Adjustment Formula. Whenever the Conversion Price is adjusted pursuant to this Section (4)(d)(i), the new Conversion Price shall be determined by multiplying the Conversion Price then in effect by a fraction, (x) the numerator of which shall be the number of shares of Common Stock outstanding immediately prior to such issuance (the “Outstanding Common”) plus the number of shares of Common Stock that the aggregate consideration received by the Corporation for such issuance would purchase at such Conversion Price; and (y) the denominator of which shall be the number of shares of Outstanding Common plus the number of shares of such Additional Stock. For purposes of the foregoing calculation, the term “Outstanding Common” shall include shares of Common Stock deemed issued pursuant to Section 4(d)(i)(E) below.
Appears in 3 contracts
Samples: Preferred Stock Purchase Agreement (WhiteSmoke, Inc.), Preferred Stock Purchase Agreement (WhiteSmoke, Inc.), Stock Purchase Agreement (Deltagen Inc)
Adjustment Formula. Whenever the Conversion Price is adjusted pursuant to this Section (4)(d)(i5(d)(i), the new Conversion Price shall be determined by multiplying the Conversion Price then in effect by a fraction, (x1) the numerator of which shall be the number of shares of Common Stock outstanding immediately prior to such issuance (the “Outstanding Common”) plus the number of shares of Common Stock that the aggregate consideration received by the Corporation for such issuance would purchase at such Conversion Price; and (y2) the denominator of which shall be the number of shares of Outstanding Common plus the number of shares of such Additional Stock. For purposes of the foregoing calculation, the term “Outstanding Common” shall include shares of Common Stock deemed issued pursuant to Section 4(d)(i)(E5(d)(i)(E) below.
Appears in 3 contracts
Samples: Agreement and Plan of Merger and Reorganization (Yuma Energy, Inc.), Agreement and Plan of Merger and Reorganization (Yuma Energy, Inc.), Restructuring and Exchange Agreement (Yuma Energy, Inc.)
Adjustment Formula. Whenever the Conversion Price is adjusted pursuant to this Section (4)(d)(i), the new Conversion Price shall be determined by multiplying the Conversion Price then in effect by a fraction, (x) the numerator of which shall be the number of shares of Common Stock outstanding immediately prior to such issuance (the “Outstanding Common”) plus the number of shares of Common Stock that the aggregate consideration received by the Corporation for such issuance would purchase at such Conversion Price; and (y) the denominator of which shall be the number of shares of Outstanding Common immediately prior to such issuance plus the number of shares of such Additional Stock. For purposes of the foregoing calculation, the term “Outstanding Common” shall include shares of Common Stock deemed issued pursuant to Section 4(d)(i)(E) below.
Appears in 2 contracts
Samples: Preferred Stock Warrant Agreement (Zoosk, Inc), Zoosk, Inc
Adjustment Formula. Whenever the Conversion Price ------------------ is adjusted pursuant to this Section (4)(d)(i5)(d)(i), the new Conversion Price shall be determined by multiplying the Conversion Price then in effect by a fraction, (x) the numerator of which shall be the number of shares of Common Stock outstanding immediately prior to such issuance (the “"Outstanding Common”") plus ------------------ the number of shares of Common Stock that the aggregate consideration received by the Corporation for such issuance would purchase at such Conversion Price; and (y) the denominator of which shall be the number of shares of Outstanding Common plus the number of shares of such Additional Stock. For purposes of the foregoing calculation, the term “"Outstanding Common” " shall include shares of Common Stock deemed issued pursuant to Section 4(d)(i)(E5(d)(i)(E) below.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Durect Corp), Asset Purchase Agreement (Durect Corp)
Adjustment Formula. Whenever the Conversion Price is ------------------ adjusted pursuant to this Section (4)(d)(i5.3(i), the new Conversion Price shall be determined by multiplying the Conversion Price then in effect by a fraction, (x1) the numerator of which shall be the number of shares of Common Stock outstanding immediately prior to such issuance (the “"Outstanding Common”") plus the number of ------------------ shares of Common Stock that the aggregate consideration received by the Corporation Company for such issuance would purchase at such Conversion Price; and (y2) the denominator of which shall be the number of shares of Outstanding Common plus the number of shares of such Additional Stock. For purposes of the foregoing calculation, the term “"Outstanding Common” " shall include shares of Common Stock deemed issued ------------------ pursuant to Section 4(d)(i)(E5.3(i)(E) below.
Appears in 1 contract
Samples: Northpoint Communications Group Inc
Adjustment Formula. Whenever the Conversion Price is adjusted pursuant to this Section (4)(d)(i), the new Conversion Price shall be determined by multiplying the Conversion Price then in effect by a fraction, (x) the numerator of which shall be the number of shares of Common Stock outstanding immediately prior to such issuance (the “Outstanding Common”) plus the number of shares of Common Stock that the aggregate consideration received by the Corporation for such issuance would purchase at such Conversion Price; and (y) the denominator of which shall be the number of shares of Outstanding Common plus the number of shares of such Additional Stock. For purposes of the foregoing calculation, the term “Outstanding Common” shall include shares of Common Stock deemed issued pursuant to Section 4(d)(i)(E4(d)(i)(F) below.
Appears in 1 contract
Samples: Voting Agreement (WhiteSmoke, Inc.)
