Common use of Rights Issues of Shares or Options over Shares Clause in Contracts

Rights Issues of Shares or Options over Shares. If and whenever the Issuer shall issue Shares to all or substantially all Shareholders as a class by way of rights, or shall issue or grant to all or substantially all Shareholders as a class by way of rights, options, warrants or other rights to subscribe for or purchase or otherwise acquire any Shares or any securities which by their terms of issue carry (directly or indirectly) rights of conversion into, or exchange or subscription for, any Shares (or shall grant any such rights in respect of existing securities so issued), in each case at less than 95% of the Current Market Price per Share on the date of the first public announcement of the terms of the issue or grant, the Conversion Price shall be adjusted by multiplying the Conversion Price in force immediately prior to such issue or grant by the following fraction: where: A is the aggregate number of Shares in issue immediately before such announcement; B is the number of Shares which the aggregate consideration (if any) receivable for the Shares issued by way of rights, or for the securities issued by way of rights, or for the options or warrants or other rights issued by way of rights and for the total number of Shares deliverable on the exercise thereof would purchase at such Current Market Price per Share; and C is the aggregate number of Shares to be issued or, as the case may be, the maximum number of Shares which may be issued upon exercise of such options, warrants or rights calculated as at the date of issue of such options, warrants or rights or upon conversion or exchange or exercise of rights of subscription or purchase in respect thereof at the initial conversion, exchange, subscription or purchase price or rate. Such adjustment shall become effective on the date of issue of such Shares or issue or grant of such options, warrants or other rights (as the case may be) or where a record date is set, the first date on which the Shares are traded ex-rights, ex-options or ex-warrants as the case may be.

Appears in 2 contracts

Samples: Subscription Agreement, Subscription Agreement

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Rights Issues of Shares or Options over Shares. If and whenever the Issuer Company shall issue Shares to all or substantially all Shareholders as a class by way of rightsrights issue, or shall issue or grant to all or substantially all Shareholders as a class by way of rightsrights issue, options, warrants or other rights to subscribe for or purchase or otherwise acquire any Shares or any securities which by their terms of issue carry (directly or indirectly) rights of conversion into, or exchange or subscription for, any Shares (or shall grant any such rights in respect of existing securities so issued)Shares, in each case at a price per Share which is less than 9590.0% of the Current Market Price per Share on the last Trading Day preceding the date of the first public announcement of the terms of the issue or grantgrant of such Shares, options, warrants or other rights (and notwithstanding that the relevant issue or grant may be or is expressed to be subject to Shareholder or other approvals or consents) the Conversion Price shall be adjusted by multiplying the Conversion Price in force immediately prior to before such issue or grant or, as the case may be, the relevant record date by the following fraction: where: A + B A + C A is the aggregate number of Shares in issue immediately before such announcement; B is the number of Shares which the aggregate consideration amount (if any) receivable payable for the Shares issued by way of rights, rights or for the securities issued by way of rightsoptions, or for the options or warrants or other rights issued or granted by way of rights and for the total number of Shares deliverable on the exercise thereof comprised therein would subscribe for, purchase or otherwise acquire at such Current Market Price per Share; and C is the aggregate number of Shares to be issued or, as the case may be, the maximum number of Shares which may be issued upon exercise of such options, warrants or rights calculated as at the date of issue or grant of such options, warrants or rights or upon conversion or exchange or exercise of rights of subscription or purchase in respect thereof at the initial conversion, exchange, subscription or purchase price or rateother rights. Such adjustment shall become effective on the date of issue of such Shares or issue or grant of such options, warrants or other rights (as the case may be) or where a record date is set, the first date on which the Shares are traded ex-rights, ex-options or ex-warrants warrants, as the case may be.

Appears in 1 contract

Samples: Second Supplemental Indenture

Rights Issues of Shares or Options over Shares. If and whenever the Issuer Company shall issue Shares to all or substantially all Shareholders as a class by way of rights, or shall issue or grant to all or substantially all Shareholders as a class by way of rights, of options, warrants or other rights to subscribe for or purchase or otherwise acquire any Shares or any securities which by their terms of issue carry (directly or indirectly) rights of conversion into, or exchange or subscription for, any Shares (or shall grant any such rights in respect of existing securities so issued)Shares, in each case at a price per Share (herein referred to in this paragraph (d) as the “issue price”) which is less than 95% the higher of (i) 80 per cent. of the Current Market Price per Share on the date of the first public announcement of the terms of the issue or grant and (ii) the Conversion Price then in effect on the date of the announcement of the terms of the issue or grant, the Conversion Price shall be adjusted by multiplying to an amount equal to the lower of (I) the Conversion Price in force immediately prior to before such issue or grant multiplied by the following fraction: where___A + B_ A + C Where: A is the aggregate number of Shares in issue immediately before such announcement; B is the number of Shares which the aggregate consideration amount (if any) receivable payable for the Shares issued by way of rights, or for the securities issued by way of rights, rights or for the options or warrants or other rights issued or granted by way of rights and for the total number of Shares deliverable on the exercise thereof comprised therein would subscribe, purchase or otherwise acquire at such Current Market Price per Share; and C is the aggregate number of Shares to be issued or, as the case may be, comprised in the maximum number of Shares which may be issued upon exercise of such optionsgrant, warrants or rights calculated as at and (II) the date of issue of such options, warrants or rights or upon conversion or exchange or exercise of rights of subscription or purchase in respect thereof at the initial conversion, exchange, subscription or purchase price or rateprice. Such adjustment shall become effective on the date of issue of such Shares or issue or grant of such options, warrants or other rights (as the case may be) or where a record date is set, the first date on which the Shares are traded ex-rights, ex-options or ex-warrants as the case may be.

Appears in 1 contract

Samples: Subscription Agreement

Rights Issues of Shares or Options over Shares. If and whenever the Issuer Company shall issue Shares to all or substantially all Shareholders as a class by way of rightsrights issue, or shall issue or grant to all or substantially all Shareholders as a class by way of rightsrights issue, of options, warrants or other rights to subscribe for or purchase or otherwise acquire any Shares or any securities which by their terms of issue carry (directly or indirectly) rights of conversion into, or exchange or subscription for, any Shares (or shall grant any such rights in respect of existing securities so issued)Shares, in each case at less than 95% of the Current Market Price per Share on the trading day of date of the first public announcement (or if such date is not a trading day, then the last trading day preceding such date of announcement) of the terms of the issue or grant, the Conversion Price shall be adjusted by multiplying the Conversion Price in force immediately prior to before such issue or grant by the following fraction: 𝐴 + 𝐶 where: A is the aggregate number of Shares in issue immediately before such announcement; B is the number of Shares which the aggregate consideration amount (if any) receivable payable for the Shares issued by way of rights, or for the securities issued by way of rights, rights issue or for the options or warrants or other rights issued or granted by way of rights issue and for the total number of Shares deliverable on the exercise thereof comprised therein would subscribe for, purchase or otherwise acquire at such Current Market Price per Share; and C is the aggregate number of Shares to be issued or, as the case may be, comprised in the maximum number of Shares which may be issued upon exercise of such options, warrants issue or rights calculated as at the date of issue of such options, warrants or rights or upon conversion or exchange or exercise of rights of subscription or purchase in respect thereof at the initial conversion, exchange, subscription or purchase price or rategrant. Such adjustment shall become effective on the date of issue of such Shares or issue or grant of such options, warrants or other rights (as the case may be) or where a record date is set, the first date on which the Shares are traded ex-rights, ex-options or ex-ex- warrants as the case may be.

Appears in 1 contract

Samples: Alat Technologies Company

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Rights Issues of Shares or Options over Shares. If and whenever the Issuer Company shall issue Shares to all or substantially all Shareholders as a class by way of rightsrights issue, or shall issue or grant to all or substantially all Shareholders as a class by way of rightsrights issue, of options, warrants or other rights to subscribe for or purchase or otherwise acquire any Shares or any securities which by their terms of issue carry (directly or indirectly) rights of conversion into, or exchange or subscription for, any Shares (or shall grant any such rights in respect of existing securities so issued)Shares, in each case at less than 95% of the Current Market Price per Share on the trading day of date of the first public announcement (or if such date is not a trading day, then the last trading day preceding such date of announcement) of the terms of the issue or grant, the Conversion Subscription Price shall be adjusted by multiplying the Conversion Subscription Price in force immediately prior to before such issue or grant by the following fraction: 𝐴 + 𝐶 where: A is the aggregate number of Shares in issue immediately before such announcement; B is the number of Shares which the aggregate consideration amount (if any) receivable payable for the Shares issued by way of rights, or for the securities issued by way of rights, rights issue or for the options or warrants or other rights issued or granted by way of rights issue and for the total number of Shares deliverable on the exercise thereof comprised therein would subscribe for, purchase or otherwise acquire at such Current Market Price per Share; and C is the aggregate number of Shares to be issued or, as the case may be, comprised in the maximum number of Shares which may be issued upon exercise of such options, warrants issue or rights calculated as at the date of issue of such options, warrants or rights or upon conversion or exchange or exercise of rights of subscription or purchase in respect thereof at the initial conversion, exchange, subscription or purchase price or rategrant. Such adjustment shall become effective on the date of issue of such Shares or issue or grant of such options, warrants or other rights (as the case may be) or where a record date is set, the first date on which the Shares are traded ex-rights, ex-options or ex-ex- warrants as the case may be.

Appears in 1 contract

Samples: Subscription Agreement

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