|
|
Stock Yards Bancorp Inc | 10.00% Cumulative Trust Preferred Securities (SYBTP) Prospectus excerpt: 2,700,000 preferred securities, which represent preferred undivided interests in the assets of the trust. Those assets will consist solely of the debentures and payments received on the debentures. The trust will sell the preferred securities to the public for cash. The trust will use that cash to buy the debentures from us. Offering price:$10 per preferred security. Your purchase of the preferred securities entitles you to receive cumulative cash distributions at a 10.00% annual rate. Distributions will accumulate from the date the trust issues the preferred securities and are to be paid quarterly on March 31, June 30, September 30 and December 31 of each year, beginning March 31, 2009. As long as the preferred securities are represented by a global security, the record date for distributions on the preferred securities will be the business day prior to the distribution date. We may defer the payment of cash distributions, as described below. When the trust must redeem the preferred securities: The debentures will mature and we must redeem the preferred securities on December 31, 2038. We have the option, however, to shorten the maturity date to a date not earlier than December 31, 2013. We will not shorten the maturity date unless we have received the prior approval of the Board of Governors of the Federal Reserve System, if required by law or regulation. Redemption of the preferred securities before December 31, 2038 is possible- The trust must redeem the preferred securities when the debentures are paid at maturity or upon any earlier redemption of the debentures to the extent the debentures are redeemed. We may redeem all or part of the debentures at any time on or after December 31, 2013. In addition, we may redeem, at any time, all of the debentures if: existing laws or regulations, or the interpretation or application of these laws or regulations, change, causing the interest we pay on the debentures to no longer be deductible by us for federal income tax purposes; or causing the trust to become subject to federal income tax or to certain other taxes or governmental charges; existing laws or regulations change, requiring the trust to register as an investment company; or the capital adequacy guidelines of the Federal Reserve change so that the preferred securities no longer qualify as Tier 1 capital. We may also redeem the debentures at any time, and from time to time, in an amount equal to the liquidation amount of any preferred securities we repurchase, plus a proportionate amount of common securities, but only in exchange for a like amount of the preferred securities and common securities that we then own. Redemption of the debentures prior to maturity will be subject to the prior approval of the Federal Reserve, if approval is then required by law or regulation. If your preferred securities are redeemed by the trust, you will receive the liquidation amount of $10 per preferred security, plus any accrued and unpaid distributions to the date of redemption. We have the option to extend the interest payment period The trust will rely solely on payments made by us under the debentures to pay distributions on the preferred securities. As long as we are not in default under the indenture relating to the debentures, we may, at one or more times, defer interest payments on the debentures for up to 20 consecutive quarters, but not beyond December 31, 2038. If we defer interest payments on the debentures: the trust will also defer distributions on the preferred securities; the distributions you are entitled to will accumulate; and these accumulated distributions will earn interest at an annual rate of 10.00%, compounded quarterly, until paid. At the end of any deferral period, we will pay to the trust all accrued and unpaid interest under the debentures. The trust will then pay all accumulated and unpaid distributions to you. You will still be taxed if distributions on the preferred securities are deferred. If a deferral of payment occurs, you must recognize the amount of the deferred distributions as income for United States federal income tax purposes in advance of receiving the actual cash distributions, even if you are a cash basis taxpayer. How the securities will rank in right of payment: Our obligations under the preferred securities, debentures and guarantee are unsecured and will rank as follows with regard to right of payment: the preferred securities will rank equally with the common securities of the trust. The trust will pay distributions on the preferred securities and the common securities pro rata. However, if we default with respect to the debentures, then no distributions on the common securities of the trust or our common stock will be paid until all accumulated and unpaid distributions on the preferred securities have been paid; our obligations under the debentures and the guarantee are unsecured and generally will rank junior in priority to our existing and future senior and subordinated indebtedness; and because we are a holding company, the debentures and the guarantee will effectively be subordinated to all depositors' claims, as well as existing and future liabilities of our subsidiaries. Voting rights of the preferred securities: Except in limited circumstances, holders of the preferred securities will have no voting rights. Full Prospectus PDF », Secondary Prospectus PDF », SYBT Page »
|
|