Title of Securities. Number of Shares: [If applicable, fractional amount of Preferred Shares represented by each Depositary Share:] [Current Ratings:] [Dividend Rate: [ % per annum], Payable:] [Stated Value:] [Liquidation Preference:] [Ranking:] Public offering price per share: $ [, plus accumulated dividends, if any, from ,20 .] Purchase price per share: $ [, plus accumulated dividends, if any, from ,20 .] [Conversion provisions:] [Redemption provisions:] [Sinking fund requirements:] Purchase price per share: Number of Option Securities, if any, that may be purchased by the Underwriters: Delayed Delivery Contracts: [authorized] [not authorized] [Date of Delivery: Minimum Contract: Maximum number of Shares: Fee: ] Additional co-managers, if any: Terms of Lock-up: Other terms: Closing date and location: Common Stock Warrants Number of Common Stock Warrants to be issued: Warrant Agent: Issuable jointly with Common Stock: [Yes] [No] [Number of Common Stock Warrants issued with each share of Common Stock:] [Detachable data:] Date from which Common Stock Warrants are exercisable: Date on which Common Stock Warrants expire: Exercise price(s) of Common Stock Warrants: Initial public offering price: $ Purchase price: $ Title of Warrant Securities: Principal amount purchasable upon exercise of one Common Stock Warrant: Interest rate: Payable: Date of maturity: Redemption provisions: Sinking fund requirements:
Title of Securities. Currency: Principal amount to be issued: $ Interest rate or formula: % per annum Interest payment dates: and , commencing Stated maturity date: Redemption and/or repayment provisions: Sinking fund requirements: Number of Option Securities, if any, that may be purchased by the Underwriters: Delayed Delivery Contracts: Initial public offering price: %, plus accrued interest from . Purchase price: % (payable in same day funds). Conversion provisions: Form: Through the facilities of The Depository Trust Company Other terms: The Underwritten Securities shall be rated at least by and by , and as soon as practicable after the Closing Time, the Company shall have delivered to the Underwriters a letter from each such rating agency, or other evidence satisfactory to the Underwriters, confirming that the Underwritten Securities have such ratings. Issuer Free Writing Prospectus (including the Final Term Sheet, if applicable): see Schedule I hereto Applicable Time: a.m./p.m., New York City time, on , 20 Closing time, date and location: 10:00 a.m., New York City time, on , 20 , Sidley Austin LLP, 000 Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000 All the provisions contained in the document attached as Annex A hereto entitled “Developers Diversified Realty Corporation-Debt Securities-Underwriting Agreement Basic Provisions” are hereby incorporated by reference in their entirety herein and shall be deemed to be a part of this Terms Agreement to the same extent as if such provisions had been set forth in full herein. Terms defined in such document are used herein as therein defined. Please accept this offer by signing a copy of this Terms Agreement in the space set forth below and returning the signed copy to us. Very truly yours, X.X. XXXXXX SECURITIES LLC XXXXXXX, SACHS & CO. DEUTSCHE BANK SECURITIES INC. UBS SECURITIES LLC By: X.X. Xxxxxx Securities LLC By: Name: Title: By: Xxxxxxx, Sachs & Co. (Xxxxxxx, Xxxxx & Co.) Acting for themselves and the other Underwriters named above Accepted: DEVELOPERS DIVERSIFIED REALTY CORPORATION By: Name: Title: Schedule I to Terms Agreement Schedule of Issuer Free Writing Prospectuses Included in the General Disclosure Package
Title of Securities. Aggregate Principal Amount: Interest: Maturity Date: Redemption: Listing:
Examples of Title of Securities in a sentence
Title of Securities: Discover Card Execution Note Trust, DiscoverSeries Class [ ]([ ]) Notes (the “Notes”).
Title of Securities Being registered: Units of fractional undivided beneficial interest.
Pursuant to the Agreement, the Issuer has filed with the United States Securities and Exchange Commission (the “Commission”) a registration statement on Form S-3 (the “Shelf Registration Statement”) for the registration and resale under Rule 415 of the Securities Act of 1933, as amended (the “Securities Act”), of the Issuer’s [Title of Securities] which are unconditionally and irrevocably guaranteed by the Guarantor (the “Securities”).
Underwriter Principal Amount of Underwritten Securities Total $ The Underwritten Securities shall have the following terms: Title of Securities: Currency: Principal amount to be issued: Current ratings: Xxxxx’x Investors Service, Inc.
Title of Securities Being Registered: Units of fractional undivided beneficial interest.
More Definitions of Title of Securities
Title of Securities. [%] [Floating Rate] [Zero Coupon] Guaranteed [Notes] [Debentures] Aggregate principal amount: $ ---------- Price to Public: _____% of the principal amount of the Securities, plus accrued interest[, if any,] from __________ to __________ [and accrued amortization, if any, from __________ to __________] Purchase Price by Underwriters: _____% of the principal amount of the Securities, plus accrued interest[, if any,] from __________ to __________ [and accrued amortization, if any, from __________ to __________] Specified funds for payment of purchase price: [New York] Clearing House funds Ranking: [Senior] [Subordinated] Indenture: Indenture, dated as of [__________, _____], [as supplemented by _______,] among the Company, the Guarantor and __________, as Trustee Maturity: ----------, ----- Interest Rate: [%] [Zero Coupon] [See Floating Rate Provisions] Interest Payment Dates: [months and dates]
Title of Securities. Common Shares of Beneficial Interest NUMBER OF SHARES: 591,760 PAR VALUE: $.01 per share PRICE TO PUBLIC: $50.625 per share PURCHASE PRICE PER SHARE: $48.09375, which represents 95% of the Price to Public. NUMBER OF OPTION SECURITIES, IF ANY, THAT MAY BE PURCHASED BY THE UNDERWRITER: Not authorized DELAYED DELIVERY CONTRACTS: Not authorized ADDITIONAL CO-MANAGERS, IF ANY: None OTHER TERMS: Payment to be made to EQR by wire transfer of immediately available funds to the designated account of EQR to be delivered on the closing date set forth below. CLOSING DATE AND LOCATION: February 18, 1998, at the offices of Xxxxxxxxx & Xxxxxxxxxxx, P.C., Xxx Xxxxx Xxxxxxxxx Xxxxx, Xxxxx 0000, Xxxxxxx, Xxxxxxxx 00000 Except as provided herein, all the provisions contained in the document attached as Annex A hereto entitled "Equity Residential Properties Trust (a Maryland real estate investment trust) -- Common Shares of Beneficial Interest, Preferred Shares of Beneficial Interest and Depositary Shares -- Standard Underwriting Provisions" and dated May 16, 1997, are hereby incorporated by reference in their entirety and shall be deemed to be a part of this Terms Agreement to the same extent as if such provisions had been set forth in full herein. Terms defined in such document are used herein as therein defined. Please accept this offer no later than 4:30 p.m. (New York City time) on February 12, 1998 by signing a copy of this Terms Agreement in the space set forth below and returning the signed copy to us. Very truly yours, XXXXX XXXXXX INC. By: /s/ Xxxx X. Xxxxxxxxx ----------------------------- Name: Xxxx X. Xxxxxxxxx Title: Managing Director Accepted: By: EQUITY RESIDENTIAL PROPERTIES TRUST for itself and as the general partner of ERP Operating Limited Partnership By: /s/ Xxxxx X. Xxxxxxxxxx ---------------------------- Name: Xxxxx X. Xxxxxxxxxx Title: Executive Vice President and Chief Financial Officer
Title of Securities. Tangible Equity Units (“Units”)
Title of Securities. Currency: Principal amount to be issued: Current ratings: Moodx'x Xxxestors Service, Inc. ______; Standard & Poor's Corporation ______; [other rating agencies]; Interest rate or formula: Interest payment dates: Interest reset dates: Interest determination date: Stated maturity date: Redemption or repayment provisions: Number of Option Securities, if any, that may be purchased by the Underwriters: Delayed Delivery Contracts: [authorized] [not authorized] [Date of Delivery: Minimum contract: Maximum aggregate principal amount: Fee: ___%] [Initial public offering price: ___%, plus accrued interest, if any, or amortized original issue discount, if any, from 19__.]
Title of Securities. Depositary Shares each representing 1/10 of a 8.45% Series I Cumulative Redeemable Preferred Share (Par Value $0.01 Per Share) (Liquidation Preference Equivalent to $25.00 Per Depositary Share). Number of shares: 3,000,000 Public offering price per share: $25.00, plus accumulated dividends, if any, from the date of original issue. Purchase price per share: $24.2125 Number of Option Securities, if any, that 450,000 may be purchased by the Underwriters: Dividend rate: Cumulative dividends in the amount of 8.45% of the liquidation preference per annum (equivalent to $2.1125 per annum per Depositary Share); payable quarterly on or about the last day of each March, June, September and December of each year. Voting and other rights: If distributions on the Series I Preferred Shares are in arrears for six or more quarterly periods, whether or not consecutive, holders of the Underwritten Securities (voting separately as a class with all other series of preferred shares upon which like voting rights have been conferred and are exercisable) will be entitled to vote for the election of two additional Directors to serve on the Board of Directors of the Company until all distribution arrearages are paid. Additional co-managers: X.X. Xxxxxxx & Sons, Inc., UBS Warburg LLC Liquidation preference: $25.00 per Depositary Share.
Title of Securities. Fixed Rate Senior Notes Issue Size: $1,000,000,000 Trade Date: March 21, 2011 Time of Delivery: March 24, 2011, 10:00 a.m. Location of Closing: Xxxxxxxx & Xxxxxxxx LLP, 000 Xxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000 Address for Notices: SunTrust Xxxxxxxx Xxxxxxxx, Inc., 0000 Xxxxxxxxx Xxxx, 00xx Xxxxx, Xxxxxxx, XX 00000. Maturity Date: April 15, 2016 Treasury Benchmark: 2.125% due February 29, 2016 Treasury Yield: 2.008% Spread to Treasury: + 160 bps Re-offer Yield: 3.608% Coupon: 3.600% Interest Payment Dates: Semiannually in arrears on April 15 and October 15 of each year beginning on October 15, 2011.
Title of Securities. [ ]% Senior Notes due [ ] (the “Securities”) issued by way of a public offering in the United States pursuant to a Base Shelf Prospectus dated July 14, 2010, and a Prospectus Supplement dated September [—], 2010. Expected Ratings [ ] Aggregate Principal Amount Offered: US$[ ] Maturity Date: [ ] Price to Public: [ ]% per and accrued interest, if any Coupon (Interest Rate): [ ]% Re-offer Yield: [ ]% Spread to Benchmark Treasury: T + [ ] basis points Benchmark Treasury: [ ]% due [ ] Benchmark Treasury Yield: [ ]% ([ ]% due [ ]) Interest Payment Dates: [ ] and [ ] of each year, commencing on and from [ ], 2010 Trade Date: [ ], 2010 Settlement Date: [ ], 2010; T+5 CUSIP: [ ] Joint Book-Running Managers: Barclays Capital Inc. CIBC World Markets Corp. Citigroup Global Markets Inc. X.X. Xxxxxx Securities LLC Underwriter Principal Amount of Senior Notes to Be Purchased Barclays Capital Inc. US$ CIBC World Markets Corp. US$ Citigroup Global Markets Inc. US$ X.X. Xxxxxx Securities LLC US$ US$ US$ Total US$[ ] The Bank has filed a registration statement (File No. 333-168062) (including a base shelf prospectus dated July 14, 2010) and a preliminary prospectus supplement dated September [ ], 2010 (including the base shelf prospectus, the “Prospectus”) with the SEC for the offering to which this communication relates. Before you invest, you should read the Prospectus and the documents incorporated therein by reference that the Bank has filed with the SEC for more complete information about the Bank and this offering. You may obtain these documents for free by visiting XXXXX on the SEC website at xxx.xxx.xxx or by visiting the Canadian System for Electronic Document Analysis and Retrieval (SEDAR) website, which may be accessed at xxx.xxxxx.xxx. Alternatively, the Bank or any underwriter participating in the offering will arrange to send you the Prospectus and any document incorporated therein by reference if you request such documents by calling Barclays Capital Inc. toll-free at (000) 000-0000 or CIBC World Markets Corp. toll-free at (000) 000-0000 or Citigroup Global Markets Inc. toll-free at (000) 000-0000 or X.X. Xxxxxx Securities LLC collect at (000) 000 0000. A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. Any legends, disclaimers or other notices that may appear below are not applicable to this communication and should be disregarded. Such legends, disclaimers or other notices hav...