Common use of Erbjudande till aktieägarna i annat fall än som avses i punkt A-D Clause in Contracts

Erbjudande till aktieägarna i annat fall än som avses i punkt A-D. Offer to the shareholders in cases other than those referred to in A-D In the event the Company, in circumstances other than those set forth in subsections A-D above, extends an offer to the shareholders to acquire securities or rights of any kind from the Company, in the event of Conversion which is made at such time that the Shares thereby received do not carry an entitlement to participate in the offer, a recalculated Conversion Price shall be applied. The aforesaid shall also apply where the Company resolves, in accordance with the aforementioned principles, to allot securities or rights to the shareholders without consideration. The recalculation shall be made by the Company based on the following formula: recalculated Conversion Price = previous Conversion Price x the Share’s average listed price during the application period established in the offer (the Share’s average price) the Share’s average price increased by the value of the right to participate in the offer (the purchase right value) The Share’s average price shall be calculated in accordance with subsection C above. In the event the shareholders have received purchase rights and trading has taken place in such rights, the value of the right to participate in the offer shall be deemed to correspond to the Purchase Right Value. The Purchase Right Value shall, as far as possible, be determined based on the change in the market value of the Company’s Shares which may be deemed to have arisen as a result of the offer. In the event the shareholders have not received purchase rights, or trading in purchase rights has otherwise not taken place, the recalculation of the Conversion Price shall be made applying, as far as possible, the principles stated above, whereupon the value of the right to participate in the offer shall, as far as possible, be determined based on the change in the market value of the Company’s Shares which may be deemed to have arisen as a result of the offer. The recalculated Conversion Price shall be determined by the Company as soon as possible after the expiry of the offer period and applied in conjunction with Conversions effected after the recalculated price has been determined. In the event the Company’s Shares are not listed or traded on a Marketplace, a recalculated Conversion Price shall be determined. In lieu of the provisions regarding the Share’s average price, the value of the Share shall thereupon be determined by an independent valuer appointed by the Company. The provisions of subsection C, final paragraph above shall apply mutatis mutandis in respect of Conversion which are made during the period until the recalculated Conversion Price is determined.

Appears in 2 contracts

Samples: Convertible Loan Agreement, Protokoll Fört Vid Extra Bolagsstämma

Erbjudande till aktieägarna i annat fall än som avses i punkt A-D. Offer to the shareholders shareholers in cases circumstances other than those referred to set forth in subsections A-D In the event the Company, in circumstances other than those set forth in subsections A-D above, extends an offer to the shareholders to acquire securities or rights of any kind from the Company, in the event of Conversion Subscription which is made demanded at such time that the Shares thereby received do not carry an entitlement to participate in the offer, a recalculated Conversion Subscription Price and recalculated number of Shares to which each Warrant provides an entitlement to subscribe shall be applied. The aforesaid shall also apply where the Company resolves, in accordance with the aforementioned principles, to allot distribute securities or rights to the shareholders without consideration. The recalculation recalculations shall be made carried out by the Company based on in accordance with the following formulaformulae: recalculated Conversion Subscription Price = previous Conversion Subscription Price x the Share’s average listed price during the application period established in the offer (the Share’s average price) the Share’s average price increased by the value of the right to participate in the offer (the purchase right value) recalculated number of Shares to which each Warrant provides an = previous number of Shares to which each Warrant provides an entitlement to subscribe x the Share’s average price increased by the purchase right value entitlement to subscribe The Share’s average price shall be calculated in accordance with subsection C above. In the event the shareholders have received purchase rights and trading has taken place in such rights, the value of the right to participate in the offer shall be deemed to correspond to the Purchase Right Valuepurchase right value. The Purchase Right Value purchase right value shall, as far as possible, be determined based on basis of the change in the changed market value of the Company’s Shares which may can be deemed have occurred due to have arisen as a result of the offer. In the event the shareholders have not received purchase rights, or trading in purchase rights has otherwise not taken place, the recalculation of the Conversion Subscription Price shall be made take place applying, as far as possible, the principles stated above, whereupon the . The purchase right value of the right to participate in the offer shall, as far as possible, be determined based on basis of the change in the changed market value of the Company’s Shares which may can be deemed have occurred due to have arisen as a result of the offer. The recalculated Conversion Subscription Price shall be determined by the Company as soon as possible after the expiry of the offer period and applied in conjunction with Conversions Subscriptions effected after the recalculated price has been determined. In the event the Company’s Shares are not listed or traded on a Marketplace, a recalculated Conversion Subscription Price and recalculated number of Shares shall be determined. In lieu of the provisions regarding the Share’s average price, the value of the Share shall thereupon be determined by an independent valuer appointed by the Company. The In the event of Subscription for Shares which is effected before the recalculated Subscription Price and the recalculated number of Shares provided by each Warrant have been determined, the provisions of subsection C, final C last paragraph above shall apply mutatis mutandis in respect of Conversion which are made during the period until the recalculated Conversion Price is determinedbe applied.

Appears in 2 contracts

Samples: Incentive Program and Option Issuance, Incentive Program Proposal

Erbjudande till aktieägarna i annat fall än som avses i punkt A-D. Offer to the shareholders in cases circumstances other than those referred to set forth in subsections A-D In the event the Company, in circumstances other than those set forth in subsections A-D above, extends an offer to the shareholders shareholders, subject to shareholders’ pre-emption rights pursuant to the principles set forth in the Swedish Companies Act, to acquire securities or rights of any kind from the Company, in the event of Conversion Subscription which is made demanded at such time that the Shares thereby received do not carry an entitlement to participate in the offer, a recalculated Conversion Subscription Price and recalculated number of Shares to which each Warrant provides an entitlement to subscribe shall be applied. The aforesaid shall also apply where the Company resolves, in accordance with the aforementioned principles, to allot distribute securities or rights to the shareholders without consideration. The recalculation recalculations shall be made carried out by the Company based on in accordance with the following formulaformulae: recalculated Conversion Subscription Price = previous Conversion Subscription Price x the Share’s average listed price during the application period established in the offer (the Share’s average price) the Share’s average price increased by the value of the right to participate in the offer (the purchase right value) recalculated number of Shares to which each Warrant provides an = previous number of Shares to which each Warrant provides an entitlement to subscribe x the Share’s average price increased by the purchase right value entitlement to subscribe The Share’s average price shall be calculated in accordance with subsection C above. In the event the shareholders have received purchase rights and trading has taken place in such rights, the value of the right to participate in the offer shall be deemed to correspond to the Purchase Right Valuepurchase right value. The Purchase Right Value purchase right value shall, as far as possible, be determined based on basis of the change in the changed market value of the Company’s Shares which may can be deemed have occurred due to have arisen as a result of the offer. In the event the shareholders have not received purchase rights, or trading in purchase rights has otherwise not taken place, the recalculation of the Conversion Subscription Price shall be made take place applying, as far as possible, the principles stated above, whereupon the . The purchase right value of the right to participate in the offer shall, as far as possible, be determined based on basis of the change in the changed market value of the Company’s Shares which may can be deemed have occurred due to have arisen as a result of the offer. The recalculated Conversion Subscription Price shall be determined by the Company as soon as possible after the expiry of the offer period and applied in conjunction with Conversions Subscriptions effected after the recalculated price has been determined. In the event of Subscription for Shares which is effected before the Company’s recalculated Subscription Price and the recalculated number of Shares are not listed or traded on a Marketplace, a recalculated Conversion Price shall be provided by each Warrant have been determined. In lieu of the provisions regarding the Share’s average price, the value of the Share shall thereupon be determined by an independent valuer appointed by the Company. The provisions of subsection C, final C last paragraph above shall apply mutatis mutandis in respect of Conversion which are made during the period until the recalculated Conversion Price is determinedbe applied.

Appears in 1 contract

Samples: Incentive Program Proposal