PARTIAL CASH ALTERNATIVE Sample Clauses

PARTIAL CASH ALTERNATIVE. Fnac’s offer will also include a Partial Cash Alternative pursuant to which Eligible Darty Shareholders will have the opportunity to elect to receive cash in lieu of part or all of the New Fnac Shares which such shareholders would otherwise have been entitled to receive pursuant to the terms of the Scheme (subject to pro rating in accordance with the terms of the Partial Cash Alternative). The maximum aggregate amount of the Partial Cash Alternative is £66,686,3213, which will be paid to those Eligible Darty Shareholders that make a valid election under the Partial Cash Alternative. Elections under the Partial Cash Alternative for up to a basic entitlement, details of which will be set out in the Scheme Document, will be satisfied in full. To the extent that elections under the Partial Cash Alternative in excess of the basic entitlement cannot be satisfied in full, they will be scaled down as nearly as reasonably practicable pro rata to the value which each Eligible Darty Shareholder’s valid election under the Partial Cash Alternative bears to the total aggregate value of all valid elections made under the Partial Cash Alternative. Subject to the paragraph below, Eligible Darty Shareholders who validly elect to receive the Partial Cash Alternative will receive, in lieu of each Fnac Share to which they would otherwise be entitled under the Proposed Acquisition, a cash amount equal to the volume-weighted average price of one Fnac Share for the 30 days prior to and including the last practicable date before the date of the Scheme Document (or, as appropriate, the Offer Document) applying the average £/€ exchange rate over the same period. Darty and Fnac may, however, agree to an alternative method of calculating the cash value per Darty Share which Eligible Darty Shareholders who validly elect to receive the Partial Cash Alternative will receive in lieu of each Fnac Share which they would otherwise be entitled to receive under the Proposed Acquisition. Full details of the Partial Cash Alternative including the cash value per Darty Share will be set out in the Scheme Document (or, as appropriate, the Offer Document) and in the announcement of the posting of the Scheme Document (or, as appropriate, the Offer Document). The cash value at which Eligible Darty Shareholders will be able to substitute cash for New Fnac Shares under the Partial Cash Alternative, calculated as set out above, will be set out in the Scheme Document (or the Offer Document if published in...
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