Minimal Price definition
Minimal Price means the price per share at which the Company's ordinary shares are sold in the IPO (the "IPO Price"); provided that (i) if at any time during the period after the Closing Date and on or before the date of delivery of the Further Option Exercise Notice to the Company, the Company declares any distribution on its ordinary shares payable in ordinary shares of the Company, or the class of its ordinary shares is subdivided into a greater number of shares or is combined into a smaller number of shares, then the Minimal Price shall be equal to the IPO Price adjusted pro rata to the increase or decrease of ordinary shares or any fraction thereof per ordinary share as a result of such distribution, subdivision or combination (the "Adjusted Price"), and (ii) if at any time during such period the Company offers to all of the holders of its outstanding ordinary shares rights to subscribe for and acquire from the Company ordinary shares or securities convertible into ordinary shares of the Company (the "Rights") for a consideration resulting in an aggregate payment per share to the Company (the "Rights Price") which is less than the IPO Price or the Adjusted Price then in effect (if any), then the Minimal Price shall be equal to the product of dividing (x) the sum of the IPO Price or the Adjusted Price (if any), whichever is then in effect, plus the Rights Price by (y) the sum of one share plus the number of shares (including any fraction thereof) purchasable upon the exercise of the Rights offered by the Company in respect of one ordinary share of the Company.