture shall apply to the 2020 Notes;
(18) not applicable;
(19) not applicable;
(20) the 2020 Notes will not be convertible;
(21) not applicable;
(22) each of the Guarantors (as defined herein) will guarantee the 2020 Notes;
(23) not applicable;
(24) the 2020 Notes will be secured on the Final Maturity Date unless terms set forth in Section 3.02(c) below and the Accreted Value or the Restated Principal Amount has been earlier repaid or the Notes have been converted in accordance with this Supplemental Indenture. The Notes shall be issued at an Issue Price terms of $524.78 per $1,000 Principal Amount. Except as provided for in Sections 4.08 and 4.10 and paragraphs 1, 5 and 11 Article XVIII of the Notes, there shall be no periodic payments of interest on the Notes. The calculation of the Accreted Value in the period during which each Note remains outstanding shall be on a semi-annual bond equivalent basis using a 360-day year composed of twelve 30-day months, and such accrual shall commence on the Issue Date of the Notes. In the event of the maturity, conversion, purchase by the Company at the option of a Holder or redemption of a Note, Accreted Value, if any, shall cease to accrue on such Note, under the terms and subject Indenture will apply to the conditions of this Supplemental Indenture. The Notes shall be payable and may be presented for payment, purchase, conversion, registration of transfer and exchange, without service charge, at the office of the Company maintained for such purpose in New York, New York, which shall initially be the office or agency of the Trustee2020 Notes;
(25) not applicable;
(26) not applicable;
(27) not applicable; and
(28) as set forth elsewhere herein.
Appears in 1 contract
Sources: Second Supplemental Indenture (Bloomfield Bakers, a California Limited Partnership)
Scope of Supplemental Indenture; General. The changes, modifications and supplements to the Indenture effected by this Supplemental Indenture shall be applicable only with respect to, and govern the terms of, the Notes, which shall not be limited in aggregate principal amount to $381,113,000 (or up to $438,279,000 if the over-allotment option is exercised pursuant to the Underwriting Agreement) in one seriesamount, and shall not apply to any other Securities that may be issued under the Indenture unless a supplemental indenture with respect to such other Securities specifically incorporates such changes, modifications and supplements. Pursuant to this Supplemental Indenture, there is hereby created and designated a series of Securities under the Indenture entitled "Zero Coupon Convertible “6.50% Senior Notes Due 2021due 2035." ” The Notes shall be in the form of Exhibit A hereto, which is hereby incorporated into this Supplemental Indenture by reference. The Notes shall --------- be guaranteed by the Subsidiary Guarantors as provided in such form and the Indenture. The If required, the Notes may bear an appropriate legend regarding original issue discount for federal income tax purposes. The aggregate Principal Amount obligation of the Notes shall be payable on the Final Maturity Date unless the Accreted Value Company to make any payment of principal or the Restated Principal Amount has been earlier repaid or the Notes have been converted in accordance with this Supplemental Indenture. The Notes shall be issued at an Issue Price of $524.78 per $1,000 Principal Amount. Except as provided for in Sections 4.08 and 4.10 and paragraphs 1, 5 and 11 of the Notes, there shall be no periodic payments of interest on the Notes. The calculation of the Accreted Value in the period during which each Note remains outstanding shall be on a semi-annual bond equivalent basis using a 360-day year composed of twelve 30-day months, and such accrual shall commence on the Issue Date of the Notes. In the event of the maturity, conversion, purchase by the Company at the option of a Holder or redemption of a Note, Accreted Valuepremium, if any, shall cease to accrue on such the Note, under whether at maturity or otherwise, shall be fully or partially, as the terms case may be, deemed to have been paid or otherwise satisfied and subject discharged to the conditions extent that the Company has paid or caused to be paid to the GO Zone Trustee the Payments (as such term is defined in the Loan Agreement) in respect of this Supplemental Indenturethe principal or premium, if any, then due and payable on the GO Zone Bonds. The Notes shall be payable and Trustee may be presented for payment, purchase, conversion, registration of transfer and exchange, without service charge, at conclusively presume that the office obligation of the Company maintained for such purpose in New Yorkto pay the principal of, New Yorkpremium, which if any, and interest on the Note pursuant to this Supplemental Indenture shall initially be have been fully satisfied and discharged unless and until it shall have received a written notice from the office or agency GO Zone Trustee, signed by an authorized officer of the GO Zone Trustee and attested by the Secretary or an Assistant Secretary of the GO Zone Trustee, stating that the payment of principal of, premium, if any, or interest on this Note has not been fully paid when due and specifying the amount of funds required to make such payment.
Appears in 1 contract
Sources: Fourth Supplemental Indenture (Westlake Chemical Corp)
Scope of Supplemental Indenture; General. This Supplemental Indenture supplements, and to the extent inconsistent therewith, replaces the provisions of the Indenture, to which provisions reference is hereby made. The changes, modifications and supplements to the Indenture effected by this Supplemental Indenture shall be applicable only with respect to, and govern the terms of, the Notes, Notes (which shall be limited initially in the aggregate principal amount to of $381,113,000 (or up to $438,279,000 if the over-allotment option is exercised pursuant to the Underwriting Agreement300,000,000) in one series, and shall not apply to any other Securities that have or may be issued under the Indenture unless a supplemental indenture with respect to such other Securities specifically incorporates such changes, modifications and supplements. Pursuant to this Supplemental Indenture, there is hereby created and designated a series of Securities under the Indenture entitled "Zero Coupon Convertible “71/2% Senior Notes Due 2021due 2016." ” The Notes shall be in the form of Exhibit A hereto, the terms of which are incorporated herein by reference. The Notes shall --------- be guaranteed by Hovnanian and the Guarantors as provided in such form and the Indenture. The Notes Subject to Section 3.05 hereof, the Issuer may bear an appropriate legend regarding original issue discount for federal income tax purposes. The aggregate Principal Amount of the Notes shall be payable on the Final Maturity Date unless the Accreted Value or the Restated Principal Amount has been earlier repaid or the Notes have been converted in accordance with this Supplemental Indenture. The Notes shall be issued at an Issue Price of $524.78 per $1,000 Principal Amount. Except as provided for in Sections 4.08 and 4.10 and paragraphs 1, 5 and 11 of the Notes, there shall be no periodic payments of interest on the Notes. The calculation of the Accreted Value in the period during which each Note remains outstanding shall be on a semi-annual bond equivalent basis using a 360-day year composed of twelve 30-day months, and such accrual shall commence on additional notes subsequent to the Issue Date (such notes, the “Additional Notes”) of the same series as the Notes. In the event of that the maturity, conversion, purchase by Issuer shall issue and the Company at the option of a Holder or redemption of a Note, Accreted Value, if any, Trustee shall cease to accrue on such Note, authenticate any Additional Notes issued under the terms and subject this Supplemental Indenture subsequent to the conditions Issue Date, the Issuer shall use its best efforts to obtain the same “CUSIP” number for such Notes as is printed on the Notes outstanding at such time; provided, however, that if any series of Notes issued under this Supplemental Indenture. The Indenture subsequent to the Issue Date is determined, pursuant to an Opinion of Counsel in a form reasonably satisfactory to the Trustee, to be a different class of security than the Notes shall be payable and outstanding at such time for federal income tax purposes, the Issuer may be presented for payment, purchase, conversion, registration of transfer and exchange, without service charge, at the office of the Company maintained obtain a “CUSIP” number for such purpose in New YorkNotes that is different than the “CUSIP” number printed on the Notes then outstanding. Notwithstanding the foregoing, New Yorkall Notes issued under this Supplemental Indenture shall vote and consent together on all matters as one class, which shall initially be including without limitation, waivers, amendments, redemption and Offers to Purchase, and no Notes will have the office right to vote or agency of the Trusteeconsent as a separate class from other Notes on any matter.
Appears in 1 contract
Scope of Supplemental Indenture; General. This Supplemental Indenture supplements, and to the extent inconsistent therewith, replaces the provisions of the Indenture, to which provisions reference is hereby made. The changes, modifications and supplements to the Indenture effected by this Supplemental Indenture shall be applicable only with respect to, and govern the terms of, the Notes, which shall initially be limited in aggregate principal amount to of $381,113,000 (or up to $438,279,000 if the over-allotment option is exercised 200,000,000, which amount may be increased pursuant to the Underwriting Agreement) an Officers' Certificate in one series, accordance with this Indenture and shall not apply to any other Securities that may be issued under the Indenture unless a supplemental indenture with respect to such other Securities specifically incorporates such changes, modifications and supplements. Pursuant to this Supplemental Indenture, there is hereby created and designated a series of Securities under the Indenture entitled "Zero Coupon Convertible Senior 7.50 % Notes Due 2021due January 18, 2006." The Notes shall be in the form of Exhibit A hereto. The Notes shall --------- be guaranteed by If required, the Guarantors as provided in such form and the Indenture. The Notes may bear an appropriate legend regarding original issue discount for federal income tax purposes. The aggregate Principal Amount of In the event that the Company shall issue and the Trustee shall authenticate any Notes shall be payable on the Final Maturity Date unless the Accreted Value or the Restated Principal Amount has been earlier repaid or the Notes have been converted in accordance with issued under this Supplemental Indenture. The Notes shall be issued at an Issue Price of $524.78 per $1,000 Principal Amount. Except as provided for in Sections 4.08 and 4.10 and paragraphs 1, 5 and 11 of the Notes, there shall be no periodic payments of interest on the Notes. The calculation of the Accreted Value in the period during which each Note remains outstanding shall be on a semi-annual bond equivalent basis using a 360-day year composed of twelve 30-day months, and such accrual shall commence on Indenture subsequent to the Issue Date of the (such Notes. In the event of the maturity, conversion"Additional Securities"), purchase by the Company shall use its best efforts to obtain the same "CUSIP" number for such Notes as is printed on the Notes outstanding at the option such time; provided, however, that if any series of a Holder or redemption of a Note, Accreted Value, if any, shall cease to accrue on such Note, Notes issued under the terms and subject this Supplemental Indenture subsequent to the conditions Issue Date is determined, pursuant to an Opinion of this Supplemental Indenture. The Notes shall be payable and may be presented for payment, purchase, conversion, registration of transfer and exchange, without service charge, at the office Counsel of the Company maintained in a form reasonably satisfactory to the Trustee, to be a different class of security than the Notes outstanding at such time for federal income tax purposes, the Company may obtain a "CUSIP" number for such purpose in New YorkNotes that is different than the "CUSIP" number printed on the Notes then outstanding. Notwithstanding the foregoing, New York, which all Notes issued under this Supplemental Indenture shall initially be vote and consent together on all matters as one class and no series of Notes will have the office right to vote or agency of the Trusteeconsent as a separate class on any matter.
Appears in 1 contract
Sources: First Supplemental Indenture (Waddell & Reed Financial Inc)