TECO Capital Trust I 8.50% Trust Preferred Securities Global Certificate (Cede & Co.)

Summary

This certificate, issued by TECO Capital Trust I and registered to Cede & Co., represents ownership of 8,000,000 Trust Preferred Securities with an 8.50% rate. The securities are subject to the terms of the Amended and Restated Trust Agreement dated December 1, 2000. Transfers are restricted and generally only allowed under specific circumstances outlined in the Trust Agreement. The Bank of New York acts as Property Trustee. The certificate is primarily held in global form by the Depository Trust Company, with limited rights for exchange or transfer outside of this system.

EX-4.23 4 b37711teex4-23.txt CERTIFICATE 1 Exhibit 4.23 THIS TRUST PREFERRED SECURITY IS A GLOBAL CERTIFICATE WITHIN THE MEANING OF TRUST AGREEMENT HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF THE DEPOSITORY TRUST COMPANY (THE "DEPOSITORY") OR A NOMINEE OF THE DEPOSITORY. THIS TRUST PREFERRED SECURITY IS EXCHANGEABLE FOR TRUST PREFERRED SECURITIES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITORY OR ITS NOMINEE ONLY IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE TRUST AGREEMENT AND NO TRANSFER OF THIS TRUST PREFERRED SECURITY (OTHER THAN A TRANSFER OF THIS TRUST PREFERRED SECURITY AS A WHOLE BY THE DEPOSITORY TO A NOMINEE OF THE DEPOSITORY OR BY A NOMINEE OF THE DEPOSITORY TO THE DEPOSITORY OR ANOTHER NOMINEE OF THE DEPOSITORY) MAY BE REGISTERED EXCEPT IN LIMITED CIRCUMSTANCES. UNLESS THIS TRUST PREFERRED SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (55 WATER STREET, NEW YORK) TO TECO CAPITAL TRUST I OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY TRUST PREFERRED SECURITY ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY AND ANY PAYMENT HEREON IS MADE TO CEDE & CO., ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY A PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN. Certificate Number: 1 Number Of Trust Preferred Securities CUSIP No. 87875R208 Certificate Evidencing Trust Preferred Securities of TECO CAPITAL TRUST I 8.50% TRUST PREFERRED SECURITIES (Liquidation Amount $25 Per Trust Preferred Security) TECO Capital Trust I, a statutory business trust created under the laws of the State of Delaware (the "Trust"), hereby certifies that Cede & Co. (the "Holder") is the registered owner of 8,000,000 Trust Preferred Securities of the Trust representing an undivided beneficial ownership interest in the assets of the Trust and designated the 8.50% Trust Preferred Securities (the "Trust Preferred Securities"). The Trust Preferred Securities are transferable on the books and records of the Trust, in person or by a duly authorized attorney, upon surrender of this certificate duly endorsed and in proper form for transfer as provided in Section 5.4 of the Trust Agreement (as defined below). The designations, rights, privileges, restrictions, preferences and other terms and provisions of the Trust Preferred Securities are set forth in, and this certificate and the Trust Preferred Securities represented hereby are issued and shall in all respects be subject to the terms and provisions of, the Amended and Restated Trust Agreement of the Trust 2 dated as of December 1, 2000 as the same may be amended from time to time (the "Trust Agreement") including the designation of the terms of Trust Preferred Securities as set forth therein. The Trust will furnish a copy of the Trust Agreement to the Holder without charge upon written request to the Trust at its principal place of business or registered office. In Witness Whereof, the Property Trustee of the Trust has executed this certificate this 20th day of December, 2000. TECO CAPITAL TRUST I By: THE BANK OF NEW YORK As Property Trustee By: /s/ Philip A. Martone --------------------------------- Name: Philip A. Martone Title: Vice President