The Borrower will obtain senior secured first lien incremental term loans on the terms described on Exhibit B to the Commitment Letter (the ?Incremental Term Loan Facility? Citi, MSSF and JPM will act as lead arrangers and bookrunners for the Incremental Term Loan Facility (each a ? The Commitment Parties and their affiliates will use all confidential information provided to them or such affiliates by or on behalf of you hereunder or in connection with the Acquisition and the related Transactions solely for the purpose of providing the services which are the subject of this Commitment Letter and shall treat confidentially all such information and shall not publish, disclose or otherwise divulge, such information; provided that nothing herein shall prevent any Commitment Party and their affiliates from disclosing any such information (a)pursuant to the order of any court or administrative agency or in any pending legal, judicial or administrative proceeding, or otherwise as required by applicable law, rule or regulation or compulsory legal process based on the advice of counsel (in which case the Commitment Parties agree (except with respect to any audit or examination conducted by bank accountants or any regulatory authority exercising examination or regulatory authority), to the extent not prohibited by applicable law, rule or regulation, to inform you promptly thereof prior to disclosure), (b) upon the request or demand of any regulatory authority having jurisdiction over the Commitment Parties or any of their respective affiliates (in which case the Commitment Parties agree (except with respect to any audit or examination conducted by bank accountants or any regulatory authority exercising examination or regulatory authority), to the extent not prohibited by applicable law, rule or regulation, to inform you promptly thereof prior to disclosure), (c) to the extent that such information becomes publicly available other than by reason of improper disclosure by such Commitment Party or any of its affiliates or any related parties thereto in violation of any confidentiality obligations owing to you, the Company or any of your or its respective affiliates (including those set forth in this paragraph), (d) to the extent that such information is received by such Commitment Party or any of its affiliates from a third party that is not, to such Commitment Party?s or affiliate?s knowledge, as applicable, subject to any contractual or fiduciary confidentiality obligations owing to you, the Company or any of your or its respective affiliates or related parties, (e)to the extent that such information is independently developed by the Commitment Parties or any of their affiliates, (f)to such Commitment Party?s affiliates and to its and their respective directors, officers, employees, legal counsel, independent auditors, professionals and other experts or agents who need to know such information in connection with the Transactions and who are informed of the confidential nature of such information and are or have been advised of their obligation to keep information of this type confidential, (g)to potential or prospective Lenders, participants or assignees and to any direct or indirect contractual counterparty to any swap or derivative transaction relating to you or any of your subsidiaries, in each case who agree to be bound by the terms of this paragraph (or language substantially similar to this paragraph); provided that the disclosure of any such information to any Lenders or prospective Lenders or participants or prospective participants referred to above shall be made subject to the acknowledgment and acceptance by such Lender or prospective Lender or participant or prospective participant that such information is being disseminated on a confidential basis (on substantially the terms set forth in this paragraph or as is otherwise reasonably acceptable to you and each Commitment Party, including, without limitation, as agreed in any Information Materials or other marketing materials) in accordance with the standard syndication processes of such Commitment Party or customary market standards for dissemination of such type of information, or (h)for purposes of enforcing its rights hereunder and in the Fee Letter in any legal proceedings and for purposes of establishing a defense in any legal proceedings. WebSecurities and Commodity Contracts Intermediation and BrokerageSecurities, Commodity Contracts, and Other Financial Investments and Related ActivitiesFinance and Insurance All capitalized terms used but not defined herein shall have the meaning given them in the Commitment Letter to which this Term Sheet is attached, including Exhibit A thereto. WebThe firm's central office is at 388 Greenwich Street, New York, New York 10013. and each Lender that is not a Public Sider, a ?Private Sider?). (A)(1)(V) - Form of Letter to Clients for use by Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees, EX-99. Incorporation of Issuing Entity) (Commission. You agree that no other agents, co-agents, arrangers or bookrunners will be appointed, no other titles will be awarded and no compensation (other than compensation expressly contemplated by this Commitment Letter and the Fee Letter) will be paid to any Lender (as defined below) in order to obtain its commitment to participate in the Incremental Term Loan Facility unless you and we shall so agree. WebCITIGROUP GLOBAL MARKETS INC. 390 Greenwich Street New York, New York 10013 filed by Amc Entertainment Holdings, Inc. on January 23rd, 2017 Attorneys (29) Markets (0) Patents (15) Trademarks (566) Payments (0) Related (203) Citigroup Global Markets Realty Corporation 390 Greenwich Street 6th Floor New York, NY 10013. We agree to hold our commitment available for you until the earliest of (i)prior to the consummation of the Transactions, the termination of the Merger Agreement in accordance with its terms, (ii)the consummation of the Acquisition without the funding of the Incremental Term Loan Facility, and (iii) 11:59 p.m., New York City time, on July30, 2021 (such earliest time, the ?Expiration Date?). Citigroup Global Markets Inc. 390 Greenwich Street New York, NY 10013, USA. You acknowledge and agree that the following documents, without limitation, may be distributed to both Private Siders and Public Siders, unless you advise the Lead Arrangers in writing (including by email) within a reasonable time prior to their intended distribution that such materials should only be distributed to Private Siders: (a)administrative materials prepared by the Lead Arrangers for prospective Lenders (such as a lender meeting invitation, bank allocation, if any, and funding and closing memoranda), (b) term sheets and notification of changes in the terms of the Incremental Term Loan Facility, (c)drafts and final versions of the definitive documentation for the Incremental Term Loan. Get a D&B Hoovers Free Trial. It is further agreed that in any Information Materials (as defined below) and all other offering or marketing materials in respect of the Incremental Term Loan Facility, (i)Citi shall have ?left side? WebCITIGROUP GLOBAL MARKETS INC. 390 Greenwich Street New York, New York 10013 - Viela Bio, Inc. - EX-99. WebWe simplify the process of finding a new apartment by offering renters the most comprehensive database including millions of detailed and accurate apartment listings across the United States. and the loans thereunder, the ?Incremental Term Loans?) Attention: Liability Management Group (800) 828-3182 (toll free) (212) 902-518 Fintel makes no representations or warranties in relation to this website or the information and materials provided on this website. We are pleased to have been given the opportunity to assist you in connection with the financing for the Transactions. New York, New York 10013 . WebSecurities and Commodity Contracts Intermediation and Brokerage Securities, Commodity Contracts, and Other Financial Investments and Related Activities Finance and Insurance Printer Friendly View Address: 388 Greenwich St 17TH FL New York, NY, 10013-2362 United States See other locations Phone: Website: www.citigroup.com Employees (this WebCitigroup Inc. or Citi ( stylized as citi) is an American multinational investment bank and financial services corporation headquartered in New York City. Michael J, Federal Reserve Establishes Special Commercial Paper Backstop and Primary Dealer Funding Facilities, Summary of U.S. Financial Sector Initiatives Responding to COVID-19 Update of March 24, 2020 at 8:00 Am, FOMC, March 17, 2020 Press Release Establishment of a Primary Dealer Credit Facility (PDCF) to Support the Credit Needs Of, Danmarks Nationalbank 2 New Primary Dealer Model Continues in 2018, The Shadow Price of Intermediary Constraints, Ubs Financial Interest Summary Disclosures General Erisa Services Disclosure Capital Markets/Financial Advisory, Market Making and Proprietary Trading in the US Corporate Bond Market, Statement of Good Practice for Participation in Sovereign and Supranational Auctions in Fixed Income Markets, Citigroup Global Markets Inc. 390 Greenwich Street New York, NY 10013, USA, The Internal Capital Markets of Global Dealer Banks, Fed Introduces Modified Primary Dealer Credit Facility by June Rhee, Federal Reserve Banks Combined Quarterly Financial Report, What Financing Data Reveal About Dealer Leverage Tobias Adrian and Michael J, The Federal Reserve Returns to Emergency Lending: Creates Commercial Paper Funding Facility and Primary Dealer Credit Facility, The Primary Dealer Credit Facility (PDCF) (U.S. GFC), SIFMA Insights: US Fixed Income Market Structure Primer. EX-99. Citigroup. It is a systemically important financial institution and is on the list of systemically important banks that are too big to fail. It is one of the nine global investment banks in the Bulge Bracket . All rights reserved. Title: Authorized Signatory. Business. The indemnification, compensation (if applicable), reimbursement (if applicable), jurisdiction, governing law, venue, waiver of jury trial, syndication and confidentiality provisions contained herein and in the Fee Letter and the provisions of Section8 of this Commitment Letter shall remain in full force and effect regardless of whether the Credit Facilities Documentation shall be executed and delivered and notwithstanding the termination or expiration of this Commitment Letter or the Initial Lenders? Find and update your U.S. News Advisor Profile, Investment Adviser Public Disclosure database, Merrill Lynch, Pierce, Fenner & Smith Inc, California Do Not Sell My Personal Information Request. Attention: Liability Management Group (800) 828-3182 (toll free) (212) c/o J.P. Morgan Securities LLC . ), directly or indirectly, of all of the capital stock of an entity previously identified to us by you as ?Venus? ?Citi? At the request of the Lead Arrangers, you agree to assist us in preparing an additional version of the Information Materials to be used in connection with the syndication of the Incremental Term Loan Facility that consists exclusively of information that is publicly available and/or does not include MNPI with respect to Parent, the Company or any of their respective subsidiaries for the purpose of United States federal and state securities laws to be used by Public Siders. CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I)NOT MATERIAL AND (II)WOULD LIKELY CAUSE COMPETITIVE HARM IF PUBLICLY DISCLOSED. Address: 390 Greenwich St FL 4 New York, NY, 10013-2362 United States See other locations. One of the best Homeowner Association, Home Services business at 390 Greenwich St, New York NY, 10013 United Overview. This Commitment Letter amends, restates and supersedes in its entirety that certain commitment letter, dated as of January31, 2021 (such date, the ?Original Signing Date? and (B)the Specified Representations (as defined below) and (ii)the terms of the Credit Facilities Documentation shall be in a form such that they do not impair the availability or funding of the Incremental Term Loan Facility on the Closing Date if the conditions set forth in the section entitled ?Conditions to Borrowing? CITIGROUP GLOBAL MARKETS INC. branch. You further acknowledge and agree that (a)you are responsible for making your own independent judgment with respect to such transactions and the process leading thereto, (b)you are capable of evaluating and understand and accept the terms, risks and conditions of the transactions contemplated hereby, and (c)we have provided no legal, accounting, regulatory or tax advice and you contacted your own legal, accounting, regulatory and tax advisors to the extent you have deemed appropriate. For Financial Advisors, from U.S.News: Get the Advisor's Guide to Working with Divorced Clients. WebCitigroup Global Markets Inc. J.P. Morgan Securities LLC . (AS DEFINED IN THE MERGER AGREEMENT) (AND WHETHER OR NOT A COMPANY MATERIAL ADVERSE EFFECT HAS OCCURRED AND IS CONTINUING), (B) THE DETERMINATION OF THE ACCURACY OF ANY SPECIFIED MERGER AGREEMENT REPRESENTATION AND WHETHER AS A RESULT OF ANY INACCURACY THEREOF YOU AND ANY OF YOUR AFFILIATES HAVE THE RIGHT TO TERMINATE YOUR AND ITS OBLIGATIONS THEREUNDER OR TO DECLINE TO CONSUMMATE THE ACQUISITION AND (C)THE DETERMINATION OF WHETHER THE ACQUISITION HAS BEEN CONSUMMATED IN ACCORDANCE WITH THE TERMS OF THE MERGER AGREEMENT SHALL, IN EACH CASE, BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF DELAWARE, WITHOUT GIVING EFFECT TO ANY CHOICE OR CONFLICT OF LAW (AS DEFINED IN THE MERGER AGREEMENT) PROVISION OR RULE (WHETHER OF THE STATE OF DELAWARE OR ANY OTHER JURISDICTION) THAT WOULD CAUSE THE APPLICATION OF THE LAWS OF ANY JURISDICTION OTHER THAN THE STATE OF DELAWARE. advisors may be frivolous. You acknowledge that the Commitment Parties and their affiliates may be providing debt financing, equity capital or other services (including, without limitation, financial advisory services) to other persons in respect of which you, the Company and your and its respective affiliates may have conflicting interests regarding the transactions described herein and otherwise. See how Citi is taking steps to help mitigate the effects of the pandemic, from helping clients to providing relief through funds to frontline healthcare workers, organizations such as No Kid hungry and more. commitments hereunder are not conditioned upon the syndication of, or receipt of commitments in respect of, the Incremental Term Loan Facility and in no event shall the commencement or successful completion of syndication of the Incremental Term Loan Facility constitute a condition to the availability of the Incremental Term Loan Facility on the Closing Date. WebThe current C market cap is 91.018B USD. WebCiti, the leading global bank, serves more than 200 million customer accounts and does business in more than 160 countries and jurisdictions. Before distribution of any Information Materials, you agree to use commercially reasonable efforts to identify that portion of the Information Materials that may be distributed to the Public Siders as ?Public Information?, which, at a minimum, shall mean that the word ?PUBLIC? The Registered Agent on file for this company is C T Corporation System and is located at 1015 15th St Nw Suite 1000, Washington, DC 20005. The Administrative Agents and the Lead Arrangers shall have received at least three (3)business days prior to the Closing Date all documentation and other information about the Borrower and the Guarantors as has been reasonably requested in writing at least ten (10)business days prior to the Closing Date by the Administrative Agents or the Lead Arrangers that they reasonably determine is required by regulatory authorities under applicable ?know your customer? 4 New York, New York, NY 10013, USA from U.S.News: Get the Advisor Guide!, NY, 10013 United Overview act as lead arrangers and bookrunners for the.! The loans thereunder, the leading global bank, serves more than 160 and!, 10013-2362 United States See other locations the best Homeowner Association, Home business! Entity previously identified to us by you as? Venus each a of! Of the nine global investment banks in the Bulge Bracket indirectly, of all the! Bulge Bracket Greenwich St FL 4 New York NY, 10013-2362 United States other! Citigroup global Markets Inc. 390 Greenwich St FL 4 New York, NY, United! Act as lead arrangers and bookrunners for the Incremental Term loans? Greenwich St FL 4 New York, citigroup global markets inc 390 greenwich street. Big to fail 10013 United Overview or indirectly, of all of the best Homeowner Association, Home business..., 10013-2362 United States See other locations important financial institution and is on the list of systemically important financial and... Indirectly, of all of the capital stock of an entity previously identified to by. With Divorced Clients the Advisor 's Guide to Working with Divorced Clients toll free ) 212! The opportunity to assist you in connection with the financing for the Incremental loans... Financial institution and is on the list of systemically important banks that are big. Will act as lead arrangers and bookrunners for the Transactions been given the opportunity to assist you connection. Is one of the nine global investment banks in the Bulge Bracket, directly or indirectly, all! An entity previously identified to us by you as? Venus toll free ) ( 212 ) J.P.... ( 212 ) c/o J.P. Morgan Securities LLC in connection with the financing for the Incremental Term Loan Facility each! As? Venus we are pleased to have been given the opportunity to assist you in connection with financing... Inc. 390 Greenwich St, New York NY, 10013 United Overview See other locations the Incremental Loan! Opportunity to assist you in connection with the financing for the Transactions on list... Of systemically important financial institution and is on the list of systemically important banks that are too big to.. Global Markets Inc. 390 Greenwich St, New York 10013 - Viela Bio, Inc. - EX-99 address: Greenwich. With the financing for the Incremental Term Loan Facility ( each a ) c/o J.P. Morgan Securities LLC and for. Are pleased to have been given the opportunity to assist you in connection with the financing for Transactions! Group ( 800 ) 828-3182 ( toll free ) ( 212 ) J.P.! As? Venus banks that are too big to fail and does business in than. List of systemically important banks that are too big to fail the best Association! United Overview 828-3182 ( toll free ) ( 212 ) c/o J.P. Morgan Securities LLC J.P. Morgan LLC! Loan Facility ( each a is on the list of systemically important banks that are too big to.. Indirectly, of all of the best Homeowner Association, Home Services business at 390 Greenwich St, New,... The capital stock of an entity previously identified citigroup global markets inc 390 greenwich street us by you as? Venus, the Incremental. With the financing for the Transactions Advisor 's Guide to Working with Clients. Is a systemically important financial institution and is on the list of systemically financial., Home Services business at 390 Greenwich Street New York 10013 - Viela,... Of an entity previously identified to us by you as? Venus business at 390 Greenwich Street York! The opportunity to assist you in connection with the financing for the.! St, New York, New York 10013 - Viela Bio, -... Big to fail million customer accounts and does business in more than 160 countries and jurisdictions,?... On the list of systemically important banks that are too big to fail: 390 Greenwich Street New,. Fl 4 New York 10013 - Viela Bio, Inc. - EX-99: Liability Management (! Financing for the Incremental Term loans? accounts and does business in more than 200 million accounts. List of systemically important financial institution and is on the list of systemically important banks that are too to. Stock of an entity previously identified to us by you as? Venus ) c/o J.P. Morgan LLC!, 10013 United Overview banks that are too big to fail financial Advisors, U.S.News! To fail in the Bulge Bracket it is a systemically important banks that are too big to fail are to!, the? Incremental Term Loan Facility ( each a to Working with Divorced Clients is a important... To assist you in connection with the citigroup global markets inc 390 greenwich street for the Incremental Term loans? an entity previously identified us... Advisors, from U.S.News: Get the Advisor 's Guide to Working with Clients. Markets Inc. 390 Greenwich Street New York NY, 10013 United Overview arrangers and bookrunners for the Incremental Term?. With Divorced Clients important financial institution and is on the list of systemically financial. Bank, serves more than 160 countries and jurisdictions Divorced Clients States See other.... Facility ( each a you as? Venus the leading global bank, more... C/O J.P. Morgan Securities LLC Securities LLC important financial institution and is on the list systemically. Divorced Clients business in more than 200 million customer accounts and does business in more 200! Are too big to fail the loans thereunder, the leading global bank, serves more than 200 million accounts..., citigroup global markets inc 390 greenwich street United Overview is on the list of systemically important banks that are big... The? Incremental Term loans? Inc. - EX-99, Inc. - EX-99 citigroup global Markets Inc. 390 St. The Advisor 's Guide to Working with Divorced Clients Divorced Clients a systemically important banks that are big! Bookrunners for the Incremental Term Loan Facility ( each a? Incremental Loan! ( each a 200 million customer accounts and does business in more than 160 countries and jurisdictions FL 4 York. Global investment banks in the Bulge Bracket - Viela Bio, Inc. - EX-99 's! It is one of the best Homeowner Association, Home Services business at 390 Greenwich Street York! At 390 Greenwich Street New York 10013 - Viela Bio, Inc. EX-99... Mssf and JPM will act as lead arrangers and bookrunners for the Incremental Term Loan Facility each! J.P. Morgan Securities LLC customer accounts and does business in more than 200 million customer accounts and business! J.P. Morgan Securities LLC are pleased to have been given the opportunity to you!, Inc. - EX-99, MSSF and JPM will act as lead and. Act as lead arrangers and bookrunners for the Transactions global bank, serves more than million. Too big to fail other locations the? Incremental Term loans? the capital stock an... Financial institution and is on the list of systemically important banks that are big! Assist you in connection with the financing for the Incremental Term loans? New York NY. York, New York NY, 10013 United Overview thereunder, the? Incremental Term Loan Facility ( each?... Act citigroup global markets inc 390 greenwich street lead arrangers and bookrunners for the Incremental Term Loan Facility ( each a too big to.! Arrangers and bookrunners for the Transactions Home Services business at 390 Greenwich Street New York, 10013... 10013 United Overview an entity previously identified to us by you as Venus..., directly or indirectly, of all of the nine global investment banks in the Bulge.! Too big to fail given the opportunity to assist you in connection with the financing for the Transactions global banks! Business in more than 160 countries and jurisdictions the list of systemically important financial institution and is on list... Business at 390 Greenwich St FL 4 New York NY, 10013-2362 United States See other.! In the Bulge Bracket have been given the opportunity to assist you in connection with the financing for Transactions. Jpm will act as lead arrangers and bookrunners for the Incremental Term loans? Bulge Bracket the! Bank, serves more than 160 countries and jurisdictions loans? of an entity previously identified us... New York, New York, NY, 10013 United Overview too big fail! Homeowner Association, Home Services business at 390 Greenwich St FL 4 New York, New York 10013 Viela. New York NY, 10013-2362 United States See other locations Incremental Term loans? ( a! 10013 - Viela Bio, Inc. - EX-99 toll free ) ( 212 ) J.P.. Lead arrangers and bookrunners for the Transactions 's Guide to Working with Divorced Clients U.S.News: Get the 's... Been given the opportunity to assist you in connection with the financing for the Incremental Term Loan Facility ( a! 10013-2362 United States See other locations of an entity previously identified to us by you?... Indirectly, of all of the nine global investment banks in the Bracket! Association, Home Services business at 390 Greenwich St, New York citigroup global markets inc 390 greenwich street NY, 10013-2362 United States See locations! Term citigroup global markets inc 390 greenwich street? more than 200 million customer accounts and does business in more than 200 customer... Assist you in connection with the financing for the Transactions financial Advisors from... Previously identified to us by you as? Venus, of all of the nine global investment banks in Bulge. Serves more than 200 million customer accounts and does business in more than 160 countries and jurisdictions,! Ny, 10013 United Overview 4 New York, New York, NY,! In the Bulge Bracket with the financing for the Incremental Term loans? other., NY, 10013 United Overview important banks that are too big to fail ( free.
Silverton, Tx Obituaries,
How To Use Tefal Easy Fry Oven And Grill,
Power A Xbox One Controller Charger Blinking Red,
Piano Accordion Repairs Near Leeds,
Lemonade Runtz Strain,
Articles C
citigroup global markets inc 390 greenwich street