On January 9, 2017, Universal Corporation (the Company) announced
that all outstanding shares of its Series B 6.75% Convertible
Perpetual Preferred Stock (Series B Preferred Stock) will
mandatorily convert on January 13, 2017 (the Mandatory Conversion
Date). The Company’s press release announcing the mandatory
conversion is attached as Exhibit 99.1 and incorporated by
reference into this Item 8.01.

The Company has elected to settle its conversion obligation in
cash. Holders of the Series B Preferred Stock will receive the
product of the conversion rate, 22.3920, and the average volume
weighted average price of the Companys common stock during the cash
settlement averaging period, for each share of Series B Preferred
Stock converted. The cash settlement averaging period will begin on
January 17, 2017, the trading date following the Mandatory
Conversion Date, and will run for ten trading days, ending on
January 30, 2017. Cash settlement will occur on January 31, 2017,
and the Company intends to use cash on hand for the settlement.

From and after the Mandatory Conversion Date, the Series B
Preferred Stock not previously converted will cease to be
outstanding and all rights of the holders with respect to the
Series B Preferred Stock will terminate, except for the right to
receive cash, as described above. The Series B Preferred Stock
dividends, totaling approximately $15 million per year, will no
longer be paid as of the Mandatory Conversion Date. All accumulated
and unpaid dividends on the Series B Preferred Stock for dividend
payment dates ending prior to the date of the conversion notice
have been paid in cash.

As of January 6, 2017, 107,418 shares of Series B Preferred Stock
were outstanding, all of which will mandatorily convert on the
Mandatory Conversion Date. During December 2016, holders of 111,072
shares of Series B Preferred Stock exercised their voluntary
conversion rights. These shares were converted into 2,487,118
shares of the Companys common stock.