Conversion is optional for RSG. NMG can be forced to return cash under either of these two scenarios above. If NMG does not have the cash, which of course it would not in scenario 1. and likely would not in scenario 2. (otherwise share price likely over 12c at that time) then RSG via the Notes trustee could appoint an Administrator to recover the debt. Before that happened, a deal would probably be struck with RSG to convert the debt to equity at a much lower price.
Ann: Entitlement Offer Shortfall , page-11
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