TRUPS definition
Examples of TRUPS in a sentence
Green and Patriot shall take all actions necessary to effect, immediately prior to and contingent upon the occurrence of the Closing, the assumption by Green of the Patriot TRUPS in accordance with the terms thereof and the documents and agreements related thereto (the “Patriot TRUPS Assumption”).
Each of the Patriot Preferred Stock Redemption, the Patriot Preferred Stock Conversion and the Patriot TRUPS Assumption shall have occurred.
In addition, at the Closing, Acquiror will pay, on behalf of the Company, the Accrued TRUPS Interest to the Trustee.
Additionally, under the terms of the TRUPS (as defined and discussed below), the Company is prohibited from paying any dividends while payments of interest on said TRUPS are in deferral.
A holder of a Definitive Preferred Securities Certificate that is a QIB/QP or an Existing TRUPS Holder may, upon request and in accordance with the provisions of this Section 5.6 and Section 5.7, exchange such Definitive Preferred Securities Certificate for a beneficial interest in a Global Preferred Security.
Notwithstanding the foregoing, if an Owner of a beneficial interest in a Global Preferred Security wishes at any time to transfer an interest in such Global Preferred Security to a Person other than a QIB/QP or an Existing TRUPS Holder, such transfer shall be effected, subject to the Applicable Depositary Procedures, in accordance with the provisions of this Section 5.6 and Section 5.7, and the transferee shall receive a Definitive Preferred Securities Certificate in connection with such transfer.
The Company has performed, or has caused the Trust to perform, all of the obligations required to be performed by it and is not in default under the terms of the Trust Debentures or the Trust Preferred Securities or any agreements related thereto (it being understood, however, that the Company has deferred the payment of interest under the Trust Debentures and that the Accrued TRUPS Interest will be paid by Acquiror, on behalf of the Company, at the Closing).
As of the date of this Agreement, and absent any additional equity capital raise, consummation of a merger transaction, or refinancing of the Company’s existing senior secured debt with BMO ▇▇▇▇▇▇, the Company does not have the financial capacity to pay its existing obligations under the TRUPS, and is therefore unable to make any payment of dividends on the Securities nor will the Company request regulatory approval to do so while contractually barred from making such dividend payments.
Except for the Requisite Regulatory Approvals, the Registration Statement, the TRUPS Assumption, and the stock exchange listing required under Section 6.6, neither Nicolet nor any of its Subsidiaries is or will be required to give any notice to or obtain any consent from any Person in connection with the execution and delivery of this Agreement or the consummation or performance of any of the Contemplated Transactions.
The Preferred Securities issued to a Person other than a QIB/QP or an Existing TRUPS Holder shall be issued in the form of Definitive Preferred Securities Certificates.