mps OPA
in che punto starebbe scritto?
grazie
ciao
Andrea
sono solo due paginette, anche se sibilline.
In order to be eligible to receive New Notes pursuant to the Invitation, a Holder must validly offer
for exchange a nominal amount or liquidation preference, as applicable, of Existing Securities of a
Series (a Minimum Submission Amount) sufficient - following application of the relevant
Exchange Ratio of such Series, the scaling of Offers (if applicable) and, in the case of the 5.75%
Notes due 2016, the application of the FX Rate - for such Holder to be eligible to receive, in
exchange for such Existing Securities pursuant to the Invitation,
a nominal amount of New Notes
equal to at least the minimum denomination of €100,000.
e per 1k:
Subject to a Holder satisfying the Minimum Submission Amount condition, the nominal amount of
New Notes which each Holder whose Existing Securities are accepted by BMPS for exchange
pursuant to the Invitation will receive on the Settlement Date will equal the product of (a) the
aggregate nominal amount or liquidation preference, as applicable, of such Existing Securities
accepted by BMPS for exchange and (b) the relevant Exchange Ratio (calculated by dividing the
Exchange Price for the relevant Series of Existing Securities by the New Issue Price, rounded to
the nearest 0.000001), and (c) in the case of the 5.75% Notes due 2016, the FX Rate (being the
£/€ exchange rate to be fixed by the Joint Dealer Managers representing the number of euro for
which one pound sterling may be exchanged),
with the resulting amount rounded down to the
nearest multiple of €1,000.
If, as a result of the application of the relevant Exchange Ratio, the scaling of Offers (if applicable)
and, in the case of the 5.75% Notes due 2016, the application of the FX Rate, a Holder would be
entitled to receive an aggregate nominal amount of New Notes above €100,000 that is not an
integral multiple of €1,000, BMPS will pay (or procure that there is paid) in cash in euro (or, in the
case of the 5.75% Notes due 2016, in Sterling) to that Holder on the Settlement Date an amount
(the “Exchange Rounding Amount”) equal to the product of (a) the fractional portion of such
aggregate nominal amount that is not such an integral multiple, and (b) the New Issue Price, which
product is, in the case of the 5.75% Notes due 2016 only, further divided by the FX Rate (with the
resulting amount rounded either to the nearest €0.01, with half a euro cent being rounded upwards
or in the case of the 5.75% Notes due 2016, rounded to the nearest £0.01, with half a penny being
rounded upwards).