Attached files
file | filename |
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EXCEL - IDEA: XBRL DOCUMENT - NEWELL BRANDS INC. | Financial_Report.xls |
10-Q - FORM 10-Q - NEWELL BRANDS INC. | d10q.htm |
EX-99.1 - SAFE HARBOR STATEMENT - NEWELL BRANDS INC. | dex991.htm |
EX-10.2 - UNWIND AGREEMENT - NEWELL BRANDS INC. | dex102.htm |
EX-32.1 - SECTION CEO CERTIFICATION - NEWELL BRANDS INC. | dex321.htm |
EX-31.2 - SECTION 302 CFO CERTIFICATION - NEWELL BRANDS INC. | dex312.htm |
EX-31.1 - SECTION 302 CEO CERTIFICATION - NEWELL BRANDS INC. | dex311.htm |
EX-32.2 - SECTION 906 CFO CERTIFICATION - NEWELL BRANDS INC. | dex322.htm |
Exhibit 10.3
September 22, 2010
JPMorgan Chase Bank, National Association,
London Branch
c/o J.P. Morgan Securities LLC
277 Park Avenue, 11th Floor
New York, New York 10172
Newell Rubbermaid Inc.
Three Glenlake Parkway
Atlanta, Georgia 30328
Attention: Treasurer
Partial Termination Agreement
Ladies and Gentlemen:
Reference is hereby made to that certain convertible senior note hedge transaction confirmation, dated as of March 24, 2009 (as amended, the Note Hedge Transaction Confirmation), between JPMorgan Chase Bank, National Association, London Branch (JPMorgan) and Newell Rubbermaid Inc. (Company), and that certain warrant transaction confirmation, dated as of March 24, 2009 (as amended, the Warrant Confirmation and, together with the Note Hedge Transaction Confirmation, the Confirmations), between JPMorgan and Company.
The parties hereby agree that as of the date hereof (i) the Note Hedge Transaction Confirmation shall be amended such that (x) the Number of Options shall be 20,309, and (y) the Applicable Percentage shall be 100%, and (ii) the Warrant Confirmation shall be amended such that the Number of Warrants shall be 2,359,865.
In consideration of the foregoing amendments to the Confirmations and notwithstanding anything to the contrary in any of the agreements referenced herein or any other communications between the parties or their representatives (whether written or oral), JPMorgan shall on September 24, 2010 pay to the Company $31,200,000 in immediately available funds, which amount shall be in full and final satisfaction of any amounts owed in connection with the foregoing amendments.
Except as expressly set forth herein, all of the terms and conditions of the Confirmations shall remain in full force and effect and are hereby confirmed in all respects.
Very truly yours, | ||
J.P. MORGAN SECURITIES LLC, as agent for JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, LONDON BRANCH | ||
By: |
/s/ Jeffrey Zajkowski | |
Name: |
Jeffrey Zajkowski | |
Title: |
Managing Director | |
Acknowledged and agreed to by: | ||
NEWELL RUBBERMAID INC. | ||
By: |
/s/ Dale L. Metz | |
Name: |
Dale L. Metz | |
Title: |
VP Treasurer |