The terms are somewhat complicated, but the complication is necessary because there are two conflicting objectives: 1) assuring that the offering price is below the “market” price (otherwise people will simply buy on the open market rather then via the rights offering ); and 2) keeping the share price as high as possible consistent with 1).
The importance of 2) is that some investors don’t have any dry powder to apply to the offering and thereby avert dilution; for these investors, the lower the offering price, the worse the outcome.
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