LOWES COMPANIES, INC. announces conversion period for convertible notes
MOORESVILLE, N.C.-- Lowe’s Companies, Inc. (NYSE: LOW) announced today that its Senior Convertible Notes due October 19, 2021 (the “Notes”) are convertible at the option of the holders and will remain convertible through August 3, 2007, the last day of the current fiscal quarter, as provided in the Indenture (as defined below) governing the Notes.
Issued in October 2001, the Notes are currently convertible at a split-adjusted rate of 34.4240 shares of common stock per $1,000 principal amount at maturity of Notes. There is approximately $578.8 million in principal amount at maturity of Notes outstanding. The Notes are convertible as a result of the closing price for the company’s common stock remaining above $29.50, the effective trigger price for conversion, for at least 20 trading days during the 30 consecutive trading-day period ending on May 4, 2007 (the “Conversion Event”).
For those Notes being converted and delivered to The Bank of New York, the conversion agent, by or on August 3, 2007, the company will deliver whole shares of its common stock. Cash will be paid in lieu of fractional shares only. If all outstanding Notes are surrendered for conversion, the aggregate number of shares of common stock issued would be approximately 20 million. These shares are already included in the calculation of the company’s diluted earnings per share.
After August 3, 2007, the Notes will no longer be convertible pursuant to this Conversion Event. The Notes could become convertible again if the sale price condition is met in any future fiscal quarter or if any of the other conditions to conversion set forth in the Indenture are met.
This press release is only a summary of certain provisions of the Notes and the terms and conditions of the Indenture. A complete explanation of the conversion rights of holders of the Notes, as well as the procedures required to convert Notes, is set forth in the Second Supplemental Indenture, dated as of October 19, 2001, which is supplemental to the Amended and Restated Indenture, dated as of December 1, 1995, as Amended by the First Supplemental Indenture, dated as of February 23, 1999 (collectively, the “Indenture”). All holders are urged to review the conversion provisions contained in the Notes and the Indenture in their entirety.
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