Exhibit 4.(i)(5)
SUBSCRIPTION AGREEMENT
THIS SUBSCRIPTION AGREEMENT is made and entered into March
1, 2000 between 7-Eleven, Inc. (the "Company") and IYG Holding Company
("IYG").
The parties hereto agree as follows.
1. IYG shall purchase on March 16, 2000 and the Company
shall issue to IYG on March 16, 2000, 113.7 million unregistered shares
of common stock of the Company for $4.75 per share or an aggregate
purchase price of $540,000,000. IYG agrees to transfer $540,000,000 to
the Company on March 16, 2000 as payment of the purchase price for such
common stock.
2. On March 16, 2000, the Company and IYG shall execute the
Registration Rights Agreement attached hereto as Exhibit A.
3. On March 16, 2000, Ito-Yokado, Co., Ltd., Seven-Eleven
Japan Co., Ltd. and the Company shall execute the Agreement as to Shares
attached hereto as Exhibit B.
IN WITNESS WHEREOF the parties hereto have executed this
agreement as of March 1, 2000.
7-ELEVEN, INC.
By: /s/ Xxxx Xxxxxxxx
-------------------
Name: Xxxx Xxxxxxxx
Title: Treasurer
ITO YOKADO CO., LTD.
By /s/ Xxxxxx X. Xxxxxxx
---------------------
Name: Xxxxxx X. Xxxxxxx
Title: Attorney-In-Fact
SEVEN-ELEVEN JAPAN CO., LTD.
By /s/ Xxxxxx X. Xxxxxxx
---------------------
Name: Xxxxxx X. Xxxxxxx
Title: Attorney-In-Fact
IYG HOLDING COMPANY
By /s/ Xxxxxx X. Xxxxxxx
---------------------
Name: Xxxxxx X. Xxxxxxx
Title: Attorney-In-Fact
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