Common use of Adjustments to Exercise Price; Number of Rights Clause in Contracts

Adjustments to Exercise Price; Number of Rights. (a) In the event the Company shall at any time after the Record Time and prior to the Separation Time (i) declare or pay a dividend on Common Stock payable in Common Stock, (ii) subdivide the outstanding Common Stock or (iii) combine the outstanding Common Stock into a smaller number of shares of Common Stock, (x) the Exercise Price in effect after such adjustment will be equal to the Exercise Price in effect immediately prior to such adjustment divided by the number of shares of Common Stock (the "Expansion Factor") that a holder of one share of Common Stock immediately prior to such dividend, subdivision or combination would hold thereafter as a result thereof and (y) each Right held prior to such adjustment will become that number of Rights equal to the Expansion Factor, and the adjusted number of Rights will be deemed to be distributed among the shares of Common Stock with respect to which the original Rights were associated (if they remain outstanding) and the shares issued in respect of such dividend, subdivision or combination, so that each such share of Common Stock will have exactly

Appears in 3 contracts

Samples: Rights Agreement (Varian Inc), Rights Agreement (Varian Inc), Rights Agreement (Varian Semiconductor Equipment Associates Inc)

AutoNDA by SimpleDocs

Adjustments to Exercise Price; Number of Rights. (a) (1) In the event the Company shall at any time after the Record Time and prior to the Separation Time (iA) declare or pay a dividend on Common Stock payable in Common Stock, (iiB) subdivide the outstanding Common Stock or (iiiC) combine the outstanding Common Stock into a smaller number of shares of Common Stock, (x) the Exercise Price in effect after such adjustment will be equal to the Exercise Price in effect immediately prior to such adjustment divided by the number of shares of Common Stock (the "Expansion Factor") that a holder of one share of Common Stock immediately prior to such dividend, subdivision or combination would hold thereafter as a result thereof and (y) each Right held prior to such adjustment will become that number of Rights equal to the Expansion Factor, and the adjusted number of Rights will be deemed to be distributed among the shares of Common Stock with respect to which the original Rights were associated (if they remain outstanding) and the shares issued in respect of such dividend, subdivision subdivi- sion or combination, so that each such share of Common Stock will have exactlyexactly one Right associated with it. Each adjustment made pursuant to this Section 2.4(a)(1) shall be made as of the payment or effective date for the applicable dividend, subdivision or combination.

Appears in 2 contracts

Samples: Shareholder Protection Rights Agreement (Sterling Bancorp), Shareholder Protection Rights Agreement (Sterling Bancorp)

Adjustments to Exercise Price; Number of Rights. (a) In the event the Company shall shall, at any time after the Record Time and prior to the Separation Time Time, (i) declare or pay a dividend on Common Stock payable in Common Stock, (ii) subdivide the outstanding Common Stock or (iii) combine the outstanding Common Stock into a smaller number of shares of Common Stock, then (xy) the Exercise Price in effect after such adjustment will shall be equal to the Exercise Price in effect immediately prior to such adjustment divided by the number of shares of Common Stock (the "Expansion Factor") that a holder of one share of Common Stock immediately prior to such dividend, subdivision or combination would hold thereafter as a result thereof and (yz) each Right held prior to such adjustment will shall become that number of Rights equal to the Expansion Factor, and the adjusted number of Rights will shall be deemed to be distributed among the shares of Common Stock with respect to which the original Rights were associated (if they remain outstanding) and the shares issued in respect of such dividend, subdivision or combination, so that each such share of Common Stock will have exactlyexactly one Right associated with it. Each adjustment made pursuant to this subsection (a) shall

Appears in 1 contract

Samples: Rights Agreement (Caraustar Industries Inc)

Adjustments to Exercise Price; Number of Rights. (a) In the event the Company shall at any time after the Record Time and prior to the Separation Time (i) declare or pay a dividend on Common Stock payable in Common Stock, (ii) subdivide the outstanding Common Stock or (iii) combine the outstanding Common Stock into a smaller number of shares of Common Stock, (x) the Exercise Price in effect after such adjustment will be equal to the Exercise Price in effect immediately prior to such adjustment divided by the number of shares of Common Stock (the "β€œExpansion Factor"”) that a holder of one share of Common Stock immediately prior to such dividend, subdivision or combination would hold thereafter as a result thereof and (y) each Right held prior to such adjustment will become that number of Rights equal to the Expansion Factor, and the adjusted number of Rights will be deemed to be distributed among the shares of Common Stock with respect to which the original Rights were associated (if they remain outstanding) and the shares issued in respect of such dividend, subdivision or combination, so that each such share of Common Stock will have exactlyexactly one Right associated with it. Each adjustment made pursuant to this paragraph shall be made as of the payment or effective date for the applicable dividend, subdivision or combination.

Appears in 1 contract

Samples: Shareholder Protection Rights Agreement (Zions Bancorporation /Ut/)

AutoNDA by SimpleDocs

Adjustments to Exercise Price; Number of Rights. (a) In the event the Company shall at any time after the Record Time and prior to the Separation Time (i) declare or pay a dividend on Common Stock payable in Common Stock, (ii) subdivide the outstanding Common Stock or (iii) combine the outstanding Common Stock into a smaller number of shares of Common Stock, (x) the Exercise Price in effect after such adjustment will be equal to the Exercise Price in effect immediately prior to such adjustment divided by the number of shares of Common Stock (the "Expansion Factor") that a holder of one share of Common Stock immediately prior to such dividend, subdivision or combination would hold thereafter as a result thereof and (y) each Right held prior to such adjustment will become that number of Rights equal to the Expansion Factor, and the adjusted number of Rights will be deemed to be distributed among the shares of Common Stock with respect to which the original Rights were associated (if they remain outstanding) and the shares issued in respect of such dividend, subdivision or combination, so that each such share of Common Stock will have exactlywill

Appears in 1 contract

Samples: Stockholder Protection Rights Agreement (Pharmacia & Upjohn Inc)

Time is Money Join Law Insider Premium to draft better contracts faster.