Forward Split. The Purchaser is aware that the Company intends to split (or dividend) shares of its Common Stock on a two and a half-for-one basis (the "Stock Split") on or about August 17, 2006 (the "Effective Date"). Since the Closing is anticipated to take place after the Effective Date, the Purchasers in the Offering will not benefit from the Stock Split. The Purchaser is aware that all purchases made pursuant to this Agreement reflect post-Stock Split share numbers and that the per share purchase price and the number of shares purchased will be reflected on a post-Stock Split basis at Closing. Thus, whereas, without giving effect to the Stock Split, each $1.00 paid by a Purchaser in the Offering would have purchased a unit consisting of (i) two and a half shares of Common Stock, and (ii) a warrant to purchase two and a half shares of Common Stock, at an exercise price of $2.00 per share, after giving effect to the Stock Split, each $1.00 paid by a Purchaser in the Offering will purchase a unit consisting of (i) one share of Common Stock, and (ii) a warrant to purchase one share of Common Stock, at an exercise price of $2.00 per share.
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Sources: Subscription Agreement (Mediavest, Inc.), Subscription Agreement (Mediavest, Inc.)