TWITTER, INC. AND U.S. BANK NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of September 17, 2014 1.00% Convertible Senior Notes due 2021Indenture • September 17th, 2014 • Twitter, Inc. • Services-computer programming, data processing, etc. • New York
INDENTURE, dated as of September 17, 2014, between TWITTER, INC., a Delaware corporation, as issuer (the “Company”, as more fully set forth in Section 1.01) and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”, as more fully set forth in Section 1.01).
Twitter, Inc.Purchase Agreement • September 17th, 2014 • Twitter, Inc. • Services-computer programming, data processing, etc. • New York
Twitter, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Purchasers named in Schedule I hereto (the “Purchasers”), for whom you are acting as representatives (the “Representatives”), an aggregate of $900,000,000 principal amount of its 0.25% Convertible Senior Notes due 2019 (the “Firm 2019 Notes”) and an aggregate of $900,000,000 principal amount of its 1.00% Convertible Senior Notes due 2021 (the “Firm 2021 Notes”, and together with the Firm 2019 Notes, the “Firm Securities”), and at the option of Goldman, Sachs & Co. on behalf of the Purchasers, up to an aggregate of $100,000,000 additional principal amount of 0.25% Convertible Senior Notes due 2019 (the “Optional 2019 Notes”) and up to an aggregate of $100,000,000 additional principal amount of 1.00% Convertible Senior Notes due 2021, in each case solely to cover over-allotments (the “Optional 2021 Notes”, and together with the Optional 2019 Notes,
To: Twitter, Inc. 1355 Market Street, Suite 900 San Francisco, CA 94103 Attention: Treasurer With a copy to: General Counsel Telephone No.: Facsimile No.: Re: [Base][Additional] Call Option TransactionCall Option Transaction • September 17th, 2014 • Twitter, Inc. • Services-computer programming, data processing, etc. • New York
