Conversion of Debt Securities. The terms and conditions, if any, upon which any debt securities are convertible into shares of our common stock or preferred stock will be set forth in the applicable prospectus supplement relating thereto. The terms will include: • whether the debt securities are convertible into shares of our common stock or preferred stock; • the conversion price (or the manner of calculating the price); • the conversion period; • the events requiring an adjustment to the conversion price and provisions affecting conversion if the debt securities are redeemed; and • any restrictions on conversion. Subordination Upon any distribution to our creditors in a liquidation, dissolution or reorganization, the payment of the principal of and interest on any subordinated securities will be subordinated to the extent provided in the applicable supplemental indenture to the prior payment in full of all senior securities. No payment of principal or interest will be permitted to be made on subordinated securities at any time if any payment default or any other default which permits accelerations exists. After all senior securities are paid in full and until the subordinated securities are paid in full, holders of subordinated securities will be subrogated to the right of holders of senior securities to the extent that distributions otherwise payable to holders of subordinated securities have been applied to the payment of senior securities. By reason of any subordination, in the event of a distribution of assets upon our insolvency, some of our general creditors may recover more, ratably, than holders of subordinated securities. The accompanying prospectus supplement or the information incorporated herein by reference will contain the approximate amount of senior securities outstanding as of the end of our most recent fiscal quarter.
Conversion of Debt Securities. 56 SECTION 13.1. Applicability of Article.........................................................56 SECTION 13.2. Right of holders of Debt Securities to convert Debt Securities...................56 SECTION 13.3. Issuance of shares of Capital Stock on conversion................................57 SECTION 13.4. No payment or adjustment for interest or dividends...............................58 SECTION 13.5. Adjustment of conversion rate....................................................58 SECTION 13.6. No fractional shares to be issued................................................62
Conversion of Debt Securities. SECTION 15.01. Applicability of Article. 71 SECTION 15.02. Conversion Privilege. 71 SECTION 15.03. Exercise of Conversion Privilege. 71 SECTION 15.04. Fractional Interests. 73 SECTION 15.05. Conversion Price. 73 SECTION 15.06. Adjustment of Conversion Price. 73 SECTION 15.07. Continuation of Conversion Privilege in Case of Reclassification, Change, Merger, Consolidation or Sale of Assets. 76 SECTION 15.08. Notice of Certain Events. 77 SECTION 15.09. Disclaimer of Responsibility for Certain Matters. 77 SECTION 15.10. Return of Funds Deposited for Redemption of Converted Debt Securities. 77 ARTICLE XVI Subordination of Debt Securities SECTION 16.01. Applicability of Article. 78 SECTION 16.02. Agreement to Subordinate. 78 SECTION 16.03. Payments by an Issuer to Holders. 78 SECTION 16.04. Payments by Guarantors to Holders. 79 SECTION 16.05. “Cash, Property or Securities” 80 SECTION 16.06. Subrogation of Debt Securities. 81 SECTION 16.07. Authorization by Holders. 82 SECTION 16.08. Notice to Trustee. 82 SECTION 16.09. Trustee’s Relation to Senior Debt. 83 SECTION 16.10. No Impairment of Subordination. 83 x TESTIMONIUM 84 SIGNATURES AND SEALS 84 ACKNOWLEDGEMENTS 88 INDENTURE, amended and restated as of September 22, 2014, among UNILEVER CAPITAL CORPORATION, a corporation organized under the laws of the State of Delaware (herein called the “Company”), having its principal office at 000 Xxxxxx Xxxxxx, Xxxxxxxxx Xxxxxx, Xxx Xxxxxx 00000; UNILEVER N.V., a corporation organized under the laws of the Netherlands (herein sometimes called “Unilever N.V”), having its registered office at Weena 000, Xxxxxxxxx 0000 XX, xxx Xxxxxxxxxxx; UNILEVER PLC, a company organized under the laws of and registered in England (herein sometimes called “Unilever PLC”, Unilever PLC and Unilever NV, herein sometimes called the “Parents”), having its registered office at Xxxx Xxxxxxxx, Xxxxxx, Xxxxxxxxxx, XX00 0XX, Xxxxxxx; UNILEVER UNITED STATES INC., a corporation organized under the laws of the State of Delaware (herein sometimes called “Unilever U.S.”), having its principal office at 000 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000 (Unilever U.S. herein sometimes called individually a “Guarantor” and, with one or both of the Parents, as the case may be collectively, the “Guarantors”); and THE BANK OF NEW YORK MELLON, New York banking corporation, as Trustee (herein called the “Trustee”), having its Corporate Trust Office at 000 Xxxxxxx Xxxxxx, Floor 21 West. Xxx Xxxx, Xxx Xxxx 00000. RECITALS O...
Conversion of Debt Securities. SECTION 15.01. Applicability of Article 71 SECTION 15.02. Conversion Privilege 71 SECTION 15.03. Exercise of Conversion Privilege 71 SECTION 15.04. Fractional Interests 73 SECTION 15.05. Conversion Price 73 SECTION 15.06. Adjustment of Conversion Price 73 SECTION 15.07. Continuation of Conversion Privilege in Case of Reclassification, Change, Merger, Consolidation or Sale of Assets 75 SECTION 15.08. Notice of Certain Events 77 SECTION 15.09. Disclaimer of Responsibility for Certain Matters 77 SECTION 15.10. Return of Funds Deposited for Redemption of Converted Debt Securities 77 ARTICLE XVI Subordination of Debt Securities SECTION 16.01. Applicability of Article 78 SECTION 16.02. Agreement to Subordinate 78 SECTION 16.03. Payments by an Issuer to Holders 78 SECTION 16.04. Payments by Guarantors to Holders 79 SECTION 16.05. “Cash, Property or Securities” 80 SECTION 16.06. Subrogation of Debt Securities 81 SECTION 16.07. Authorization by Holders 82 SECTION 16.08. Notice to Trustee 82
Conversion of Debt Securities. SECTION 13.1. Applicability of Article . . . . . . . . . . . . . . 63 SECTION 13.2. Right of holders of Debt Securities to convert Debt Securities . . . . . . . . . . . . . . . . . . . . . 63 SECTION 13.3. Issuance of shares of Capital Stock on conversion . . 64 SECTION 13.4. No payment or adjustment for interest or dividends . 65 SECTION 13.5. Adjustment of conversion rate . . . . . . . . . . . . 65 SECTION 13.6. No fractional shares to be issued . . . . . . . . . . 69
Conversion of Debt Securities. Subject to and upon compliance with the provisions of this Section, the Debt Securities are convertible into Common Stock of the Company. In the event that holders of Capital Securities exercise the right to convert all or any portion of the Capital Securities for Debt Securities, the Conversion Agent shall convert such Debt Securities into shares of Common Stock in the manner described herein and subject to the following terms and conditions:
Conversion of Debt Securities. Section 18.01 Applicability of Article 58 Section 18.02 Right to Convert 58 Section 18.03 Conversion Procedures; Conversion Settlement 58 Section 18.04 Cash Payments in Lieu of Fractional Shares 60 Section 18.05 Conversion Price 60 Section 18.06 Adjustment to Conversion Price 60 Section 18.07 Effect of Reclassification, Consolidation, Merger or Sale 63 Section 18.08 Taxes on Shares Issued 64 Page
Conversion of Debt Securities. A debt security may entitle the holder to purchase, in exchange for the extinguishment of debt, an amount of securities at an exercise price that will be stated in the debt security. Debt securities may be converted at any time up to the close of business on the expiration date set forth in the terms of such debt security. After the close of business on the expiration date, debt securities not exercised will be paid in accordance with their terms. Debt securities may be converted as set forth in the applicable offering material. Upon receipt of a notice of conversion properly completed and duly executed at the corporate trust office of the indenture agent, if any, or to us, we will forward, as soon as practicable, the securities purchasable upon such exercise. If less than all of the debt security represented by such security is converted, a new debt security will be issued for the remaining debt security.
Conversion of Debt Securities
