The Priceline Group Inc.Purchase Agreement • August 20th, 2014 • Priceline Group Inc. • Services-business services, nec • New York
The Priceline Group Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Wells Fargo Securities, LLC and Citigroup Global Markets Inc. (the “Purchasers”) $1,000,000,000 principal amount of its 0.90% Convertible Senior Notes due 2021 (the “Firm Securities”), convertible into shares of the Company’s common stock, par value $0.008 per share (“Stock”), and, at the election of the Purchasers, up to an aggregate of $150,000,000 additional principal amount of its 0.90% Convertible Senior Notes due 2021 (the “Optional Securities”) (the Firm Securities and the Optional Securities which the Purchasers elect to purchase pursuant to Section 2 hereof are herein collectively called the “Securities”).
