Terms of the Senior Notes. The following terms relating to the Senior Notes are hereby established pursuant to Section 3.01 of the Base Indenture: (a) The title of the Senior Notes shall be the “$1,250,000,000 5.808% Senior Callable Fixed-to-Fixed Reset Rate Notes due 2029”; (b) The aggregate principal amount of the Senior Notes that may be authenticated and delivered under the Indenture shall not initially exceed $1,250,000,000 (except as otherwise provided in the Indenture); (c) Principal on the Senior Notes shall be payable on September 13, 2029 (the “Maturity Date”), unless earlier redeemed in accordance with the provisions set forth in Article 11 of the Indenture; (d) The Senior Notes shall be issued in global registered form on or about June 13, 2023; (e) The Senior Notes shall bear interest from (and including) June 13, 2023 to (but excluding) September 13, 2028 (the “Reset Date”), at a rate of 5.808% per annum, and from (and including) the Reset Date to (but excluding) the Maturity Date (the “Reset Period”), at a rate per annum equal to the applicable U.S. Treasury Rate (as defined below) as determined by the Calculation Agent on the Reset Determination Date (as defined below), plus 1.950%. Interest on the Senior Notes will be paid semi-annually in arrear on March 13 and September 13 of each year (each, an “Interest Payment Date”), beginning on September 13, 2023 (short first coupon), to (and including) the Maturity Date; (f) The “Reset Determination Date”will be the second business day immediately preceding the Reset Date; (g) Interest on the Senior Notes will be calculated on the basis of a 360-day year divided into twelve months of 30 days each and, in the case of an incomplete month, the actual number of days elapsed in such period; (h) The “Regular Record Dates” for the Senior Notes will be the 15th calendar day preceding each Interest Payment Date, whether or not a business day; (i) If any scheduled Interest Payment Date is not a business day, the Company will pay interest on the next day that is a business day, but interest on such payment will not accrue during the period from and after such scheduled Interest Payment Date; (j) If the scheduled Maturity Date or date of redemption or repurchase or repayment of the Senior Notes is not a business day, the Company may pay interest and principal on the next succeeding business day, but interest on that payment will not accrue during the period from and after the scheduled maturity date or date of redemption, repurchase or repayment; (k) The Calculation Agent for the Senior Notes is National Westminster Bank plc or its successor appointed by the Company, pursuant to a calculation agent agreement entered into on June 13, 2023; (l) The U.S. Treasury Rate shall be determined by the Calculation Agent in accordance with the following provisions:
Appears in 2 contracts
Samples: Supplemental Indenture (NatWest Group PLC), Supplemental Indenture (NatWest Group PLC)
Terms of the Senior Notes. The following terms relating to the Senior Notes are hereby established pursuant to Section 3.01 of the Base Indenture:
(a) The title of the Senior Notes shall be the “$1,250,000,000 5.8084.445% Fixed Rate/Floating Rate Senior Callable Fixed-to-Fixed Reset Rate Notes due 20292030”;
(b) The aggregate principal amount of the Senior Notes that may be authenticated and delivered under the Indenture shall not initially exceed $1,250,000,000 (except as otherwise provided in the Indenture);
(c) Principal on the Senior Notes shall be payable on September 13May 8, 2029 2030 (the “Maturity Date”), unless earlier redeemed in accordance with the provisions set forth in Article 11 of the Indenture;
(d) The Senior Notes shall be issued in global registered form on or about June 13May 8, 20232019;
(e) The Senior Notes shall bear interest from From (and including) June 13May 8, 2023 2019, to (but excluding) September 13May 8, 2028 2029 (such period, the “Reset DateFixed Rate Period”), interest on the Senior Notes will be payable at a rate of 5.8084.445% per annumannum (the “Fixed Interest Rate”). During the Fixed Rate Period, interest on the Senior Notes will be payable semi-annually in arrear on May 8 and from November 8 of each year, beginning on November 8, 2019 (each, a “Fixed Rate Period Interest Payment Date”) to (and including) the Reset Date May 8, 2029. From (and including) May 8, 2029, to (but excluding) the Maturity Date (such period, the “Reset Floating Rate Period”), at a the interest rate per annum on the Senior Notes will be equal to the applicable three-month U.S. Treasury Rate dollar London interbank offered rate (as defined below) “LIBOR”), as determined by the Calculation Agent on the Reset applicable Interest Determination Date (as defined below)Date, plus 1.950%1.871% per annum, accruing from May 8, 2029, to (but excluding) the Maturity Date. Interest During the Floating Rate Period, interest on the Senior Notes will be paid semi-annually payable quarterly in arrear on March 13 August 8, 2029, November 8, 2029, February 8, 2030, and September 13 of each year May 8, 2030, beginning on August 8, 2029, to and (including) the Maturity Date (each, a “Floating Rate Period Interest Payment Date” and, together with each Fixed Rate Period Interest Payment Date, each an “Interest Payment Date”)) and will be reset quarterly on May 8, 2029, August 8, 2029, November 8, 2029 and February 8, 2030, beginning on September 13May 8, 2023 2029 (short first couponeach an “Interest Reset Date”), to (and including) . During the Maturity Date;Fixed Rate Period:
(f) The “Reset Determination Date”will be the second business day immediately preceding the Reset Date;
(gi) Interest on the Senior Notes will be calculated on the basis of a 360twelve 30-day year divided into twelve months of 30 days each andor, in the case of an incomplete month, the actual number of days elapsed elapsed, in each case assuming a 360-day year; and
(ii) If any scheduled interest payment date is not a business day, such interest payment date will be postponed to the next day that is a business day, but interest on that payment will not accrue during the period from and after the scheduled interest payment date. During the Floating Rate Period:
(i) Interest will be calculated on the basis of the actual number of days in each interest period, assuming a 360-day year. An interest period will be the period beginning on (and including) a Floating Rate Period Interest Payment Date and ending on (but excluding) the next succeeding Floating Rate Period Interest Payment Date; provided that the first floating rate interest period will begin May 8, 2029 and will end on (but exclude) the first Floating Rate Period Interest Payment Date.
(ii) If any scheduled Interest Reset Date or Floating Rate Period Interest Payment Date (other than the Maturity Date) is not a business day, such Interest Reset Date or Floating Rate Period Interest Payment Date will be postponed to the next day that is a business day; provided that if that business day falls in the next succeeding calendar month, such Interest Reset Date or Floating Rate Period Interest Payment Date will be the immediately preceding business day. If any such Floating Rate Period Interest Payment Date (other than the Maturity Date) is postponed or brought forward as described above, the payment of interest due on such postponed or brought forward Floating Rate Period Interest Payment Date will include interest accrued to but excluding such postponed or brought forward Floating Rate Period Interest Payment Date;
(hf) The “Regular Record Dates” regular record dates for the Senior Notes will be the 15th calendar day preceding each Interest Payment Date, whether or not a business day;
(g) No premium, upon redemption or otherwise, shall be payable by the Company on the Senior Notes; and
(h) The form of the Senior Notes shall be evidenced by one or more global notes in registered form substantially in the form of Exhibit A attached to this Fifth Supplemental Indenture and made a part thereof.
(i) If Principal of and any scheduled Interest Payment Date is not a business day, the Company will pay interest on the next day that is a business daySenior Notes shall be paid to the Holder through The Bank of New York Mellon, but interest on such payment will not accrue during as paying agent of the period from and after such scheduled Interest Payment DateCompany having offices in London, United Kingdom;
(j) If the scheduled Maturity Date or date of redemption or repurchase or repayment The Senior Notes shall not be redeemable except as provided in Article 11 of the Senior Notes is not a business day, the Company may pay interest Base Indenture as amended by Section 3.07 and principal on the next succeeding business day, but interest on that payment will not accrue during the period from and after the scheduled maturity date or date of redemption, repurchase or repayment;
(k) The Calculation Agent for the Senior Notes is National Westminster Bank plc or its successor appointed by the Company, pursuant to a calculation agent agreement entered into on June 13, 2023;
(l) The U.S. Treasury Rate shall be determined by the Calculation Agent in accordance with the following provisions:Section 3.08
Appears in 2 contracts
Samples: Fifth Supplemental Indenture (Royal Bank of Scotland Group PLC), Fifth Supplemental Indenture (Royal Bank of Scotland Group PLC)
Terms of the Senior Notes. The following terms relating to the Senior Notes are hereby established pursuant to Section 3.01 of the Base Indenture:
(a) The title of the Senior Notes shall be the “$1,250,000,000 5.8084.892% Senior Callable Fixed-to-Fixed Reset Rate/Floating Rate Notes due 2029”;
(b) The aggregate principal amount of the Senior Notes that may be authenticated and delivered under the Indenture shall not initially exceed $1,250,000,000 1,750,000,000 (except as otherwise provided in the Indenture);
(c) Principal on the Senior Notes shall be payable on September 13May 18, 2029 (the “Maturity Date”), unless earlier redeemed in accordance with the provisions set forth in Article 11 of the Indenture;
(d) The Senior Notes shall be issued in global registered form on or about June 13May 18, 20232018;
(e) The Senior Notes shall bear interest from From (and including) June 13May 18, 2023 2018, to (but excluding) September 13May 18, 2028 (such period, the “Reset DateFixed Rate Period”), interest on the Senior Notes will be payable at a rate of 5.8084.892% per annumannum (the “Fixed Interest Rate”). During the Fixed Rate Period, interest on the Senior Notes will be payable semi-annually in arrear on May 18 and from November 18 of each year, beginning on November 18, 2018 (each, a “Fixed Rate Period Interest Payment Date”) to (and including) the Reset Date May 18, 2028. From (and including) May 18, 2028, to (but excluding) the Maturity Date (such period, the “Reset Floating Rate Period”), at a the interest rate per annum on the Senior Notes will be equal to the applicable three-month U.S. Treasury Rate (as defined below) dollar LIBOR, as determined by the Calculation Agent on the Reset applicable Interest Determination Date Date, plus 1.754% per annum (as defined belowthe “Floating Interest Rate”), plus 1.950%accruing from May 18, 2028, to (but excluding) the Maturity Date. Interest During the Floating Rate Period, interest on the Senior Notes will be paid semi-annually payable quarterly in arrear on March 13 August 18, 2028, November 18, 2028, February 18, 2029 and September 13 of each year May 18, 2029, beginning on August 18, 2028, to and (including) the Maturity Date (each, a “Floating Rate Period Interest Payment Date” and, together with each Fixed Rate Period Interest Payment Date, each an “Interest Payment Date”)) and will be reset quarterly on May 18, 2028, August 18, 2028, November 18, 2028 and February 18, 2029, beginning on September 13May 18, 2023 2028 (short first couponeach an “Interest Reset Date”), to (and including) . During the Maturity Date;Fixed Rate Period:
(f) The “Reset Determination Date”will be the second business day immediately preceding the Reset Date;
(gi) Interest on the Senior Notes will be calculated on the basis of a 360twelve 30-day year divided into twelve months of 30 days each andor, in the case of an incomplete month, the actual number of days elapsed elapsed, in each case assuming a 360-day year; and
(ii) If any scheduled interest payment date is not a business day, such interest payment date will be postponed to the next day that is a business day, but interest on that payment will not accrue during the period from and after the scheduled interest payment date. During the Floating Rate Period:
(i) Interest will be calculated on the basis of the actual number of days in each interest period, assuming a 360-day year. An interest period will be the period beginning on (and including) a Floating Rate Period Interest Payment Date and ending on (but excluding) the next succeeding Floating Rate Period Interest Payment Date; provided that the first floating rate interest period will begin May 18, 2028 and will end on (but exclude) the first Floating Rate Period Interest Payment Date.
(ii) If any scheduled Interest Reset Date or Floating Rate Period Interest Payment Date (other than the Maturity Date) is not a business day, such Reset Date or Floating Rate Period Interest Payment Date will be postponed to the next day that is a business day; provided that if that business day falls in the next succeeding calendar month, such Interest Reset Date or Floating Rate Period Interest Payment Date will be the immediately preceding business day. If any such Floating Rate Period Interest Payment Date (other than the Maturity Date) is postponed or brought forward as described above, the payment of interest due on such postponed or brought forward Floating Rate Period Interest Payment Date will include interest accrued to but excluding such postponed or brought forward Floating Rate Period Interest Payment Date;
(hf) The “Regular Record Dates” regular record dates for the Senior Notes will be the 15th calendar day preceding each Interest Payment Date, whether or not a business day;
(g) No premium, upon redemption or otherwise, shall be payable by the Company on the Senior Notes; and
(h) The form of the Senior Notes shall be evidenced by one or more global notes in registered form substantially in the form of Exhibit A attached to this First Supplemental Indenture and made a part thereof.
(i) If Principal of and any scheduled Interest Payment Date is not a business day, the Company will pay interest on the next day that is a business daySenior Notes shall be paid to the Holder through The Bank of New York Mellon, but interest on such payment will not accrue during as paying agent of the period from and after such scheduled Interest Payment DateCompany having offices in London, United Kingdom;
(j) If the scheduled Maturity Date or date of redemption or repurchase or repayment The Senior Notes shall not be redeemable except as provided in Article 11 of the Senior Notes is not a business day, the Company may pay interest Base Indenture as amended by Section 3.07 and principal on the next succeeding business day, but interest on that payment will not accrue during the period from and after the scheduled maturity date or date of redemption, repurchase or repayment;
(k) The Calculation Agent for the Senior Notes is National Westminster Bank plc or its successor appointed by the Company, pursuant to a calculation agent agreement entered into on June 13, 2023;
(l) The U.S. Treasury Rate shall be determined by the Calculation Agent in accordance with the following provisions:Section 3.08
Appears in 2 contracts
Samples: First Supplemental Indenture (Royal Bank of Scotland Group PLC), First Supplemental Indenture (Royal Bank of Scotland Group PLC)
Terms of the Senior Notes. The following terms relating to the Senior Notes are hereby established pursuant to Section 3.01 of the Base Indenture:
(a) The title of the Senior Notes shall be the “$1,250,000,000 5.8084.269% Fixed Rate/Floating Rate Senior Callable Fixed-to-Fixed Reset Rate Notes due 20292025”;
(b) The aggregate principal amount of the Senior Notes that may be authenticated and delivered under the Indenture shall not initially exceed $1,250,000,000 2,000,000,000 (except as otherwise provided in the Indenture);
(c) Principal on the Senior Notes shall be payable on September 13March 22, 2029 2025 (the “Maturity Date”), unless earlier redeemed in accordance with the provisions set forth in Article 11 of the Indenture;
(d) The Senior Notes shall be issued in global registered form on or about June 13March 22, 20232019;
(e) The Senior Notes shall bear interest from From (and including) June 13March 22, 2023 2019, to (but excluding) September 13March 22, 2028 2024 (such period, the “Reset DateFixed Rate Period”), interest on the Senior Notes will be payable at a rate of 5.8084.269% per annumannum (the “Fixed Interest Rate”). During the Fixed Rate Period, interest on the Senior Notes will be payable semi-annually in arrear on March 22 and from September 22 of each year, beginning on September 22, 2019 (each, a “Fixed Rate Period Interest Payment Date”) to (and including) the Reset Date March 22, 2024. From (and including) March 22, 2024, to (but excluding) the Maturity Date (such period, the “Reset Floating Rate Period”), at a the interest rate per annum on the Senior Notes will be equal to the applicable three-month U.S. Treasury Rate dollar London interbank offered rate (as defined below) “LIBOR”), as determined by the Calculation Agent on the Reset applicable Interest Determination Date (as defined below)Date, plus 1.950%1.762% per annum, accruing from March 22, 2024, to (but excluding) the Maturity Date. Interest During the Floating Rate Period, interest on the Senior Notes will be paid semi-annually payable quarterly in arrear on June 22, 2024, September 22, 2024, December 22, 2024, and March 13 22, 2025, beginning on June 22, 2024, to and September 13 of each year (including) the Maturity Date (each, a “Floating Rate Period Interest Payment Date” and, together with each Fixed Rate Period Interest Payment Date, each an “Interest Payment Date”)) and will be reset quarterly on March 22, 2024, June 22, 2024, September 22, 2024 and December 22, 2024, beginning on September 13March 22, 2023 2024 (short first couponeach an “Interest Reset Date”), to (and including) . During the Maturity Date;Fixed Rate Period:
(f) The “Reset Determination Date”will be the second business day immediately preceding the Reset Date;
(gi) Interest on the Senior Notes will be calculated on the basis of a 360twelve 30-day year divided into twelve months of 30 days each andor, in the case of an incomplete month, the actual number of days elapsed elapsed, in each case assuming a 360-day year; and
(ii) If any scheduled interest payment date is not a business day, such interest payment date will be postponed to the next day that is a business day, but interest on that payment will not accrue during the period from and after the scheduled interest payment date. During the Floating Rate Period:
(i) Interest will be calculated on the basis of the actual number of days in each interest period, assuming a 360-day year. An interest period will be the period beginning on (and including) a Floating Rate Period Interest Payment Date and ending on (but excluding) the next succeeding Floating Rate Period Interest Payment Date; provided that the first floating rate interest period will begin March 22, 2024 and will end on (but exclude) the first Floating Rate Period Interest Payment Date.
(ii) If any scheduled Interest Reset Date or Floating Rate Period Interest Payment Date (other than the Maturity Date) is not a business day, such Interest Reset Date or Floating Rate Period Interest Payment Date will be postponed to the next day that is a business day; provided that if that business day falls in the next succeeding calendar month, such Interest Reset Date or Floating Rate Period Interest Payment Date will be the immediately preceding business day. If any such Floating Rate Period Interest Payment Date (other than the Maturity Date) is postponed or brought forward as described above, the payment of interest due on such postponed or brought forward Floating Rate Period Interest Payment Date will include interest accrued to but excluding such postponed or brought forward Floating Rate Period Interest Payment Date;
(hf) The “Regular Record Dates” regular record dates for the Senior Notes will be the 15th calendar day preceding each Interest Payment Date, whether or not a business day;
(g) No premium, upon redemption or otherwise, shall be payable by the Company on the Senior Notes; and
(h) The form of the Senior Notes shall be evidenced by one or more global notes in registered form substantially in the form of Exhibit A attached to this Fourth Supplemental Indenture and made a part thereof.
(i) If Principal of and any scheduled Interest Payment Date is not a business day, the Company will pay interest on the next day that is a business daySenior Notes shall be paid to the Holder through The Bank of New York Mellon, but interest on such payment will not accrue during as paying agent of the period from and after such scheduled Interest Payment DateCompany having offices in London, United Kingdom;
(j) If the scheduled Maturity Date or date of redemption or repurchase or repayment The Senior Notes shall not be redeemable except as provided in Article 11 of the Senior Notes is not a business day, the Company may pay interest Base Indenture as amended by Section 3.07 and principal on the next succeeding business day, but interest on that payment will not accrue during the period from and after the scheduled maturity date or date of redemption, repurchase or repayment;
(k) The Calculation Agent for the Senior Notes is National Westminster Bank plc or its successor appointed by the Company, pursuant to a calculation agent agreement entered into on June 13, 2023;
(l) The U.S. Treasury Rate shall be determined by the Calculation Agent in accordance with the following provisions:Section 3.08
Appears in 2 contracts
Samples: Fourth Supplemental Indenture (Royal Bank of Scotland Group PLC), Fourth Supplemental Indenture (Royal Bank of Scotland Group PLC)
Terms of the Senior Notes. The following terms relating to the Senior Notes are hereby established pursuant to Section 3.01 of the Base Indenture:
(a) The title of the Senior Notes shall be the “$1,250,000,000 5.8085.076% Senior Callable Fixed-to-Fixed Reset Rate/Floating Rate Notes due 20292030”;
(b) The aggregate principal amount of the Senior Notes that may be authenticated and delivered under the Indenture shall not initially exceed $1,250,000,000 1,750,000,000 (except as otherwise provided in the Indenture);
(c) Principal on the Senior Notes shall be payable on September 13January 27, 2029 2030 (the “Maturity Date”), unless earlier redeemed in accordance with the provisions set forth in Article 11 of the Indenture;
(d) The Senior Notes shall be issued in global registered form on or about June 13September 27, 20232018;
(e) The Senior Notes shall bear interest from From (and including) June 13September 27, 2023 2018, to (but excluding) September 13January 27, 2028 2029 (such period, the “Reset DateFixed Rate Period”), interest on the Senior Notes will be payable at a rate of 5.8085.076% per annumannum (the “Fixed Interest Rate”). During the Fixed Rate Period, interest on the Senior Notes will be payable semi-annually in arrear on January 27 and from July 27 of each year, beginning on January 27, 2019 (each, a “Fixed Rate Period Interest Payment Date”) to (and including) the Reset Date January 27, 2029. From (and including) January 27, 2029, to (but excluding) the Maturity Date (such period, the “Reset Floating Rate Period”), at a the interest rate per annum on the Senior Notes will be equal to the applicable three-month U.S. Treasury Rate dollar London interbank offered rate (as defined below) “LIBOR”), as determined by the Calculation Agent on the Reset applicable Interest Determination Date (as defined below)Date, plus 1.950%1.905% per annum, accruing from January 27, 2029, to (but excluding) the Maturity Date. Interest During the Floating Rate Period, interest on the Senior Notes will be paid semi-annually payable quarterly in arrear on March 13 April 27, 2029, July 27, 2029, October 27, 2029 and September 13 of each year January 27, 2030, beginning on April 27, 2029, to and (including) the Maturity Date (each, a “Floating Rate Period Interest Payment Date” and, together with each Fixed Rate Period Interest Payment Date, each an “Interest Payment Date”)) and will be reset quarterly on January 27, 2029, April 27, 2029, July 27, 2029, October 27, 2029, beginning on September 13January 27, 2023 2029 (short first couponeach an “Interest Reset Date”), to (and including) . During the Maturity Date;Fixed Rate Period:
(f) The “Reset Determination Date”will be the second business day immediately preceding the Reset Date;
(gi) Interest on the Senior Notes will be calculated on the basis of a 360twelve 30-day year divided into twelve months of 30 days each andor, in the case of an incomplete month, the actual number of days elapsed elapsed, in each case assuming a 360-day year; and
(ii) If any scheduled interest payment date is not a business day, such interest payment date will be postponed to the next day that is a business day, but interest on that payment will not accrue during the period from and after the scheduled interest payment date. During the Floating Rate Period:
(i) Interest will be calculated on the basis of the actual number of days in each interest period, assuming a 360-day year. An interest period will be the period beginning on (and including) a Floating Rate Period Interest Payment Date and ending on (but excluding) the next succeeding Floating Rate Period Interest Payment Date; provided that the first floating rate interest period will begin January 27, 2029 and will end on (but exclude) the first Floating Rate Period Interest Payment Date.
(ii) If any scheduled Interest Reset Date or Floating Rate Period Interest Payment Date (other than the Maturity Date) is not a business day, such Interest Reset Date or Floating Rate Period Interest Payment Date will be postponed to the next day that is a business day; provided that if that business day falls in the next succeeding calendar month, such Interest Reset Date or Floating Rate Period Interest Payment Date will be the immediately preceding business day. If any such Floating Rate Period Interest Payment Date (other than the Maturity Date) is postponed or brought forward as described above, the payment of interest due on such postponed or brought forward Floating Rate Period Interest Payment Date will include interest accrued to but excluding such postponed or brought forward Floating Rate Period Interest Payment Date;
(hf) The “Regular Record Dates” regular record dates for the Senior Notes will be the 15th calendar day preceding each Interest Payment Date, whether or not a business day;
(g) No premium, upon redemption or otherwise, shall be payable by the Company on the Senior Notes; and
(h) The form of the Senior Notes shall be evidenced by one or more global notes in registered form substantially in the form of Exhibit A attached to this Third Supplemental Indenture and made a part thereof.
(i) If Principal of and any scheduled Interest Payment Date is not a business day, the Company will pay interest on the next day that is a business daySenior Notes shall be paid to the Holder through The Bank of New York Mellon, but interest on such payment will not accrue during as paying agent of the period from and after such scheduled Interest Payment DateCompany having offices in London, United Kingdom;
(j) If the scheduled Maturity Date or date of redemption or repurchase or repayment The Senior Notes shall not be redeemable except as provided in Article 11 of the Senior Notes is not a business day, the Company may pay interest Base Indenture as amended by Section 3.07 and principal on the next succeeding business day, but interest on that payment will not accrue during the period from and after the scheduled maturity date or date of redemption, repurchase or repayment;
(k) The Calculation Agent for the Senior Notes is National Westminster Bank plc or its successor appointed by the Company, pursuant to a calculation agent agreement entered into on June 13, 2023;
(l) The U.S. Treasury Rate shall be determined by the Calculation Agent in accordance with the following provisions:Section 3.08
Appears in 2 contracts
Samples: Third Supplemental Indenture (Royal Bank of Scotland Group PLC), Third Supplemental Indenture (Royal Bank of Scotland Group PLC)
Terms of the Senior Notes. The following terms relating to the Senior Notes are hereby established pursuant to Section 3.01 of the Base Indenture:
(a) The title of the Senior Notes shall be the “$1,250,000,000 5.8084.800% Senior Callable Fixed-to-Fixed Reset Rate Notes due 20292026”;
(b) The aggregate principal amount of the Senior Notes that may be authenticated and delivered under the Indenture shall not initially exceed $1,250,000,000 1,500,000,000 (except as otherwise provided in the Indenture);
(c) Principal on the Senior Notes shall be payable on September 13April 5, 2029 (the “Maturity Date”), unless earlier redeemed in accordance with the provisions set forth in Article 11 of the Indenture2026;
(d) The Senior Notes shall be issued in global registered form on or about June 13April 5, 2023;
(e) The Senior Notes 2016; and shall bear interest from (and including) June 13April 5, 2023 to (but excluding) September 13, 2028 (the “Reset Date”), 2016 at a an annual rate of 5.808% per annum4.800%, and from (and including) the Reset Date to (but excluding) the Maturity Date (the “Reset Period”), at a rate per annum equal to the applicable U.S. Treasury Rate (as defined below) as determined by the Calculation Agent on the Reset Determination Date (as defined below), plus 1.950%. Interest on the Senior Notes will be paid payable semi-annually in arrear on March 13 April 5 and September 13 of October 5 in each year commencing on October 5, 2016 (each, an “Interest Payment Date”), beginning on September 13, 2023 (short first coupon), to (and including) the Maturity Date;
(f) The “Reset Determination Date”will be the second business day immediately preceding the Reset Date;
(g) . Interest on the Senior Notes will be calculated on the basis of a 360-day year divided into twelve months of 30 days each and, in the case of an incomplete month, the actual number of days elapsed in such period;
(h) . The “Regular Record Dates” Dates for the Senior Notes will be the 15th calendar 21st day preceding of each Interest Payment DateMarch and September in each year, whether or not a business dayBusiness Day, immediately preceding the relevant Interest Payment Date.
(e) No premium, upon redemption or otherwise, shall be payable by the Company on the Senior Notes;
(f) Principal of and any interest on the Senior Notes shall be paid to the Holder through The Bank of New York Mellon, as paying agent of the Company having offices in London, United Kingdom;
(g) The Senior Notes shall not be redeemable except as provided in Article 11 of the Base Indenture as amended by Section 3.07 of this Second Supplemental Indenture. In connection with any redemption of Senior Notes pursuant to Section 11.08 of the Base Indenture as amended by Section 3.07 of this Second Supplemental Indenture, the date referenced therein shall be April 5, 2016;
(h) The Company shall have no obligation to redeem or purchase the Senior Notes pursuant to any sinking fund or analogous provision;
(i) If any scheduled Interest Payment Date is not a business day, the Company will pay interest on the next day that is a business day, but interest on such payment will not accrue during the period from The Senior Notes shall be issued only in denominations of $200,000 and after such scheduled Interest Payment Dateintegral multiples of $1,000 in excess thereof;
(j) If the scheduled Maturity Date or date of redemption or repurchase or repayment of The principal amount of, and any accrued interest on, the Senior Notes is not a business day, shall be payable upon the Company may pay interest and principal on declaration of acceleration thereof pursuant to Section 5.02 of the next succeeding business day, but interest on that payment will not accrue during the period from and after the scheduled maturity date or date of redemption, repurchase or repaymentBase Indenture;
(k) The Calculation Agent for Additional Amounts shall only be payable on the Senior Notes is National Westminster Bank plc or its successor appointed by the Company, pursuant to a calculation agent agreement entered into on June 13Section 10.04 of the Base Indenture, 2023as amended by Section 3.06 of this Second Supplemental Indenture;
(l) The U.S. Treasury Rate Senior Notes shall not be converted into or exchanged at the option of the Company for stock or other securities of the Company;
(m) The Senior Notes shall be determined by denominated in U.S. Dollars;
(n) The payment of principal of and interest, if any, on the Senior Notes shall be payable in U.S. Dollars;
(o) The payment of principal of and interest, if any, on the Senior Notes shall be payable only in the coin or currency in which the Senior Notes are denominated which, pursuant to (m) above, shall be U.S. Dollars;
(p) The Senior Notes will be issued in the form of one or more global securities in registered form, without coupons attached, and the initial Holder with respect to each such global security shall be Cede & Co., as nominee of The Depository Trust Company;
(q) Except in limited circumstances, the Senior Notes will not be issued in definitive form;
(r) There is no Calculation Agent for the Senior Notes;
(s) The Events of Default on the Senior Notes are as set forth in accordance Section 5.01 of the Base Indenture as amended by Section 3.04 of this Second Supplemental Indenture;
(t) The form of the Senior Notes shall be evidenced by one or more global notes in registered form (each, a “Global Note”) substantially in the form of Exhibit A attached to this Second Supplemental Indenture and made a part thereof; and
(u) The Company may issue additional Senior Notes (“Additional Senior Notes”) after the date hereof having the same ranking and same interest rate, maturity date, redemption terms and other terms as the Senior Notes except for the price to the public and issue date, provided however that if such additional notes have the same CUSIP, ISIN and/or Common Code as the outstanding Senior Notes, such additional notes must be fungible with the following provisions:Senior Notes for U.S. federal income tax purposes. Any such Additional Senior Notes, together with the Senior Notes will constitute a single series of securities under the Indenture. There is no limitation on the amount of notes or other debt securities that the Company may issue under the Indenture.
Appears in 1 contract
Samples: Second Supplemental Indenture (Royal Bank of Scotland Group PLC)
Terms of the Senior Notes. The following terms relating to the Senior Notes are hereby established pursuant to Section 3.01 of the Base Indenture:
(a) The title of the Senior Notes shall be the “$1,250,000,000 5.8083.875% Senior Callable Fixed-to-Fixed Reset Rate Notes due 20292023”;
(b) The aggregate principal amount of the Senior Notes that may be authenticated and delivered under the Indenture shall not initially exceed $1,250,000,000 2,650,000,000 (except as otherwise provided in the Indenture);
(c) Principal on the Senior Notes shall be payable on September 1312, 2029 (the “Maturity Date”), unless earlier redeemed in accordance with the provisions set forth in Article 11 of the Indenture2023;
(d) The Senior Notes shall be issued in global registered form on or about June 13September 12, 2023;
(e) The Senior Notes 2016; and shall bear interest from (and including) June 13September 12, 2023 to (but excluding) September 13, 2028 (the “Reset Date”), 2016 at a an annual rate of 5.808% per annum3.875%, and from (and including) the Reset Date to (but excluding) the Maturity Date (the “Reset Period”), at a rate per annum equal to the applicable U.S. Treasury Rate (as defined below) as determined by the Calculation Agent on the Reset Determination Date (as defined below), plus 1.950%. Interest on the Senior Notes will be paid payable semi-annually in arrear on September 12 and March 13 and September 13 of 12 in each year commencing on March 12, 2017 (each, an “Interest Payment Date”), beginning on September 13, 2023 (short first coupon), to (and including) the Maturity Date;
(f) The “Reset Determination Date”will be the second business day immediately preceding the Reset Date;
(g) . Interest on the Senior Notes will be calculated on the basis of a 360-day year divided into twelve months of 30 days each and, in the case of an incomplete month, the actual number of days elapsed in such period;
(h) . The “Regular Record Dates” Dates for the Senior Notes will be the 15th calendar 24th day preceding of each Interest Payment DateFebruary and August in each year, whether or not a business dayBusiness Day, immediately preceding the relevant Interest Payment Date.
(e) No premium, upon redemption or otherwise, shall be payable by the Company on the Senior Notes;
(f) Principal of and any interest on the Senior Notes shall be paid to the Holder through The Bank of New York Mellon, as paying agent of the Company having offices in London, United Kingdom;
(g) The Senior Notes shall not be redeemable except as provided in Article 11 of the Base Indenture as amended by Section 3.07 of the Second Supplemental Indenture. In connection with any redemption of Senior Notes pursuant to Section 11.08 of the Amended and Restated Indenture, as amended by Section 3.07 of the Second Supplemental Indenture, the date referenced therein shall be September 12, 2016;
(h) The Company shall have no obligation to redeem or purchase the Senior Notes pursuant to any sinking fund or analogous provision;
(i) If any scheduled Interest Payment Date is not a business day, the Company will pay interest on the next day that is a business day, but interest on such payment will not accrue during the period from The Senior Notes shall be issued only in denominations of $200,000 and after such scheduled Interest Payment Dateintegral multiples of $1,000 in excess thereof;
(j) If the scheduled Maturity Date or date of redemption or repurchase or repayment of The principal amount of, and any accrued interest on, the Senior Notes is not a business day, shall be payable upon the Company may pay interest and principal on declaration of acceleration thereof pursuant to Section 5.02 of the next succeeding business day, but interest on that payment will not accrue during the period from and after the scheduled maturity date or date of redemption, repurchase or repaymentBase Indenture;
(k) The Calculation Agent for Additional Amounts shall only be payable on the Senior Notes is National Westminster Bank plc or its successor appointed by the Company, pursuant to a calculation agent agreement entered into on June 13Section 10.04 of the Base Indenture, 2023as amended by Section 3.06 of the Second Supplemental Indenture;
(l) The U.S. Treasury Rate Senior Notes shall not be converted into or exchanged at the option of the Company for stock or other securities of the Company;
(m) The Senior Notes shall be determined by denominated in U.S. Dollars;
(n) The payment of principal of and interest, if any, on the Senior Notes shall be payable in U.S. Dollars;
(o) The payment of principal of and interest, if any, on the Senior Notes shall be payable only in the coin or currency in which the Senior Notes are denominated which, pursuant to (m) above, shall be U.S. Dollars;
(p) The Senior Notes will be issued in the form of one or more global securities in registered form, without coupons attached, and the initial Holder with respect to each such global security shall be Cede & Co., as nominee of The Depository Trust Company;
(q) Except in limited circumstances, the Senior Notes will not be issued in definitive form;
(r) There is no Calculation Agent for the Senior Notes;
(s) The Events of Default on the Senior Notes are as set forth in accordance Section 5.01 of the Base Indenture as amended by Section 3.02 of this Third Supplemental Indenture;
(t) The form of the Senior Notes shall be evidenced by one or more global notes in registered form (each, a “Global Note”) substantially in the form of Exhibit A attached to this Third Supplemental Indenture and made a part thereof; and
(u) The Company may issue additional Senior Notes (“Additional Senior Notes”) after the date hereof having the same ranking and same interest rate, maturity date, redemption terms and other terms as the Senior Notes except for the price to the public and issue date, provided however that if such additional notes have the same CUSIP, ISIN and/or Common Code as the outstanding Senior Notes, such additional notes must be fungible with the following provisions:Senior Notes for U.S. federal income tax purposes. Any such Additional Senior Notes, together with the Senior Notes will constitute a single series of securities under the Indenture. There is no limitation on the amount of notes or other debt securities that the Company may issue under the Indenture.
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Samples: Third Supplemental Indenture (Royal Bank of Scotland Group PLC)