Template:Nutshell Equity Derivatives 12.4: Difference between revisions

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Section {{eqderivprov|12.4}}. '''{{eqderivprov|Settlement Following a Merger Event or Tender Offer}}'''. <br>
{{eqderivprov|12.4}}. '''{{eqderivprov|Settlement Following a Merger Event or Tender Offer}}'''. <br>
(a) If {{eqderivprov|Other Consideration}} is required to be valued in relation to a {{eqderivprov|Cash-settled Transaction}} that has been adjusted following a {{eqderivprov|Merger Event}} or {{eqderivprov|Tender Offer}}, the {{eqderivprov|Other Consideration}} will be valued by the {{eqderivprov|Calculation Agent}} on each {{eqderivprov|Valuation Date}} or {{eqderivprov|Averaging Date}}, as the case may be. [[For the avoidance of doubt]], the provisions of these Definitions relating to {{eqderivprov|Market Disruption Events}} will not apply to {{eqderivprov|Other Consideration}}. <br>
Where, following a {{eqderivprov|Merger Event}} or {{eqderivprov|Tender Offer}} and adjustment of:
(b) If {{eqderivprov|New Shares}} are required to be delivered in relation to a {{eqderivprov|Physically-settled Transaction}} that has been adjusted following a {{eqderivprov|Merger Event}} or {{eqderivprov|Tender Offer}}, then the deliveror will deliver the relevant {{eqderivprov|New Shares}} in accordance with the terms of settlement set out in the related {{isdaprov|Confirmation}}, provided that if on the relevant {{eqderivprov|Settlement Date}} a holder of the {{eqderivprov|Shares}} would not yet have received the {{eqderivprov|New Shares}} to which it is entitled, the {{eqderivprov|Settlement Date}} with respect to such {{eqderivprov|New Shares}} will be postponed to the first Clearance System Business Day falling on or after the first day on which a holder of the relevant {{eqderivprov|Shares}}, having received the {{eqderivprov|New Shares}}, would be able to deliver such {{eqderivprov|New Shares}} to the other party. <br>
:(a) '''A {{eqderivprov|Cash-settled}} {{eqderivprov|Transaction}}''': the {{eqderivprov|Calculation Agent}} will value the {{eqderivprov|Other Consideration}} as necessry on each {{eqderivprov|Valuation Date}} or {{eqderivprov|Averaging Date}}. <br>
(c) If {{eqderivprov|Other Consideration}} is required to be delivered in relation to a {{eqderivprov|Physically-settled Transaction}} that has been adjusted following a {{eqderivprov|Merger Event}} or {{eqderivprov|Tender Offer}}, then the deliveror will deliver the relevant {{eqderivprov|Other Consideration}} to the other party in a [[commercially reasonable manner]] in accordance with the reasonable directions of the other party as soon as reasonably practicable after the later of (i) the relevant {{eqderivprov|Settlement Date}} and (ii) the first day on which a holder of the relevant {{eqderivprov|Shares}}, having received the {{eqderivprov|Other Consideration}}, would be able to deliver such {{eqderivprov|Other Consideration}} to the other party. <br>
:(b) '''A {{eqderivprov|Physically-settled}} {{eqderivprov|Transaction}}''':Where:
::(i) {{eqderivprov|New Shares}} are required to be delivered, the deliveror will deliver them per the settlement terms in the {{isdaprov|Confirmation}} (though, if it would not have received its {{eqderivprov|New Share}} entitlement by the {{eqderivprov|Settlement Date}}, the relevant {{eqderivprov|Settlement Date}} will be postponed to the first {{eqderivprov|Clearance System Business Day}} on which it would be able to deliver {{eqderivprov|New Shares}} to the other party. <br>
::(ii) {{eqderivprov|Other Consideration}} is required to be delivered, the deliveror will deliver it to the other party as the other party directs, as soon as reasonably practicable after the later of:
:::(1) the {{eqderivprov|Settlement Date}}; and  
:::(2) the first day on which {{eqderivprov|Share}}holder, having received the {{eqderivprov|Other Consideration}}, would be able to deliver it to the other party. <br>

Latest revision as of 11:28, 13 May 2022

12.4. Settlement Following a Merger Event or Tender Offer.
Where, following a Merger Event or Tender Offer and adjustment of:

(a) A Cash-settled Transaction: the Calculation Agent will value the Other Consideration as necessry on each Valuation Date or Averaging Date.
(b) A Physically-settled Transaction:Where:
(i) New Shares are required to be delivered, the deliveror will deliver them per the settlement terms in the Confirmation (though, if it would not have received its New Share entitlement by the Settlement Date, the relevant Settlement Date will be postponed to the first Clearance System Business Day on which it would be able to deliver New Shares to the other party.
(ii) Other Consideration is required to be delivered, the deliveror will deliver it to the other party as the other party directs, as soon as reasonably practicable after the later of:
(1) the Settlement Date; and
(2) the first day on which Shareholder, having received the Other Consideration, would be able to deliver it to the other party.
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