Common use of Pre-emption on issue Clause in Contracts

Pre-emption on issue. (a) Rights offer notice If the Company proposes to issue any Shares (and, following a Trigger Event only in the case of an issue of Shares for cash) (the Offer), it must first give written notice to each of its Shareholders (an Offer Notice) as soon as reasonably practicable after Shareholder Approval for that Offer is given, inviting the Shareholders to subscribe for those Shares. An Offer Notice shall: (i) specify the aggregate number of Shares the Company proposes to offer for subscription (the Offer Shares), the issue price per Share (the Offer Price) and any other terms and conditions of the Offer (the Offer Terms); (ii) state that, subject to the provisions of this deed, each Shareholder is entitled to subscribe for its Equity Proportion of the total number of Offer Shares at the Offer Price and on the Offer Terms (Rights Entitlement); (iii) confirm the number of Offer Shares in the Shareholder’s Rights Entitlement; (iv) specify the period for which the Offer is open, which must be at least ten Business Days (the Offer Period); (v) state that the Shareholder may apply for more Offer Shares than its Rights Entitlement and will be liable to subscribe for up to the number of Offer Shares applied for if the other Shareholders do not take up their full Rights Entitlement; (vi) invite the Shareholder to apply for Offer Shares by giving written notice to the Company no later than 5.00 pm on the last day of the Offer Period, stating the number of Offer Shares for which the Shareholder wishes to subscribe (which may be greater than, equal to or less than the Shareholder’s Rights Entitlement); and (vii) not be revoked unless otherwise decided by the Board or otherwise in accordance with clause 13.3(e) below (provided that upon a Trigger Event occurring paragraph (e) below shall not apply).