denn es kann durch diese Abkommen nur teilweise von der nahezu erfolgten Verdoppelung des Kurses von Lyft profitieren:
I believe, this is a very bad agreement of Rakuten from only few weeks ago, because Rakuten will not full participate from the strong increase of the market-cap of Rakuten.
Explanation of Responses: 1. These shares of Issuer class A common stock ("Common Stock") are held directly by Liberty Holdco Ltd. ("Liberty"), a wholly-owned subsidiary of Rakuten, Inc. ("Rakuten"), and such shares of Common Stock have been pledged to the Banks (as defined below) pursuant to the Transactions (as defined below). Liberty acquired these shares of Common Stock from Rakuten. 2. On October 21, 2020, Liberty entered into variable prepaid forward sale transactions (the "Transactions") in accordance with Rule 144 under the Securities Act of 1933, as amended, with unaffiliated financial institutions (the "Banks") relating to 31,395,679 shares of Common Stock in the aggregate following the completion by the Banks of their initial hedging periods. On the applicable settlement dates scheduled to occur during the third quarter of 2025 through the first quarter of 2026, Liberty will be obligated to deliver up to 31,395,679 shares of Common Stock or, at Liberty's election, and subject to satisfaction of certain conditions under the terms of such Transactions, pay cash in lieu of such delivery. In exchange for assuming this obligation, Liberty received a cash payment of $714,337,093.49 shortly following the date of entering into the Transactions. 3. Under the Transactions, on the applicable settlement dates, Liberty will be obligated to deliver to the Banks a number of shares of Common Stock determined as described below (or, under certain circumstances, at Liberty's election, an equivalent amount in cash). If the volume weighted average price of the Common Stock on the related averaging dates (the "Settlement Price") is less than or equal to $22.7527 (the "Floor Price"), Liberty will deliver to the Banks 31,395,679 shares of Common Stock in the aggregate (or, under certain circumstances, at Liberty's election, an equivalent amount in cash). 4. If the Settlement Price is between the Floor Price and $36.9732 (the "Cap Price"), Liberty will deliver to the Banks a number of shares of Common Stock (or, under certain circumstances, at Liberty's election, an equivalent amount in cash) equal to 31,395,679 shares in the aggregate, multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is the Settlement Price. If the Settlement Price is greater than the Cap Price, Liberty will deliver to the Banks the number of shares of Common Stock (or, under certain circumstances, at Liberty's election, an equivalent amount in cash) in the aggregate equal to the product of (i) 31,395,679 shares and (ii) a fraction (a) the numerator of which is the sum of (x) the Floor Price and (y) the Settlement Price minus the Cap Price, and (b) the denominator of which is the Settlement Price. RAKUTEN, INC., By: /s/ Kenji 10/22/2020
https://investor.lyft.com/static-files/...9d60-4cef-b6b1-824b0add7a30
Eine simple Kreditaufnahme wäre die bessere Lösung gewesen - obwohl man das natürlich im Nachhinein besser weiß. Aber auch in weiteren Punkten, war das Kapitalmarkthandling von Rakuten nicht immer glücklich wie z.B. der Verkauf der Aktien von Pinterest zu Tiefstpreisen. |
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