Other Dividends and Distributions. A Share Ratio will not be adjusted to reflect dividends or other distributions paid with respect to a Basket Stock, other than: stock dividends as described above; issuances of transferable rights and warrants as described in "-Transferable Rights and Warrants" below; distributions that are spin-off events as described in "-Reorganization Events" below; and extraordinary dividends as described below. A dividend or other distribution with respect to a Basket Stock will be deemed to be an extraordinary dividend if its per share value exceeds that of the immediately preceding non-extraordinary dividend, if any, for that Basket Stock by an amount equal to at least 10% of the Closing Price of that Basket Stock on the Business Day before the ex-dividend date. The ex-dividend date for any dividend or other distribution is the first day on which the relevant Basket Stock trades without the right to receive that dividend or distribution. If an extraordinary dividend occurs, the Calculation Agent will adjust the relevant Share Ratio of that Basket Stock to equal the product of (1) the prior Share Ratio, and (2) a fraction, the numerator of which is the Closing Price of the relevant Basket Stock on the Business Day before the ex-dividend date and the denominator of which is the amount by which that Closing Price exceeds the extraordinary dividend amount. The extraordinary dividend amount of an extraordinary dividend for a particular Basket Stock equals: for an extraordinary dividend that is paid in lieu of a regular quarterly dividend, the amount of the extraordinary dividend per share of that Basket Stock, minus the amount per share of the immediately preceding dividend, if any, that was not an extraordinary dividend for that Basket Stock; or for an extraordinary dividend that is not paid in lieu of a regular quarterly dividend, the amount per share of the extraordinary dividend. To the extent an extraordinary dividend is not paid in cash, the Calculation Agent will determine the value of any non-cash component. A distribution on a Basket Stock that is a stock dividend payable in shares of that Basket Stock, an issuance of rights or warrants or a spin-off event and an extraordinary dividend will result in an adjustment to the number of shares only as described in "-Stock Dividends" above, "-Transferable Rights and Warrants" below, or "-Reorganization Events" below, as the case may be, and not as described here.
Appears in 3 contracts
Samples: Indenture (Bank of America Corp /De/), Indenture (Bank of America Corp /De/), Indenture (Bank of America Corp /De/)
Other Dividends and Distributions. A Share Ratio will not be adjusted to reflect dividends or other distributions paid with respect to a Basket Stock, other than: stock dividends as described above; issuances of transferable rights and warrants as described in "-Transferable --Transferable Rights and Warrants" below; distributions that are spin-off events as described in "-Reorganization --Reorganization Events" below; and extraordinary dividends as described below. A dividend or other distribution with respect to a Basket Stock will be deemed to be an extraordinary dividend if its per share value exceeds that of the immediately preceding non-extraordinary dividend, if any, for that Basket Stock by an amount equal to at least 10% of the Closing Price of that Basket Stock on the Business Day before the ex-dividend date. The ex-dividend date for any dividend or other distribution is the first day on which the relevant Basket Stock trades without the right to receive that dividend or distribution. If an extraordinary dividend occurs, the Calculation Agent will adjust the relevant Share Ratio of that Basket Stock to equal the product of (1) the prior Share Ratio, and (2) a fraction, the numerator of which is the Closing Price of the relevant Basket Stock on the Business Day before the ex-dividend date and the denominator of which is the amount by which that Closing Price exceeds the extraordinary dividend amount. The extraordinary dividend amount of an extraordinary dividend for a particular Basket Stock equals: for an extraordinary dividend that is paid in lieu of a regular quarterly dividend, the amount of the extraordinary dividend per share of that Basket Stock, minus the amount per share of the immediately preceding dividend, if any, that was not an extraordinary dividend for that Basket Stock; or for an extraordinary dividend that is not paid in lieu of a regular quarterly dividend, the amount per share of the extraordinary dividend. To the extent an extraordinary dividend is not paid in cash, the Calculation Agent will determine the value of any non-cash component. A distribution on a Basket Stock that is a stock dividend payable in shares of that Basket Stock, an issuance of rights or warrants or a spin-off event and an extraordinary dividend will result in an adjustment to the number of shares only as described in "-Stock --Stock Dividends" above, "-Transferable --Transferable Rights and Warrants" below, or "-Reorganization --Reorganization Events" below, as the case may be, and not as described here.
Appears in 1 contract
Other Dividends and Distributions. A Share Ratio will not be adjusted to reflect dividends or other distributions paid with respect to a Basket Stock, other than: • stock dividends as described above; • issuances of transferable rights and warrants as described in "-Transferable “—Transferable Rights and Warrants" ” below; • distributions that are spin-off events as described in "-Reorganization “—Reorganization Events" ” below; and • extraordinary dividends as described below. A dividend or other distribution with respect to a Basket Stock will be deemed to be an extraordinary dividend if its per share value exceeds that of the immediately preceding non-extraordinary dividend, if any, for that Basket Stock by an amount equal to at least 10% of the Closing Price of that Basket Stock on the Business Day before the ex-dividend date. The ex-dividend date for any dividend or other distribution is the first day on which the relevant Basket Stock trades without the right to receive that dividend or distribution. If an extraordinary dividend occurs, the Calculation Agent will adjust the relevant Share Ratio of that Basket Stock to equal the product of (1) the prior Share Ratio, and (2) a fraction, the numerator of which is the Closing Price of the relevant Basket Stock on the Business Day before the ex-dividend date and the denominator of which is the amount by which that Closing Price exceeds the extraordinary dividend amount. The extraordinary dividend amount of an extraordinary dividend for a particular Basket Stock equals: • for an extraordinary dividend that is paid in lieu of a regular quarterly dividend, the amount of the extraordinary dividend per share of that Basket Stock, minus the amount per share of the immediately preceding dividend, if any, that was not an extraordinary dividend for that Basket Stock; or • for an extraordinary dividend that is not paid in lieu of a regular quarterly dividend, the amount per share of the extraordinary dividend. To the extent an extraordinary dividend is not paid in cash, the Calculation Agent will determine the value of any non-cash component. A distribution on a Basket Stock that is a stock dividend payable in shares of that Basket Stock, an issuance of rights or warrants or a spin-off event and an extraordinary dividend will result in an adjustment to the number of shares only as described in "-Stock “—Stock Dividends" ” above, "-Transferable “—Transferable Rights and Warrants" ” below, or "-Reorganization “—Reorganization Events" ” below, as the case may be, and not as described here.
Appears in 1 contract