AMENDED AND RESTATED PREPAID SHARE OPTION TRANSACTIONPrepaid Share Option Transaction • December 15th, 2003 • Energizer Holdings Inc • Miscellaneous electrical machinery, equipment & supplies • New York
The purpose of this letter agreement (this "Confirmation"), dated as of May 31, 2002 and amended and restated as of August 28, 2003, is to set forth the terms and conditions of the OTC equity prepaid share option transaction entered into between Energizer Holdings, Inc. ("Counterparty") and Citigroup Global Markets Limited ("Citigroup") on the Trade Date specified below (the "Transaction"). This Confirmation amends, supersedes and replaces the previous letter agreement with respect to this Confirmation between Counterparty and Citibank, N.A., which letter agreement, pursuant to the terms of the Assignment Agreement dated as of August 28, 2003, between Citibank, N.A., Citigroup and Counterparty has been assigned to Citigroup. Under the terms of the Assignment Agreement, Citigroup has succeeded to all rights, and assumed all responsibilities, of Citibank, N.A. thereunder, and Counterparty has consented to such assignment and delegation.
