D-Link 2013 Annual Report Download - page 54
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D-LINK CORPORATION AND SUBSIDIARIES
Notes to the consolidated financial statements
(Continued)
The issue terms for the unsecured convertible corporate bonds were as follows:
(1) Total issuance amount
The upper limit of the total principal amount of the bonds is two billion dollars. The par value of
the bonds is one hundred thousand dollars, and they are issued at 100% of par.
(2) Duration
January 12, 2010, to January 12, 2015.
(3) Coupon rate for the bonds is zero.
(4) Conversion period
The convertible corporate bonds may be converted into common shares of the Company on or
after February 13, 2010, and prior to January 2, 2015.
(5) Conversion price and adjustment
The conversion price is calculated by using the simple average closing price of the Company’s
common shares based on either one, three or five consecutive business days before the effective
date of January 5, 2010, multiplied by 111.66% of the conversion premium rate. The
conversion price is calculated based on the closing price (after considering the effect of ex-rights
or ex-dividend) of the shares. The conversion price on the issue date was $37.5. Also, it was
adjusted to $30.5 and $32.3 per share based on the ex-dividend date on July 27, 2013 and July 28,
2012 because of the distribution of cash dividends in 2013 and 2012, respectively.
(6) Early redemption option
From February 13, 2010 (1 month after the issuance date) to December 3, 2014 (forty days
before the maturity date), if (i) the closing price of the Company’s common shares on the TSE
for a period of 30 consecutive trading days before redemption has been at least 30% of the
conversion price in effect on each such trading day, or (ii) at least 90% of the principal amount of
the bonds originally outstanding has been redeemed, repurchased or converted, the Company
may redeem all bonds for cash at face value.
(7) Put options
Bondholders may exercise the put option and request the Company to redeem the bonds at 100%
of par value two years after issuance with a redemption date of January 12, 2012. Upon request,
the Company shall redeem the bonds for cash within five trading days after the redemption date.
The redemption date that the bondholders may exercise the put option and request the Company
to redeem the bonds has expired. As of the redemption date on January 12, 2012, the Company
redeemed 18,857 units of the convertible bonds with a total par value of $1,885,700 thousand and
the rest of 1,143 units were not redeemed.