Common use of Computation of Adjusted Purchase Price Clause in Contracts

Computation of Adjusted Purchase Price. Except as hereinafter provided, in case the Corporation shall at any time after the date of this Warrant issue or sell any shares of Common Stock (other than an issuance or sale referred to in paragraph 8(e)) for a consideration per share less than the then current fair market value of a share of the Common Stock ("fair market value" of the Common Stock to mean the average closing price of the Common Stock on the immediately preceding ten (10) days on which such shares of Common Stock may be traded in the NASDAQ National Market or other securities exchange) then immediately upon such issuance or sale, the Exercise Price shall (until another such issuance or sale) be reduced to the price (calculated to the nearest full cent) equal to the Exercise Price in effect prior to such issuance or sale multiplied by the quotient derived by dividing (A) an amount equal to the sum of (X) the then current fair market value per share of Common Stock immediately prior to such issuance or sale multiplied by the total number of shares of Common Stock outstanding immediately prior to such issuance or sale, plus (Y) the aggregate of the amount of all consideration, if any, to be received by the Corporation upon such issuance or sale, by (B) the then current fair market value per share of Common Stock immediately prior to such issuance or sale multiplied by the total number of shares of Common Stock outstanding immediately after such issuance or sale; provided that:

Appears in 7 contracts

Samples: Kti Inc, Kti Inc, Kti Inc

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Computation of Adjusted Purchase Price. Except as hereinafter provided, in case the Corporation Company shall at any time after the date of this Warrant hereof issue or sell any shares of Common Stock (other than an issuance or sale the issuances referred to in paragraph 8(eSection 8(g) hereof)) , including shares held in the Company's treasury, for a consideration per share less representing a discount greater than 10% to the then current fair market value of a "Market Price" (as defined in Section 8(a)(6) hereof) per share of the Common Stock ("fair market value" of the Common Stock to mean the average closing price of the Common Stock on the immediately preceding ten (10) days on which date such shares sale is approved by the Company, or without consideration, such as pursuant to a stock split or stock dividend, then forthwith upon approval of Common Stock may be traded in the NASDAQ National Market or other securities exchange) then immediately upon any such issuance or sale, the Exercise Purchase Price of the Common Stock shall (until another such issuance or sale) be reduced to the price (calculated to the nearest full cent) equal to the Exercise Price in effect prior to such issuance or sale multiplied by the quotient derived determined by dividing (Ai) an amount equal to the sum of (Xx) the then current fair market value per share of Common Stock immediately prior to such issuance or sale multiplied by the total number of shares of Common Stock outstanding immediately prior to such issuance issue or sale multiplied by the Purchase Price in effect immediately prior to such issue or sale, plus and (Yy) the aggregate of the amount of all consideration, if any, to be received by the Corporation Company upon such issuance issue or sale, by (Bii) the then current fair market value per share of Common Stock immediately prior to such issuance or sale multiplied by the total number of shares of Common Stock outstanding immediately after such issuance issue or sale; sale provided, however, that in no event shall the Purchase Price be adjusted pursuant to this computation to an amount in excess of the Purchase Price in effect immediately prior to such computation, except in the case of a combination of outstanding shares of Common Stock, as provided that:by Section 8(c) hereof.

Appears in 3 contracts

Samples: Warrant Agreement (Westlink Resources LTD), Warrant Agreement (Westlink Resources LTD), Warrant Agreement (Westlink Resources LTD)

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