UNIVERSAL CORPORATION (OTCMKTS:FABU) Files An 8-K Other Events
Item 8.01. Other Events
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.
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.
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.
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.
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.
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Item 9.01.
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Financial Statements and Exhibits.
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(d)
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Exhibits
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No.
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Description
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99.1
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Press release dated January 9, 2017, Announcing Mandatory
Conversion of Series B 6.75% Convertible Perpetual Preferred Stock. |
About UNIVERSAL CORPORATION (OTCMKTS:FABU)
FAB Universal Corp. (FAB) is engaged in the sale of digital media through retail, wholesale and digital platforms. The Company’s three business segments include Retail, Wholesale and Digital (FAB licensing/podcasting/subscription television). The Company operates through its two subsidiaries, Webmayhem, Inc. and Digital Entertainment International Ltd. Webmayhem, Inc. operates its podcast hosting and distribution services. UNIVERSAL CORPORATION (OTCMKTS:FABU) Recent Trading Information
UNIVERSAL CORPORATION (OTCMKTS:FABU) closed its last trading session 00.00000 at 0.00050 with 599 shares trading hands.