Fifth Third Bancorp definition

Fifth Third Bancorp means Fifth Third Bancorp, an Ohio corporation.
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Fifth Third Bancorp. ("Fifth Third") and Fifth Third Financial Corporation ("Fifth Third Financial").
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Fifth Third Bancorp and together with Fifth Third, the “Fifth Third Parties”). RECITALS A.Fifth Third currently holds 35,042,826 Class B Units of Holding (the “Class B Units”) and 35,042,826 shares of the Corporation’s Class B common stock (the “Class B Shares”), representing, respectively, an approximately (i) 17.7% economic interest in Holding and (ii) 17.7% voting interest in the Corporation with respect to certain matters. B.The Corporation, Holding and Fifth Third are party to that certain Second Amended and Restated Limited Liability Company Agreement, dated as of March 21, 2012 (the “LLC Agreement”) and that certain Exchange Agreement, dated as of March 21, 2012 (the “Exchange Agreement”). C.The Corporation and Worldpay Group plc (“Worldpay”) announced on July 5, 2017, that they reached an agreement in principle on the key terms of a potential acquisition by the Corporation of Worldpay for a combination of cash and Class A common stock of the Corporation (such shares, “Class A Shares” and such potential acquisition as revised from time to time, the “Potential Acquisition”). X.Xx connection with the Potential Acquisition, the Corporation expects to announce a firm intention (the “2.7 Announcement”) to make an offer for the entire issued and to be issued ordinary share capital of Worldpay in accordance with Rule 2.7 of the City Code on Takeovers and Mergers (the “Offer”), which announcement will oblige the Corporation to proceed with, and complete, the Offer, unless in exceptional circumstances, the U.K. Takeover Panel permits the Corporation to invoke a condition to the Offer. E.On the terms and subject to the conditions set forth in this Agreement, (i) Fifth Third shall exchange pursuant to Section 2.1(a) of the Exchange Agreement 19,790,000 Class B Units (the “Exchange Units”) (whereupon the related 19,790,000 Class B Shares (the “Exchange Shares”) shall be automatically cancelled by operation of the Exchange Agreement and the Amended and Restated Certificate of Incorporation of the Corporation (the “Certificate of Incorporation”)) for 19,790,000 shares of the Corporation’s Class A common stock, $0.00001 par value per share (the “Purchase Shares”) and (ii) the Corporation will purchase from Fifth Third, and Fifth Third will sell to the Corporation, the Purchase Shares, all as more fully set forth in this Agreement (the “Purchase”). F.The Audit Committee of the board of directors of the Corporation (the “Board”), comprised solely of independent directors, has reviewed ...
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Examples of Fifth Third Bancorp in a sentence

  • By: /s/ Xxx Xxxxxxxx Name: Xxx Xxxxxxxx Title: Authorized Signatory Dated February 1, 2011 Fifth Third Bancorp By: /s/ Xxxxx X.

  • Notwithstanding the foregoing, Fifth Third may transfer Class B Units to Fifth Third Bancorp, and continue to effect transactions pursuant to the Exchange Agreement and sell Class A Shares.

  • Fifth Third Bancorp provides access to investments and investment services through various subsidiaries.

  • Xxxxxx E-mail: Xxxxx.Xxxxxx@Xxxxxxx.xxx Xxxxx.Xxxxxx@Xxxxxxx.xxx If to Fifth Third Bank or Fifth Third Bancorp: Fifth Third Bank 00 Xxxxxxxx Xxxxxx Xxxxx Xxxxxxxxxx, XX 00000 Attention: Xxxxx X.

  • Xxxxxxxx Title: Executive Vice President, Secretary and Chief Legal Officer [SIGNATURE PAGE TO REFERRAL AGREEMENT] EXHIBIT A CONSUMER CONFIDENTIALITY AGREEMENT This is an agreement by and between Fifth Third Bancorp, on behalf of itself and its subsidiaries, affiliates and all related entities (collectively “Fifth Third”), and the Company who signs this Agreement and its subsidiaries, affiliates and all related entities.

  • Goldman Sachs reviewed and compared certain financial information for Huntington to corresponding financial information and public market multiples for the following selected publicly traded companies in the banking industry: Associated Banc-Corp BB&T Corporation Comerica Incorporated Fifth Third Bancorp First Horizon National Corporation KeyCorp M&T Bank Corporation Regions Financial Corporation SunTrust Banks, Inc.

  • Borrower also grants Lender a security interest in all of the Collateral as agent for all affiliates of Fifth Third Bancorp for all Obligations of Borrower to such affiliates.

  • This Agreement may be enforced against Company by any Fifth Third entity (Fifth Third Bancorp and each of its direct and indirect subsidiaries) whose Fifth Third Nonpublic Personal Information is at any time in the possession of Company.

  • Member FINRA/SIPC The Fifth Third Auto Leasing Trust Vista Settlement Services, LLC Card Management Corporation Fifth Third and Fifth Third Bank are registered service marks of Fifth Third Bancorp.

  • Prior to March 2008, he was head of strategic initiatives at Fifth Third Bancorp, where he was responsible for executing banking strategies in existing and emerging markets.

Related to Fifth Third Bancorp

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