U.S. Final Prospectus means the Canadian Final Prospectus with such deletions therefrom and additions thereto as are permitted or required by Form F-10 and the applicable rules and regulations of the SEC, included in the Registration Statement at the time it becomes effective, including the Documents Incorporated by Reference;
U.S. Final Prospectus has the meaning set forth in Section 1(b) hereof.
U.S. Final Prospectus means the prospectus included in the Registration Statement at the time it was declared effective, until such time as the first U.S. Supplemental Prospectus containing pricing information is filed with the Commission pursuant to General Instruction II.L. of Form F-10, at and after which time “U.S. Final Prospectus” shall mean such U.S. Supplemental Prospectus; and “Canadian Final Prospectus” means the Canadian Final Base PREP Prospectus, until such time as the Canadian Supplemental PREP Prospectus containing pricing information is filed with the Reviewing Authorities, at which time “Canadian Final Prospectus” shall mean such Canadian Supplemental PREP Prospectus;
Examples of U.S. Final Prospectus in a sentence
It is understood that the several Underwriters propose to offer the Securities for sale to the public as set forth in the Canadian Final Prospectus, the Disclosure Package and the U.S. Final Prospectus.
In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding five Business Days, as the Representatives shall determine in order that the required changes in the Registration Statement, the Canadian Final Prospectus and the U.S. Final Prospectus or in any other documents or arrangements may be effected.
It is understood that the several Underwriters propose to offer the Securities for sale to the public outside Canada as set forth in the U.S. Final Prospectus.
All of the issued and outstanding partnership interests of each Significant Subsidiary that is a partnership have been duly and validly created and are owned, directly or indirectly, by the Company free and clear of all liens, encumbrances, equities or claims except as set forth in the Disclosure Package and the U.S. Final Prospectus.
More Definitions of U.S. Final Prospectus
U.S. Final Prospectus shall have the meaning assigned to such term in Section 1(b) hereof. If the foregoing is in accordance with your understanding of our agreement, please sign and return to us the enclosed duplicate hereof, whereupon this letter and your acceptance shall represent a binding agreement among the Company and the several Underwriters. Very truly yours, ENBRIDGE INC. By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Senior Vice President, Treasury By: /s/ Xxxxx X. Xxxxxxxx Name: Xxxxx X. Xxxxxxxx Title: Vice President & Corporate Secretary XXXXXXX LYNCH, PIERCE, XXXXXX & XXXXX INCORPORATED By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Managing Director SCHEDULE I Underwriting Agreement dated June 12, 2017 Registration Statement No. 333-213234 Representatives: Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated Title, Purchase Price, Underwriting Commission and Description of Securities: Title: Floating Rate Senior Notes due 2020 (the “Notes”) Principal amount: US$500,000,000 of Notes Purchase price: 100.000% Underwriting commission: 0.200% Sinking fund provisions: None Redemption provisions: The Notes will not be redeemable prior to maturity. Other provisions: None Closing Date, Time and Location: June 15, 2017 at 7:00 a.m. (Calgary Time) at XxXxxxxx Xxxxxxxx LLP Suite 0000, 000-0xx Xxxxxx X.X. Xxxxxxx, Xxxxxxx X0X 0X0 Type of Offering: Non-delayed Date referred to in Section 5(f) after which the Company may offer or sell debt securities issued or guaranteed by the Company without the consent of the Representatives shall be the Closing Date. Modification of items to be covered by the letters from PricewaterhouseCoopers LLP and Deloitte & Touche LLP delivered pursuant to Section 6(h) and Section 6(i), respectively, at the Execution Time: None SCHEDULE II Underwriters Principal Amount of Floating Rate Senior Notes due 2020 to be Purchased Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated $ 500,000,000 Total $ 500,000,000 ANNEX A Significant Subsidiaries Subsidiary Organized Under the Laws of Enbridge Pipelines Inc. Canada Enbridge Gas Distribution Inc. Ontario Enbridge Income Partners LP Alberta Enbridge (U.S.) Inc. Delaware Tidal Energy Marketing Inc. Canada Tidal Energy Marketing (U.S.) L.L.C. Delaware Enbridge Energy, Limited Partnership Delaware Spectra Energy Partners, LP Delaware ANNEX B Form of Opinion Paragraphs of Xxxxxxxx & Xxxxxxxx LLP
U.S. Final Prospectus has the meaning given above;
U.S. Final Prospectus means the prospectus included in the Registration Statement at the Effective Date (including the Documents Incorporated by Reference therein) prepared by the Corporation and relating to the offering of Underwritten Shares in the United States, except that if the U.S. Final Prospectus first furnished to the U.S. Dealer after the effectiveness of the Registration Statement for use in connection with the offering of the Underwritten Shares in the United States differs from the prospectus included in the Registration Statement at the Effective Date, the term "U.S. FINAL PROSPECTUS" shall refer to the final prospectus first furnished to the U.S. Dealer for such use (including the Documents Incorporated by Reference therein);
U.S. Final Prospectus means the prospectus supplement relating to the Securities that was first filed pursuant to General Instruction II.K of Form F-9 after the Time of Sale, together with the Base Prospectus filed with the Commission and forming a part of the Registration Statement. Any reference herein to the Base Prospectus, the Canadian Final Prospectus, a Preliminary Prospectus, the Registration Statement, or the U.S. Final Prospectus shall be deemed to refer to and include the documents incorporated by reference therein at the applicable time pursuant to Ontario Securities Law, the Shelf Procedures, the Exchange Act or the Act, as applicable; and any reference herein to the terms “amend”, “amendment”, “amended”, “supplemented” or “supplement” with respect to the Base Prospectus, the Canadian Final Prospectus, a Preliminary Prospectus, the Registration Statement, the U.S. Final Prospectus or the Disclosure Package shall be deemed to include the filing of any document pursuant to Ontario Securities Law, the Shelf Procedures, the Exchange Act or the Act after the Effective Date of the Registration Statement or the issue date of the Base Prospectus, any Preliminary Prospectus, the Canadian Final Prospectus or the U.S. Final Prospectus, as the case may be, which filing is incorporated, or is otherwise deemed to be incorporated, therein by reference. If the foregoing is in accordance with your understanding of our agreement, please sign and return to us the enclosed duplicate hereof, whereupon this Agreement and your acceptance shall represent a binding agreement among the Company, the Guarantors and the several Underwriters. Very truly yours, XXXXXX COMMUNICATIONS INC. By /s/ M. Xxxxxxxx Xxxx Name: M. Xxxxxxxx Xxxx Title: Vice-President, Treasurer By /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Senior Vice-President, Finance and Chief Financial Officer XXXXXX WIRELESS PARTNERSHIP By /s/ M. Xxxxxxxx Xxxx Name: M. Xxxxxxxx Xxxx Title: Vice-President, Treasurer By /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Senior Vice-President XXXXXX CABLE COMMUNICATIONS INC. By /s/ M. Xxxxxxxx Xxxx Name: M. Xxxxxxxx Xxxx Title: Vice-President By /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Senior Vice-President [Signature page to Underwriting Agreement] The foregoing Agreement is hereby confirmed and accepted as of the date first above written. CITIGROUP GLOBAL MARKETS INC. By: /s/ Xxxxx X. Bednauski Name: Xxxxx X. Bednauski Title: Managing Director For themselves and ...
U.S. Final Prospectus means the U.S. Prospectus, or if any pricing or other information has been omitted from the U.S. Prospectus at the time the Registration Statement became effective as permitted by Rule 430A under the U.S. Securities Act, means the form of prospectus filed or to be filed pursuant to Rule 424(b) under the U.S. Securities Act containing such previously omitted information;
U.S. Final Prospectus means the U.S. Base Prospectus as amended or supplemented (including the documents incorporated by reference therein) prior to the Execution Time, until such time after the Execution Time as the prospectus supplement with respect to the Purchased Securities is filed with the SEC pursuant to General Instruction II.L., at which time “U.S. Final Prospectus” with respect to the Common Shares shall mean the U.S. Base Prospectus including such supplement (including the documents incorporated by reference therein); and
U.S. Final Prospectus means the U.S. Base Prospectus together with the final prospectus supplement relating to the Purchased Securities and including the pricing information omitted from the U.S. Preliminary Prospectus in the form first filed with the SEC pursuant to General Instruction II.L. of Form F-10 (the “U.S. Prospectus Supplement”);