Rule 144A Preferred Securities definition

Rule 144A Preferred Securities has the meaning specified in Section 5.2.
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Rule 144A Preferred Securities means the Preferred Securities sold to qualified institutional buyers as defined in Rule 144A as set forth in Section 3 of the Purchase Agreement or Section 3 of the New Purchase Agreement..
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Rule 144A Preferred Securities means the Preferred Securities purchased by the Initial Purchaser from the Issuer Trust pursuant to the Purchase Agreement, other than the Other Preferred Securities.
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Examples of Rule 144A Preferred Securities in a sentence

  • Preferred Securities initially sold to qualified institutional buyers in reliance on Rule 144A under the Securities Act ("Rule 144A Preferred Securities") initially will be represented by one or more certificates in registered, global form (collectively, the "Restricted Global Certificate").

  • Preferred Securities initially sold to qualified institutional buyers in reliance on Rule 144A under the Securities Act ("Rule 144A Preferred Securities") initially will be represented by one or more certificates in registered, global form (collectively, the "Global Certificates").

  • The Original Preferred Securities shall consist of Rule 144A Preferred Securities and Other Preferred Securities.

  • All questions as to the validity, form, eligibility (including time of receipt), acceptance and withdrawal of tendered Rule 144A Preferred Securities will be determined by Santander Finance.

  • Santander Finance reserves the absolute right to waive any of the conditions of the Exchange Offer in the case of any tendered Rule 144A Preferred Securities.

  • If this Letter of Transmittal is signed by the registered holder(s) of the tendered Rule 144A Preferred Securities, the signature must correspond with the name(s) as written on the face of the tendered Rule 144A Preferred Securities without alteration, enlargement or any change whatsoever.

  • Any Beneficial Owner of tendered Rule 144A Preferred Securities who is not the registered holder must arrange promptly with the registered holder to execute and deliver this Letter of Transmittal, or an Agent's Message by DTC, on his or her behalf through the execution and delivery to the registered holder of the Instructions to Registered Holder and/or DTC Participant from Beneficial Owner form accompanying this Letter of Transmittal.

  • Unless waived, any defects or irregularities in connection with tenders of Rule 144A Preferred Securities must be cured within such time as Santander Finance determines.

  • Tendering holders should indicate, in the appropriate box (Box 2 or 3), the name and address to which the New Preferred Securities and/or substitute certificates evidencing Rule 144A Preferred Securities for amounts not tendered or not accepted for exchange are to be sent, if different from the name and address of the person signing this Letter of Transmittal.

  • If this Notice of Guaranteed Delivery is signed by the registered holder(s) of the Rule 144A Preferred Securities referred to in this Notice of Guaranteed Delivery, the signatures must correspond with the name(s) written on the face of the Rule 144A Preferred Securities without alteration, enlargement, or any change whatsoever.

Related to Rule 144A Preferred Securities

  • Hybrid Preferred Securities means any preferred securities issued by a Hybrid Preferred Securities Subsidiary, where such preferred securities have the following characteristics:

  • Trust Preferred Securities any preferred securities issued by a Trust Preferred Securities Subsidiary, where such preferred securities have the following characteristics:

  • Rule 144A Securities means all Initial Securities offered and sold to QIBs in reliance on Rule 144A.

  • Equity Preferred Securities means, with respect to any Person, any trust preferred securities or deferrable interest subordinated debt securities issued by such Person or other financing vehicle of such Person that (i) have an original maturity of at least twenty years, and (ii) require no repayments or prepayments and no mandatory redemptions or repurchases, in each case, prior to the first anniversary of the latest Maturity Date.

  • Non Book-Entry Preferred Securities shall have the meaning set forth in Section 2.4.

  • Rule 144A Notes means all Notes offered and sold to QIBs in reliance on Rule 144A.

  • Rule 144A Global Certificates As defined in Section 5.02(c)(ii) of this Agreement.

  • Covered Securities means any note, stock, treasury stock, security future, bond, debenture, evidence of indebtedness, certificate of interest or participation in any profit-sharing agreement, collateral-trust certificate, preorganization certificate or subscription, transferable share, investment contract, voting-trust certificate, certificate of deposit for a security, fractional undivided interest in oil, gas, or other mineral rights, any put, call, straddle, option, or privilege on any security (including a certificate of deposit) or on any group or index of securities (including any interest therein or based on the value thereof), or any put, call, straddle, option, or privilege entered into on a national securities exchange relating to foreign currency, or, in general, any interest or instrument commonly known as a "security", or any certificate of interest or participation in, temporary or interim certificate for, receipt for, guarantee of, or warrant or right to subscribe to or purchase any of the foregoing.

  • Rule 144A Global Certificate With respect to any Class of Book-Entry Certificates, a single global Certificate, or multiple global Certificates collectively, registered in the name of the Depository or its nominee, in definitive, fully registered form without interest coupons, each of which Certificates bears a Qualified Institutional Buyer CUSIP number and does not bear a Regulation S Legend.

  • Rule 144A Global Notes has the meaning set forth in Section 2.16.

  • Book-Entry Preferred Securities Certificates means a beneficial interest in the Preferred Securities Certificates, ownership and transfers of which shall be made through book entries by a Clearing Agency as described in Section 5.11.

  • Investor Securities means the securities eligible for registration pursuant to the Registration Rights Agreement.

  • Preferred Securities has the meaning specified in the first recital of this Indenture.

  • Preferred Shares means shares of Series A Junior Participating Preferred Stock, par value $.01 per share, of the Company having the rights and preferences set forth in the Form of Certificate of Designations attached to this Agreement as Exhibit A.

  • Series F Preferred Shares means the Series F Preferred Shares of the Company, par value US$0.0001 per share, with the rights and privileges as set forth in the Memorandum and Articles.

  • Designated Preferred Stock means Preferred Stock of the Issuer or any direct or indirect parent of the Issuer (other than Disqualified Stock), that is issued for cash (other than to the Issuer or any of its Subsidiaries or an employee stock ownership plan or trust established by the Issuer or any of its Subsidiaries) and is so designated as Designated Preferred Stock, pursuant to an Officer’s Certificate, on the issuance date thereof.

  • Series A Preferred Shares means the Series A Preferred Shares of the Company, par value US$0.0001 per share, with the rights and privileges as set forth in the Memorandum and Articles.

  • Class A Preferred Shares shall have the meaning ascribed to it in Section 2.4(a).

  • Hybrid Preferred Securities Subsidiary means any Delaware business trust (or similar entity) (i) all of the common equity interest of which is owned (either directly or indirectly through one or more wholly-owned Subsidiaries of the Company) at all times by the Company or a wholly-owned direct or indirect Subsidiary of the Company, (ii) that has been formed for the purpose of issuing Hybrid Preferred Securities and (iii) substantially all of the assets of which consist at all times solely of Junior Subordinated Debt issued by the Company or a wholly-owned direct or indirect Subsidiary of the Company (as the case may be) and payments made from time to time on such Junior Subordinated Debt.

  • 144A Notes means the Class E Notes and any Note retained by the Depositor or an Affiliate thereof on the Closing Date.

  • Definitive Preferred Securities Certificates means Preferred Securities issued in certificated, fully registered form that are not Global Preferred Securities.

  • Series A-1 Preferred Shares means the Company’s series A-1 preferred shares, par value US$0.00001 per share.

  • Series E Preferred Shares means the Series E Preferred Shares of the Company, par value US$0.0001 per share, with the rights and privileges as set forth in the Memorandum and Articles.

  • Book-Entry Preferred Security means a Preferred Security, the ownership and transfers of which shall be made through book entries by a Depositary.

  • Capital Securities means undivided beneficial interests in the assets of the Trust which rank pari passu with Common Securities issued by the Trust; provided, however, that upon the occurrence and continuance of an Event of Default (as defined in the Declaration), the rights of holders of such Common Securities to payment in respect of distributions and payments upon liquidation, redemption and otherwise are subordinated to the rights of holders of such Capital Securities.

  • Non Book-Entry Capital Securities shall have the meaning set forth in Section 2.05.