Deferrals of Interest Payment Dates. If specified as contemplated by Section 2.1 or Section 3.1 with respect to the Securities of a particular series, so long as no Event of Default has occurred and is continuing, the Company shall have the right, at any time during the term of such series, from time to time to defer the payment of interest on such Securities for such period or periods as may be specified as contemplated by Section 3.1 (each, an "Extension Period") during which Extension Periods the Company shall have the right to make partial payments of interest on any Interest Payment Date. No Extension Period shall end on a date other than an Interest Payment Date. At the end of any such Extension Period the Company shall pay all interest then accrued and unpaid on the Securities (together with Additional Interest thereon, if any, at the rate specified for the Securities of such series to the extent permitted by applicable law) to the Persons in whose names that Securities are registered at the close of business on the Regular Record Date with respect to the Interest Payment Date at the end of such Extension Period; provided, however, that no Extension Period shall extend beyond the Stated Maturity of the principal of the Securities of such series; provided, further, that during any such Extension Period, the Company shall not, and shall not permit any Subsidiary to, (i) declare or pay any dividends or distributions on, or redeem, purchase, acquire or make a liquidation payment with respect to, any of the Company's capital stock, or (ii) make any payment of principal of or interest or premium, if any, on or repay, repurchase or redeem any debt security of the Company that ranks pari passu with or junior in interest to the Securities of such series or make any guarantee payments with respect to any guarantee by the Company of the debt securities of any Subsidiary of the Company that by their terms rank pari passu with or junior in interest to the securities of such series (other than (a) dividends or distributions in the capital stock of the Company, (b) any declaration of a dividend in connection with the implementation of a Rights Plan, or the redemption or repurchase of any rights distributed pursuant to a Rights Plan, (c) payments under any Mellon Guarantee, and (d) purchases of Common Stock related to the issuance of Common Stock or rights under any of the Company's benefit plans for its directors, officers or employees, related to the issuance of Common Stock or rights under a dividend reinvestment and stock purchase plan, or related to the issuance of Common Stock (or securities convertible into or exchangeable for Common Stock) as consideration in an acquisition transaction that was entered into prior to the commencement of such Extension Period). Prior to the termination of any such Extension Period, the Company may further defer the payment of interest, provided that no Extension Period shall exceed the period or periods specified in such Securities or extend beyond the Stated Maturity of the principal of such Securities. Upon termination of any Extension Period and upon the payment of all accrued and unpaid interest and any Additional Interest then due on any Interest Payment Date, the Company may elect to begin a new Extension Period, subject to the above requirements. No interest shall be due and payable during an Extension Period, except at the end thereof. The Company shall give the Holders of the Securities of such series and the Trustee notice of its election to begin any such Extension Period at least one Business Day prior to the next succeeding Interest Payment Date on which interest on Securities of such series would be payable but for such deferral or, with respect to the Securities of a series issued to a Mellon Trust, so long as such Securities are held by such Mellon Trust, prior to the earlier of (i) the next succeeding date on which Distributions on the Preferred Securities of such Mellon Trust would be payable but for such deferral or (ii) the date the Administrative Trustees of such Mellon Trust are required to give notice to any securities exchange or other applicable self-regulatory organization or to holders of such Preferred Securities of the record date or the date such Distributions are payable, but in any event not less than one Business Day prior to such record date. The Trustee shall promptly give notice of the Company's election to begin any such Extension Period to the Holders of the Outstanding Securities of such series.
Appears in 1 contract
Deferrals of Interest Payment Dates. If specified as contemplated by Section 2.1 or Section 3.1 301 with respect to the Debt Securities of a particular series, so long as no Event of Default has occurred and is continuing, the Company shall have the right, at any time during the term of such series, from time to time to defer the payment of interest on such Debt Securities for such period or periods as may be specified as contemplated by Section 3.1 (each, each an "Extension Period") not to exceed the number of consecutive quarterly, semi-annual or other periods that equal five years with respect to each Extension Period, during which Extension Periods the Company shall shall, if so specified as contemplated by Section 301, have the right to make partial payments of interest on any Interest Payment Date. No Extension Period shall end on a date other than an Interest Payment Date. At the end of any such Extension Period Period, the Company shall pay all interest then accrued and unpaid on the Debt Securities (together with Additional Interest thereon, if any, at the rate specified for the Debt Securities of such series to the extent permitted by applicable law) to the Persons in whose names that Securities are registered at the close of business on the Regular Record Date with respect to the Interest Payment Date at the end of such Extension Period); provided, however, that no Extension Period shall extend beyond the Stated Maturity of the principal of the Debt Securities of such series; provided, and provided further, that however, that, during any such Extension Period, the Company shall not, and shall not permit any Subsidiary to, (i) declare or pay any dividends or distributions on, or redeem, purchase, acquire or make a liquidation payment with respect to, any of the Company's capital stock, or (ii) make any payment of principal of or interest or premium, if any, on or repay, repurchase or redeem any debt security securities of the Company that ranks rank pari passu in all respects with or junior in interest to the Debt Securities of such series or make any guarantee payments with respect to any guarantee by the Company of the debt securities of any Subsidiary of the Company that by their terms rank pari passu with or junior in interest to the securities of such series (other than (a) dividends repurchases, redemptions or distributions in the other acquisitions of shares of capital stock of the CompanyCompany in connection with any employment contract, benefit plan or other similar arrangement with or for the benefit of any one or more employees, officers, directors or consultants or in connection with a dividend reinvestment or shareholder stock purchase plan, (b) as a result of an exchange or conversion of any class or series of the Company's capital stock (or any capital stock of a subsidiary of the Company) for any class or series of the Company's capital stock or of any class or series of the Company's then outstanding indebtedness for any class or series of the Company's capital stock, (c) the purchase of fractional interests in shares of the Company's capital stock pursuant to the conversion or exchange provisions of such capital stock or the security being converted or exchanged, (d) any declaration of a dividend in the form of capital stock in connection with any Rights Plan, or the implementation issuance of a rights to capital stock under any Rights Plan, or the redemption or repurchase of any rights distributed pursuant to a Rights Plan, (c) payments under any Mellon Guarantee, and (d) purchases of Common Stock related to the issuance of Common Stock or rights under any of the Company's benefit plans for its directors, officers or employees, related to the issuance of Common Stock or rights under a dividend reinvestment and stock purchase planthereto, or related to (e) any dividend in the issuance form of Common Stock (stock, warrants, options or securities convertible into other rights where the dividend stock or exchangeable for Common Stock) as consideration in an acquisition transaction that was entered into prior to the commencement stock issuable upon exercise of such Extension Periodwarrants, options or other rights is the same stock as that on which the dividend is being paid or ranks pari passu with or junior to such stock). Prior to the termination of any such Extension Period, the Company may further defer the payment of interest, provided that no Event of Default has occurred and is continuing and provided further, that no Extension Period shall exceed the period or periods specified in such Securities or Debt Securities, extend beyond the Stated Maturity of the principal of such SecuritiesDebt Securities or end on a date other than an Interest Payment Date. Upon the termination of any such Extension Period and upon the payment of all accrued and unpaid interest and any Additional Interest then due on any Interest Payment Date, the Company may elect to begin a new Extension Period, subject to the above requirementsconditions. No interest or Additional Interest shall be due and payable during an Extension Period, except at the end thereof, but each installment of interest that would otherwise have been due and payable during such Extension Period shall bear Additional Interest as and to the extent as may be specified as contemplated by Section 301. The Company shall give the Holders of the Debt Securities of such series and the Trustee notice of its election to begin any such Extension Period at least one Business Day prior to the next succeeding Interest Payment Date on which interest on Debt Securities of such series would be payable but for such deferral or, with respect to the any Debt Securities of a series issued to a Mellon Trust, so long as any such Debt Securities are held by such Mellon Trust, at least one Business Day prior to the earlier of (i) the next succeeding date on which Distributions (as defined in the applicable Trust Agreement) on the Trust Preferred Securities of such Mellon Trust would be payable but for such deferral or and (ii) the date on which the Administrative Trustees Property Trustee of such Mellon Trust are is required to give notice to any securities exchange or other applicable self-regulatory organization or to holders of such Trust Preferred Securities of the record date or the date such Distributions are payable, but in any event not less than one Business Day prior to such record date. The Trustee shall promptly give notice of the Company's election to begin any such Extension Period to the Holders of the Outstanding Debt Securities of such series.] Section 313. [Right to Set-off. With respect to the Debt Securities of a series initially issued to a Trust, notwithstanding anything to the contrary herein, the Company shall have the right to set off any payment it is otherwise required to make in respect of any such Debt Security to the extent the Company has theretofore made, or is concurrently on the date of such payment making, a payment under the Guarantee relating to such Debt Security or to a holder of Trust Preferred Securities pursuant to an action undertaken under Section 808 of this Indenture.]
Appears in 1 contract
Sources: Indenture (Progress Energy Inc)
Deferrals of Interest Payment Dates. If specified as contemplated by Section 2.1 or Section 3.1 with respect to the Securities of a particular series, so long as no Event of Default has occurred and is continuing, the Company shall have the right, at any time during the term of such series, from time to time to defer the payment of interest on such Securities for such period or periods as may be specified as contemplated by Section 3.1 (each, each an "EXTENSION PERIOD") not to exceed the number of consecutive quarterly, semi-annual or other periods that equal five years with respect to each Extension Period") , during which Extension Periods the Company shall shall, if so specified as contemplated by Section 3.1, have the right to make partial payments of interest on any Interest Payment Date. No Extension Period shall end on a date other than an Interest Payment Date. At the end of any such Extension Period Period, the Company shall pay all interest then accrued and unpaid on the Securities (together with Additional Interest thereon, if any, at the rate specified for the Securities of such series to the extent permitted by applicable law) to the Persons in whose names that Securities are registered at the close of business on the Regular Record Date with respect to the Interest Payment Date at the end of such Extension Period); providedPROVIDED, howeverHOWEVER, that no Extension Period shall extend beyond the Stated Maturity of the principal of the Securities of such series; providedand PROVIDED FURTHER, furtherHOWEVER, that that, during any such Extension Period, the Company shall not, and shall not permit any Subsidiary to, (i) declare or pay any dividends or distributions on, or redeem, purchase, acquire or make a liquidation payment with respect to, any of the Company's capital stock, or (ii) make any payment of principal of or interest or premium, if any, on or repay, repurchase or redeem any debt security securities of the Company that ranks pari passu rank PARI PASSU in all respects with or junior in interest to the Securities of such series or make any guarantee payments with respect to any guarantee by the Company of the debt securities of any Subsidiary of the Company that by their terms rank pari passu with or junior in interest to the securities of such series (other than (a) dividends repurchases, redemptions or distributions in the other acquisitions of shares of capital stock of the CompanyCompany in connection with any employment contract, benefit plan or other similar arrangement with or for the benefit of any one or more employees, officers, directors or consultants, in connection with a dividend reinvestment or shareholder stock purchase plan or in connection with the issuance of capital stock of the Company (or securities convertible into or exercisable for such capital stock) as consideration in an acquisition transaction entered into prior to the applicable Extension Period, (b) as a result of an exchange or conversion of any class or series of the Company's capital stock (or any capital stock of a Subsidiary of the Company) for any class or series of the Company's capital stock or of any class or series of the Company's indebtedness for any class or series of the Company's capital stock, (c) the purchase of fractional interests in shares of the Company's capital stock pursuant to the conversion or exchange provisions of such capital stock or the security being converted or exchanged, (d) any declaration of a dividend in connection with any Rights Plan, or the implementation issuance of a rights, stock or other property under any Rights Plan, or the redemption or repurchase of any rights distributed pursuant to a Rights Plan, (c) payments under any Mellon Guarantee, and (d) purchases of Common Stock related to the issuance of Common Stock or rights under any of the Company's benefit plans for its directors, officers or employees, related to the issuance of Common Stock or rights under a dividend reinvestment and stock purchase planthereto, or related to (e) any dividend in the issuance form of Common Stock (stock, warrants, options or securities convertible into other rights where the dividend stock or exchangeable for Common Stock) as consideration in an acquisition transaction that was entered into prior to the commencement stock issuable upon exercise of such Extension Periodwarrants, options or other rights is the same stock as that on which the dividend is being paid or ranks PARI PASSU with or junior to such stock). Prior to the termination of any such Extension Period, the Company may further defer the payment of interest, provided PROVIDED that no Event of Default has occurred and is continuing and PROVIDED FURTHER, that no Extension Period shall exceed the period or periods specified in such Securities or Securities, extend beyond the Stated Maturity of the principal of such SecuritiesSecurities or end on a date other than an Interest Payment Date. Upon the termination of any such Extension Period and upon the payment of all accrued and unpaid interest and any Additional Interest then due on any Interest Payment Date, the Company may elect to begin a new Extension Period, subject to the above requirementsconditions. No interest or Additional Interest shall be due and payable during an Extension Period, except at the end thereof, but each installment of interest that would otherwise have been due and payable during such Extension Period shall bear Additional Interest as and to the extent as may be specified as contemplated by Section 3.1. The Company shall give the Holders of the Securities of such series and the Trustee notice of its election to begin any such Extension Period at least one Business Day prior to the next succeeding Interest Payment Date on which interest on Securities of such series would be payable but for such deferral or, with respect to the any Securities of a series issued to a Mellon an Issuer Trust, so long as any such Securities are held by such Mellon Issuer Trust, at least one Business Day prior to the earlier of (i) the next succeeding date on which Distributions on the Preferred Capital Securities of such Mellon Issuer Trust would be payable but for such deferral or deferral, and (ii) the date on which the Administrative Trustees Property Trustee of such Mellon Issuer Trust are is required to give notice to any securities exchange or other applicable self-regulatory organization or to holders of such Preferred Capital Securities of the record date or the date such Distributions are payable, but in any event not less than one Business Day prior to such record date. The Trustee shall promptly give notice of the Company's election to begin any such Extension Period to the Holders of the Outstanding Securities of such series.
Appears in 1 contract
Sources: Junior Subordinated Indenture (United Community Capital Trust)
Deferrals of Interest Payment Dates. If specified as ------------- ----------------------------------- contemplated by Section 2.1 or Section 3.1 with respect to the Securities of a particular series, so long as no Event of Default has occurred and is continuing, the Company shall have the right, at any time during the term of such series, from time to time to defer the payment of interest on such Securities for such period or periods as may be specified as contemplated by Section 3.1 (each, an "Extension Period") during which Extension Periods the Company shall have the right to make partial payments of interest on any Interest Payment Date. No Extension Period shall end on a date other than an Interest Payment Date. At the end of any such Extension Period the Company shall pay all interest then accrued and unpaid on the Securities (together with Additional Interest thereon, if any, at the rate specified for the Securities of such series to the extent permitted by applicable law) to the Persons in whose names that Securities are registered at the close of business on the Regular Record Date with respect to the Interest Payment Date at the end of such Extension Period); provided, however, that no Extension Period shall extend beyond the Stated Maturity of the principal of the Securities of such series; provided, further, and provided further that during any such Extension Period, the Company shall not, and to the extent applicable, shall not permit any Subsidiary to, (i) declare or pay any dividends or distributions on, or redeem, purchase, acquire or make a liquidation payment with respect to, any of the Company's capital stock (which includes common and preferred stock), or (ii) make any payment of principal of or interest or premium, if any, on or repay, repurchase or redeem any debt security securities of the Company (including Securities other than the Securities of such series) that ranks pari passu with or junior in interest to the Securities of such series or (iii) make any guarantee payments with respect to any guarantee by the Company of the debt securities of any Subsidiary of the Company that (including Guarantee Agreements other than the ▇▇▇▇▇▇▇▇▇▇ Guarantee related to the Capital Securities issued by their terms rank the ▇▇▇▇▇▇▇▇▇▇ Capital Trust holding Securities of such series) if such guarantee ranks pari passu with or junior in interest to the securities Securities of such series (other than (a) dividends or distributions in the capital stock Common Stock of the Company, (b) any declaration of a dividend in connection with the implementation of a Rights Planrights plan, or the issuance of stock under any such plan in the future or the redemption or repurchase of any such rights distributed pursuant to a Rights Planthereto, (c) as a result of an exchange or conversion of one class or series of the Company's capital stock for another class or series of the Company's Capital Stock, (d) payments under any Mellon Guaranteethe ▇▇▇▇▇▇▇▇▇▇ Guarantee related to the Capital Securities issued by the ▇▇▇▇▇▇▇▇▇▇ Capital Trust holding Securities of such series, and (de) purchases purchases, repurchases, redemptions or other acquisitions of shares of Common Stock related to the issuance of Common Stock or rights under in connection with any of the Company's benefit plans for its directors, officers or employees, related to the issuance of Common Stock or rights under a dividend reinvestment and stock purchase plan, or related to the issuance of Common Stock (or securities convertible into or exchangeable for Common Stock) as consideration in an acquisition transaction that was entered into prior to the commencement of such Extension Period). Prior to the termination of any such Extension Period, the Company may further defer the payment of interest, extend such Extension Period; provided that no such extension does not cause such Extension Period shall exceed the period or periods specified in such Securities or to extend beyond the Stated Maturity of the principal of such Securities. Upon termination of any Extension Period and upon the payment of all accrued and unpaid interest and any Additional Interest then due on any Interest Payment Date, the Company may elect to begin a new Extension Period, subject to the above requirements. No interest shall be due and payable during an Extension Period, except at the end thereof. The Company shall give the Holders Trustee and the Property Trustee and the Administrative Trustees of the ▇▇▇▇▇▇▇▇▇▇ Capital Trust holding Securities of such series and the Trustee notice of its election to begin of any such Extension Period (or an extension thereof) at least one five Business Day prior to the next succeeding Interest Payment Date on which interest on Securities of such series would be payable but for such deferral or, with respect to the Securities of a series issued to a Mellon Trust, so long as such Securities are held by such Mellon Trust, Days prior to the earlier of (i) the next succeeding date on which Distributions on the Preferred Capital Securities of such Mellon ▇▇▇▇▇▇▇▇▇▇ Capital Trust would be payable but except for the election to begin or extend such deferral Extension Period or (ii) the date the Administrative Trustees of such Mellon ▇▇▇▇▇▇▇▇▇▇ Capital Trust are required to give notice to any securities exchange or other applicable self-regulatory organization automated quotation system or to holders of such Preferred Capital Securities of the record date or the date such Distributions are payable, but in any event not less than one five Business Day Days prior to such record date. The Trustee shall promptly give notice of the Company's election to begin any such Extension Period to the Holders of the Outstanding Securities of such series.
Appears in 1 contract
Sources: Junior Subordinated Indenture (Chittenden Capital Trust I)
Deferrals of Interest Payment Dates. If specified as contemplated by Section 2.1 or Section 3.1 with respect to the Securities of a particular series, so long as no Event of Default has occurred and is continuing, the Company shall have the right, at any time during the term of such series, from time to time to defer the payment of interest on such Securities for such period or periods as may be specified as contemplated by Section 3.1 (each, an "Extension Period") during which Extension Periods the Company shall have the right to make partial payments of interest on any Interest Payment Date. No Extension Period shall end on a date other than an Interest Payment Date. At the end of any such Extension Period the Company shall pay all interest then accrued and unpaid on the Securities (together with Additional Interest thereon, if any, at the rate specified for the Securities of such series to the extent permitted by applicable law) to the Persons in whose names that Securities are registered at the close of business on the Regular Record Date with respect to the Interest Payment Date at the end of such Extension Period); provided, however, that no Extension Period shall extend beyond the Stated Maturity of the principal of the Securities of such series; provided, further, that during any such Extension Period, the Company shall not, and shall not permit any Subsidiary to, (i) declare or pay any dividends or distributions on, or redeem, purchase, acquire or make a liquidation payment with respect to, any of the Company's capital stock, or (ii) make any payment of principal of or principal, interest or premium, if any, on or repay, repurchase or redeem any debt security securities of the Company that ranks rank pari passu in all respects with or junior in interest to the Securities of such series or make any guarantee payments with respect to any guarantee by the Company of the debt securities of any Subsidiary of the Company that by their terms rank if such guarantee ranks pari passu with or junior in interest to the securities of such series (other than (a) dividends or distributions in the capital stock of the CompanyCommon Stock, (b) any declaration of a dividend in connection with the implementation of a Rights Plan, or the issuance of any Common Stock of any class or series of preferred stock of the Company under any Rights Plan in the future or the redemption or repurchase of any rights distributed pursuant to a Rights Planthereto, (c) payments under any Mellon BankAmerica Guarantee, and (d) purchases of Common Stock related to the issuance of Common Stock or rights under any of the Company's benefit plans for its directors, officers or employees, related to the issuance of Common Stock or rights under a dividend reinvestment and stock purchase plan, or related to the issuance of Common Stock (or securities convertible into or exchangeable for Common Stock) as consideration in an acquisition transaction that was entered into prior to the commencement of such Extension Period). Prior to the termination of any such Extension Period, the Company may further defer extend the interest payment of interestperiod, provided that no Extension Period shall exceed the period or periods specified in such Securities or extend beyond the Stated Maturity of the principal of such Securities. Upon the termination of any Extension Period and upon the payment of all accrued and unpaid interest and any Additional Interest amounts then due on any Interest Payment Date, the Company may elect to begin a new Extension Period, subject to the above requirements. No interest shall be due and payable during an Extension Period, except at the end thereof. The Company shall give the Holders of the Securities of such series and the Trustee notice of its election to begin any such Extension Period at least one Business Day prior to the next succeeding Interest Payment Date on which interest on Securities of such series would be payable but for such deferral or, with respect to the Securities of a series issued to a Mellon BankAmerica Trust, so long as such Securities are held by such Mellon BankAmerica Trust, prior to the earlier of (i) the next succeeding date on which Distributions on the Preferred Securities of such Mellon BankAmerica Trust would be payable but for such deferral or (ii) the date the Administrative Trustees of such Mellon BankAmerica Trust are required to give notice to any securities exchange or other applicable self-regulatory organization or to holders of such Preferred Securities of the record date or the date such Distributions are payable, but in any event not less than one Business Day prior to such record date. For purposes hereof, neither the Company's Senior Debt nor its Senior Subordinated Debt shall be deemed to be pari passu with the Securities. The Trustee Trustee, at the expense of the Company, shall promptly give notice of the Company's election to begin any such Extension Period to the Holders of the Outstanding Securities of such series.
Appears in 1 contract
Sources: Junior Subordinated Indenture (Bankamerica Capital Viii)
Deferrals of Interest Payment Dates. If specified as contemplated by Section 2.1 or Section 3.1 with respect to the Securities of a particular series, so long as no Event of Default has occurred and is continuing, the Company shall have the right, at any time during the term of such series, from time to time to defer the payment of interest on such Securities for such period or periods as may be specified as contemplated by Section 3.1 (each, each an "Extension Period") not to exceed the number of consecutive interest periods that equal five years with respect to each Extension Period, during which Extension Periods the Company shall shall, if so specified as contemplated by Section 3.1, have the right to make partial payments of interest on any Interest Payment Date. No Extension Period shall end on a date other than an Interest Payment Date. At the end of any such Extension Period Period, the Company shall pay all interest then accrued and unpaid on the Securities (together with Additional Interest thereon, if any, at the rate specified for the Securities of such series to the extent permitted by applicable law) to the Persons in whose names that Securities are registered at the close of business on the Regular Record Date with respect to the Interest Payment Date at the end of such Extension Period); provided, however, that no Extension Period shall extend beyond the Stated Maturity of the principal of the Securities of such series; provided, and provided further, that however, that, during any such Extension Period, the Company shall not, and shall not permit any Subsidiary to, (i) declare or pay any dividends or distributions on, or redeem, purchase, acquire or make a liquidation payment with respect to, any of the Company's capital stock, or (ii) make any payment of principal of or interest or premium, if any, on or repay, repurchase or redeem any debt security securities of the Company that ranks rank pari passu in all respects with or junior in interest to the Securities of such series or make any guarantee payments series, [if applicable, insert - including the Company's obligations associated with respect to any guarantee by the Company of the debt securities of any Subsidiary of the Company that by their terms rank pari passu with or junior in interest to the securities of such series Outstanding Capital Securities] (other than (aA) dividends repurchases, redemptions or distributions in the other acquisitions of shares of capital stock of the CompanyCompany in connection with any employment contract, benefit plan or other similar arrangement with or for the benefit of any one or more employees, officers, directors or consultants, in connection with a dividend reinvestment or stockholder stock purchase plan or in connection with the issuance of capital stock of the Company (or securities convertible into or exercisable for such capital stock) as consideration in an acquisition transaction entered into prior to the applicable Extension Period, (bB) as a result of an exchange or conversion of any class or series of the Company's capital stock (or any capital stock of a Subsidiary of the Company) for any class or series of the Company's capital stock or of any class or series of the Company's indebtedness for any class or series of the Company's capital stock, (C) the purchase of fractional interests in shares of the Company's capital stock pursuant to the conversion or exchange provisions of such capital stock or the security being converted or exchanged, (D) any declaration of a dividend in connection with any Rights Plan, or the implementation issuance of a rights, stock or other property under any Rights Plan, or the redemption or repurchase of any rights distributed pursuant to a Rights Plan, (c) payments under any Mellon Guarantee, and (d) purchases of Common Stock related to the issuance of Common Stock or rights under any of the Company's benefit plans for its directors, officers or employees, related to the issuance of Common Stock or rights under a dividend reinvestment and stock purchase planthereto, or related to (E) any dividend in the issuance form of Common Stock (stock, warrants, options or securities convertible into other rights where the dividend stock or exchangeable for Common Stock) as consideration in an acquisition transaction that was entered into prior to the commencement stock issuable upon exercise of such Extension Periodwarrants, options or other rights is the same stock as that on which the dividend is being paid or ranks pari passu with or junior to such stock). Prior to the termination of any such Extension Period, the Company may further defer the payment of interest, provided that no Event of Default has occurred and is continuing and provided further, that no Extension Period shall exceed the period or periods specified in such Securities or Securities, extend beyond the Stated Maturity of the principal of such SecuritiesSecurities or end on a date other than an Interest Payment Date. Upon the termination of any such Extension Period and upon the payment of all accrued and unpaid interest and any Additional Interest then due on any Interest Payment Date, the Company may elect to begin a new Extension Period, subject to the above requirementsconditions. No interest or Additional Interest shall be due and payable during an Extension Period, except at the end thereof, but each installment of interest that would otherwise have been due and payable during such Extension Period shall bear Additional Interest as and to the extent as may be specified as contemplated by Section 3.1. The Company shall give the Holders of the Securities of such series and the Trustee notice of its election to begin any such Extension Period at least one Business Day prior to the next succeeding Interest Payment Date on which interest on Securities of such series would be payable but for such deferral or, with respect to the any Securities of a series issued to a Mellon an Issuer Trust, so long as any such Securities are held by such Mellon Issuer Trust, at least one Business Day prior to the earlier of (ix) the next succeeding date on which Distributions (as defined in the Trust Agreement) on the Preferred Capital Securities of such Mellon Issuer Trust would be payable but for such deferral or deferral, and (iiy) the date on which the Administrative Trustees Property Trustee of such Mellon Issuer Trust are is required to give notice to any securities exchange or other applicable self-regulatory organization or to holders of such Preferred Capital Securities of the record date or the date such Distributions are payable, but in any event not less than one Business Day prior to such record date. The Trustee shall promptly give notice of the Company's election to begin any such Extension Period to the Holders of the Outstanding Securities of such series.
Appears in 1 contract
Deferrals of Interest Payment Dates. If specified as contemplated by Section 2.1 or Section 3.1 301 with respect to the Securities of a particular series, so long as no Event of Default has occurred and is continuing, the Company shall have the right, at any time during the term of such series, from time to time to defer extend the interest payment of interest on period for such Securities for such period or periods as may be specified as contemplated by Section 3.1 301 (each, an "Extension Period") during which Extension Periods periods the Company shall have the right to make partial payments of interest on any Interest Payment Date. No Extension Period shall end on a date other than an Interest Payment Date. At , and at the end of any such Extension Period the Company shall pay all interest then accrued and unpaid on the Securities thereon (together with Additional Interest thereon, if any, at the rate specified for the Securities of such series to the extent permitted by applicable law) to the Persons in whose names that Securities are registered at the close of business on the Regular Record Date with respect to the Interest Payment Date at the end of such Extension Period; ), provided, however, that no Extension Period shall extend beyond the Stated Maturity of the principal of the Securities of such series; provided, further, that during any such Extension Period, the Company shall not, and shall not permit cause any Subsidiary not to, (i) declare or pay any dividends or distributions on, or redeem, purchase, acquire or make a liquidation payment with respect to, any of the Company's capital stock, or (ii) make any payment of principal of or principal, interest or premium, if any, on or repay, repurchase or redeem any debt security of the Company securities that ranks rank pari passu with or junior in interest to the Securities of such series or make any guarantee payments with respect to any guarantee by the Company of the debt securities of any Subsidiary of the Company that by their terms rank pari passu with or junior in interest to the securities of such series foregoing (other than (a) dividends or distributions in the capital common stock of the Company, Company (b) redemptions or purchases of any rights pursuant to the Company's Rights Plan, or any successor to such Rights Plan, and the declaration of a dividend of such rights in connection with the implementation of a Rights Planfuture, or the redemption or repurchase of any rights distributed pursuant to a Rights Plan, and (c) payments under any Mellon Chubb Guarantee, and (d) purchases of Common Stock related to the issuance of Common Stock or rights under any of the Company's benefit plans for its directors, officers or employees, related to the issuance of Common Stock or rights under a dividend reinvestment and stock purchase plan, or related to the issuance of Common Stock (or securities convertible into or exchangeable for Common Stock) as consideration in an acquisition transaction that was entered into prior to the commencement of such Extension Period). Prior to the termination of any such Extension Period, the Company may further defer extend the interest payment of interestperiod, provided that no such Extension Period together with all such previous and further extensions of such Extension Period shall not exceed the period or periods so specified in such Securities or extend beyond the Stated Maturity of the principal of such Securities. Upon termination of any Extension Period and upon the payment of all accrued and unpaid interest and any Additional Interest then due on any Interest Payment Datedue, the Company may elect to begin select a new Extension Period, subject to the above requirements. No interest shall be due and payable during an Extension Period, except at the end thereof. The Company shall give the Holders of the Securities of such series and the Trustee notice of its election to begin any selection of such Extension Period at least one Business Day prior to the next succeeding Interest Payment Date on which interest on Securities of such series would be payable but for such deferral or, with respect to the Securities of a series issued to a Mellon Trust, so long as such Securities are held by such Mellon Chubb Trust, prior to the earlier of (i) the next succeeding date on which the Distributions on the Preferred Securities of such Mellon Chubb Trust would be are payable but for such deferral or (ii) the date the Administrative Trustees of such Mellon Chubb Trust are required to give notice to any securities exchange the New York Stock Exchange or other applicable self-regulatory organization or to holders of such Preferred Securities of the record date or the date such Distributions are payable, but in any event not less than one Business Day prior to such record date. The Trustee shall promptly give notice of the Company's election to begin any selection of such Extension Period to the Holders of the Outstanding outstanding Securities of such series.
Appears in 1 contract
Sources: Junior Subordinated Indenture (Chubb Capital Trust Iii)
Deferrals of Interest Payment Dates. (1) If specified as contemplated by Section 2.1 or Section 3.1 with respect to the Securities of a particular series, so long as no Event of Default has occurred and is continuing, the Company shall have the right, at any time during the term of such series, from time to time to defer the payment of interest on such Securities for such period or periods as may be specified as contemplated by Section 3.1 (each, each an "Extension Period") not to exceed the number of consecutive quarterly, semi-annual or other periods that equal five years with respect to each Extension Period, during which Extension Periods the Company shall shall, if so specified as contemplated by Section 3.1, have the right to make partial payments of interest on any Interest Payment Date. No Extension Period shall end on a date other than an Interest Payment Date. At the end of any such Extension Period Period, the Company shall pay all interest then accrued and unpaid on the Securities (together with Additional Interest thereon, if any, at the rate specified for the Securities of such series to the extent permitted by applicable law) to the Persons in whose names that Securities are registered at the close of business on the Regular Record Date with respect to the Interest Payment Date at the end of such Extension Period); provided, however, that no Extension Period shall extend beyond the Stated Maturity of the principal of the Securities of such series; provided, and provided further, that however, that, during any such Extension Period, the Company shall not, and shall not permit any Subsidiary to, (i) declare or pay any dividends or distributions on, or redeem, purchase, acquire or make a liquidation payment with respect to, any of the Company's capital stock, or (ii) make any payment of principal of or interest or premium, if any, on or repay, repurchase or redeem any debt security securities of the Company that ranks rank pari passu in all respects with or junior in interest to the Securities of such series or make any guarantee payments with respect to any guarantee by the Company of the debt securities of any Subsidiary of the Company that by their terms rank pari passu with or junior in interest to the securities of such series (other than (aA) dividends repurchases, redemptions or distributions in the other acquisitions of shares of capital stock of the CompanyCompany in connection with any employment contract, benefit plan or other similar arrangement with or for the benefit of any one or more employees, officers, directors or consultants, in connection with a dividend reinvestment or stockholder stock purchase plan or in connection with the issuance of capital stock of the Company (or securities convertible into or exercisable for such capital stock) as consideration in an acquisition transaction entered into prior to the applicable Extension Period, (bB) as a result of a reclassification, an exchange or conversion of any class or series of the Company's capital stock (or any capital stock of a Subsidiary of the Company) for any class or series of the Company's capital stock or of any class or series of the Company's indebtedness for any class or series of the Company's capital stock, (C) the purchase of fractional interests in shares of the Company's capital stock pursuant to the conversion or exchange provisions of such capital stock or the security being converted or exchanged, (D) any declaration of a dividend in connection with any Rights Plan, or the implementation issuance of a rights, stock or other property under any Rights Plan, or the redemption or repurchase of any rights distributed pursuant to a Rights Plan, (c) payments under any Mellon Guarantee, and (d) purchases of Common Stock related to the issuance of Common Stock or rights under any of the Company's benefit plans for its directors, officers or employees, related to the issuance of Common Stock or rights under a dividend reinvestment and stock purchase planthereto, or related to (E) any dividend in the issuance form of Common Stock (stock, warrants, options or securities convertible into other rights where the dividend stock or exchangeable for Common Stock) as consideration in an acquisition transaction that was entered into prior to the commencement stock issuable upon exercise of such Extension Periodwarrants, options or other rights is the same stock as that on which the dividend is being paid or ranks pari passu with or junior to such stock). Prior to the termination of any such Extension Period, the Company may further defer the payment of interest, provided that no Event of Default has occurred and is continuing and provided further, that no Extension Period shall exceed the period or periods specified in such Securities or Securities, extend beyond the Stated Maturity of the principal of such SecuritiesSecurities or end on a date other than an Interest Payment Date. Upon the termination of any such Extension Period and upon the payment of all accrued and unpaid interest and any Additional Interest then due on any Interest Payment Date, the Company may elect to begin a new Extension Period, subject to the above requirementsconditions. No interest or Additional Interest shall be due and payable during an Extension Period, except at the end thereof, but each installment of interest that would otherwise have been due and payable during such Extension Period shall bear Additional Interest as and to the extent as may be specified as contemplated by Section 3.1. The Company shall give the Holders of the Securities of such series and the Trustee notice of its election to begin any such Extension Period at least one Business Day prior to the next succeeding Interest Payment Date on which interest on Securities of such series would be payable but for such deferral or, with respect to the any Securities of a series issued to a Mellon the Issuer Trust, so long as any such Securities are held by such Mellon the Issuer Trust, at least one Business Day prior to the earlier of (ia) the next succeeding date on which Distributions (as defined in the Trust Agreement) on the Preferred Capital Securities of such Mellon the Issuer Trust would be payable but for such deferral or deferral, and (iib) the date on which the Administrative Trustees Property Trustee of such Mellon the Issuer Trust are is required to give notice to any securities exchange or other applicable self-regulatory organization or to holders of such Preferred Capital Securities of the record date or the date such Distributions are payable, but in any event not less than one Business Day prior to such record date. .
(2) The Trustee shall promptly give notice of the Company's election to begin any such Extension Period to the Holders of the Outstanding Securities of such series.
Appears in 1 contract
Sources: Junior Subordinated Indenture (BSB Capital Trust I)
Deferrals of Interest Payment Dates. If specified as contemplated by Section 2.1 or Section 3.1 with respect to the Securities of a particular series, so long as no Event of Default has occurred and is continuing, the The Company shall ----------------------------------- have the right, at any time during the term of such seriesthe Debentures, from time to time to defer extend the interest payment of interest on such Securities period for such the Debentures for up to [20 consecutive quarters] with respect to each deferral period or periods as may be specified as contemplated by Section 3.1 (each, an "Extension Period") during which Extension Periods periods the Company shall have the right to not make partial payments of interest on any Interest Payment Date. No Extension Period shall end on a date other than an Interest Payment Date. At , and at the end of any such Extension Period the Company shall pay all interest then accrued and unpaid on the Securities thereon (together with Additional Interest thereon, if any, at the rate specified for the Securities of such series Debentures to the extent permitted by applicable law) to the Persons in whose names that Securities are registered at the close of business on the Regular Record Date with respect to the Interest Payment Date at the end of such Extension Period; ), provided, however, that no Extension Period shall extend beyond the Stated Maturity of the principal of the Securities of such series; provided, further, that during any such Extension Period, the Company shall not, and shall not permit any Subsidiary to, (ia) declare or pay any dividends or dividend on, make distributions onwith respect to, or redeem, purchase, acquire purchase or make a liquidation payment with respect to, any of its Common Stock (other than (i) purchases or acquisitions of shares of Common Stock in connection with the satisfaction by the Company of its obligations under any employee benefit plan, (ii) as a result of a reclassification of the Company's capital stockCommon Stock or the exchange or conversion of one class or series of the Company's Common Stock for another class or series of the Company's Common Stock, (iii) the purchase of fractional interests in shares of the Company's Common Stock pursuant to the conversion or exchange provisions of such Common Stock of the Company or the security being converted or exchanged or (iiiv) purchases or acquisitions of shares of Common Stock to be used in connection with acquisitions of Common Stock by shareholders pursuant to the Company's dividend reinvestment plan) or make any guarantee payments with respect to the foregoing and (b) the Company shall not make any payment of principal of or interest or premium, if any, on or repay, repurchase or redeem any debt security of the Company that ranks pari passu with or junior in interest to the Securities of such series or make any guarantee payments with respect to any guarantee securities (including guarantees) other than at stated maturity issued by the Company of the debt securities of any Subsidiary of the Company that by their terms which rank pari passu with or junior in interest to the securities of such series (other than (a) dividends or distributions in the capital stock of the Company, (b) any declaration of a dividend in connection with the implementation of a Rights Plan, or the redemption or repurchase of any rights distributed pursuant to a Rights Plan, (c) payments under any Mellon Guarantee, and (d) purchases of Common Stock related to the issuance of Common Stock or rights under any of the Company's benefit plans for its directors, officers or employees, related to the issuance of Common Stock or rights under a dividend reinvestment and stock purchase plan, or related to the issuance of Common Stock (or securities convertible into or exchangeable for Common Stock) as consideration in an acquisition transaction that was entered into prior to the commencement of such Extension Period)Debentures. Prior to the termination of any such Extension Period, the Company may further defer extend the interest payment of interestperiod, provided that no Extension Period shall exceed the period or periods specified in such Securities [20 consecutive quarters] or extend beyond the Stated Maturity of the principal of such SecuritiesDebentures. Upon the termination of any such Extension Period and upon the payment of all accrued and unpaid interest and any Additional Interest then due on any Interest Payment Datedue, the Company may elect to begin a new Extension Period, subject to the above requirements. No interest shall be due and payable during an Extension Period, Period except at the end thereof. The Company shall give the Holders of Trustee[, the Securities of such series Property Trustee and the Trustee Administrative Trustees (as defined in the Trust Agreement)] notice of its election to begin any such selection of an Extension Period at least one Business Day prior to the next succeeding Interest Payment Date on which interest on Securities of such series would be payable but for such deferral or, with respect to the Securities of a series issued to a Mellon Trust, so long as such Securities are held by such Mellon Trust, prior to the earlier of (i) the next succeeding record date on which Distributions for the date [the distributions on the Preferred Securities of (or if no Preferred Securities are outstanding, for the date] interest on the Debentures[)] would have been payable except for the election to begin such Mellon Trust would be payable but for such deferral or Extension Period and (ii) the date the Administrative Trustees of such Mellon Trust [Property Trustee (or if no Preferred Securities are outstanding, the Debenture] Trustee[)] is required to give notice to any securities exchange the NYSE or other applicable self-self- regulatory organization or organizations or[ to holders of such Preferred Securities (or, if no Preferred Securities are outstanding,] to the holders of such Debentures[)] of the record date date. Such notice shall specify the period selected. The Company, or the date such Distributions are payableTrustee at the request of the Company, but in any event not less than one Business Day prior to such record date. The Trustee shall promptly give notice of the Company's election to begin any selection of such Extension Period to the Holders of the Outstanding Securities of such seriesoutstanding Debentures.
Appears in 1 contract
Sources: Indenture (Alcoa Inc)
Deferrals of Interest Payment Dates. If specified as contemplated by Section 2.1 or Section 3.1 with respect to the Securities of a particular series, so long as no Event of Default has occurred and is continuing, the Company Corporation shall have the right, at any time during the term of such series, from time to time to defer the payment of interest on such Securities for such period or periods as may be specified as contemplated by Section 3.1 (each, an "Extension Period") ), during which Extension Periods the Company shall Corporation shall, if so specified as contemplated by Section 3.1, have the right to make partial payments of interest on any Interest Payment Date. No Extension Period shall end on a date other than an Interest Payment Date. At the end of any such Extension Period the Company Corporation shall pay all interest then accrued and unpaid on the Securities (together with Additional Interest thereon, if any, at the rate specified for the Securities of such series to the extent permitted by applicable law) to the Persons in whose names that Securities are registered at the close of business on the Regular Record Date with respect to the Interest Payment Date at the end of such Extension Period); provided, however, that no Extension Period shall extend beyond the Stated Maturity of the principal of the Securities of such series; provided, and provided further, however that during any such Extension Period, the Company shall not, Corporation and the Guarantor shall not permit any Subsidiary to, (i) declare or pay any dividends or distributions on, or redeem, purchase, acquire or make a liquidation payment with respect to, any of the CompanyCorporation's capital stock, or (ii) make any payment of principal of or interest or premium, if any, on or repay, repurchase or redeem any debt security securities of the Company Corporation that rank pari passu in all respects with or junior in interest to the Securities of such series or (iii) make any guarantee payments with respect to any guarantee by the Corporation or the Guarantor of the debt securities of any Subsidiary of the Corporation or the Guarantor if such guarantee ranks pari passu with or junior in interest to the Securities of such series or make any guarantee payments with respect to any guarantee by the Company of the debt securities of any Subsidiary of the Company that by their terms rank pari passu with or junior in interest to the securities of such series (other than (a) dividends repurchases, redemptions or distributions in the other acquisitions of shares of capital stock of the CompanyCorporation or the Guarantor in connection with any employment contract, benefit plan or other similar arrangement with or for the benefit of any one or more employees, officers, directors or consultants, in connection with a dividend reinvestment or stockholder stock purchase plan or in connection with the issuance of capital stock of the Corporation (or securities convertible into or exercisable for such capital stock) as consideration in an acquisition transaction entered into prior to the applicable Extension Period, (b) as a result of an exchange or conversion of any class or series of the Corporation's or the Guarantor's capital stock (or any capital stock of a Subsidiary of the Corporation or the Guarantor) for any class or series of the Corporation's or the Guarantor's capital stock, respectively, or of any class or series of the Corporation's or the Guarantor's indebtedness for any class or series of the Corporation's or the Guarantor's capital stock, respectively, (c) the purchase of fractional interests in shares of the Corporation's or the Guarantor's capital stock pursuant to the conversion or exchange provisions of such capital stock or the security being converted or exchanged, (d) any declaration of a dividend in connection with any Rights Plan, or the implementation issuance of a rights, stock or other property under any Rights Plan, or the redemption or repurchase of any rights distributed pursuant to a Rights Plan, (c) payments under any Mellon Guarantee, and (d) purchases of Common Stock related to the issuance of Common Stock or rights under any of the Company's benefit plans for its directors, officers or employees, related to the issuance of Common Stock or rights under a dividend reinvestment and stock purchase planthereto, or related to (e) any dividend in the issuance form of Common Stock (stock, warrants, options or securities convertible into other rights where the dividend stock or exchangeable for Common Stock) as consideration in an acquisition transaction that was entered into prior to the commencement stock issuable upon exercise of such Extension Periodwarrants, options or other rights is the same stock as that on which the dividend is being paid or ranks pari passu with or junior to such stock). Prior to the termination of any such Extension Period, the Company Corporation may further defer the payment of interest, provided that no Extension Period shall exceed the period or periods specified in such Securities or Securities, extend beyond the Stated Maturity of the principal of such SecuritiesSecurities or end on a date other than an Interest Payment Date. Upon the termination of any such Extension Period and upon the payment of all accrued and unpaid interest and any Additional Interest then due on any Interest Payment Date, the Company Corporation may elect to begin a new Extension Period, subject to the above requirementsconditions. No interest or Additional Interest shall be due and payable during an Extension Period, except at the end thereof, but each installment of interest that would otherwise have been due and payable during such Extension Period shall bear Additional Interest as and to the extent as may be specified as contemplated by Section 3.1. The Company Corporation shall give the Holders of the Securities of such series and the Trustee notice of its election to begin any such Extension Period at least one Business Day prior to the next succeeding Interest Payment Date on which interest on Securities of such series would be payable but for such deferral or, with respect to the any Securities of a series issued to a Mellon an Issuer Trust, so long as any such Securities are held by such Mellon Issuer Trust, at least one Business Day prior to the earlier of (i) the next succeeding date on which Distributions on the Preferred Capital Securities of such Mellon Issuer Trust would be payable but for such deferral or deferral, and (ii) the date on which the Administrative Trustees Property Trustee of such Mellon Issuer Trust are is required to give notice to any securities exchange or other applicable self-regulatory organization or to holders of such Preferred Capital Securities of the record date or the date such Distributions are payable, but in any event not less than one Business Day prior to such record date. The Trustee shall promptly give notice of the CompanyCorporation's election to begin any such Extension Period to the Holders of the Outstanding Securities of such series.
Appears in 1 contract