Common use of Other Issues at less than Current Market Price Clause in Contracts

Other Issues at less than Current Market Price. Save in the case of an issue of securities arising from a conversion or exchange of other securities in accordance with the terms applicable to such securities themselves falling within the provisions of this Section 4.1.7, if and whenever the Company or any of its Subsidiaries (otherwise than as mentioned in Sections 4.1.4, 4.1.5 or 4.1.6) or (at the direction or request of or pursuant to any arrangements with the Company or any of its Subsidiaries) any other person (otherwise than as mentioned in Sections 4.1.4, 4.1.5 or 4.1.6) will issue any securities which by their terms of issue carry rights of conversion into, or exchange or subscription for, Shares to be issued by the Company upon conversion, exchange or subscription at a consideration per Share which is less than the Current Market Price on the date of announcement of the terms of issue of such securities. In such an event, each of the Conversion Share Price and the Floor Share Price will be adjusted by multiplying each of the Conversion Share Price and the Floor Share Price in force immediately before such issue by the following fraction: where: A is the number of Shares in issue immediately before such issue; B is the number of Shares which the aggregate consideration receivable by the Company for the Shares to be issued on conversion or exchange or on exercise of the right of subscription attached to such securities would purchase at such Current Market Price; and C is the maximum number of Shares to be issued on conversion or exchange of such securities or on the exercise of such rights of subscription attached thereto at the initial conversion, exchange or subscription price or rate. Such adjustment will become effective on the date of issue of such securities.

Other Issues at less than Current Market Price. Save in the case of an issue of securities arising from a conversion or exchange of other securities in accordance with the terms applicable to such securities themselves falling within the provisions of this Section 4.1.7Condition 5.4(g), if and whenever the issue wholly for cash by the Company or any of its Subsidiaries (otherwise than as mentioned in Sections 4.1.4Condition 5.4(d), 4.1.5 or 4.1.65.4(e) or (at the direction or request 5.4(f) of or pursuant to any arrangements with the Company or any of its Subsidiaries) any other person (otherwise than as mentioned in Sections 4.1.4, 4.1.5 or 4.1.6) will issue any securities (other than the Bonds) which by their terms of issue carry rights of conversion into, or exchange or subscription for, Shares to be issued by the Company upon conversion, exchange or subscription at a consideration per Share (herein referred to in this paragraph (g) as the “issue price”) which is less than the higher of (i) 80 per cent. of the Current Market Price on the date of the announcement of the terms of the issue of such securities and (ii) the Conversion Price in effect on the date of the announcement of the terms of the issue of such securities. In such an event, each of the Conversion Share Price and the Floor Share Price will shall be adjusted by multiplying each to an amount equal to the lower of (I) the Conversion Share Price and the Floor Share Price in force immediately before such issue or grant multiplied by the following fraction: where___A + B_ A + C Where: A is the number of Shares in issue immediately before such issue; B is the number of Shares which the aggregate consideration receivable by the Company for the Shares to be issued on conversion or exchange or on exercise of the right of subscription attached to such securities would purchase at such Current Market Price; and C is the maximum number of Shares to be issued on conversion or exchange of such securities or on the exercise of such rights of subscription attached thereto at the initial conversion, exchange or subscription price or rate, and (II) the issue price. Such adjustment will shall become effective on the date of issue of such securities.

Other Issues at less than Current Market Price. Save in the case of an issue of securities arising from a conversion or exchange of other securities in accordance with the terms applicable to such securities themselves falling within the provisions of this Section 4.1.7, if If and whenever the Company Issuer or any of its Subsidiaries subsidiaries (otherwise than as mentioned in Sections 4.1.4Conditions 5.5.2(a) (Rights Issues of Shares or Options over Shares), 4.1.5 5.5.2(b) (Rights Issues of Other Securities) or 4.1.65.5.2(c) (Issues at less than Current Market Price), or (at the direction or request of or pursuant to any arrangements with the Company Issuer or any of its Subsidiariessubsidiaries) any other company, person (otherwise than as mentioned in Sections 4.1.4, 4.1.5 or 4.1.6) will entity shall issue any securities (other than the Bonds) which by their terms of issue carry (directly or indirectly) rights of conversion into, or exchange or subscription for, Shares to be issued by the Company Issuer upon conversion, exchange or subscription at a consideration per Share which is less than 95% of the Current Market Price per Share on the date of the first public announcement of the terms of issue of such securities. In such an event, each of the Conversion Share Price and the Floor Share Price will shall be adjusted by multiplying each of the Conversion Share Price and the Floor Share Price in force immediately before such issue or grant by the following fraction: A + B A + C where: A is the aggregate number of Shares in issue immediately before such issue; B is the number of Shares which the aggregate consideration receivable by the Company Issuer for the Shares to be issued on conversion or exchange or on exercise of the right of subscription attached to such securities would purchase at such Current Market PricePrice per Share; and C is the maximum number of Shares to be issued on conversion or exchange of such securities or on the exercise of such rights of subscription attached thereto at the initial conversion, exchange or subscription price or raterate on the issue date of such securities. Such adjustment will shall become effective on the date of issue of such securitiessecurities or, as the case may be, the grant of such rights.

Other Issues at less than Current Market Price. Save in the case of an issue of securities arising from a conversion or exchange of other securities in accordance with the terms applicable to such securities themselves falling within the provisions of this Section 4.1.7Condition 6(c)(vii), if and whenever the Company or any of its Subsidiaries (otherwise than as mentioned in Sections 4.1.4Conditions 6(c)(iv), 4.1.5 6(c)(v) or 4.1.6) 6(c)(vi)), or (at the direction or request of or pursuant to any arrangements with the Company or any of its Subsidiaries) any other company, person (otherwise than as mentioned in Sections 4.1.4, 4.1.5 or 4.1.6) will entity shall issue any securities (other than the Bonds) which by their terms of issue carry rights of conversion into, or exchange or subscription for, Shares to be issued by the Company upon on conversion, exchange or subscription at a consideration per Share which is less than 95 per cent. of the Current Market Price on the last Trading Day preceding the date of announcement of the terms of issue of such securities. In such an event, each of the Fixed Conversion Share Price and the Floor Share Price will shall be adjusted by multiplying each of the Fixed Conversion Share Price and the Floor Share Price in force immediately before such issue by the following fraction: whereWhere: A is the number of Shares in issue immediately before such issue; B is the number of Shares which the aggregate consideration (if any) receivable by the Company for the Shares to be issued issued, or otherwise made available, on conversion or exchange or on exercise of the right of subscription attached to such securities would purchase at such Current Market PricePrice per Share; and C is the maximum number of Shares to be issued on conversion or exchange of such securities or on the exercise of such rights of subscription attached thereto at the initial conversion, exchange or subscription price or rate. Such adjustment will shall become effective on the date of issue of such securities.