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EX-4.1 - FORM OF SUBORDINATED NOTE DUE JULY 1, 2015 - TOWER BANCORP INC | rrd264662_31155.htm |
Pennsylvania
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25-1445946
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(State or other jurisdiction of
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(IRS Employer
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incorporation)
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Identification No.)
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[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
The payment of the principal on the Notes may only be accelerated upon the occurrence of certain bankruptcy or receivership related events relating to the Company or a major bank subsidiary of the Company, in which case, upon demand of the holders of a majority of the aggregate principal amount of the outstanding Notes, the principal of all of the Notes shall become due and payable, subject to the receipt of any and all required regulatory approvals.
The Notes are intended to qualify as Tier 2 capital for regulatory purposes, to the extent permitted. It is expected that in accordance with applicable regulatory treatment one-fifth of the original principal amount of the Notes will be excluded each year from Tier 2 capital during the last five years prior to maturity.
The Company expects to use the net proceeds from the sale of the Notes for general corporate purposes, including, without limitation, contribution as equity capital to the Company's wholly-owned subsidiary, Graystone Tower Bank, to support the Bank's continued growth.
This description of the Notes does not purport to be complete and is qualified in its entirety by reference to the form of Subordinated Note Due July 1, 2015 which is attached as Exhibit 4.1 hereto and is incorporated herein by reference.
Exhibit No. Description
Tower Bancorp, Inc.
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Date: February 05, 2010
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By:
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/s/ Andrew S. Samuel
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Andrew S. Samuel
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President and Chief Executive Officer
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Exhibit No.
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Description
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EX-4.1
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Form of Subordinated Note Due July 1, 2015
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