A contractual provision granting an 'opportunity to participate' in a share placement 'on the same or equivalent terms and conditions' as offered to a third party does not, without more, entitle the beneficiary to the same number of shares as the third party. The phrase 'terms and conditions' refers to price, timing and other conditions of the placement, not quantum. Industry practice for institutional share placements — where the number of shares allocated to each investor is at the issuer's discretion — is a relevant part of the factual matrix for construing such clauses.
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