Delta Airlines 2003 Annual Report Download - page 220

required) until the occurrence of the earliest Trigger Event, whereupon such
rights and warrants shall be deemed to have been distributed and an appropriate
adjustment to the Conversion Rate under this Section 11.05(d) shall be made. If
any such rights or warrants, including any such existing rights or warrants
distributed prior to the date of this Indenture, are subject to Trigger Events,
then the occurrence of each such event shall be deemed to be such date of
issuance and Record Date with respect to new rights or warrants (and a
termination or expiration of the existing rights or warrants without exercise by
the holder thereof). In addition, in the event of any distribution (or deemed
distribution) of rights or warrants, or any Trigger Event with respect thereto,
that was counted for purposes of calculating a distribution amount for which an
adjustment to the Conversion Rate under this Section 11.05(d) was made, (1) in
the case of any such rights or warrants which shall all have been redeemed or
repurchased without exercise by any holders thereof, the Conversion Rate shall
be readjusted upon such final redemption or repurchase to give effect to such
distribution or Trigger Event, as the case may be, as though it were a cash
distribution, equal to the per share redemption or repurchase price received by
a holder or holders of Common Stock with respect to such rights or warrants
(assuming such holder had retained such rights or warrants), made to all holders
of Common Stock as of the date of such redemption or repurchase, and (2) in the
case of such rights or warrants which shall have expired or been terminated
without exercise by any holders thereof, the Conversion Rate shall be readjusted
as if such rights and warrants had not been issued.
Notwithstanding any other provision of this Section 11.05(d) to the
contrary, rights, warrants, evidences of indebtedness, other securities, cash or
other assets (including, without limitation, any rights distributed pursuant to
any stockholders rights plan, and any rights or warrants distributed or deemed
to be distributed upon the occurrence of a Trigger Event) shall be deemed not to
have been distributed for purposes of this Section 11.05(d) if the Company
elects to reserve such rights, warrants, evidences of indebtedness, other
securities, cash or other assets (including, without limitation, any rights
distributed pursuant to any stockholders rights plan, and any rights or warrants
distributed or deemed to be distributed upon the occurrence of a Trigger Event)
for distribution to each Holder who converts a Note (or any portion thereof) so
that such Holder shall be entitled to receive upon such conversion, in addition
to the shares of Common Stock issuable upon such conversion, the amount and kind
of such distributions that such Holder would have been entitled to receive if
such Holder had, immediately prior to the applicable Record Date, converted such
Note into Common Stock.
For purposes of this Section 11.05(d) and Sections 11.05(a) and (c),
any dividend or distribution to which this Section 11.05(d) is applicable that
also includes shares of Common Stock, or rights or warrants to subscribe for or
purchase shares of Common Stock to which Section 11.05(a) or Section 11.05(c)
applies, or both, shall be deemed instead to be (1) a dividend or distribution
of the evidences of indebtedness, assets, shares of Capital Stock, rights or
warrants other than such shares of Common Stock or rights or warrants to which
Section 11.05(a) or Section 11.05(c) applies (and any Conversion Rate increase
required by this Section 11.05(d) with respect to such dividend or distribution
shall then be made) immediately followed by (2) a dividend or distribution of
such shares of Common Stock or such rights or warrants to which Section 11.05(a)
or Section 11.05(c) applies (and any further Conversion Rate increase required
by Sections 11.05(a) and (c) with respect to such dividend or distribution shall
then be made, except that (A) the Record Date of such dividend or distribution
shall be substituted for "the date fixed for the determination of stockholders
entitled to receive such dividend or other
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