Common use of Adjustments for Reclassification, Exchange and Substitution Clause in Contracts

Adjustments for Reclassification, Exchange and Substitution. If the Common Shares issuable upon conversion of any series of Preferred Shares shall be changed into the same or a different number of any other class or classes or Series of Shares, whether by capital reorganization, reclassification or otherwise (other than a subdivision or combination of Shares provided for above), then, in any such event, in lieu of the number of Common Shares which the holders of such series of Preferred Shares would otherwise have been entitled to receive upon conversion of their shares of such series of Preferred Shares, each holder of such series of Preferred Shares shall have the right thereafter to convert such holder’s shares of such series of Preferred Shares into a number of Shares of such other class or classes or Series of Shares which it would have been entitled to receive had it converted its shares of such series of Preferred Shares into Common Shares immediately prior to such reorganization or reclassification or other transaction, all subject to further adjustment as provided herein with respect to such other class or classes or Series of Shares, including appropriate adjustment (as determined in good faith by the Board of Directors) in the application of the provisions in this Section 3.07(f) with respect to the rights and interests thereafter of the holders of the Preferred Shares, to the extent that the provisions set forth in this Section 3.07(f) (including provisions with respect to changes in and other adjustments of the Conversion Price) shall thereafter be applicable, as nearly as reasonably may be, in relation to any Shares thereafter deliverable upon the conversion of the Preferred Shares.

Appears in 3 contracts

Samples: Operating Agreement (Pandion Therapeutics Holdco LLC), Operating Agreement (Pandion Therapeutics Holdco LLC), Operating Agreement (Pandion Therapeutics Holdco LLC)

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Adjustments for Reclassification, Exchange and Substitution. If the Common Shares Stock issuable upon conversion of any series of the Series B Preferred Shares shall be changed into the same or a different number of shares of any other class or classes of stock or Series other securities or property of Sharesthe Corporation, whether by capital reorganization, reclassification or otherwise (other than a subdivision or combination of Shares shares provided for abovein Section 6(d)(vi), thenor a transaction that would constitute a deemed liquidation of the Corporation under Section 4(d)), then and in any each such eventevent provision shall be made so that each holder of shares of Series B Preferred shall thereafter be entitled to receive, in lieu upon conversion of the Series B Preferred, the number of shares of stock or other securities or property of the Corporation or otherwise, receivable upon such reorganization, reclassification or other transaction by a holder of the number of Common Shares which the holders of such series of Preferred Shares would otherwise have been entitled to receive upon conversion of their shares of Common Stock into which such series of Preferred Shares, each holder of such series of Preferred Shares shall have the right thereafter to convert such holder’s shares of such series of Series B Preferred Shares into a number of Shares of such other class or classes or Series of Shares which it would have been entitled to receive had it converted its shares of such series of Preferred Shares into Common Shares if converted immediately prior to such reorganization or reorganization, reclassification or other transaction. In any such case, all subject to further adjustment as provided herein with respect to such other class or classes or Series of Shares, including appropriate adjustment (as determined in good faith by the Board of Directors) shall be made in the application of the provisions in of this Section 3.07(f) 6 with respect to the rights and interests thereafter of the holders of shares of Series B Preferred after the Preferred Sharesreorganization, reclassification or other transaction to the extent end that the provisions set forth in of this Section 3.07(f) 6 (including provisions with respect to changes in and other adjustments of the Conversion Price) shall thereafter be applicable, as nearly as reasonably may be, Price then in relation to any Shares thereafter deliverable effect and the number of shares purchasable upon the conversion of the Preferred SharesSeries B Preferred) shall be applicable after that event as nearly equivalent as may be practicable.

Appears in 1 contract

Samples: Investor Rights Agreement (Life Medical Sciences Inc)

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