STUART JOHN E 4
4 · FOSTER WHEELER LTD · Filed Sep 27, 2004
Insider Transaction Report
Form 4
FOSTER WHEELER LTDFWLRF.OB
STUART JOHN E
Director
Transactions
- Disposition to Issuer
Preferred Securities, Series I
2004-09-24−6,700→ 0 total - Award
Series B Convertible Preferred Shares
2004-09-24+82.41→ 82.41 total→ Common Shares - Award
Common Shares
2004-09-24+5,092→ 8,092 total - Award
Warrants, Class A
2004-09-24+6,700→ 6,700 totalExercise: $0.47From: 2005-09-24Exp: 2010-09-24→ Common Shares
Footnotes (3)
- [F1]The Reporting Person exchanged 6,700 shares of 9% Preferrred Securities, Series I issued by FW Preferred Capital Trust I, a special purpose financing affiliate of the issuer, for 5,092 shares of issuer Common shares, 82.41 shares of issuer Series B Convertible Preferred Shares and 6,700 Warrants, Series A, to purchase issuer Common Shares. The exchange was pursuant to an exchange offer made by the issuer by a prospectus dated August 16, 2004. The exchange by the Reporting Person received advance approval by the issuer's board of directors.
- [F2]Each share of Series B Convertible Preferred Share is convertible into 1,300 shares of Common Shares subject to approval by the shareholders to reduce the par value of the Common shares and to increase the number of authorized Common shares issuable. The Series B Convertible Preferred Shares will be convertible at the option of the holder on the date of the shareholder meeting should approval be given.
- [F3]Each Class A Warrant is exercisable for a maximum of 41.91 shares (assuming 100% participation in the exchange offer) of Common shares of the issuer. The number of shares for which the Class A Warrants will be exercisable depends on the level of participation of exchange by all security holders of the issuer subject to the exchange offer.