BUSINESS OBJECTS S. A. Société anonyme with a share capital of 9,650,548.50 euros Registered office: 100-000 xxx Xxxxxxx Xxxxxx 92300 Levallois-Perret R.C.S. Nanterre B 379 821 994 I, the undersigned, Holder of ___Share Warrants in total, the issue of which was decided by the Company’s board of directors at its meeting held on July 21, 2005 in accordance to the authorization granted by the Shareholders of the Company at the general shareholders’ meeting held on June 14, 2005 for a price of ___euros per Share Warrants, hereby elects to exercise ___Warrants and to subscribe ___Company’s ordinary shares of 0.10 euro nominal value each, and herewith makes payment of ___euros. The undersigned requests that the confirmation for such ordinary shares be issued in the name of and delivered to ____________ Whose address is ____________. Made on this ___day of ___, ___ By Signature [above signature, please handwrite “Valid for subscription of ________________ shares.”] FORM OF ASSIGNMENT [to be signed upon transfer of Warrants] I, the undersigned, Holder of ___Share Warrants in total, the issue of which was decided by the Company’s board of directors at its meeting held on July 21, 2005 in accordance to the authorization granted by the Shareholders of the Company at the general shareholders’ meeting held on June 14, 2005 for a price of ___euros per Share Warrants, hereby elects transfers to ___, who is qualified as an Immediate Family member in his/her capacity as, pursuant to the terms and conditions of the section 5 of the stock subscription warrant agreement. Made on this ___day of ___, ___ Signature of the Holder Name Address Signed in the presence of: Signature of the witness Name Address
BUSINESS OBJECTS S. A., a société anonyme organized under the laws of France (the Company).
BUSINESS OBJECTS S. A. TENDER OFFER AGREEMENT dated as of October 7, 2007 (the Agreement), BY AND AMONG:
BUSINESS OBJECTS S. A. In exchange for your agreement to cancel a stock option covering ____________ ordinary shares (“Old Option”) granted by Business Objects S.A. (“Business Objects”), Business Objects hereby promises to grant you a stock option covering ____________ ordinary shares of Business Objects’ no earlier than May 15, 2003 (the “New Option”). [The exercise price of the New Option will be the higher of (i) the closing price on the Paris stock exchange on the day preceding date of grant and (ii) 80% of the 20 trading days average closing prices on such market prior to the grant date.] OR [The exercise price per share of the New Option will be the higher of (i) 100% of the closing price of our shares as reported on the Premier Marché of Euronext Paris S.A. on the last trading day before the date of grant, and (ii) 80% of the average of the closing prices of our shares on that market over the twenty trading days before the grant date.] [This is for Italy-based employees only] The New Option will otherwise be subject to: • the standard terms and conditions under Business Objects’ [1999 Stock Option Plan, as amended] OR [2001 Stock Option Plan, as amended]; and • a new option agreement between Business Objects and you. • [a joint election whereby joint election whereby you agree to accept the transfer of the whole of the National Insurance Liability related to the new options.] [For U.K. employees only.] In order to receive the New Option, you must be an employee of Business Objects or one of its affiliates (meaning entities in which the Company owns directly or indirectly 10% or more of the voting rights of such entities) on the date the New Option is granted. This promise to grant does not constitute a guarantee of employment with Business Objects or any of its affiliates for any period. This Promise to Grant New Option is subject to the terms and conditions of the Offer to Grant dated October 11, 2002, the email to eligible employees and the Election Form [For U.K. employees [and the joint election form]] previously completed and submitted by you to Business Objects, all of which are incorporated herein by reference. These documents reflect the entire agreement between you and Business Objects with respect to this transaction. This Promise to Grant New Option may only be amended by means of a writing signed by you and a duly authorized officer of Business Objects. BUSINESS OBJECTS S.A. By: ___________________________________ Date: _______________, 2002
BUSINESS OBJECTS S. A. Société anonyme with a share capital of 9,490,369.70 euros Registered office : 100-000 xxx Xxxxxxx Xxxxxx 92300 Levallois-Perret R.C.S. Nanterre B 379 821 994 __________________ The undersigned, Holder of __________________ Share Warrants in total, the issue of which was authorized and approved by the Extraordinary Shareholders Meeting of December 11, 2003, for a price of __________________euros per Warrant Share, hereby elects to purchase thereunder, __________________Ordinary Shares of 0.10 euro nominal value each of BUSINESS OBJECTS S.A., and herewith makes payment of _____________________________________________________ euros. The undersigned requests that the confirmation for such Ordinary Share be issued in the name of and delivered to __________________ Whose address is __________________ Made on this __________ day of ______________, ____________ By Dxxxx Xxxx ____________________________________________ Signature [above signature, please handwrite “Valid for subscription of ______________________ shares.”] FORM OF ASSIGNMENT [to be signed upon transfer of Warrant] The undersigned hereby sells, assigns and/or transfers unto ___________________, who qualifies as an Immediate Family member in its capacity as ______________, the rights represented by the within Warrant to purchase _________________ Ordinary Shares of Business Objects S.A., to which the within Warrant relates. Made on this __________ day of ______________, ____________ Signature Name Address Signed in the presence of:
BUSINESS OBJECTS S. A., a limited liability company (societe anonyme) having its principal executive offices at 1 Sqxxxx Xxxxxxx, 00000, Xxxxxxxxx-Xxxxxx, Xxxxxx (xxreinafter the "Issuer"), AND: PARIBAS, having its registered office at 3 rux x'Xxxxx, 00000, Paris, France, (hereinafter "Paribas"); GOLDXXX XXXHS INTERNATIONAL, having its registered office at Peterborough Court, 133 Xxxxx Xxxxxx, Xxxxxx, XX0X 0XX, Xxxxxxx, (xereinafter "GSI"); and GOLDXXX XXXHX XXXXX XXX. ET CIE, having its registered office at 2 rux xx Xxxxx, 00000, Xxxxx, Xxxxxx (xxreinafter "Goldxxx Xxxhx Xxxxx") (Paribas and GSI being hereinafter collectively referred to as the "International Underwriters" and each individually as an "International Underwriter", Paribas and Goldxxx Xxxhx Xxxxx xxxng hereinafter collectively referred to as the "French Underwriters" and each individually as a "French Underwriter", and the International Underwriters and the French Underwriters being hereinafter collectively referred to as the "Underwriters" and each individually as an "Underwriter").
BUSINESS OBJECTS S. A. -------------------------- OPTION HOLDER: [Insert name]
BUSINESS OBJECTS S. A. The Holder By: Jxxx Xxxxxxx Chief Executive Officer FORM OF SUBSCRIPTION [to be signed upon exercise of Warrants]
BUSINESS OBJECTS S. A., a French société anonyme, registered under the laws of France, with social capital of €9,537,019.20, having its registered office at 100-000 xxx Xxxxxxx Xxxxxx, 92309 Levallois-Perret Cedex, registered with the Register of Commerce and Companies of Nanterre under number B. 379 821 994, duly represented by Jxxx Xxxxxxx (the “Purchaser”).
BUSINESS OBJECTS S. A., a French société anonyme, registered under the laws of France (the “Purchaser”); and
