Additional Documents Incorporated by Reference. Prior to signing this Lease, Xxxxxx acknowledges that he/she has carefully read the document entitled “Group Lease Room Assignment and Rent Proration” as well as the “Apartment Furniture List.” These documents are incorporated into this Lease by reference, as if all their content was written down in this document. Xxxxxx agrees to be bound by the terms and conditions of those documents, which are a part of this Lease Agreement. Xxxxxx further acknowledges that failure to abide by the terms and conditions of these documents may be grounds for the Landlord to evict Tenant, obtain legal damages against Tenant, or use the Damage Deposit to recover against the Tenant.
Additional Documents Incorporated by Reference. Exhibit 12.1 to the Company’s Current Report on Form 8-K filed with the Commission on May 15, 2012. EXHIBIT A FORM OF OPINION OF XXXXXXX X. XXXX, ESQ. Xxxxxxx X. Xxxx Executive Vice President, Secretary and General Counsel Direct dial: 000-000-0000 Facsimile Number: 000-000-0000 Toll Free Number: 000-000-0000 May [ ], 2012 Xxxxx Fargo Securities, LLC Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated Barclays Capital Inc. Citigroup Global Markets Inc. As representatives of the several Underwriters Named in Schedule I(a) to the Purchase Agreement (the “Representatives”) c/o Wells Fargo Securities, LLC 000 X. Xxxxxxx Xxxxxx, 0xx Xxxxx Xxxxxxxxx, XX 00000 Re: Protective Life Corporation $[ ] principal amount, [ ]% Subordinated Debentures due May 15, 2042 Ladies and Gentlemen: I am Executive Vice President, Secretary and General Counsel of Protective Life Corporation, a Delaware corporation (the “Company”), and as such I am delivering this opinion in connection with the several purchases today by you and the other Underwriters named in Schedule I(a) to the Purchase Agreement, dated May [ ], 2012 (the “Purchase Agreement”), between the Company and you, as representatives of the several Underwriters named therein (the “Underwriters”), of $[ ] aggregate principal amount of [ ]% Subordinated Debentures due May 15, 2042 (the “Debentures”) issued by the Company pursuant to the Subordinated Indenture, dated as of June 1, 1994 (the “Base Indenture”), as supplemented by the Supplemental Indenture No. 9, dated as of May [ ], 2012 (“Supplemental Indenture No. 9”), between the Company and The Bank of New York Mellon Trust Company, N.A., as successor indenture trustee (the “Trustee”). Capitalized terms used but not defined herein shall have the meanings ascribed thereto in the Purchase Agreement. In so acting, I or others under my supervision in whom I have confidence have examined (a) the registration statement on Form S-3 (File No. 333-175224), as amended or supplemented, including the Incorporated Documents (as defined below) and the information deemed to be part of the registration statement pursuant to Rule 430B (the “Registration Statement”), filed with the Securities and Exchange Commission (the “Commission”) under the Securities Act of 1933, as amended (the “Securities Act”), (b) the prospectus, dated June 29, 2011 (the “Base Prospectus”), (c) the preliminary prospectus supplement dated May 15, 2012 (together with the Base Prospectus and the Incorporated Documents ...
Additional Documents Incorporated by Reference. The Company’s Current Report on Form 8-K filed on August 18, 2010
Additional Documents Incorporated by Reference. Current Report on Form 8-K dated December 6, 2005 ANNEX I WRITTEN MATERIALS PROVIDED TO PARTICIPANTS IN DIRECTED SHARE PROGRAM o Memorandum to Directors and Executive Management Board Members that are Potential Participants in the XL Capital Ltd Directed Equity Program, from Kirstin Gould regarding General Information about the Director and Exexxxxxx Xxxagement Board Member Participation in the XL Capital Ltd Equity Units and Ordinary Shares Offerings, dated December 2, 2005 o Registration Statement. o Pricing Prospectus. o Final term sheet. o Prospectus. ANNEX II-1 SIMPSON THACHER & BARTLETT LLP FORM OF OPINION ---------------------------------------------- ANNEX II-2 SIMPSON THACHER & BARTLETT LLP FORM OF NEGATIVE ASSURANCE LETTER ----------------------------------------------------------------
Additional Documents Incorporated by Reference. None. Schedule III SUNTRUST BANKS, INC./SUNTRUST CAPITAL IX February 26, 2008 FINAL TERM SHEET SunTrust Capital IX $600,000,000 7.875% Trust Preferred Securities (liquidation amount $25 per security) fully and unconditionally guaranteed, as described in the prospectus, by SunTrust Banks, Inc. Issuer: SunTrust Capital IX (the “Trust”), a Delaware statutory trust, the sole asset of which will be the 7.875% Junior Subordinated Notes due 2068 (the “JSNs”) issued by SunTrust Banks, Inc. (“SunTrust”). Guarantor: SunTrust Title of Security: 7.875% Trust Preferred Securities Aggregate Liquidation Amount: $600,000,000 (24,000,000 Trust Preferred Securities, which, together with the $10,000 of Trust common securities to be purchased by SunTrust, correspond to $600,010,000 initial principal amount of the JSNs). Overallotment Option: $90,000,000 (3,600,000 additional Trust Preferred Securities correspond to $90,000 amount of additional JSNs). Distribution Dates: 7.875% per annum, quarterly in arrears on each March 15, June 15, September 15 and December 15, beginning June 15, 2008. Maturity Date: March 15, 2068. Price to Public: $25 Expected Net Proceeds to SunTrust from the Offering: $582,250,000.00 after underwriting commissions. Trade Date: February 26, 2008. Settlement Date: March 4, 2008 (T+5) CUSIP: 867885 105 Expected Listing: NYSE under the symbol “STI PrZ” Expected Ratings: A1 by Xxxxx’x Investors Services, A- by Standard & Poor’s, A by Fitch. A securities rating is not a recommendation to buy, sell or hold securities and may be subject to review, revision, suspension, reduction or withdrawal at any time by the assigning rating agency. Joint Book-Runners: Xxxxxx Xxxxxxx & Co. Incorporated, SunTrust Xxxxxxxx Xxxxxxxx, Inc., Citigroup Global Markets Inc. and UBS Securities LLC Co-Managers: Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, Banc of America Securities LLC, Sandler X’Xxxxx & Partners, L.P., Bear Xxxxxxx & Co. Inc., Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., Xxxxxx Brothers Inc., Barclays Capital Inc., Xxxxxxx Xxxxxx & Co., Inc., Fidelity Capital Markets, HSBC Securities (USA) Inc., X.X. Xxxxxxx & Co., Xxxxxx Xxxxxxxxxx Xxxxx LLC, Xxxxxxxxxxx & Co. Inc., Pershing LLC, Xxxxxxx Xxxxx & Associates, Inc., RBC Xxxx Xxxxxxxx Inc., Xxxxxx X. Xxxxx & Co. Incorporated, Xxxxxx, Xxxxxxxx & Company, Incorporated, Xxxxx Fargo Securities, LLC, BB&T Capital Markets, Boenning & Scattergood, Inc., X. X. Xxxx & Associates, Inc., City Securiti...
Additional Documents Incorporated by Reference. None. Schedule III ANNEX I Pursuant to Section 6(g) of the Underwriting Agreement, the accountants shall furnish letters to the Underwriters to the effect that:
Additional Documents Incorporated by Reference. None. Schedule III Fifth Third Capital Trust VII FIFTH THIRD CAPITAL TRUST VII $350,000,000 8.875% TRUST PREFERRED SECURITIES fully and unconditionally guaranteed, on a subordinated basis, as described in the prospectus, by Fifth Third Bancorp SUMMARY OF TERMS Issuer: Fifth Third Capital Trust VII (the “Trust”), a Delaware statutory trust, the sole assets of which will be the 8.875% Junior Subordinated Notes due 2068 (the “JSNs”) issued by Fifth Third Bancorp (“Fifth Third”). Guarantor: Fifth Third Offered Securities: 8.875% Trust Preferred Securities Aggregate Liquidation Amount: $350,000,000 ($350,000,000 Trust Preferred Securities, which, together with the $10,000 of Trust common securities to be purchased by Fifth Third, correspond to $350,010,000 initial principal amount of the JSNs) Liquidation Amount: $25 per trust preferred security Expected Ratings: Xxxxx’x Investor Services: A1, with negative outlook Standard & Poor’s: A-, with negative outlook Fitch Ratings: A+, with negative watch DBRS: A (high), with negative trend Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to review, revision, suspension, reduction or withdrawal at any time by the assigning rating agency. Each rating should be evaluated independently of any other rating. Trade Date: April 29, 2008 Settlement Date: May 6, 2008 (T+5) Maturity Date: May 15, 2068 Distributions: 8.875% from and including May 6, 2008 to but excluding May 15, 2058 and at three-month LIBOR plus 5.00% thereafter, in each case, payable quarterly in arrears on February 15, May 15, August 15 and November 15 of each year, beginning August 15, 2008. Public Offering Price: $25 per trust preferred security Proceeds, before expenses, to Fifth Third from the Offering: $339,443,337.50 after underwriting commissions Underwriting Commissions: 3.15%, except for sale to certain institutions in which case the fees will be 2% First Call Date On or after May 15, 2013 in whole or in part Make-Whole Redemption Price after the occurrence of a rating agency event 100% of the principal amount of the JSNs being redeemed or if greater, the sum of the present values of the remaining scheduled payments of principal (discounted from May 15, 2013) and interest that would have been payable to and including May 15, 2013 (discounted from their respective interest payment dates) on the JSNs to be redeemed (not including any portion of such payments of interest accrued to the redemption date) ...
Additional Documents Incorporated by Reference. None. Schedule III Filed Pursuant to Rule 433 Dated April 23, 2008 Registration Statement No. 333-141560 $750,000,000 6.250% Senior Notes due 2013 Summary of Terms Issuer Fifth Third Bancorp Expected Ratings Aa3 / A+ / AA- / AAL (Xxxxx’x / S&P / Fitch / DBRS) Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to review, revision, suspension, reduction or withdrawal at any time by the assigning rating agency. Each rating should be evaluated independently of any other rating. Note Type Senior Notes Principal Amount US $750,000,000 Trade Date April 23, 2008 Settlement Date (T+ 5 days) April 30, 2008 Maturity Date May 1, 2013 Coupon 6.250% per annum Price to Investors 99.885%, plus accrued interest, if any, from April 30, 2008 Underwriters Commission 0.35% All-in Price 99.535% Net Proceeds US $746,512,500 Pricing Benchmark 2.500% UST due 3/2013 Benchmark Yield 2.957% Spread to Benchmark Plus 332 basis points Re-offer Yield 6.277% Interest Payment Dates Semi-annually on each May 1 and November 1 of each year, commencing November 1, 2008 and ending on the Maturity Date Day Count Convention 30 / 360 Denominations Minimum denominations of $5,000 with increments of $1,000 thereafter Bookrunners Credit Suisse Securities (USA) LLC Xxxxxxx, Xxxxx & Co. Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated Xxxxxx Xxxxxxx & Co. Incorporated Co-Manager Fifth Third Securities, Inc. Billing and Delivery Agent Xxxxxx Xxxxxxx & Co. Incorporated Listing None CUSIP 000000XX0 Fifth Third Bancorp has filed a registration statement (including a prospectus and preliminary prospectus supplement) with the SEC for the offering to which this communication relates. Before you invest, you should read each of these documents and the other documents the issuer has filed with the SEC and incorporated by reference in such documents for more complete information about Fifth Third Bancorp and this offering. You may get these documents for free by visiting SEC Web site at xxx.xxx.xxx. Alternatively, Credit Suisse Securities (USA) LLC, Xxxxxxx, Sachs & Co., Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, and Xxxxxx Xxxxxxx & Co. Incorporated will arrange to send you these documents if you call Credit Suisse Securities (USA) LLC toll-free at 1-800-221-1037, Xxxxxxx, Sachs & Co. toll-free at 0-000-000-0000, Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated toll-free at 0-000-000-0000 or Xxxxxx Xxxxxxx & Co. Incorporated toll-free at 0-000-000-00...
Additional Documents Incorporated by Reference. Current Report on Form 8-K dated December 6, 2005 ANNEX I WRITTEN MATERIALS PROVIDED TO PARTICIPANTS IN DIRECTED SHARE PROGRAM --------------------------------------------------------------------
Additional Documents Incorporated by Reference. [None.] Exhibit A to Schedule II FIFTH THIRD BANCORP June 18, 2008 TERM SHEET 10,000,000 Depositary Shares (Each representing 1/250th ownership interest in a share of the 8.50% Non-Cumulative Perpetual Convertible Preferred Stock, Series G, $25,000 liquidation preference per share) Issuer: Fifth Third Bancorp (“Fifth Third”)
