After looking over the the materials concerning the special meeting. I have one question regarding item (ii) on page 5. Item (ii) reads "To ratify the capital increase in light of the exercise of stock options, in an amount equivalent to 4,335,996 new shares, in the total amount of R$ 11.420.758,80.
Are these options subject to the 1 for 30 reverse split?
After looking at paragraph(5) on page A-2, the (Amended and Restated Bylaws) it appears they are not. The post split shares go from 5,862,615 to the new total of 9,915,558. The capital stock increases from R$3.946.479.391,13 to R$ 3,957,900,149.93. That is the increase of R$11.420.758,80 as shown above.
Bottom line: 4,335,996 option shares exercised divided by 9,915,558 total shares means 43.73% of the stock would be held by the option holders. Who specifically are these option holders?
If they are the new board of directors, I can see why they would need to get rid of the poison pill (20% limitation on ownership).
Can anyone clarify this matter?
