Examples of Consideration Options in a sentence
Upon Settlement of the Gurvantes Transaction, TMK will issue to the Company up to 1,100,000,000 TMK Consideration Shares and up to 550,000,000 TMK Consideration Options.
Subject to the passing of Resolution 1, the Company proposes to make a pro-rata in-specie distribution of up to 1,009,017,240 TMK Consideration Shares and up to 504,508,620 TMK Consideration Options to Shareholders pursuant to an equal reduction of capital (Distribution).
Based on the total number of Shares currently on issue of 646,997,893, each of the Company’s Shareholders will receive approximately 1.56 TMK Consideration Shares and 0.78 TMK Consideration Options for every 1 Share held on the Record Date (in each case rounded down to the nearest whole security).
Any fractional entitlement of a Scheme Optionholder to a part of a Consideration Option will be rounded up or down to the nearest whole number of Consideration Options (rounded up if the fractional entitlement is equal to or greater than one half, and rounded down if the fractional entitlement is less than one half).
Apply for any Regulatory Approval required by the Bidder to implement the Scheme or Option Scheme and to permit the issue of the Consideration Shares and Consideration Options within the time periods contemplated by the Scheme and Option Scheme (as applicable).
The material rights and liabilities attaching to TMK Consideration Shares are set out in Schedule 4 and the TMK Consideration Options will be issued on the terms and conditions set out in Schedule 5.
There are no participation rights or entitlements inherent in the Consideration Options and holders will not be entitled to participate in new issues of capital offered to Shareholders during the currency of the Consideration Options without exercising the Consideration Options.
The consideration to be provided by the Bidder in respect of each Scheme Option is the issue of 1.1225 Consideration Options per Scheme Option (Option Scheme Consideration).
In the case of Target Options held in joint names, any certificates or uncertificated holding statements for Consideration Options to be issued to Scheme Optionholders will be issued inthe names of the joint holders and will be forwarded to the holder whose name appears first in the Target Register on the Scheme Record Date.
Under applicable ASIC guidelines, the invitation to Shareholders to vote on Resolution 1 of the Notice of Meeting constitutes an “offer” to transfer TMK Consideration Shares and TMK Consideration Options to Shareholders pursuant to the Distribution under Chapter 6D of the Corporations Act and a prospectus is required unless an exemption applies or ASIC provides relief.