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Published on 12/31/2004 in the Prospect News Convertibles Daily.

Fluor to pay principal amount of 1.5% notes in cash on conversion

New York, Dec. 31 - Fluor Corp. said it has exercised its right to pay cash up to the principal amount in the event of conversion of its $330 million 1.5% convertible senior notes due 2024.

Amounts above the principal amount will be paid in stock.

The notes convert at $55.94 but have a 130% contingent conversion trigger.

The Aliso Viejo, Calif., engineering and project management services company said it made the change in response to the Financial Accounting Standards Board's new rule on accounting for contingent convertible securities. This requires that contingent convertibles should be treated as if converted when calculating fully diluted earnings per share. Because of the exercise of the right to pay cash, Fluor will experience no dilution while its stock is below the conversion price and be able to use the treasury stock method for the difference.


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