| Call Options |
1 |
1’477’481 |
On 1 June 2022, Alpine 2 SCSp entered into certain call option agreements with Byron Baciocchi and Kometa Holding SA (an entity fully held by Byron Baciocchi), respectively, granting Alpine 2 SCSp an option to purchase 1,477,481 shares in Ultima Capital SA (the "Options"). The Options are exercisable from 1 June 2022 until 31 March 2026 at a price of CHF 105.00 per share. |
| Put Options (MCNs) |
4 |
336’842 |
Mandatory convertible notes issued by Ultima Capital SA with an aggregate principal amount of CHF 20,000,000, redeemable in cash or convertible, at the election of Ultima Capital SA, into its shares at a conversion price of CHF 59.375 on 22 June 2027 (corresponding to 336,842 shares of Ultima Capital SA). |
| Call and Put Options |
5 |
2’488’069 |
On 10 December 2023, Alpine Holding entered into call and put option agreements with a number of shareholders of Ultima Capital AG, granting Alpine Holding call options to purchase, in total, up to 2,488,069 shares in Ultima Capital AG and granting such shareholders put options to sell the same number of shares (in each case, if the respective call option has not been exercised during its exercise period). The call options are exercisable from 10 December 2023 until 10 December 2025 at a price of CHF 84.00 or, after 10 June 2025, CHF 86.00 (except in the case of one option for a total of up to 763,152 shares, which are exercisable until 10 December 2024 at a price of CHF 105.00 per share, on the condition that the shareholder holds such shares at the time of the exercise of the call option). The put options are exercisable, in each case, at a price of CHF 105.00 per share during a period of two months after the expiration of the exercise period for the respective call option, if such call option has not been exercised. |
