Isuzu 2004 Annual Report Download - page 28

FINANCIAL SECTION
03
Isuzu Motors Limited Annual Report 2004
28
14. Method and date of payment of interest:
Not applicable.
15. Method and term of redemption of the Bonds:
(1) Redemption at maturity:
The Bonds shall be redeemed at their aggregate amount on
January 6, 2006.
(2) In the case of a resolution being passed at the general meeting of
shareholders of the Company for the Company to become a
wholly-owned subsidiary of another corporation by way of share
exchange (kabushiki-kokan) or share transfer (kabushiki-iten), the
Company shall, having given not less than thirty (30) nor more than
sixty (60) days’ advance notice to the holders of the Bonds with
Stock Acquisition Rights and prior to the effective date of such
kabushiki-kokan or kabushiki-iten, redeem all, but not some only, of
the Bonds then outstanding at the following amount for each
principal amount of ¥100.
From January 8, 2004 to January 7, 2005 ¥101
From January 8, 2005 to January 5, 2006 ¥100
(3) After the issuance of the Bonds with Stock Acquisition Rights, the
Company may, at its option and having given advance notice to the
holders of the Bonds with Stock Acquisition Rights at any time up
to and including the first Friday of each month (however, if such
first Friday is not a bank business day, the immediately prior bank
business day shall apply), redeem all, but not some only, of the
Bonds then outstanding at ¥102 for each principal amount of ¥100
on the third Friday of the relevant month (however, if such third
Friday is not a bank business day, the immediately prior bank
business day shall apply).
(4) After the issuance of the Bonds with Stock Acquisition Rights, the
holders of the Bonds with Stock Acquisition Rights shall have the
right to request, at its option, the Company to redeem the Bonds
held by them in whole or in part at ¥99 for each principal amount of
¥100 on the fourth Friday of each month (however, if the fourth
Friday is not a bank business day, the immediately prior bank
business day shall apply) by giving advance notice to the Company
and by submitting the certificate of the Bonds with Stock
Acquisition Rights to the place of payment of redemption as
provided for in Item 18 at any time up to and including the second
Friday of each month (however, if the second Friday is not a bank
business day, the immediately prior bank business day shall apply).
When requesting the Company for an early redemption of the
registered Bonds in respect of Bonds with Stock Acquisition
Rights, the holder of the Bonds with Stock Acquisition Rights is
entitled to submit a prescribed request form (hereinafter referred to
as the “Early Redemption Requesting Form”) of the Company in
lieu of the Bonds with Stock Acquisitions Rights to the place of
payment of the redemption through the Register Agent as set forth
in Item 21, by indicating the bonds for which a request for early
redemption is made, and by stating the date of request and other
matters, and by affixing their respective names and seals.
(5) If the date of redemption falls on a day which is not a bank
business day, the immediately prior bank business day shall be the
date of redemption.
(6) The purchase of the Bonds with Stock Acquisition Rights and
cancellation of the Bonds in respect of the relevant Bonds with
Stock Acquisition Rights may be made on any day after and
including the following day of the issue date; provided, however,
that the Stock Acquisition Rights in respect to the Bonds with
Stock Acquisition Rights may not be cancelled separately. In the
case of cancellation of the Bonds with respect to the Bonds with
Stock Acquisition Rights, the Company shall waive and forfeit the
Stock Acquisition Rights with respect to the Bonds with Stock
Acquisition Rights.
16. Particulars of the Stock Acquisition Rights:
(1) Number of Stock Acquisition Rights to be attached to the Bonds:
One (1) Stock Acquisition Right shall be attached to each Bond and
the total number of Stock Acquisition Rights to be issued shall be
300.
(2) Issue price of a Stock Acquisition Right:
Zero.
(3) Class and number of shares to be acquired upon exercise of the
Stock Acquisition Rights:
The class of the shares to be issued upon the exercise of the Stock
Acquisition Rights shall be the shares of common stock of the
Company, and the number of shares of common stock of the
Company to be newly issued upon the exercise of the Stock
Acquisition Rights or to be transferred in lieu of such issuance
(hereinafter, the issuance or transfer of the shares of common stock
of the Company is referred to as “delivery”) shall be the maximum
integral number determined by dividing the aggregate issue price of
the Bonds with respect to the Stock Acquisition Rights which have
been exercised, by the Conversion Price as defined in (7) (ii) below
(however, if revised or adjusted pursuant to (9) or (10) below, the
Conversion Price after such revision or adjustment). Any fractions
less than one (1) share resulting from such exercise shall be
rounded down and no adjustment in cash shall be made in respect
thereof.
(4) Exercise Period of the Stock Acquisition Rights:
The holders of the Bonds with Stock Acquisition Rights may
request for the exercise of the Stock Acquisition Rights (hereinafter
referred to as the “Request for Exercise”) any time during the
period of January 8, 2004 to January 5, 2006 (hereinafter referred
to as the “Exercise Period”).