Rate. Holders shall be entitled to receive, if, as and when declared by the Board of Directors, or any duly authorized committee thereof, but only out of assets legally available therefor, cumulative cash dividends payable quarterly in arrears on each January 1, April 1, July 1 and October 1, commencing on the first such day occurring after a full calendar quarter has elapsed since the Issue Date; provided, however, if any such day is not a Business Day, then payment of any dividend otherwise payable on that date will be made on the next succeeding day that is a Business Day, without any interest or other payment in respect of such delay (each such day on which dividends are payable, a “Dividend Payment Date”). The period from and including any Dividend Payment Date (or, prior to the first Dividend Payment Date, from and including the date of issuance of the Convertible Preferred Stock) to, but excluding, the next Dividend Payment Date is a “Dividend Period.” Dividends on each share of Convertible Preferred Stock will accrue daily at a rate per annum of $85, payable for each full Dividend Period in equal quarterly installments; provided, however, that for the Dividend Period from and including the Issue Date and ending on the day that is immediately prior to the first Dividend Payment Date, dividends will be computed on the basis described in the last sentence of this Section 4(a) as being applicable to such Dividend Period. The record date for payment of dividends on the Convertible Preferred Stock will be the fifteenth day of the calendar month immediately preceding the relevant Dividend Payment Date (each, a “Dividend Record Date”), whether or not such day is a Business Day. The amount of dividends payable will be computed on the basis of a 360 day year of twelve 30-day months, and for any period of less than a month, actual days elapsed over a 30-day month.
Appears in 2 contracts
Sources: Investment Agreement (Dow Chemical Co /De/), Investment Agreement (Dow Chemical Co /De/)
Rate. Holders of Series C Preferred Stock shall be entitled to receive, if, as and when declared by the Board of Directors, or any duly authorized committee thereof, but only out of assets any funds of the Corporation legally available thereforfor that purpose, non-cumulative cash dividends payable quarterly in arrears on each January 1, April 1, July 1 and October 1, commencing on the first such day occurring after a full calendar quarter has elapsed since the Issue Date; provided, however, if any such day is not a Business Day, then payment of any dividend otherwise payable on that date will be made on the next succeeding day that is a Business Day, without any interest or other payment in respect of such delay (each such day on which dividends are payable, a “Dividend Payment Date”). The period from and including any Dividend Payment Date (or, prior to the first Dividend Payment Date, from and including the date of issuance at the rate of 8% per year per share of Preferred Stock, payable quarterly (pro-rated for partial quarters) in arrears in cash, or, at the option of the Convertible Corporation, in shares of its Free-Trading Common Stock (as defined herein) at the applicable Conversion Rate (as defined in Section 5.2 below), on the first day of April, July, October and January of each year commencing July 1, 1999 (each such date being hereinafter individually referred to as the "Dividend Payment Date" and collectively as the "Dividend Payment Dates"); PROVIDED, HOWEVER, that such dividends will only be paid to holders of Series C Preferred Stock in the event the Corporation has earnings in any fiscal year greater than $1.0 million. Notwithstanding the preceding sentence, should the Corporation in its discretion determine to pay said dividends in shares of Free Trading Common Stock, then all unpaid dividends shall be paid at the time of each conversion of the Series C Preferred Stock) to, but excludingsuch that upon each conversion of the Series C Preferred Stock by the holder thereof, the next Dividend Payment Date is a “Dividend Period.” Dividends on each share Corporation shall pay all unpaid dividends owed as of Convertible the date of such conversion. Each such dividend shall be paid to the holders of record of the Series C Preferred Stock will accrue daily at a rate per annum of $85, payable for each full Dividend Period in equal quarterly installments; provided, however, that for the Dividend Period from and including the Issue Date and ending as they appear on the day that is immediately books of the Corporation on the record date which shall be not less than 30 days prior to the first related Dividend Payment Date, dividends will be computed . Dividends on the basis described Series C Preferred Stock shall be declared and paid to the extent the Corporation is legally able to do so and shall be cumulative to the extent not declared and paid. Holders of Series C Preferred Stock shall not be entitled to any dividends, whether payable in the last sentence cash, property or stock, in excess of this Section 4(a) full dividends as being applicable to such Dividend Period. The record date for payment of dividends herein provided on the Convertible Series C Preferred Stock. "Free-Trading Common Stock" shall mean shares of Common Stock will be that are either "restricted securities" as defined in Rule 144 under the fifteenth day Securities Act of 1933 (the calendar month immediately preceding the relevant Dividend Payment Date (each, a “Dividend Record Date”"Securities Act"), whether but the resales of such shares have been registered under a registration statement filed with the United States Securities and Exchange Commission or not such day is a Business Day. The amount of dividends payable will be computed on the basis of a 360 day year of twelve 30-day months, and for any period of less than a month, actual days elapsed over a 30-day monthare otherwise freely tradable without restriction.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Producers Entertainment Group LTD), Securities Purchase Agreement (Producers Entertainment Group LTD)
Rate. Holders of Series C Preferred Stock shall be entitled to receive, if, as and when declared by the Board board of Directors, directors of the Corporation or any duly authorized committee thereofof the board of directors of the Corporation, but only out of assets legally available therefor, non-cumulative cash dividends on the liquidation preference of $25,000 per share of Series C Preferred Stock, and no more, payable quarterly in arrears on each January March 1, April June 1, July September 1 and October December 1, commencing on the first such day occurring after a full calendar quarter has elapsed since the Issue Date; provided, however, if any such day is not a Business Day, then payment of any dividend otherwise payable on that date will be made on the next succeeding day that is a Business Day, Day (without any interest or other payment in respect of such delay delay) (each such day on which dividends are payable, payable a “Dividend Payment Date”), commencing with the first such Dividend Payment Date to occur after the Closing Date. The period from and including any Dividend Payment Date (or, prior to the first Dividend Payment Date, from and including the date of issuance of the Convertible Series C Preferred Stock) to, Stock or any Dividend Payment Date to but excluding, excluding the next Dividend Payment Date is a “Dividend Period.” Dividends on each share of Convertible Series C Preferred Stock will accrue daily on the liquidation preference amount of $25,000 per share at a rate per annum of $85, payable for each full Dividend Period in equal quarterly installments; provided, however, that for the Dividend Period from and including the Issue Date and ending on the day that is immediately prior to the first Dividend Payment Date, dividends will be computed on the basis described in the last sentence of this Section 4(a) as being applicable to such Dividend Period5.70%. The record date for payment of dividends on the Convertible Series C Preferred Stock will shall be the fifteenth 15th day of the calendar month immediately preceding the relevant month during which the Dividend Payment Date (each, a “Dividend Record Date”), whether or not such day is a Business Dayfalls. The amount of dividends payable will shall be computed on the basis of a 360 360-day year consisting of twelve 30-day months. Notwithstanding any other provision hereof, dividends on the Series C Preferred Stock shall not be declared, paid or set aside for payment to the extent such act would cause the Corporation to fail to comply with laws and for any period of less than a monthregulations applicable thereto, actual days elapsed over a 30-day monthincluding applicable capital adequacy guidelines.
Appears in 2 contracts
Sources: Merger Agreement (Chemical Financial Corp), Merger Agreement (TCF Financial Corp)
Rate. Holders of Series C Preferred Stock shall be entitled to receive, if, as and when declared by the Board board of Directors, directors of the Corporation or any duly authorized committee thereofof the board of directors of the Corporation, but only out of assets legally available therefor, non-cumulative cash dividends on the liquidation preference of $25,000 per share of Series C Preferred Stock, and no more, payable quarterly in arrears on each January March 1, April June 1, July September 1 and October 1, commencing on the first such day occurring after a full calendar quarter has elapsed since the Issue Date; December 1; provided, however, if any such day is not a Business Day, then payment of any dividend otherwise payable on that date will be made on the next succeeding day that is a Business Day, Day (without any interest or other payment in respect of such delay delay) (each such day on which dividends are payable, payable a “Dividend Payment Date”), commencing with the first such Dividend Payment Date to occur after the Closing Date. The period from and including any Dividend Payment Date (or, prior to the first Dividend Payment Date, from and including the date of issuance of the Convertible Series C Preferred Stock) to, Stock or any Dividend Payment Date to but excluding, excluding the next Dividend Payment Date is a “Dividend Period.,” except that the initial Dividend Period shall commence on and include June 1, 2019. Dividends on each share of Convertible Series C Preferred Stock will accrue daily on the liquidation preference amount of $25,000 per share at a rate per annum of $85, payable for each full Dividend Period in equal quarterly installments; provided, however, that for the Dividend Period from and including the Issue Date and ending on the day that is immediately prior to the first Dividend Payment Date, dividends will be computed on the basis described in the last sentence of this Section 4(a) as being applicable to such Dividend Period5.70%. The record date for payment of dividends on the Convertible Series C Preferred Stock will shall be the fifteenth 15th day of the calendar month immediately preceding the relevant month during which the Dividend Payment Date (each, a “Dividend Record Date”), whether or not such day is a Business Dayfalls. The amount of dividends payable will shall be computed on the basis of a 360 360-day year consisting of twelve 30-day months. Notwithstanding any other provision hereof, dividends on the Series C Preferred Stock shall not be declared, paid or set aside for payment to the extent such act would cause the Corporation to fail to comply with laws and for any period of less than a monthregulations applicable thereto, actual days elapsed over a 30-day monthincluding applicable capital adequacy guidelines.
Appears in 2 contracts
Sources: Deposit Agreement (Huntington Bancshares Inc /Md/), Deposit Agreement (Huntington Bancshares Inc /Md/)
Rate. Holders of Series I Preferred Stock shall be entitled to receive, if, as and when declared by the Board of Directors, Directors or any duly authorized committee thereofof the Board of Directors, but only out of assets legally available therefor, non-cumulative cash dividends on the liquidation preference of $25,000 per share of Series I Preferred Stock, and no more, payable quarterly in arrears on each January March 1, April June 1, July September 1 and October 1, commencing on the first such day occurring after a full calendar quarter has elapsed since the Issue Date; December 1; provided, however, if any such day is not a Business Day, then payment of any dividend otherwise payable on that date will be made on the next succeeding day that is a Business Day, Day (without any interest or other payment in respect of such delay delay) (each such day on which dividends are payable, payable a “Dividend Payment Date”), commencing with the first such Dividend Payment Date to occur after the Closing Date. The period from and including any Dividend Payment Date (or, prior to the first Dividend Payment Date, from and including the date of issuance of the Convertible Series I Preferred Stock) to, Stock or any Dividend Payment Date to but excluding, excluding the next Dividend Payment Date is a “Dividend Period.,” except that the initial Dividend Period shall commence on and include June 1. Dividends on each share of Convertible Series I Preferred Stock will accrue daily on the liquidation preference amount of $25,000 per share at a rate per annum of $85, payable for each full Dividend Period in equal quarterly installments; provided, however, that for the Dividend Period from and including the Issue Date and ending on the day that is immediately prior to the first Dividend Payment Date, dividends will be computed on the basis described in the last sentence of this Section 4(a) as being applicable to such Dividend Period5.70%. The record date for payment of dividends on the Convertible Series I Preferred Stock will shall be the fifteenth 15th day of the calendar month immediately preceding the relevant month during which the Dividend Payment Date (eachfalls or such other date, a “not exceeding 30 days before the applicable Dividend Record Payment Date”), whether or not such day is a Business Dayas shall be fixed by the Board of Directors. The amount of dividends payable will shall be computed on the basis of a 360 360-day year consisting of twelve 30-day months. Notwithstanding any other provision hereof, dividends on the Series I Preferred Stock shall not be declared, paid or set aside for payment to the extent such act would cause the Corporation to fail to comply with laws and for any period of less than a monthregulations applicable thereto, actual days elapsed over a 30-day monthincluding applicable capital adequacy guidelines.
Appears in 2 contracts
Sources: Deposit Agreement (Huntington Bancshares Inc /Md/), Deposit Agreement (Huntington Bancshares Inc /Md/)
Rate. Dividends on the Series Z Preferred Stock will not be mandatory. Holders of Series Z Preferred Stock shall be entitled to receive, ifwhen, as and when if declared by the Board of Directors, Directors of the Corporation or any duly authorized committee thereofof the Board of Directors of the Corporation, but only out of assets legally available therefor, non-cumulative cash dividends on the liquidation preference amount of $25,000 per share of the Series Z Preferred Stock, payable quarterly in arrears on the 15th day of March, June, September and December of each January 1, April 1, July 1 and October 1, year (commencing on the first such day occurring after a full calendar quarter has elapsed since the Issue DateMarch 15, 2020); provided, however, if any such day is not a Business Day, then payment of any dividend otherwise payable on that date will be made on the next succeeding day that is a Business Day, without any interest or other payment in respect of such delay (each such day on which dividends are payable, payable a “Dividend Payment Date”). The A “Dividend Period” means the period from from, and including any including, a Dividend Payment Date (or, prior to the first Dividend Payment Date, from and including the date of issuance of the Convertible Preferred Stock) to, but excluding, the next succeeding Dividend Payment Date is a “Date, except for the initial Dividend Period.” , which will be the period from, and including, January 27, 2020 to, but excluding, March 15, 2020. Dividends on each share of Convertible Series Z Preferred Stock will accrue daily at a rate per annum of $85, payable for each full Dividend Period in equal quarterly installments; provided, however, that for the Dividend Period from and including the Issue Date and ending on the day that is immediately prior to the first Dividend Payment Date, dividends will be computed on the basis described in the last sentence of this Section 4(a) as being applicable to such Dividend Period4.75%. The record date for payment of dividends on the Convertible Series Z Preferred Stock will shall be the fifteenth day last Business Day of the calendar month immediately preceding the relevant month during which the Dividend Payment Date (each, a “Dividend Record Date”), whether falls or not such day is a Business Dayother date as determined by the Corporation’s Board of Directors. The amount of dividends payable will shall be computed on the basis of a 360 360-day year of twelve 30-day months. Dollar amounts resulting from that calculation will be rounded to the nearest cent, and for any period of less than a month, actual days elapsed over a 30with one-day monthhalf cent being rounded upward.
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Rate. Dividends on the Series FF Preferred Stock will not be mandatory. Holders of Series FF Preferred Stock shall be entitled to receive, ifwhen, as and when if declared by the Board of Directors, Directors of the Corporation or any duly authorized committee thereofof the Board of Directors of the Corporation, but only out of assets legally available therefor, non-cumulative cash dividends on the liquidation preference amount of $25,000 per share of the Series FF Preferred Stock, payable quarterly in arrears on the 15th day of each January 1March, April 1June, September and December, commencing September 15, 2024, and accruing at an annual rate equal to (i) 6.85% from, and including, July 1 23, 2024 to, but excluding, September 15, 2029 (the “First Reset Date”), and October 1(ii) the Five-year Treasury Rate as of the most recent Reset Dividend Determination Date plus 2.767% for each Reset Period, from, and including, the First Reset Date, commencing on the first such day occurring after a full calendar quarter has elapsed since the Issue DateDecember 15, 2029; provided, however, if any such day is not a Business Day, then payment of any dividend otherwise payable on that date will be made on the next succeeding day that is a Business Day, without any interest or other payment in respect of such delay (each such day on which dividends are payable, payable a “Dividend Payment Date”). The A “Dividend Period” means the period from from, and including any including, a Dividend Payment Date (or, prior to the first Dividend Payment Date, from and including the date of issuance of the Convertible Preferred Stock) to, but excluding, the next Dividend Payment Date is a “Dividend Period.” Dividends on each share of Convertible Preferred Stock will accrue daily at a rate per annum of $85, payable for each full Dividend Period in equal quarterly installments; provided, however, that for the Dividend Period from and including the Issue Date and ending on the day that is immediately prior to the first succeeding Dividend Payment Date, dividends will be computed on except for the basis described in the last sentence of this Section 4(a) as being applicable to such initial Dividend Period. The record date for payment of dividends on the Convertible Preferred Stock , which will be the fifteenth day period from, and including, July 23, 2024 to, but excluding, September 15, 2024. A “Reset Period” means the period from, and including, a Reset Date to, but excluding, the next succeeding Reset Date, except for the initial Reset Period, which will be the period from, and including, the First Reset Date to, but excluding, the next succeeding Reset Date. A “Reset Date” means the First Reset Date and each date falling on the fifth anniversary of the calendar month immediately preceding the relevant Dividend Payment Date (eachReset Date, a “Dividend Record Date”), whether or not such day is a Business Day. The amount of dividends payable will be computed on the basis of a 360 day year of twelve 30-day months, and for any period of less than a month, actual days elapsed over a 30-day month.and
Appears in 1 contract
Rate. Holders of Series [H] Preferred Stock shall be entitled to receive, if, as and when declared by the Board of Directors, Directors or any duly authorized committee thereofof the Board of Directors, but only out of assets legally available therefor, non-cumulative cash dividends on the liquidation preference of $25,000 per share of Series [H] Preferred Stock, and no more, payable quarterly in arrears on each January 1[●], April 1[●], July 1 [●] and October 1, commencing on the first such day occurring after a full calendar quarter has elapsed since the Issue Date; [●] ; provided, however, if any such day is not a Business Day, then payment of any dividend otherwise payable on that date will be made on the next succeeding day that is a Business Day, Day (without any interest or other payment in respect of such delay delay) (each such day on which dividends are payable, payable a “Dividend Payment Date”), commencing with the first such Dividend Payment Date to occur after the Closing Date. The period from and including any Dividend Payment Date (or, prior to the first Dividend Payment Date, from and including the date of issuance of the Convertible Series [H] Preferred Stock) to, Stock or any Dividend Payment Date to but excluding, excluding the next Dividend Payment Date is a “Dividend Period.,” except that the initial Dividend Period shall commence on and include [●]1. Dividends on each share of Convertible Series [H] Preferred Stock will accrue daily on the liquidation preference amount of $25,000 per share at a rate per annum of $85, payable for each full Dividend Period in equal quarterly installments; provided, however, that for the Dividend Period from and including the Issue Date and ending on the day that is immediately prior to the first Dividend Payment Date, dividends will be computed on the basis described in the last sentence of this Section 4(a) as being applicable to such Dividend Period5.70%. The record date for payment of dividends on the Convertible Series [H] Preferred Stock will shall be the fifteenth day close of business on [●] or such other date, not exceeding 30 days before the calendar month immediately preceding the relevant applicable Dividend Payment Date (eachDate, a “Dividend Record Date”), whether or not such day is a Business Dayas shall be fixed by the Board of Directors. The amount of dividends payable will shall be computed on the basis of a 360 360-day year consisting of twelve 30-day months. Notwithstanding any other provision hereof, dividends on the Series [H] Preferred Stock shall not be declared, paid or set aside for payment to the extent such act would cause the Corporation to fail to comply with laws and for any period of less than a monthregulations applicable thereto, actual days elapsed over a 30-day monthincluding applicable capital adequacy guidelines.
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Rate. Dividends on the Series GG Preferred Stock will not be mandatory. Holders of Series GG Preferred Stock shall be entitled to receive, ifwhen, as and when if declared by the Board of Directors, Directors of the Corporation or any duly authorized committee thereofof the Board of Directors of the Corporation, but only out of assets legally available therefor, non-cumulative cash dividends on the liquidation preference amount of $25,000 per share of the Series GG Preferred Stock, payable quarterly in arrears on the 15th day of each January 1March, April 1June, July 1 September and October 1December, commencing June 15, 2026, and accruing at an annual rate equal to (i) 6.125% from, and including, March 18, 2026 to, but excluding, June 15, 2031 (the “First Reset Date”), and (ii) the Five-year Treasury Rate as of the most recent Reset Dividend Determination Date plus 2.34% for each Reset Period, from, and including, the First Reset Date, commencing on the first such day occurring after a full calendar quarter has elapsed since the Issue DateSeptember 15, 2031; provided, however, if any such day is not a Business Day, then payment of any dividend otherwise payable on that date will be made on the next succeeding day that is a Business Day, without any interest or other payment in respect of such delay (each such day on which dividends are payable, payable a “Dividend Payment Date”). The A “Dividend Period” means the period from from, and including any including, a Dividend Payment Date (or, prior to the first Dividend Payment Date, from and including the date of issuance of the Convertible Preferred Stock) to, but excluding, the next Dividend Payment Date is a “Dividend Period.” Dividends on each share of Convertible Preferred Stock will accrue daily at a rate per annum of $85, payable for each full Dividend Period in equal quarterly installments; provided, however, that for the Dividend Period from and including the Issue Date and ending on the day that is immediately prior to the first succeeding Dividend Payment Date, dividends will be computed on except for the basis described in the last sentence of this Section 4(a) as being applicable to such initial Dividend Period. The record date for payment of dividends on the Convertible Preferred Stock , which will be the fifteenth day of period from, and including, March 18, 2026 to, but excluding, June 15, 2026. A “Reset Period” means the calendar month immediately preceding the relevant Dividend Payment Date (eachperiod from, and including, a “Dividend Record Reset Date to, but excluding, the next succeeding Reset Date”), whether or not such day is a Business Day. The amount of dividends payable except for the initial Reset Period, which will be computed on the basis of a 360 day year of twelve 30-day monthsperiod from, and for any period of less than a monthincluding, actual days elapsed over a 30-day month.the First Reset Date to, but excluding, the next succeeding Reset Date. A “Reset Date” means the First Reset
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Rate. Holders of Series C Preferred Stock shall be entitled to receive, if, when and as and when declared by the Board of Directors, Directors of the Corporation or any duly authorized committee thereofof the Board of Directors of the Corporation, but only out of assets legally available therefor, non-cumulative cash dividends on the liquidation preference of $25,000 per share of Series C Preferred Stock, and no more, payable quarterly in arrears on each January 1, April 1, July 1 and October 1, commencing on the first such day occurring after a full calendar quarter has elapsed since the Issue DateJanuary 1, 2015; provided, however, if any such day is not a Business Day, then payment of any dividend otherwise payable on that date will be made on the next succeeding day that is a Business Day, Day (without any interest or other payment in respect of such delay delay) (each such day on which dividends are payable, payable a “Dividend Payment Date”). The period from from, and including any Dividend Payment Date (orincluding, prior to the first Dividend Payment Date, from and including the date of issuance of the Convertible Series C Preferred Stock) Stock or any Dividend Payment Date to, but excluding, the next Dividend Payment Date is a “Dividend Period.” Dividends on each share of Convertible Series C Preferred Stock will accrue daily on the liquidation preference of $25,000 per share at a rate per annum of $85, payable for each full Dividend Period in equal quarterly installments; provided, however, that for the Dividend Period from and including the Issue Date and ending on the day that is immediately prior to the first Dividend Payment Date, dividends will be computed on the basis described in the last sentence of this Section 4(a) as being applicable to such Dividend Period5.85%. The record date for payment of dividends on the Convertible Series C Preferred Stock will shall be the fifteenth 15th day of the calendar month immediately preceding the relevant month during which the Dividend Payment Date (eachfalls; provided, a “Dividend Record Date”)however, whether or not if any such day is not a Business Day, then the record date for such dividend will be the next succeeding day that is a Business Day. The amount of dividends payable will shall be computed on the basis of a 360 360-day year consisting of twelve 30-day months. Notwithstanding any other provision hereof, dividends on the Series C Preferred Stock shall not be declared, paid or set aside for payment to the extent such act would cause the Corporation to fail to comply with laws and for any period of less than a monthregulations applicable thereto, actual days elapsed over a 30-day monthincluding applicable capital rules.
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Rate. Holders of Series C Preferred Stock shall be entitled to receive, ifwhen, as and when if declared by the Board of Directors, Directors or any duly authorized committee thereofof the Board of Directors, but only out of assets legally available therefor, non-cumulative cash dividends on the liquidation preference of $25,000 per share of Series C Preferred Stock, and no more, payable quarterly in arrears on each January 1February 15, April 1May 15, July 1 August 15 and October 1November 15, commencing on the first such day occurring after a full calendar quarter has elapsed since the Issue DateAugust 15, 2006; provided, however, if any such day is not a Business Day, then payment of any dividend otherwise payable on that date will be made on the next succeeding day that is a Business Day, Day (without any interest or other payment in respect of such delay delay) (each such day on which dividends are payable, payable is referred to herein as a “Dividend Payment Date”). The A “Dividend Period” is the period from and including any a Dividend Payment Date (or, prior to but excluding the first next Dividend Payment Date, from except that the initial Dividend Period will commence on and including include the original issue date of issuance of the Convertible Series C Preferred Stock) to, but excluding, the next Dividend Payment Date is a “Dividend Period.” . Dividends on each share of Convertible Series C Preferred Stock will accrue daily at accrue, on a rate per annum non-cumulative basis, on the liquidation preference of $8525,000 per share at an annual rate of 7.30%. Dividends, if declared by the Board of Directors or a duly authorized committee of the Board of Directors, will be payable for each full Dividend Period in equal quarterly installments; provided, however, that for the Dividend Period from and including the Issue Date and ending to holders of record of Series C Preferred Stock as they appear on our books on the day that is immediately prior to applicable record date, which shall be the first Dividend Payment Date, dividends will be computed on the basis described in the last sentence of this Section 4(a) as being applicable to such Dividend Period. The record date for payment of dividends on the Convertible Preferred Stock will be the fifteenth day of the calendar month immediately preceding during which the relevant Dividend Payment Date (eachdividend payment date falls, or such other record date fixed by the Board of Directors or a “Dividend Record Date”)duly authorized committee of the Board of Directors from time to time, whether or which shall not be more than 60 nor less than 10 days prior to such day is a Business Daydividend payment date. The amount of dividends Dividends payable on the Series C Preferred Stock will be computed on the basis of a 360 360-day year consisting of twelve 30-day months, and for any period of less than a month, actual days elapsed over a 30-day month.
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Rate. Dividends on the Series N Preferred Stock will not be mandatory. Holders of Series N Preferred Stock shall be entitled to receive, ifwhen, as and when if declared by the Board of Directors, Directors of the Corporation or any duly authorized committee thereofof the Board of Directors of the Corporation, but only out of assets legally available therefor, non-cumulative cash dividends on the liquidation preference amount of $25,000 per share of the Series N Preferred Stock, payable quarterly in arrears on the 15th day of March, June, September and December of each January 1, April 1, July 1 and October 1, year (commencing on the first such day occurring after a full calendar quarter has elapsed since the Issue DateDecember 15, 2012); provided, however, if any such day is not a Business Day, then payment of any dividend otherwise payable on that date will be made on the next succeeding day that is a Business Day, without any interest or other payment in respect of such delay (each such day on which dividends are payable, payable a “Dividend Payment Date”). The A “Dividend Period” means the period from from, and including any including, a Dividend Payment Date (or, prior to the first Dividend Payment Date, from and including the date of issuance of the Convertible Preferred Stock) to, but excluding, the next succeeding Dividend Payment Date is a “Date, except for the initial Dividend Period.” , which will be the period from, and including, August 16, 2012 to, but excluding, December 15, 2012. Dividends on each share of Convertible Series N Preferred Stock will accrue daily at a rate per annum of $85, payable for each full Dividend Period in equal quarterly installments; provided, however, that for the Dividend Period from and including the Issue Date and ending on the day that is immediately prior to the first Dividend Payment Date, dividends will be computed on the basis described in the last sentence of this Section 4(a) as being applicable to such Dividend Period5.20%. The record date for payment of dividends on the Convertible Series N Preferred Stock will shall be the fifteenth day last Business Day of the calendar month immediately preceding the relevant month during which the Dividend Payment Date (each, a “Dividend Record Date”), whether falls or not such day is a Business Dayother date as determined by the Corporation’s Board of Directors. The amount of dividends payable will shall be computed on the basis of a 360 360-day year of twelve 30-day months. Dollar amounts resulting from that calculation will be rounded to the nearest cent, and for any period of less than a month, actual days elapsed over a 30with one-day monthhalf cent being rounded upward.
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Rate. Holders shall be entitled to receive, if, as and when declared by the corporation’s Board of Directors, Directors or any duly authorized committee thereof, but only out of assets legally available therefor, non-cumulative cash dividends on the liquidation preference of $25.00 per share (subject to adjustment for stock splits, combinations or reclassifications of the Series A Preferred) of Series A Preferred, and no more, payable quarterly in arrears on each January 115, April 115, July 1 15 and October 115, commencing on the first such day occurring after a full calendar quarter has elapsed since the Issue DateJanuary 15, 2009; provided, however, if any such day is not a Business Day, then payment of any dividend otherwise payable on that date will be made on the next succeeding day that is a Business Day, unless that next succeeding day falls in the next calendar year, in which case payment of such dividend will occur on the immediately preceding Business Day (in either case, without any interest or other payment in respect of such delay delay) (each such day on which dividends are payable, payable a “Dividend Payment Date”). The period from and including any Dividend Payment Date (or, prior to the first Dividend Payment Date, from and including the date of issuance of the Convertible Series A Preferred Stock) or any Dividend Payment Date to, but excluding, the next Dividend Payment Date is a “Dividend Period.” Dividends on each share of Convertible Series A Preferred Stock will accrue daily on the liquidation preference of $25.00 per share (subject to adjustment for stock splits, combinations or reclassifications of the Series A Preferred) at a rate per annum of $85, payable for each full Dividend Period in equal quarterly installments; provided, however, that for the Dividend Period from and including the Issue Date and ending on the day that is immediately prior to the first Dividend Payment Date, dividends will be computed on the basis described in the last sentence of this Section 4(a) as being applicable to such Dividend Period8.0%. The record date for payment of dividends on the Convertible Series A Preferred Stock will be the fifteenth 30th day of the calendar month immediately preceding the relevant month during which the Dividend Payment Date falls or such other record date fixed by the corporation’s Board of Directors or any other duly authorized committee thereof that is not more than 30 nor less than 10 days prior to such Dividend Payment Date (each, a “Dividend Record Date”), . Any such day that is a Dividend Record Date will be a Dividend Record Date whether or not such day is a Business Day. The amount of dividends payable will be computed on the basis of a 360 360-day year of twelve 30-day months, and for any period of less than a month, actual days elapsed over a 30-day month. Dividends shall be payable in cash.
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Sources: Securities Purchase Agreement (Taylor Capital Group Inc)
Rate. Dividends on the Series O Preferred Stock will not be mandatory. Holders of Series O Preferred Stock shall be entitled to receive, ifwhen, as and when if declared by the Board of Directors, Directors of the Corporation or any duly authorized committee thereofof the Board of Directors of the Corporation, but only out of assets legally available therefor, non-cumulative cash dividends on the liquidation preference amount of $25,000 per share of the Series O Preferred Stock, payable quarterly in arrears on the 15th day of March, June, September and December of each January 1, April 1, July 1 and October 1, year (commencing on the first such day occurring after a full calendar quarter has elapsed since the Issue DateMarch 15, 2013); provided, however, if any such day is not a Business Day, then payment of any dividend otherwise payable on that date will be made on the next succeeding day that is a Business Day, without any interest or other payment in respect of such delay (each such day on which dividends are payable, payable a “Dividend Payment Date”). The A “Dividend Period” means the period from from, and including any including, a Dividend Payment Date (or, prior to the first Dividend Payment Date, from and including the date of issuance of the Convertible Preferred Stock) to, but excluding, the next succeeding Dividend Payment Date is a “Date, except for the initial Dividend Period.” , which will be the period from, and including, November 20, 2012 to, but excluding, March 15, 2013. Dividends on each share of Convertible Series O Preferred Stock will accrue daily at a rate per annum of $85, payable for each full Dividend Period in equal quarterly installments; provided, however, that for the Dividend Period from and including the Issue Date and ending on the day that is immediately prior to the first Dividend Payment Date, dividends will be computed on the basis described in the last sentence of this Section 4(a) as being applicable to such Dividend Period5.125%. The record date for payment of dividends on the Convertible Series O Preferred Stock will shall be the fifteenth day last Business Day of the calendar month immediately preceding the relevant month during which the Dividend Payment Date (each, a “Dividend Record Date”), whether falls or not such day is a Business Dayother date as determined by the Corporation’s Board of Directors. The amount of dividends payable will shall be computed on the basis of a 360 360-day year of twelve 30-day months. Dollar amounts resulting from that calculation will be rounded to the nearest cent, and for any period of less than a month, actual days elapsed over a 30with one-day monthhalf cent being rounded upward.
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Rate. Dividends on the Series Y Preferred Stock will not be mandatory. Holders of Series Y Preferred Stock shall be entitled to receive, ifwhen, as and when if declared by the Board of Directors, Directors of the Corporation or any duly authorized committee thereofof the Board of Directors of the Corporation, but only out of assets legally available therefor, non-cumulative cash dividends on the liquidation preference amount of $25,000 per share of the Series Y Preferred Stock, payable quarterly in arrears on the 15th day of March, June, September and December of each January 1, April 1, July 1 and October 1, year (commencing on the first such day occurring after a full calendar quarter has elapsed since the Issue DateJune 15, 2017); provided, however, if any such day is not a Business Day, then payment of any dividend otherwise payable on that date will be made on the next succeeding day that is a Business Day, without any interest or other payment in respect of such delay (each such day on which dividends are payable, payable a “Dividend Payment Date”). The A “Dividend Period” means the period from from, and including any including, a Dividend Payment Date (or, prior to the first Dividend Payment Date, from and including the date of issuance of the Convertible Preferred Stock) to, but excluding, the next succeeding Dividend Payment Date is a “Date, except for the initial Dividend Period.” , which will be the period from, and including, April 24, 2017 to, but excluding, June 15, 2017. Dividends on each share of Convertible Series Y Preferred Stock will accrue daily at a rate per annum of $85, payable for each full Dividend Period in equal quarterly installments; provided, however, that for the Dividend Period from and including the Issue Date and ending on the day that is immediately prior to the first Dividend Payment Date, dividends will be computed on the basis described in the last sentence of this Section 4(a) as being applicable to such Dividend Period5.625%. The record date for payment of dividends on the Convertible Series Y Preferred Stock will shall be the fifteenth day last Business Day of the calendar month immediately preceding the relevant month during which the Dividend Payment Date (each, a “Dividend Record Date”), whether falls or not such day is a Business Dayother date as determined by the Corporation’s Board of Directors. The amount of dividends payable will shall be computed on the basis of a 360 360-day year of twelve 30-day months. Dollar amounts resulting from that calculation will be rounded to the nearest cent, and for any period of less than a month, actual days elapsed over a 30with one-day monthhalf cent being rounded upward.
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