After the Class C shares have traded publicly for twelve months, the Board of Directors will compare the volume-weighted average trading price of the Class C shares for the initial twelve-month period (âthe C share priceâ) with the volume-weighted average trading price of the Class A shares during that twelve-month period (âthe A share priceâ). If the C share price is within one percent of the A share price, then no adjustment occur. If the C share price is one percent or more lower than the A share price, then the Board shall issue consideration to the then-current Class C shareholders. The consideration may be in cash, Class A shares, Class C shares, or a combination thereof, in the Boardâs discretion. The amount of payment shall be made pursuant to the following formula:
· If the C share price is equal to or more than one percent, but less than two percent, below the A share price, twenty percent of the difference;
· If the C share price is equal to or more than two percent, but less than three percent, below the A share price, forty percent of the difference;
· If the C share price is equal to or more than three percent, but less than four percent, below the A share price, sixty percent of the difference;
· If the C share price is equal to or more than four percent, but less than five percent, below the A share price, eighty percent of the difference.
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If the C share price is equal to or more than five percent below the A share price, one-hundred percent of the difference, up to five percent.