Conditional open offer: minimum acceptance requirement bars acquisitions and mandates rescission of underlying sale agreement if unmet.

An acquirer may make an open offer conditional on a minimum level of acceptance; if the offer arises from an agreement, that agreement must state that failure to reach the acceptance level prevents the acquirer from acquiring shares under the offer and causes the agreement to be rescinded. During the offer period, the acquirer and persons acting in concert shall not acquire any shares in the target company except under the open offer or pursuant to the underlying sale agreement related to the offer.

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