CARLYLE HIGH YIELD PARTNERS X, LTD. CARLYLE HIGH YIELD PARTNERS X, INC. NOTICE OF OPTIONAL REDEMPTION OF NOTES
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1 Trust Company, National Association CARLYLE HIGH YIELD PARTNERS X, LTD. CARLYLE HIGH YIELD PARTNERS X, INC. NOTICE OF OPTIONAL REDEMPTION OF NOTES NOTE: THIS NOTICE CONTAINS IMPORTANT INFORMATION THAT IS OF INTEREST TO THE REGISTERED AND BENEFICIAL OWNERS OF THE SUBJECT NOTES. IF APPLICABLE, ALL DEPOSITORIES, CUSTODIANS, AND OTHER INTERMEDIARIES RECEIVING THIS NOTICE ARE REQUESTED TO EXPEDITE RE-TRANSMITTAL TO BENEFICIAL OWNERS OF THE NOTES IN A TIMELY MANNER. April 4, 2017 To: The Holders of the Notes and Preferred Shares (collectively, the Securities ) described as follows: Common Code * CUSIP* ISIN* Class A-1 Notes Class A-2-A Notes Class A-2-B Notes Class B Notes Class C Notes Class D Notes Class E Notes Preferred Shares DAA DAH3 G19089AA DAB DAJ9 GI9089AB DAC DAK6 G19089AC DAD DAL4 G19089A D DAE DAM2 G19089AE DAF DAN0 G19089AF EAA EAB4 G1908EAA E207 G1908E202 US14309DAA81 US14309DAH35 USG19089AA20 USI4309DAB64 US14309DAJ90 USG19089ABO3 US14309DAC48 US14309DAK63 USG19089AC85 US14309DAD2I US14309DAL47 USG19089AD68 US14309DAE04 US14309DAM20 USG19089AE42 US14309DAF78 US14309DAN03 US I 9089AF17 US14309EAA64 US14309EAB48 USG1908EAA13 US14309E2072 KYG1908E2025 * No representation is made as to the correctness of the CUSIP, ISIN and Common Code numbers either as printed on the Securities or as contained in this notice. Such numbers are included solely for the convenience of the Holders.
2 To: Those Additional Addressees listed on Schedule I hereto Reference is made to (1) that certain Indenture (as amended, supplemented or otherwise modified and in effect on the date hereof, the Indenture ), dated as of April 12, 2007, among Carlyle High Yield Partners X, Ltd., as Issuer (the Issuer ), Carlyle High Yield Partners X, Inc., as Co-Issuer (the Co-Issuer and, together with the Issuer, the Co-Issuers ), and The Bank of New York Mellon Trust Company, National Association (formerly known as The Bank of New York Trust Company, National Association), as Trustee ( Trustee ), and (2) that certain Preferred Share Paying and Transfer Agency Agreement (as amended, supplemented or otherwise modified and in effect on the date hereof, the Preferred Share Agreement ), dated as of April 12, 2007, among the Issuer and Trust Company, National Association (formerly known as The Bank of New York Trust Company, National Association), as Preferred Share Paying and Transfer Agent ( Preferred Share Paying Agent ). Capitalized terms used but not defined herein shall have the meanings given to them in the Indenture or the Preferred Share Agreement, as applicable. Pursuant to Section 9.2(a) of the Indenture, a Majority of the Preferred Shares has directed the Applicable Issuers to redeem the Notes in whole (the Optional Redemption ). In accordance with Section 9.3 of the Indenture, at the direction of the Issuer, the Trustee hereby provides notice of the following information relating to the Optional Redemption: The Redemption Date for the Notes shall be April 19, The Record Date shall be April 4, The Redemption Price for each Class of Notes to be redeemed shall be as follows: (a) For the Class A-1 Notes, $42,211, (which equals 100% of: (i) the Aggregate Outstanding Amount of the Class A-1 Notes to be redeemed as of the Redemption Date, plus (ii) accrued and unpaid interest thereon to the Redemption Date); (b) For the Class A-2-A Notes, $39,109, (which equals 100% of: (i) the Aggregate Outstanding Amount of the Class A-2-A Notes to be redeemed as of the Redemption Date, plus (ii) accrued and unpaid interest thereon to the Redemption Date); (c) For the Class A-2-B Notes, $17,557, (which equals 100% of: (i) the Aggregate Outstanding Amount of the Class A-2-B Notes to be redeemed as of the Redemption Date, plus (ii) accrued and unpaid interest thereon to the Redemption Date); (d) For the Class B Notes, $16,054, (which equals 100% of: (i) the Aggregate Outstanding Amount of the Class B Notes to be redeemed as of the Redemption Date, plus (ii) accrued and unpaid interest thereon to the Redemption Date); (e) For the Class C Notes, $21,087, (which equals 100% of: (i) the Aggregate Outstanding Amount of the Class C Notes to be redeemed as of the Redemption Date, 2
3 any, with respect to the Class C Notes) to the Redemption Date); (f) For the Class D Notes, $16,088, (which equals 100% of: (i) the Aggregate Outstanding Amount of the Class D Notes to be redeemed as of the Redemption Date, any, with respect to the Class D Notes) to the Redemption Date); and (e) For the Class E Notes, $12,126, (which equals 100% of: (i) the Aggregate Outstanding Amount of the Class E Notes to be redeemed as of the Redemption Date, any, with respect to the Class E Notes) to the Redemption Date). On the Redemption Date, all of the Notes are being redeemed and paid in full and interest on the Notes shall cease to accrue on the Redemption Date. The Preferred Shares are not being redeemed on the Redemption Date. Accordingly, the Preferred Shares should not be surrendered at this time. The Trustee will send written notice to the Holders of Preferred Shares regarding surrender of the Preferred Shares at a later date. Notwithstanding anything herein to the contrary, the completion of the Optional Redemption described herein is subject to the satisfaction of any additional conditions set forth in the Indenture. Payment of the Redemption Price on the Redemption Date will only be made upon presentation and surrender of the Notes to the Trustee at the places set forth below on or prior to the Redemption Date. By First Class Registered/Certified mail: By Express Delivery Only: By Hand Only: Trust Company, National Association Global Corporate Trust P.O. Box 2320 Dallas, Texas Trust Company, National Association Global Corporate Trust 2001 Bryan Street, 9 th Floor Dallas, TX Barclay Street New York, New York, st Floor East Corporate Trust Window The method of delivery is at the option and risk of the Holder. On the Redemption Date, the Redemption Price will become due and payable. Under current United States federal income tax law, a trustee making payment of interest or principal on securities may be obligated to apply backup withholding to payments of the interest or principal payable to a holder who (i) has failed to furnish the trustee with a valid taxpayer identification number and certifications that the holder is not subject to backup withholding under the Internal Revenue Code of 1986, as amended (the Code ) and that the holder is a United States person (including a U.S. resident alien) as defined by the Code or (ii) 3
4 has failed to provide appropriate certification to establish that the holder is not a United States person. Holders of Notes who are United States persons and wish to avoid the application of these provisions should submit a completed IRS Form W-9 when presenting the Notes for payment. Holders of Notes who are non-united States persons should submit an appropriate IRS Form W-8. Please contact Ingrid Hammons-Oliver at Trust Company, National Association at (713) or ingrid.hammons@bnymellon.com with questions. THE BANK OF NEW YORK MELLON TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee 4
5 Schedule I Additional Addressees Issuer Carlyle High Yield Partners X, Ltd., c/o Intertrust SPV (Cayman) Limited 190 Elgin Avenue Grand Cayman KY Cayman Islands Attention: The Directors Facsimile: (345) cayman.spvinfo@intertrustgroup.com Walkers, Attorney at law 190 Elgin Avenue George Town, Grand Cayman KY Cayman Islands Co-Issuer Carlyle High Yield Partners X, Inc., c/o The Corporation Trust Company 1209 Orange Street Wilmington, Delaware Attention: Melissa Stark melissa@cics-llc.com Rating Agencies S&P Global Ratings 55 Water Street, 41st Floor New York, New York Facsimile: (212) Attention: CBO/CLO Surveillance cdo_surveillance@spglobal.com Moody s Investors Service, Inc. 7 World Trade Center 250 Greenwich Street New York, New York Facsimile: (212) Attention: CBO/CLO Monitoring cdomonitoring@moodys.com Collateral Manager Carlyle Investment Management L.L.C. 520 Madison Avenue, 41 st Floor New York, New York Irish Stock Exchange The Irish Stock Exchange plc Company Announcement Office 28 Anglesea Street Dublin 2, Ireland Electronic copy to be uploaded to website provided by ISE DTC, Euroclear and Clearstream (if applicable) lensnotices@dtcc.com voluntaryreorgannouncements@dtcc.com redemptionnotification@dtcc.com drit@euroclear.com ca_mandatory.events@clearstream.com
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