Common use of Issuance of Additional Shares of Common Stock Clause in Contracts

Issuance of Additional Shares of Common Stock. (i) In the event the Issuer shall at any time following the Original Issue Date issue any Additional Shares of Common Stock (otherwise than as provided in the foregoing subsections (a) through (c) of this Section 4), at a price per share less than the Warrant Price then in effect or without consideration, then the Warrant Price upon each such issuance shall be adjusted to the price equal to the price determined by multiplying the Warrant Price then in effect by a fraction (A) the numerator of which is the total number of shares of Common Stock then outstanding immediately prior to the time of such issuance (or deemed issuance) plus the number of shares of Common Stock which the aggregate consideration received or to be received by the Company for the shares so issued (or deemed issued) would purchase at such Warrant Price, and (B) the denominator of which is the total number of shares of Common Stock then outstanding plus the number of shares of Common Stock so issued (or deemed issued). Notwithstanding the foregoing, there shall be no adjustment to the Warrant Price upon any issuance or deemed issuance of Common Stock if the holders of a majority of the outstanding Series A Preferred Stock waive in writing such adjustment.

Appears in 6 contracts

Samples: Waiver for Securities Purchase Agreement (Neoprobe Corp), Neoprobe Corp, Neoprobe Corp

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Issuance of Additional Shares of Common Stock. (ia) In the event the Issuer shall If at any time following the Original Issue Date Company shall (except as hereinafter provided) issue or sell any Additional Shares of Common Stock, in exchange for consideration in an amount per Additional Share of Common Stock (otherwise than as provided in the foregoing subsections (a) through (c) of this Section 4), at a price per share which is less than the Current Warrant Price then in effect or without considerationat the time the Additional Shares of Common Stock are issued, then (i) the Current Warrant Price upon each as to the number of shares for which this Warrant is exercisable prior to such issuance adjustment shall be adjusted reduced to the a price determined by dividing (A) an amount equal to the price determined sum of (x) the number of shares of Common Stock outstanding immediately prior to such issue or sale multiplied by multiplying the then existing Current Warrant Price then in effect by a fraction plus (Ay) the numerator of which is consideration, if any, received by the Company upon such issue or sale, by (B) the total number of shares of Common Stock then outstanding immediately prior to the time of after such issuance issue or sale; and (or deemed issuanceii) plus the number of shares of Common Stock for which this Warrant is exercisable shall be adjusted to equal the aggregate consideration received product of (A) the Current Warrant Price in effect immediately prior to such issue or to be received sale multiplied by the Company for the shares so issued (or deemed issued) would purchase at such Warrant Price, and (B) the denominator of which is the total number of shares of Common Stock then outstanding plus the number of shares of Common Stock so issued (for which this Warrant is exercisable immediately prior to such issue or deemed issued). Notwithstanding sale, and dividing the foregoing, there shall be no adjustment to product thereof by the Current Warrant Price upon any issuance or deemed issuance of Common Stock if resulting from the holders of a majority of the outstanding Series A Preferred Stock waive in writing such adjustmentadjustment made pursuant to clause (i) above.

Appears in 6 contracts

Samples: Shareholders Agreement (Decrane Aircraft Holdings Inc), Securities Purchase Agreement (Decrane Aircraft Holdings Inc), Shareholders Agreement (Decrane Aircraft Holdings Inc)

Issuance of Additional Shares of Common Stock. (a) (i) In the event the Issuer shall If at any time following after January 22, 1996 the Original Issue Date Company shall (except as hereinafter provided) issue or sell any Additional Shares of Common Stock, other than Permitted Issuances, for consideration in an amount per Additional Share of Common Stock (otherwise than as provided in the foregoing subsections (a) through (c) of this Section 4), at a price per share less than the Warrant Price then in effect or without considerationCurrent Market Price, then the Current Warrant Price upon each such issuance shall be adjusted reduced to the a price determined by dividing (A) an amount equal to the price determined by multiplying the Warrant Price then in effect by a fraction sum of (AX) the numerator number of which is shares of Common Stock Outstanding immediately prior to such issuance or sale multiplied by the then existing Current Warrant Price, plus (Y) the consideration, if any, received by the Company upon such issuance or sale, by (B) the total number of shares of Common Stock then Outstanding immediately after such issuance or sale and (ii) upon each adjustment of the Current Warrant Price as a result of the calculations made pursuant to this Section 4, each Warrant outstanding immediately prior to the time making of such issuance the adjustment in the Current Warrant Price shall thereafter be treated as that number of Warrants, and shall evidence the right to purchase, at the adjusted Current Warrant Price, that number of shares of Common Stock outstanding, obtained by (or deemed issuancei) plus multiplying the number of shares of Common Stock for which a Warrant is exercisable immediately prior to the aggregate consideration received or to be received adjustment by the Company for Current Warrant Price in effect immediately prior to the shares so issued (or deemed issued) would purchase at such Warrant Priceadjustment, and (Bii) dividing the denominator of which is product so obtained by the total number of shares of Common Stock then outstanding plus the number of shares of Common Stock so issued (or deemed issued). Notwithstanding the foregoing, there shall be no adjustment to the Current Warrant Price upon any issuance or deemed issuance of Common Stock if the holders of a majority obtained immediately after such adjustment of the outstanding Series A Preferred Stock waive in writing such adjustmentCurrent Warrant Price.

Appears in 3 contracts

Samples: Deeptech Warrant Agreement (Deeptech International Inc), Warrant Agreement (Deeptech International Inc), Deeptech Warrant Agreement (Deeptech International Inc)

Issuance of Additional Shares of Common Stock. (ia) In the event the Issuer shall If at any time following the Original Issue Date Company shall (except as hereinafter provided) issue or sell any Additional Shares of Common Stock, other than Permitted Issuances, in exchange for consideration in an amount per Additional Share of Common Stock (otherwise than as provided in the foregoing subsections (a) through (c) of this Section 4), at a price per share less than the Current Warrant Price then in effect or without considerationat the time the Additional Shares of Common Stock are issued, then (i) the Current Warrant Price upon each as to the number of shares for which this Warrant is exercisable prior to such issuance adjustment shall be adjusted reduced to the a price determined by dividing (A) an amount equal to the price determined by multiplying the Warrant Price then in effect by a fraction sum of (Ax) the numerator number of which is shares of Common Stock Outstanding immediately prior to such issue or sale multiplied by the then existing Current Warrant Price, plus (y) the consideration, if any, received by the Company upon such issue or sale, by (B) the total number of shares of Common Stock then outstanding Outstanding immediately prior to the time of after such issuance issue or sale; and (or deemed issuanceii) plus the number of shares of Common Stock for which this Warrant is exercisable shall be adjusted to equal the aggregate consideration received product obtained by multiplying the Current Warrant Price in effect immediately prior to such issue or to be received sale by the Company for the shares so issued (or deemed issued) would purchase at such Warrant Price, and (B) the denominator of which is the total number of shares of Common Stock then outstanding plus the number of shares of Common Stock so issued (for which this Warrant is exercisable immediately prior to such issue or deemed issued). Notwithstanding sale and dividing the foregoing, there shall be no adjustment to product thereof by the Current Warrant Price upon any issuance or deemed issuance of Common Stock if resulting from the holders of a majority of the outstanding Series A Preferred Stock waive in writing such adjustmentadjustment made pursuant to clause (i) above.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Krauses Furniture Inc), General Electric Capital Corp, General Electric Capital Corp

Issuance of Additional Shares of Common Stock. (ia) In the event the Issuer Company shall at any time following the Original Issue Date issue or sell any Additional Shares of Common Stock, other than Permitted Issuances, for a consideration per Additional Share of Common Stock (otherwise than as provided in the foregoing subsections (a) through (c) of this Section 4), at a price per share less than the Warrant Price then in effect or without considerationCurrent Market Price, then the Current Warrant Price upon each such issuance shall be adjusted reduced to the a price equal to the price determined calculated by multiplying the then existing Current Warrant Price then in effect by a fraction (A) the numerator of which is shall be the sum of (i) the number of Fully Diluted Outstanding shares of Common Stock immediately prior to such issue or sale multiplied by the Current Market Price per share of Common Stock immediately prior to such issue or sale plus (ii) the consideration received by the Company upon such issue or sale, and the denominator of which shall be the total number of Fully Diluted Outstanding shares of Common Stock then outstanding immediately after such issue or sale multiplied by the Current Market Price per share of Common Stock immediately prior to such issue or sale. For purposes of this subsection (a), the time date as of which the Current Market Price per share of Common Stock shall be computed shall be the earlier of the date upon which the Company shall (i) enter into a firm contract for the issuance of such issuance shares or (or deemed issuanceii) plus issue such shares. Upon any adjustment of the Current Warrant Price as provided in this Section 5.2(a), the Holder shall thereafter be entitled to purchase, at the Current Warrant Price resulting from such adjustment, the number of shares of Common Stock which (calculated to the aggregate consideration received or nearest 1/100th of a share) obtained by multiplying the Current Warrant Price in effect immediately prior to be received such adjustment by the Company for the shares so issued (or deemed issued) would purchase at such Warrant Price, and (B) the denominator of which is the total number of shares of Common Stock then outstanding plus the number of shares of Common Stock so issued (or deemed issued). Notwithstanding purchasable hereunder immediately prior to such adjustment and dividing the foregoing, there shall be no adjustment to product thereof by the Current Warrant Price upon any issuance or deemed issuance of Common Stock if the holders of a majority of the outstanding Series A Preferred Stock waive in writing resulting from such adjustment.

Appears in 3 contracts

Samples: Aci Capital America Fund Lp, Semx Corp, Act Capital America Fund Lp

Issuance of Additional Shares of Common Stock. (ia) In the event the Issuer shall If at any time following the Original Issue Date Company shall issue or sell any Additional Shares shares of Common Stock (otherwise than as provided in the foregoing subsections (a) through (c) of this Section 4), at a price Subsequent Issuance for a consideration per share that is less than the Warrant Price then Current Market Value in effect or without consideration, then the Warrant Price upon each immediately prior to such issuance or sale, then, forthwith upon such issuance or sale, the Exercise Price shall be adjusted reduced to the price equal to the price determined calculated by multiplying the Warrant then existing Exercise Price then in effect by a fraction fraction, the numerator of which shall be the quotient obtained by dividing (A) the numerator sum of which is (x) the number of shares of Common Stock Outstanding immediately prior to such Subsequent Issuance multiplied by the Current Market Value per share of Common Stock immediately prior to such Subsequent Issuance plus (y) the aggregate consideration (determined in accordance with the provisions of Section 4.6 hereof), if any, received by the Company in connection with such Subsequent Issuance divided by (B) the total number of shares of Common Stock then outstanding Outstanding immediately prior to the time of after such issuance (or deemed issuance) plus the number of shares of Common Stock which the aggregate consideration received or to be received by the Company for the shares so issued (or deemed issued) would purchase at such Warrant PriceSubsequent Issuance, and (B) the denominator of which is shall be the total number of shares Current Market Value per share of Common Stock then outstanding plus the number of shares of Common Stock so issued (or deemed issued). Notwithstanding the foregoing, there shall be no adjustment immediately prior to the Warrant Price upon any issuance or deemed issuance of Common Stock if the holders of a majority of the outstanding Series A Preferred Stock waive in writing such adjustmentSubsequent Issuance.

Appears in 2 contracts

Samples: North Atlantic Trading Co Inc, North Atlantic Trading Co Inc

Issuance of Additional Shares of Common Stock. (i) In the event the Issuer shall If at any time following the Original Issue Date Company shall (except as hereinafter provided) issue or sell any Additional Shares of Common Stock, other than Permitted Issuances, in exchange for consideration in an amount per Additional Share of Common Stock (otherwise than as provided in the foregoing subsections (a) through (c) of this Section 4), at a price per share less than the Current Warrant Price then in effect or without considerationat the time the Additional Shares of Common Stock are issued, then (i) the Current Warrant Price upon each as to the number of shares for which this Warrant is exercisable prior to such issuance adjustment shall be adjusted reduced to the a price determined by dividing (A) an amount equal to the price determined by multiplying the Warrant Price then in effect by a fraction sum of (Ax) the numerator number of which is shares of Common Stock Outstanding immediately prior to such issue or sale multiplied by the then existing Current Warrant Price, plus (y) the consideration, if any, received by the Company upon such issue or sale, by (B) the total number of shares of Common Stock then outstanding Outstanding immediately prior to the time of after such issuance issue or sale; and (or deemed issuanceii) plus the number of shares of Common Stock for which this Warrant is exercisable shall be adjusted to equal the aggregate consideration received product obtained by multiplying the Current Warrant Price in effect immediately prior to such issue or to be received sale by the Company for the shares so issued (or deemed issued) would purchase at such Warrant Price, and (B) the denominator of which is the total number of shares of Common Stock then outstanding plus the number of shares of Common Stock so issued (for which this Warrant is exercisable immediately prior to such issue or deemed issued). Notwithstanding sale and dividing the foregoing, there shall be no adjustment to product thereof by the Current Warrant Price upon any issuance or deemed issuance of Common Stock if resulting from the holders of a majority of the outstanding Series A Preferred Stock waive in writing such adjustmentadjustment made pursuant to clause (i) above.

Appears in 2 contracts

Samples: Preferred Stock and Warrant Purchase Agreement (Netegrity Inc), Securities Purchase Agreement (Healthcare Capital Partners Lp)

Issuance of Additional Shares of Common Stock. (i) In the event the Issuer shall case at any time following or from time to time the Original Issue Date issue Company shall (except as hereinafter provided) issue, whether in connection with the merger of a corporation into the Company or otherwise, any Additional Shares of Common Stock (otherwise than as provided in the foregoing subsections (a) through (c) of this Section 4), at for a price consideration per share less than the greater of (i) the Current Market Price per share of Common Stock or (ii) the Current Warrant Price then in effect or without considerationper share of Common Stock, then the Warrant Price upon each such issuance shall be adjusted to the price equal to the price determined by multiplying the Warrant Price then in effect by a fraction (A) the numerator of which is the total number of shares of Common Stock then outstanding thereafter comprising a Stock Unit shall be adjusted to be the greater of (A) that number determined by multiplying the number of shares of Common Stock comprising a Stock Unit immediately prior to such adjustment by a fraction (i) the time numerator of which shall be the Current Warrant Price per share of Common Stock, and (ii) the denominator of which shall be the consideration per share received by the Company for such Additional Shares of Common Stock or (B) that number determined by multiplying the number of shares of Common Stock comprising a Stock Unit immediately prior to such adjustment by a fraction (i) the numerator of which shall be the number of shares of Common Stock outstanding, plus the number of such issuance Additional Shares of Common Stock so issued, and (or deemed issuanceii) the denominator of which shall be the number of shares of Common Stock outstanding, plus the number of shares of Common Stock which the aggregate consideration received or to be received by the Company for the shares so issued (or deemed issued) would purchase at such Warrant Price, and (B) the denominator of which is the total number of shares such Additional Shares of Common Stock then outstanding plus would purchase at the number greater of shares of Common Stock so issued (or deemed issued). Notwithstanding the foregoing, there shall be no adjustment to the Current Warrant Price upon any issuance or deemed issuance of Common Stock if the holders of a majority of the outstanding Series A Preferred Stock waive in writing such adjustment.Current Market Price per share

Appears in 2 contracts

Samples: Securities Purchase Agreement (Southern Ute Indian Tribe Dba Suite Growth Fund), Securities Purchase Agreement (Contango Oil & Gas Co)

Issuance of Additional Shares of Common Stock. (ia) In the event the Issuer shall If at any time following the Original Issue Date Company shall (except as hereinafter provided) issue or sell any Additional Shares of Common Stock, other than Permitted Issuances, for consideration in an amount per Additional Share of Common Stock (otherwise than as provided in the foregoing subsections (a) through (c) of this Section 4), at a price per share less than the Warrant Price then in effect or without considerationAdjusted Market Price, then (i) the number of shares of Common Stock for which this Warrant Price upon each such issuance is exercisable shall be adjusted to equal the price equal to the price determined product obtained by multiplying the number of shares of Common Stock for which this Warrant Price then in effect is exercisable immediately prior to such issue or sale by a fraction (A) the numerator of which is the total number of shares of Common Stock then outstanding immediately prior to the time of such issuance (or deemed issuance) plus shall be the number of shares of Common Stock which the aggregate consideration received Outstanding immediately after such issue or to be received by the Company for the shares so issued (or deemed issued) would purchase at such Warrant Price, sale and (B) the denominator of which is the total number of shares of Common Stock then outstanding plus shall be the number of shares of Common Stock so issued (Outstanding immediately prior to such issue or deemed issued). Notwithstanding sale plus the foregoing, there shall be no adjustment to number of shares which the Warrant Price upon any issuance or deemed issuance aggregate offering price of the total number of such Additional Shares of Common Stock if would purchase at the holders Adjusted Market Price; and (ii) the Current Warrant Price as to the number of shares for which this Warrant is exercisable prior to such adjustment shall be adjusted by multiplying such Current Warrant Price by a majority fraction (X) the numerator of which shall be the outstanding Series A Preferred number of shares for which this Warrant is exercisable immediately prior to such issue or sale and (Y) the denominator of which shall be the number of shares of Common Stock waive in writing purchasable immediately after such adjustmentissue or sale.

Appears in 1 contract

Samples: Investment Agreement (Vidamed Inc)

Issuance of Additional Shares of Common Stock. (ia) In the event the Issuer shall If at any time following the Original Issue Date Company shall (except as hereinafter provided) issue or sell any Additional Shares of Common Stock, other than Permitted Issuances, in exchange for consideration in an amount per Additional Share of Common Stock (otherwise than as provided in the foregoing subsections (a) through (c) of this Section 4), at a price per share less than the Current Warrant Price then in effect or without considerationat the time the Additional Shares of Common Stock are issued, then (i) the Current Warrant Price upon each as to the number of shares for which this Warrant is exercisable prior to such issuance adjustment shall be adjusted reduced to the a price determined by dividing (A) an amount equal to the price determined by multiplying the Warrant Price then in effect by a fraction sum of (Ax) the numerator number of which is shares of Common Stock Outstanding immediately prior to such issue or sale multiplied by the then existing Current Warrant Price, plus (y) the consideration, if any, received by Company upon such issue or sale, by (B) the total number of shares of Common Stock then outstanding Outstanding immediately prior to the time of after such issuance issue or sale; and (or deemed issuanceii) plus the number of shares of Common Stock for which this Warrant is exercisable shall be adjusted to equal the aggregate consideration received product obtained by multiplying the Current Warrant Price in effect immediately prior to such issue or to be received sale by the Company for the shares so issued (or deemed issued) would purchase at such Warrant Price, and (B) the denominator of which is the total number of shares of Common Stock then outstanding plus the number of shares of Common Stock so issued (for which this Warrant is exercisable immediately prior to such issue or deemed issued). Notwithstanding sale and dividing the foregoing, there shall be no adjustment to product thereof by the Current Warrant Price upon any issuance or deemed issuance of Common Stock if resulting from the holders of a majority of the outstanding Series A Preferred Stock waive in writing such adjustmentadjustment made pursuant to clause (i) above.

Appears in 1 contract

Samples: Arv Assisted Living Inc

Issuance of Additional Shares of Common Stock. (i) In the event the Issuer shall If at any time following the Original Issue Date Company shall (except as hereinafter provided) issue or sell any Additional Shares of Common Stock, other than Permitted Issuances, in exchange for consideration in an amount per Additional Share of Common Stock (otherwise than as provided in the foregoing subsections (a) through (c) of this Section 4), at a price per share less than the Current Market Price of the Common Stock at the time the Additional Shares of Common Stock are issued, then (i) the Current Warrant Price then in effect or without consideration, then as to the number of shares for which this Warrant Price upon each is exercisable prior to such issuance adjustment shall be adjusted reduced to the price equal to the a price determined by multiplying the Current Warrant Price then in effect by a fraction (A) fraction, the numerator of which is shall be the sum of (A) the total number of shares of Common Stock then outstanding Outstanding immediately prior to the time of such issuance or sale and (or deemed issuanceB) plus the number of shares of Common Stock which the aggregate consideration received or to be received by the Company for the shares so total number of Additional Shares of Common Stock being issued (or deemed issued) sold would purchase at such Warrant the Current Market Price, and (B) the denominator of which is the total number sum of shares of Common Stock then outstanding plus (X) the number of shares of Common Stock so issued (or deemed issued). Notwithstanding the foregoing, there shall be no adjustment Outstanding immediately prior to the Warrant Price upon any such issuance or deemed issuance sale and (Y) the number of Additional Shares of Common Stock if being issued or sold and (ii) the holders number of a majority shares of Common Stock for which this Warrant is exercisable shall be adjusted to equal the outstanding Series A Preferred product obtained by multiplying the Current Warrant Price in effect immediately prior to such issue or sale by the number of shares of Common Stock waive in writing for which this Warrant is exercisable immediately prior to such adjustmentissue or sale and dividing the product thereof by the Current Warrant Price resulting from the adjustment made pursuant to clause (i) above.

Appears in 1 contract

Samples: Petmed Express Inc

Issuance of Additional Shares of Common Stock. (ia) In If the event the Issuer Company shall (except as hereinafter provided) at any time following the Original Issue Date issue or sell any Additional Shares of Common Stock (otherwise than as provided in the foregoing subsections (a) through (c) exchange for consideration in an amount per Additional Share of this Section 4), at a price per share Common Stock less than the Current Warrant Price then in effect or without considerationat the time the Additional Shares of Common Stock are issued, then (i) the Current Warrant Price upon each as to the number of shares for which this Warrant is exercisable prior to such issuance adjustment shall be adjusted reduced to the a price determined by dividing (A) an amount equal to the price determined by multiplying the Warrant Price then in effect by a fraction sum of (Ax) the numerator number of which is shares of Common Stock Outstanding immediately prior to such issue or sale multiplied by the then existing Current Warrant Price, plus (y) the consideration, if any, received by the Company upon such issue or sale, by (B) the total number of shares of Common Stock then outstanding Outstanding immediately prior to the time of after such issuance issue or sale; and (or deemed issuanceii) plus the number of shares of Common Stock for which this Warrant is exercisable shall be adjusted to equal the aggregate consideration received product obtained by multiplying the Current Warrant Price in effect immediately prior to such issue or to be received sale by the Company for the shares so issued (or deemed issued) would purchase at such Warrant Price, and (B) the denominator of which is the total number of shares of Common Stock then outstanding plus the number of shares of Common Stock so issued (for which this Warrant is exercisable immediately prior to such issue or deemed issued). Notwithstanding sale and dividing the foregoing, there shall be no adjustment to product thereof by the Current Warrant Price upon any issuance or deemed issuance of Common Stock if resulting from the holders of a majority of the outstanding Series A Preferred Stock waive in writing such adjustmentadjustment made pursuant to clause (i) above.

Appears in 1 contract

Samples: Calton Inc

Issuance of Additional Shares of Common Stock. (ia) In the event the Issuer shall if at any time following the Original Issue Date Company shall (except as hereinafter provided) issue or sell any Additional Shares of Common Stock, in exchange for consideration in an amount per Additional Share of Common Stock (otherwise than as provided in the foregoing subsections (a) through (c) of this Section 4), at a price per share which is less than the Current Warrant Price then in effect or without considerationat the time the Additional Shares of Common Stock are issued, then (i) the Current Warrant Price upon each as to the number of shares for which this Warrant is exercisable prior to such issuance adjustment shall be adjusted reduced to the a price determined by dividing (A) an amount equal to the price determined sum of (x) the number of shares of Common Stock outstanding immediately prior to such issue or sale multiplied by multiplying the then existing Current Warrant Price then in effect by a fraction plus (Ay) the numerator of which is consideration, if any, received by the Company upon such issue or sale, by (B) the total number of shares of Common Stock then outstanding immediately prior to the time of after such issuance issue or sale; and (or deemed issuanceii) plus the number of shares of Common Stock for which this Warrant is exercisable shall be adjusted to equal the aggregate consideration received product of (A) the Current Warrant Price in effect immediately prior to such issue or to be received sale multiplied by the Company for the shares so issued (or deemed issued) would purchase at such Warrant Price, and (B) the denominator of which is the total number of shares of Common Stock then outstanding plus the number of shares of Common Stock so issued (for which this Warrant is exercisable immediately prior to such issue or deemed issued). Notwithstanding sale, and dividing the foregoing, there shall be no adjustment to product thereof by the Current Warrant Price upon any issuance or deemed issuance of Common Stock if resulting from the holders of a majority of the outstanding Series A Preferred Stock waive in writing such adjustmentadjustment made pursuant to clause (i) above.

Appears in 1 contract

Samples: Family Christian Stores Inc

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Issuance of Additional Shares of Common Stock. (i) In the event the Issuer shall at any time following the Original Issue Date issue any Additional Shares of Common Stock Outstanding immediately prior to such issuance or sale multiplied by the then existing Current Warrant Price, plus (otherwise than as provided in Y) the foregoing subsections (a) through (c) of this Section 4), at a price per share less than the Warrant Price then in effect or without consideration, then if any, received by the Warrant Price Company upon each such issuance shall be adjusted to the price equal to the price determined or sale, by multiplying the Warrant Price then in effect by a fraction (AB) the numerator of which is the total number of shares of Common Stock then Outstanding immediately after such issuance or sale and (ii) upon each adjustment of the Current Warrant Price as a result of the calculations made pursuant to this Section 4, each Warrant outstanding immediately prior to the time making of such issuance the adjustment in the Current Warrant Price shall thereafter be treated as that number of Warrants, and shall evidence the right to purchase, at the adjusted Current Warrant Price, that number of shares of Common Stock outstanding, obtained by (or deemed issuancei) plus multiplying the number of shares of Common Stock for which a Warrant is exercisable immediately prior to the aggregate consideration received or to be received adjustment by the Company for Current Warrant Price in effect immediately prior to the shares so issued (or deemed issued) would purchase at such Warrant Priceadjustment, and (Bii) dividing the denominator of which is product so obtained by the total number of shares of Common Stock then outstanding plus the number of shares of Common Stock so issued (or deemed issued). Notwithstanding the foregoing, there shall be no adjustment to the Current Warrant Price upon any issuance or deemed issuance of Common Stock if the holders of a majority obtained immediately after such adjustment of the outstanding Series A Preferred Stock waive in writing such adjustmentCurrent Warrant Price.

Appears in 1 contract

Samples: Warrant Agreement (Deeptech International Inc)

Issuance of Additional Shares of Common Stock. (i) In the event the Issuer shall If at any time following the Original Issue Date Company shall (except as hereinafter provided) issue or sell any Additional Shares of Common Stock (otherwise than as provided for consideration in the foregoing subsections (a) through (c) an amount per Additional Share of this Section 4), at a price per share Common Stock less than the Warrant Price then in effect or without considerationCurrent Market Price, then the Warrant Price upon each such issuance shall be adjusted to the price equal to the price determined by multiplying the Warrant Price then in effect by a fraction (A) the numerator of which is the total number of shares of Common Stock then outstanding immediately prior to the time of such issuance (or deemed issuance) plus the number of shares of Common Stock for which this Warrant is exercisable shall be adjusted to equal the aggregate consideration received or to be received product obtained by the Company for the shares so issued (or deemed issued) would purchase at such Warrant Price, and (B) the denominator of which is the total number of shares of Common Stock then outstanding plus multiplying the number of shares of Common Stock so issued for which this Warrant is exercisable immediately prior to such issue or sale by a fraction (or deemed issued). Notwithstanding I) the foregoing, there numerator of which shall be no adjustment to the Warrant Price upon any issuance or deemed issuance number of Fully Diluted Outstanding shares of Common Stock if immediately after such issue or sale, and (II) the holders denominator of a majority which shall be the number of Fully Diluted Outstanding shares of Common Stock immediately prior to such issue or sale plus the number of shares which the aggregate offering price of the outstanding Series A Preferred total number of such Additional Shares of Common Stock waive in writing would purchase at the then Current Market Price. Current Warrant Price shall be adjusted to equal the Current Warrant Price hereunder immediately prior to any such adjustment multiplied by a fraction, the numerator of which shall be the number of shares for which this Warrant is exercisable immediately prior to such adjustment, and the denominator is the number of shares for which this Warrant is exercisable immediately after such adjustment, as calculated above.

Appears in 1 contract

Samples: Note Agreement (Standard Management Corp)

Issuance of Additional Shares of Common Stock. (i) In the event the Issuer shall If at any time following the Original Issue Date Company shall issue or sell any Additional Shares shares of Common Stock, in exchange for consideration in an amount per share of Common Stock (otherwise than as provided in the foregoing subsections (a) through (c) of this Section 4), at a price per share less than the Warrant Price then in effect or without considerationFair Market Value of the Common Stock on the date of issuance, then (A) the Applicable Exercise Price as to each Tranche of Warrant Price upon each such issuance Stock shall be adjusted to so that the price same shall equal to the price determined by multiplying the Warrant Applicable Exercise Price then in effect by a fraction (A) the numerator of which is the total number of shares of Common Stock then outstanding immediately prior to such event with respect to such Tranche of Warrant Stock by a fraction, of which the time of such issuance (or deemed issuance) plus numerator shall be the number of shares of Common Stock outstanding on the date of issuance plus the number of additional shares of Common Stock which the aggregate consideration received or to be received by the Company for the shares so issued (or deemed issued) offering price would purchase at such Warrant PriceFair Market Value, and (B) of which the denominator of which is the total number of shares of Common Stock then outstanding plus shall be the number of shares of Common Stock so issued (or deemed issued). Notwithstanding outstanding on the foregoing, there shall be no adjustment to date of issuance plus the Warrant Price upon any issuance or deemed issuance number of additional shares of Common Stock if issued or issuable in such offering, and (B) the holders number of a majority shares of Common Stock for which this Warrant is exercisable (with respect to such Tranche of Warrant Stock) shall be adjusted to equal the outstanding Series A Preferred product obtained by multiplying the Applicable Exercise Price in effect immediately prior to such issue or sale by the number of shares of Common Stock waive in writing for which this Warrant is exercisable (with respect to such adjustmentTranche of Warrant Stock) immediately prior to such issue or sale and dividing the product thereof by the Applicable Exercise Price resulting from the adjustment made pursuant to clause (A) above.

Appears in 1 contract

Samples: Preferred Stock and Warrant Purchase Agreement (Cimnet Inc/Pa)

Issuance of Additional Shares of Common Stock. (i) In the event the Issuer shall If at any time following after the Original Issue Date date hereof the Company shall (except as hereinafter provided) issue or sell any Additional Shares of Common Stock (otherwise than as provided in the foregoing subsections (a) through (c) exchange for consideration in an amount per Additional Share of this Section 4), at a price per share Common Stock less than the Warrant Exercise Price then in effect or without considerationat the time the Additional Shares of Common Stock are issued, then the Warrant Price upon each such issuance shall be adjusted to the price equal to the price determined by multiplying the Warrant Price then in effect by a fraction (A) the numerator Exercise Price as to the number of shares for which this Warrant is exercisable prior to such adjustment shall be reduced to a price determined by dividing (1) an amount equal to the sum of (x) the number of shares of Common Stock Outstanding immediately prior to such issue or sale multiplied by the then existing Exercise Price, plus (y) the aggregate consideration, if any, received by the Company upon such issue or sale, by (2) the total number of shares of Common Stock then outstanding Outstanding immediately prior to the time of after such issuance issue or sale, and (or deemed issuanceB) plus the number of shares of Common Stock for which this Warrant is exercisable shall be adjusted to equal the aggregate consideration received or to be received quotient obtained by the Company for the shares so issued dividing (or deemed issued) would purchase at such Warrant Price, and (B1) the denominator of which is product obtained by multiplying (x) the total number of shares of Common Stock then outstanding plus Exercise Price in effect immediately prior to such issue or sale by (y) the number of shares of Common Stock so issued for which this Warrant is exercisable immediately prior to such issue or sale, by (or deemed issued). Notwithstanding 2) the foregoing, there shall be no Exercise Price resulting from the adjustment made pursuant to the Warrant Price upon any issuance or deemed issuance of Common Stock if the holders of a majority of the outstanding Series A Preferred Stock waive in writing such adjustmentclause (A) above.

Appears in 1 contract

Samples: Lexmark International Group Inc

Issuance of Additional Shares of Common Stock. (ia) In the event the Issuer shall If at any time following the Original Issue Date Company shall (except as hereinafter provided) issue or sell any Additional Shares of Common Stock, other than Permitted Issuances, for consideration in an amount per Additional Share of Common Stock (otherwise than as provided in the foregoing subsections (a) through (c) of this Section 4), at a price per share less than the Warrant Current Market Price then in effect or without considerationat a time when there is a public market for the Common Stock, then (i) the number of shares of Common Stock for which this Warrant Price upon each such issuance is exercisable shall be adjusted to equal the price equal to the price determined product obtained by multiplying the number of shares of Common Stock for which this Warrant Price then in effect is exercisable immediately prior to such issue or sale by a fraction (A) the numerator of which is the total number of shares of Common Stock then outstanding immediately prior to the time of such issuance (or deemed issuance) plus shall be the number of shares of Common Stock which the aggregate consideration received Outstanding immediately after such issue or to be received by the Company for the shares so issued (or deemed issued) would purchase at such Warrant Pricesale, and (B) the denominator of which is the total number of shares of Common Stock then outstanding plus shall be the number of shares of Common Stock so issued (Outstanding immediately prior to such issue or deemed issued). Notwithstanding sale plus the foregoing, there shall be no adjustment to number of shares which the Warrant Price upon any issuance or deemed issuance aggregate offering price of the total number of such Additional Shares of Common Stock if would purchase at the holders then Current Market Price; and (ii) the Current Warrant Price as to the number of shares for which this Warrant is exercisable prior to such adjustment shall be adjusted by multiplying such Current Warrant Price by a majority fraction (X) the numerator of which shall be the outstanding Series A Preferred number of shares for which this Warrant is exercisable immediately prior to such issue or sale; and (Y) the denominator of which shall be the number of shares of Common Stock waive in writing purchasable immediately after such adjustmentissue or sale.

Appears in 1 contract

Samples: Thermoview Industries Inc

Issuance of Additional Shares of Common Stock. (a) (i) In the event the Issuer shall If at any time following after the Original Issue Closing Date the Company shall (except as hereinafter provided) issue or sell any Additional Shares of Common Stock, other than Permitted Issuances, for consideration in an amount per Additional Share of Common Stock (otherwise than as provided in the foregoing subsections (a) through (c) of this Section 4), at a price per share less than the Warrant Price then in effect or without considerationCurrent Market Price, then the Current Warrant Price upon each such issuance shall be adjusted reduced to the a price determined by dividing (A) an amount equal to the price determined by multiplying the Warrant Price then in effect by a fraction sum of (AX) the numerator number of which is shares of Common Stock Outstanding immediately prior to such issuance or sale multiplied by the then existing Current Warrant Price, plus (Y) the consideration, if any, received by the Company upon such issuance or sale, by (B) the total number of shares of Common Stock then Outstanding immediately after such issuance or sale and (ii) upon each adjustment of the Current Warrant Price as a result of the calculations made pursuant to this Section 4, each Warrant outstanding immediately prior to the time making of such issuance the adjustment in the Current Warrant Price shall thereafter be treated as that number of Warrants, and shall evidence the right to purchase, at the adjusted Current Warrant Price, that number of shares of Common Stock, obtained by (or deemed issuancei) plus multiplying the number of shares of Common Stock for which a Warrant is exercisable immediately prior to the aggregate consideration received or to be received adjustment by the Company for Current Warrant Price in effect immediately prior to the shares so issued (or deemed issued) would purchase at such Warrant Priceadjustment, and (Bii) dividing the denominator of which is product so obtained by the total number of shares of Common Stock then outstanding plus the number of shares of Common Stock so issued (or deemed issued). Notwithstanding the foregoing, there shall be no adjustment to the Current Warrant Price upon any issuance or deemed issuance of Common Stock if the holders of a majority obtained immediately after such adjustment of the outstanding Series A Preferred Stock waive in writing such adjustmentCurrent Warrant Price.

Appears in 1 contract

Samples: Warrant Agreement (Collegis Inc)

Issuance of Additional Shares of Common Stock. (i) In the event the Issuer shall If at any time following the Original Issue Date Company shall (except as hereinafter provided) issue or sell any Additional Shares of Common Stock, other than Permitted Issuances, in exchange for consideration in an amount per Additional Share of Common Stock (otherwise than as provided in the foregoing subsections (a) through (c) of this Section 4), at a price per share less than the Current Market Price of the Common Stock at the time the Additional Shares of Common Stock are issued, then (i) the Current Warrant Price then in effect or without consideration, then as to the number of shares for which this Warrant Price upon each is exercisable prior to such issuance adjustment shall be adjusted reduced to the price equal to the a price determined by multiplying the Current Warrant Price then in effect by a fraction (A) fraction, the numerator of which is shall be the sum of (A) the total number of shares of Common Stock then outstanding Outstanding immediately prior to the time of such issuance or sale and (or deemed issuanceB) plus the number of shares of Common Stock which the aggregate consideration received or to be received by the Company for the shares so total number of Additional Shares of Common Stock being issued (or deemed issued) sold would purchase at such Warrant the Current Market Price, and (B) the denominator of which is the total number sum of shares of Common Stock then outstanding plus (X) the number of shares of Common Stock so issued (or deemed issued). Notwithstanding the foregoing, there shall be no adjustment Outstanding immediately prior to the Warrant Price upon any such issuance or deemed issuance sale and (Y) the number of Additional Shares of Common Stock if being issued or sold and (ii) the holders number of a majority shares of Common Stock for which this Warrant is exercisable shall be adjusted to equal the outstanding Series A Preferred product obtained by multiplying the Current Warrant Price in effect immediately prior to such issue or sale by the number of shares of Common Stock waive in writing for which this Warrant is exercisable immediately prior to such adjustment.issue or sale and

Appears in 1 contract

Samples: Petmed Express Inc

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