Haldor Foundation 3
3 · INTERNATIONAL FLAVORS & FRAGRANCES INC · Filed Dec 19, 2019
Insider Transaction Report
Form 3
Haldor Foundation
10% Owner
Holdings
- 20,300,000(indirect: See footnote)
Common Stock
- (indirect: See footnote)
6.00% Tangible Equity Units
→ Common Stock (2,958,500 underlying)
Footnotes (2)
- [F1]The securities are directly held by Winder Investment Pte. Ltd. ("Winder"). Winder is a wholly owned subsidiary of Freemont Capital Pte Ltd. ("Freemont"). Freemont is a wholly owned subsidiary of Haldor Foundation ("Haldor"). Freemont and Haldor each disclaims beneficial ownership of the shares held by Winder except for its pecuniary interest therein.
- [F2]Each 6.00% Tangible Equity Unit ("TEU") includes a prepaid stock purchase contract that will automatically settle on September 15, 2021 (the "Settlement Date") (subject to postponement in certain limited circumstances) for between 0.3134 and 0,3839 shares of the Issuer's common stock (subject to adjustment in certain circumstances), based upon the applicable market value of the Issuer's common stock prior to settlement. The Reporting Person may elect to settle the purchase contracts prior to the Settlement Date at the minimum settlement rate of 0.3134 shares of the Issuer's common stock. On or after June 18, 2019 and prior to the Settlement Date, the Issuer may elect to settle the purchase contracts at the maximum settlement rate of 0.3839 shares of the Issuer's common stock. The purchase contracts may also be settled early in connection with certain fundamental changes of the Issuer.