Excess Dividend definition
Excess Dividend. For any calendar quarter, any dividend or distribution on the Shares with an ex-dividend date occurring during such calendar quarter (other than any dividend or distribution of the type described in Section 11.2(e)(i), Section 11.2(e)(ii)(A) or Section 11.2(e)(ii)(B) of the Equity Definitions or any Extraordinary Dividend) (a “Dividend”) the amount or value of which per Share (as determined by the Calculation Agent), when aggregated with the amount or value (as determined by the Calculation Agent) of any and all previous Dividends with ex-dividend dates occurring in the same calendar quarter, exceeds the Ordinary Dividend Amount. “Extraordinary Dividend” means the per Share cash dividend or distribution, or a portion thereof, declared by Counterparty on the Shares that is classified by the board of directors of Counterparty as an “extraordinary” dividend. Consequences of Excess Dividend: The declaration by the Issuer of any Excess Dividend, the ex-dividend date for which occurs or is scheduled to occur during the Relevant Dividend Period (as defined below) for any Transaction, shall result in a reduction, by the Calculation Agent, to the Maximum Number of Shares for such Transaction as the Calculation Agent determines appropriate to preserve the fair value of such Transaction after taking into account such Excess Dividend. Ordinary Dividend Amount: For each Transaction, as set forth in the related Supplemental Confirmation Method of Adjustment: Calculation Agent Adjustment Early Ordinary Dividend Payment: If an ex-dividend date for any Dividend that is not an Excess Dividend occurs during any calendar quarter occurring (in whole or in part) during the Relevant Dividend Period (as defined below) for any Transaction and is prior to the Scheduled Ex-Dividend Date for such calendar quarter, the Calculation Agent shall make such adjustment to the exercise, settlement, payment or any other terms of the relevant Transaction as the Calculation Agent determines appropriate to account for the economic effect on such Transaction of such event. Scheduled Ex-Dividend Dates: For each Transaction for each calendar quarter, as set forth in the related Supplemental Confirmation. Relevant Dividend Period: The period from, and including, the Calculation Period Start Date to, and including, the Relevant Dividend Period End Date. Relevant Dividend Period End Date: If Annex A applies, the last day of the Settlement Valuation Period; otherwise, the Termination Date. Extraordinar...
Excess Dividend means with respect to the Shares and any date of determination, any dividend or distribution to existing holder of Shares (other than an Extraordinary Dividend) the amount or value of which per Share (as determined by the Calculation Agent) when aggregated with the amount or value on a per Share basis (as determined by the Calculation Agent) of all previous dividends and distributions (other than Extraordinary Dividends) having an ex-dividend date during the period from and including any Forward Price Reduction Date (as determined by the Calculation Agent on the basis that the Trade Date is a Forward Price Reduction Date for purposes of this clause only) to but excluding the next subsequent Forward Price Reduction Date exceeds the Forward Price Reduction Amount set forth for such period on Schedule I.
Excess Dividend means one or more dividends or distributions payable in cash or Distributed Securities in excess of the Permitted Dividend.
Examples of Excess Dividend in a sentence
For the avoidance of doubt, if Party A designates a Termination Settlement Date as a result of an Acceleration Event caused by an Excess Dividend or Extraordinary Dividend of the type described in clause “(b) Dividends and Other Distributions” under the heading “Acceleration Events,” no adjustment(s) shall be made to account for the amount of such Excess Dividend or Extraordinary Dividend.
Excess Dividend Amount: For the avoidance of doubt, all references to the Excess Dividend Amount shall be deleted from Section 9.2(a)(iii) of the Equity Definitions.
If Party A designates a Termination Settlement Date as a result of an Acceleration Event caused by an Excess Dividend of the type described in paragraph “(b) Dividends and Other Distributions” under the heading “Acceleration Events,” no adjustment(s) shall be made to account for the amount of such Excess Dividend.
Except for delivery of Shares made in connection with the delivery of Initial Shares, each delivery of the Shares shall be made through the relevant Clearance System at the accounts specified by the parties on a free delivery basis, for settlement on the applicable Settlement Date in accordance with Article 9 of the Equity Definitions; provided, however, that in Section 9.2(a)(iii) of the Equity Definitions the words “the Excess Dividend Amount, if any, and” shall be deleted.
Notwithstanding anything to the contrary in Section 11.2(e) of the Equity Definitions, the following shall not constitute a Potential Adjustment Event: an Extraordinary Dividend and an Excess Dividend.
More Definitions of Excess Dividend
Excess Dividend means in respect of any Relevant Dividend, the ex- date in respect of which falls in a Relevant Period, the amount (if any) by which (a) the Fair Market Value of the Relevant Dividend per Ordinary Share or (b) the sum of (i) Fair Market Value of the Relevant Dividend per Ordinary Share and (ii) an amount equal to the aggregate of the Fair Market Value or Values of any other Cash Dividend or Cash Dividends per Ordinary Share, the ex- date in respect of which falls in such Relevant Period, exceeds the Threshold Amount.
Excess Dividend means (a) any Excess Regular Quarterly Dividend and (b) any Special Cash Dividend or Distribution.
Excess Dividend. For any calendar quarter, any dividend or distribution on the Shares with an ex-dividend date occurring during such calendar quarter (other than any dividend or distribution of the type described in Section 11.2(e)(i) or Section 11.2(e)(ii)(A) of the Equity Definitions or any Extraordinary Dividend) (a “Dividend”) the amount or value of which per Share (as determined by the Calculation Agent), when aggregated with the amount or value (as determined by the Calculation Agent) of any and all previous Dividends with ex-dividend dates occurring in the same calendar quarter, exceeds the Ordinary Dividend Amount. “Extraordinary Dividend” means the per Share cash dividend or distribution, or a portion thereof, declared by Counterparty on the Shares that is classified by the board of directors of Counterparty as an “extraordinary” dividend.
Excess Dividend for a fiscal quarter means: the product of (i) the amount per share of the quarterly cash dividend upon shares of Company Common Stock for such fiscal quarter minus $0.09 and (ii) the number of shares of Company Common Stock issued and outstanding as of the close of business on the record date for determining stockholders entitled to receive such quarterly cash dividend.
Excess Dividend means the dividend in excess of any dividends required for tax purposes. Excess Dividends increase the Number of Performance Shares by an amount equal to the Excess Dividend divided by the beginning of the year Adjusted Book Equity Value. The purpose of this adjustment is to offset the decline in book value due to excess dividend payments.
Excess Dividend. For any calendar quarter, any dividend or distribution on the Shares with an ex-dividend date occurring during such calendar quarter (other than any dividend or distribution of the type described in Section 11.2(e)(i) or Section 11.2(e)(ii)(A) of the Equity Definitions) (a “Dividend”) the amount or value of which (as determined by the Calculation Agent, in good faith and in a commercially reasonable manner), when aggregated with the amount or value (as determined by the Calculation Agent, in good faith and in a commercially reasonable manner) of any and all previous Dividends with ex-dividend dates occurring in the same calendar quarter, exceeds the Ordinary Dividend Amount.
Excess Dividend. For any calendar quarter, any dividend or distribution on the Shares with a record date occurring during such calendar quarter (other than any dividend or distribution of the type described in Section 11.2(e)(i), Section 11.2(e)(ii)(A) or Section 11.2(e)(ii)(B) of the Equity Definitions) (a “Dividend”) the amount or value of which per Share (as determined by the Calculation Agent), when aggregated with the amount or value (as determined by the Calculation Agent) of any and all previous Dividends with record dates occurring in the same calendar quarter, exceeds the Ordinary Dividend Amount.