Exhibit 4.3
UNLESS AND UNTIL IT IS EXCHANGED IN
WHOLE OR IN PART FOR SECURITIES IN DEFINITIVE REGISTERED FORM, THIS
SECURITY MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY
TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO
THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE
DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A
NOMINEE OF SUCH SUCCESSOR DEPOSITARY. UNLESS THIS SECURITY IS
PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST
COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE COMPANY
OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND
ANY SECURITY ISSUED IS REGISTERED IN THE NAME OF CEDE &
CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED
REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE &
CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED
REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF
FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS
THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST
HEREIN.
KADANT INC.
[ ]% Note Due
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No. [ ]
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CUSIP
No.: [ ]
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$[ ]
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KADANT INC., a Delaware corporation
(“Issuer”, which term includes any successor
corporation), for value received promises to pay to CEDE &
CO. or registered assigns, the principal sum of
on
.
Interest Payment Dates:
and
(each,
an “Interest Payment Date”), commencing on
.
Interest Record Dates:
and
(each,
an “Interest Record Date”).
Reference is made to the further
provisions of this Security contained herein, which will for all
purposes have the same effect as if set forth at this
place.
1
IN WITNESS WHEREOF, the Issuer has
caused this Security to be signed manually or by facsimile by its
duly authorized officer under its corporate seal.
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KADANT INC.
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By:
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Name:
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Title:
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2
This is one of the series designated
herein and referred to in the within-mentioned
Indenture.
Dated: [ ]
3
(REVERSE OF
SECURITY)
KADANT INC.
[ ]% Note
Due [ ]
KADANT INC., a Delaware corporation
(the “Issuer”), promises to pay interest on the
principal amount of this Security at the rate per annum shown
above. Cash interest on the Securities will accrue from the most
recent date to which interest has been paid or, if no interest has
been paid, from
.
The Issuer will pay interest semi-annually in arrears on each
Interest Payment Date, commencing
.
Interest will be computed on the basis of a 360-day year of twelve
30-day months.
The Issuer shall pay interest on
overdue principal from time to time on demand at the rate borne by
the Securities and on overdue installments of interest (without
regard to any applicable grace periods) to the extent
lawful.
The Issuer shall pay interest on the
Securities (except defaulted interest) to the persons who are the
registered Holders at the close of business on the Interest Record
Date immediately preceding the Interest Payment Date
notwithstanding any transfer or exchange of such Security
subsequent to such Interest Record Date and prior to such Interest
Payment Date. Holders must surrender Securities to the Trustee to
collect principal payments. The Issuer shall pay Principal and
interest in money of the United States that at the time of payment
is legal tender for payment of public and private debts
(“U.S. Legal Tender”). However, the payments of
interest, and any portion of the Principal (other than interest
payable at maturity or on any redemption or repayment date or the
final payment of Principal) shall be made by the Paying Agent, upon
receipt from the Issuer of immediately available funds by
[a./p.m.],
New York City time (or such other time as may be agreed to between
the Issuer and the Paying Agent or the Issuer), directly to a
Holder (by Federal funds wire transfer or otherwise) if the Holder
has delivered written instructions to the Trustee 15 days prior to
such payment date requesting that such payment will be so made and
designating the bank account to which such payments shall be so
made and in the case of payments of Principal surrenders the same
to the Trustee in exchange for a Security or Securities aggregating
the same principal amount as the unredeemed principal amount of the
Securities surrendered.
Initially,
(the
“Trustee”) will act as Paying Agent. The Issuer
may change any Paying Agent without notice to the
Holders.
The Issuer issued the Securities
under an Indenture, dated as of
,
&n