|Redemption Provisions: || || |
The notes will be redeemable, at the Issuers option (subject to the BMA Redemption Requirements), in whole or in part, at any time prior to April 16, 2029 (the Par Call Date), at a redemption price equal to the greater of (i) 100% of the aggregate principal amount of the notes to be redeemed; and (ii) an amount equal to the sum of the present values of the remaining scheduled payments of principal and interest on the notes to be redeemed (not including any portion of such payments of interest accrued as of such redemption date) that would be due if the notes to be redeemed matured on the Par Call Date, discounted to such redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate, plus 30 basis points; plus, in each case, accrued and unpaid interest, if any, on the principal amount of notes to be redeemed to, but excluding, such redemption date.
On or after April 16, 2029 (the date that is three months prior to the maturity date of the notes), the Issuer may (subject to the BMA Redemption Requirements) redeem some or all of the notes at a redemption price equal to 100% of the principal amount of the notes redeemed, plus accrued and unpaid interest, if any.
Notwithstanding the foregoing, (i) the notes will not be redeemable at any time prior to December 31, 2022 without BMA Approval, and (ii) the notes will not be redeemable at any time prior to their maturity if the Enhanced Capital Requirement would be breached immediately before or after giving effect to the redemption of such notes, unless, in the case of each of clause (i) and (ii), the Issuer, the Guarantor or another subsidiary of the Guarantor replaces the capital represented by the notes to be redeemed with capital having equal or better capital treatment as the notes under the Group Solvency Standards, together with the Group Supervision Rules, as those rules and regulations may be amended or replaced from time to time (the Group Rules) (clauses (i) and (ii), collectively, the BMA Redemption Requirements).
Applicable Supervisory Regulations means such insurance supervisory laws, rules and regulations relating to group supervision or the supervision of single insurance entities, as applicable, which are applicable to the Guarantor or the Insurance Group, and which shall initially mean the Group Rules until such time when the BMA no longer has jurisdiction or responsibility to regulate the Guarantor or the Insurance Group.
BMA means the Bermuda Monetary Authority, or, should the Bermuda Monetary Authority no longer have jurisdiction or responsibility to regulate the Issuer or the Insurance Group, as the context requires, a regulator which is otherwise subject to Applicable Supervisory Regulations.
BMA Approval means the BMA has given, and not withdrawn by the applicable redemption date, its prior consent to the redemption of such notes.
ECR means the enhanced capital and surplus requirement applicable to the Insurance Group and as defined in the Bermuda Insurance Act 1978, as amended from time to time, or, should the Insurance Act or the Group Rules no longer apply to the Insurance Group, any and all other solvency capital requirements defined in the Applicable Supervisory Regulations.