Common use of Reclassifications Clause in Contracts

Reclassifications. If and whenever at any time prior to the Expiry Date, there is (i) any reclassification of or amendment to the outstanding Subordinate Voting Shares, any change of the Subordinate Voting Shares into other shares or any other reorganization of the Corporation (other than as described in subsection 11(b) hereof); (ii) any consolidation, amalgamation, arrangement, merger or other form of business combination of the Corporation with or into any other corporation resulting in any reclassification of the outstanding Subordinate Voting Shares, any change of the Subordinate Voting Shares into other shares or any other reorganization of the Corporation; or (iii) any sale, lease, exchange or transfer of the undertaking or assets of the Corporation as an entirety or substantially as an entirety to another corporation or entity (any of such events being herein called a “Capital Reorganization”), then, in each such Capital Reorganization, the Holder upon the exercise of each Warrant shall be entitled to receive, and shall accept, in lieu of the number of Subordinate Voting Shares to which such Holder was theretofore entitled upon such exercise, the kind and number or amount of shares or other securities or property which such Holder would have been entitled to receive as a result of such Capital Reorganization if, on the effective date thereof, such Holder had been the registered holder of the number of Subordinate Voting Shares to which such Holder was theretofore entitled upon such exercise; provided however, that no such Capital Reorganization shall be carried into effect unless all necessary steps shall have been taken to so entitle the holder. If necessary as a result of any such Capital Reorganization, appropriate adjustments will be made in the application of the provisions set forth in this subsection with respect to the rights and interests thereafter of the Holder of this Warrant Certificate to the end that the provisions set forth in this subsection will thereafter correspondingly be made applicable, as nearly as may reasonably be, in relation to any shares or other securities or property thereafter deliverable upon the exercise of this Warrant. Any such adjustments will be made by and set forth in an instrument supplemental hereto approved by the directors of the Corporation, acting reasonably, and shall for all purposes be conclusively deemed to be an appropriate adjustment.

Appears in 2 contracts

Samples: Note Purchase Agreement (Green Thumb Industries Inc.), Note Purchase Agreement

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Reclassifications. If and whenever at any time prior to during the Expiry DateAdjustment Period, there is (iA) any reclassification of or amendment to the outstanding Subordinate Voting Common Shares, any change of the Subordinate Voting Common Shares into other shares or any other reorganization of the Corporation Company (other than as described in subsection 11(bSection 4.7(b) hereof); , (iiB) any consolidation, amalgamation, arrangement, merger or other form of business combination of the Corporation Company with or into any other corporation corporation, trust, partnership or other entity resulting in any reclassification of the outstanding Subordinate Voting Common Shares, any change of the Subordinate Voting Common Shares into other shares or any other reorganization of the Corporation; Company, or (iiiC) any sale, conveyance, lease, exchange or transfer of the undertaking or assets of the Corporation Company as an entirety or substantially as an entirety to another corporation or entity (any of such events being herein called a “Capital Reorganization”)entity, then, in each such Capital Reorganizationevent, the Holder upon the exercise each holder of each any Special Warrant shall which is thereafter exchanged will be entitled to receive, and shall will accept, in lieu of the number of Subordinate Voting Shares Underlying Securities to which such Holder holder was theretofore entitled upon such exerciseexchange, the kind and number or amount of shares or other securities or property which such Holder holder would have been entitled to receive as a result of such Capital Reorganization event if, on the effective date thereofof such event in (A), (B) or (C), such Holder holder had been the registered holder of the number of Subordinate Voting Shares Underlying Securities to which such Holder holder was theretofore entitled upon such exercise; provided however, that no such Capital Reorganization shall be carried into effect unless all necessary steps shall have been taken to so entitle the holderconversion or exchange. If necessary as a result of any such Capital Reorganizationevent, appropriate adjustments will be made in the application of the provisions set forth in this subsection Section 4.7(c) with respect to the rights and interests thereafter of the Holder holders of this Warrant Certificate Special Warrants to the end that the provisions set forth in this subsection Section 4.7(c) will thereafter correspondingly be made applicable, as nearly as may reasonably be, in the relation to any shares or other securities or property thereafter deliverable upon the exercise of this any Special Warrant. Any such adjustments will be made by and set forth in an instrument indenture supplemental hereto with the successor to the Company or such corporation or other entity, as applicable, contemporaneously with such reclassification, consolidation, amalgamation, arrangement, merger, other form of business combination or other event and which supplemental indenture will be approved by the directors of the Corporationdirectors, acting reasonably, and shall will for all purposes be conclusively deemed to be an appropriate adjustmentadjustment and such supplemental indenture will provide for adjustments which will be as nearly equivalent as may be practicable to the adjustments provided in this Section 4.7 and which will apply to successive reclassifications, reorganizations, amalgamations, mergers, other forms of business combination or other events.

Appears in 2 contracts

Samples: Special Warrant Indenture (Ivanhoe Energy Inc), Special Warrant Indenture (Ivanhoe Energy Inc)

Reclassifications. If and whenever at any time prior to during the Expiry DateAdjustment Period, there is (iA) any reclassification of or amendment to the outstanding Subordinate Voting Common Shares, any change of the Subordinate Voting Common Shares into other shares or any other reorganization of the Corporation Company (other than as described in subsection 11(b) hereof); , or (iiB) any consolidation, amalgamation, arrangement, merger or other form of business combination of the Corporation Company with or into any other corporation resulting in any reclassification of the outstanding Subordinate Voting Common Shares, any change of the Subordinate Voting Common Shares into other shares or any other reorganization of the Corporation; or (iii) any sale, lease, exchange or transfer of the undertaking or assets of the Corporation as an entirety or substantially as an entirety to another corporation or entity (any of such events being herein called a “Capital Reorganization”)Company, then, in each such Capital Reorganizationevent, the Holder upon the exercise of each this BEE Warrant which is thereafter exercised shall be entitled to receive, and shall accept, in lieu of the number of Subordinate Voting BEE Warrant Shares to which such Holder was theretofore entitled upon such exercise, the kind and number or amount of shares or other securities or property which such Holder would have been entitled to receive as a result of such Capital Reorganization event if, on the effective date thereof, such Holder had been the registered holder of the number of Subordinate Voting BEE Warrant Shares to which such Holder was theretofore entitled upon such exercise; provided however, that no such Capital Reorganization shall be carried into effect unless all necessary steps shall have been taken to so entitle the holder. If necessary as a result of any such Capital Reorganizationevent, appropriate adjustments will be made in the application of the provisions set forth in this subsection with respect to the rights and interests thereafter of the Holder of this BEE Warrant Certificate to the end that the provisions set forth in this subsection will thereafter correspondingly be made applicable, as nearly as may reasonably be, in relation to any shares or other securities or property thereafter deliverable upon the exercise of this BEE Warrant. Any such adjustments will be made by and set forth in an instrument supplemental hereto approved by the directors of the Corporationdirectors, acting reasonably, and shall for all purposes be conclusively deemed to be an appropriate adjustment.

Appears in 2 contracts

Samples: Warrant Amendment Agreement (Anooraq Resources Corp), Release (Anooraq Resources Corp)

Reclassifications. If and whenever at any time prior to during the Expiry DateAdjustment Period, there is (iA) any reclassification of or amendment to the outstanding Subordinate Voting Common Shares, any change of the Subordinate Voting Common Shares into other shares or any other reorganization of the Corporation Company (other than as described in subsection 11(b) hereof); , (iiB) any consolidation, amalgamation, arrangement, merger or other form of business combination of the Corporation Company with or into any other corporation resulting in any reclassification of the outstanding Subordinate Voting Common Shares, any change of the Subordinate Voting Common Shares into other shares or any other reorganization of the Corporation; Company, or (iiiC) any sale, lease, exchange or transfer of the undertaking or assets of the Corporation Company as an entirety or substantially as an entirety to another corporation or entity (any of such events being herein called a “Capital Reorganization”)entity, then, in each such Capital Reorganizationevent, the Holder upon of the exercise of each Warrant Warrants evidenced hereby which is thereafter exercised shall be entitled to receive, and shall accept, in lieu of the number of Subordinate Voting Common Shares to which such Holder was theretofore entitled upon such exercise, the kind and number or amount of shares or other securities or property (which may include cash) which such Holder would have been entitled to receive as a result of such Capital Reorganization event if, on the effective date thereof, such Holder had been the registered holder of the number of Subordinate Voting Common Shares to which such Holder was theretofore entitled upon such exercise; provided however, that no such Capital Reorganization shall be carried into effect unless all necessary steps shall have been taken to so entitle the holder. If necessary as a result of any such Capital Reorganizationevent, appropriate adjustments will be made in the application of the provisions set forth in this subsection with respect to the rights and interests thereafter of the Holder of this Warrant Certificate to the end that the provisions set forth in this subsection will thereafter correspondingly be made applicable, as nearly as may reasonably be, in relation to any shares or other securities or property thereafter deliverable upon the exercise of this Warrantthe Warrants evidenced hereby. Any such adjustments will be made by and set forth in an instrument supplemental hereto approved by the directors of the Corporationdirectors, acting reasonably, and shall for all purposes be conclusively deemed to be an appropriate adjustment.

Appears in 2 contracts

Samples: Subscription Agreement, Subscription Agreement

Reclassifications. If and whenever at any time prior to during the Expiry DateAdjustment Period, there is (iA) any reclassification of or amendment to the outstanding Subordinate Voting Common Shares, any change of the Subordinate Voting Common Shares into other shares or any other reorganization of the Corporation (other than as described in subsection 11(bSection 4.7(b) hereof); , (iiB) any consolidation, amalgamation, arrangement, merger or other form of business combination of the Corporation with or into any other corporation corporation, trust, partnership or other entity resulting in any reclassification of the outstanding Subordinate Voting Common Shares, any change of the Subordinate Voting Common Shares into other shares or any other reorganization of the Corporation; , or (iiiC) any sale, conveyance, lease, exchange or transfer of the undertaking or assets of the Corporation as an entirety or substantially as an entirety to another corporation or entity (any of such events being herein called a “Capital Reorganization”)entity, then, in each such Capital Reorganizationevent, the Holder upon the exercise each holder of each any Special Warrant shall which is thereafter exchanged will be entitled to receive, and shall will accept, in lieu of the number of Subordinate Voting Common Shares to which such Holder holder was theretofore entitled upon such exerciseexchange, the kind and number or amount of shares or other securities or property which such Holder holder would have been entitled to receive as a result of such Capital Reorganization event if, on the effective date thereofof such event in (A), (B) or (C), such Holder holder had been the registered holder of the number of Subordinate Voting Common Shares to which such Holder holder was theretofore entitled upon such exercise; provided however, that no such Capital Reorganization shall be carried into effect unless all necessary steps shall have been taken to so entitle the holderconversion or exchange. If necessary as a result of any such Capital Reorganizationevent, appropriate adjustments will be made in the application of the provisions set forth in this subsection Section 4.7(c) with respect to the rights and interests thereafter of the Holder holders of this Warrant Certificate Special Warrants to the end that the provisions set forth in this subsection Section 4.7(c) will thereafter correspondingly be made applicable, as nearly as may reasonably be, in the relation to any shares or other securities or property thereafter deliverable upon the exercise of this any Special Warrant. Any such adjustments will be made by and set forth in an instrument indenture supplemental hereto with the successor to the Corporation or such corporation or other entity, as applicable, contemporaneously with such reclassification, consolidation, amalgamation, arrangement, merger, other form of business combination or other event and which supplemental indenture will be approved by the directors of the Corporationdirectors, acting reasonably, and shall will for all purposes be conclusively deemed to be an appropriate adjustmentadjustment and such supplemental indenture will provide for adjustments which will be as nearly equivalent as may be practicable to the adjustments provided in this Section 4.7 and which will apply to successive reclassifications, reorganizations, amalgamations, mergers, other forms of business combination or other events.

Appears in 1 contract

Samples: Special Warrant Indenture

Reclassifications. If and whenever at any time prior to during the Expiry DateAdjustment Period, there is (iA) any ‎any reclassification of, or redesignation of or amendment to the outstanding Subordinate Voting Shares‎Shares, any change or exchange of the Subordinate Voting Shares into other shares or securities or any other ‎other reorganization of the Corporation Corporation, (other than as described in subsection 11(b) hereof); (iiB) any consolidation, amalgamation, arrangement, merger or other form of ‎of business combination of the Corporation with or into any other corporation or ‎entity resulting in any reclassification of, or redesignation of or amendment to the outstanding Subordinate Voting ‎outstanding Shares, any change or exchange of the Subordinate Voting Shares into other shares or ‎securities or any other reorganization of the Corporation; , or (iiiC) any sale, lease, exchange ‎exchange or transfer of the undertaking or assets of the Corporation as an entirety or ‎or substantially as an entirety to another corporation or entity (any of such events being herein called a “Capital Reorganization”)entity, then, in each such Capital Reorganization‎event, the Holder upon the exercise of each this Warrant Certificate which is thereafter exercised shall be entitled ‎entitled to receive, and shall accept, in lieu of the number percentage of Subordinate Voting Warrant Shares to which ‎which such Holder was theretofore entitled upon such exercise, a percentage of the kind and number or amount of shares ‎shares or other securities or property which such Holder would have been entitled to ‎to receive as a result of such Capital Reorganization event as if, on the effective date thereofor record date ‎thereof, such Holder had been the registered holder of the number of Subordinate Voting Shares Warrant ‎Shares to which such Holder was theretofore entitled upon such exercise. For ‎clarity: (i) if there is an event identified in A hereof, the Percentage Factor shall ‎remain unchanged however the nature of the Shares shall change (and "as if issued ‎shares" shall still be counted) and the Exercise Price shall not change; provided however(ii) if there is ‎an event identified in B hereof, that no such Capital Reorganization and referenced as a consolidation, reclassification ‎or redesignation or amendment or change or exchange or other reorganization, the ‎Percentage Factor shall remain unchanged, however the nature of the Shares shall change (and "as if issued shares" shall still be counted) and the Exercise Price shall ‎not change; (iii) if there is an amalgamation, arrangement, merger or other form of ‎business combination, the Percentage Factor shall be carried into effect unless all necessary steps changed such that it shall have been taken be ‎reflective of the percentage of the shares held by the shareholders of the ‎Corporation immediately after the operative event (for example purposes, if ‎shareholders of the Corporation post combination hold 60% of the issued shares; ‎the Percentage Factor shall be reduced to so entitle 10 multiplied by 60%) and the holder‎Exercise Price shall not change; and (iv) if there is an event identified in C hereof, ‎the Holder shall be entitled to receive the same consideration received by the other ‎shareholders of the Corporation as if the Holder had acquired the Warrant Shares ‎‎(and "as if issued shares" shall not be counted) and the Exercise Price shall not ‎change. If necessary as a result of any such Capital Reorganizationevent, appropriate adjustments will be made ‎made in the application of the provisions set forth in this subsection with respect to the ‎the rights and interests thereafter of the Holder of this Warrant Certificate to the end ‎end that the provisions set forth in this subsection will thereafter correspondingly be ‎be made applicable, as nearly as may reasonably be, in relation to any shares or other ‎other securities or property thereafter deliverable upon the exercise of this WarrantWarrant ‎Certificate. Any such adjustments will be made by and set forth in an instrument supplemental ‎supplemental hereto approved by the directors of the Corporationdirectors, acting reasonably, and shall for all purposes ‎purposes be conclusively deemed to be an appropriate adjustment.

Appears in 1 contract

Samples: Option Purchase Agreement (Charlotte's Web Holdings, Inc.)

Reclassifications. If and whenever at any time prior to during the Expiry DateAdjustment Period, there is (i) any reclassification of or amendment to the outstanding Subordinate Voting Common Shares, any change of the Subordinate Voting Common Shares into other shares or any other reorganization of the Corporation (other than as described in subsection 11(b) hereofSection 12(b); ), (ii) any consolidation, amalgamation, arrangement, merger or other form of business combination of the Corporation with or into any other corporation resulting in any reclassification of the outstanding Subordinate Voting Common Shares, any change of the Subordinate Voting Common Shares into other shares or any other reorganization of the Corporation; , or (iii) any sale, lease, exchange or transfer of the undertaking or assets of the Corporation as an entirety or substantially as an entirety to another corporation or entity (any of such events being herein called a “Capital Reorganization”)entity, then, in each such Capital Reorganizationevent, the Holder upon the exercise of each this Warrant which is thereafter exercised shall be entitled to receive, and shall accept, in lieu of the number of Subordinate Voting Common Shares to which such Holder was theretofore entitled upon such exercise, the kind and number or amount of shares or other securities or property which such Holder would have been entitled to receive as a result of such Capital Reorganization event if, on the effective date thereof, such Holder had been the registered holder of the number of Subordinate Voting Common Shares to which such Holder was theretofore entitled upon such exercise; provided however, that no such Capital Reorganization shall be carried into effect unless all necessary steps shall have been taken to so entitle the holder. If necessary as a result of any such Capital Reorganizationevent, appropriate adjustments will be made in the application of the provisions set forth in this subsection with respect to the rights and interests thereafter of the Holder of this Warrant Certificate to the end that the provisions set forth in this subsection will thereafter correspondingly be made applicable, as nearly as may reasonably be, in relation to any shares or other securities or property thereafter deliverable upon the exercise of this a Warrant. Any such adjustments will be made by and set forth in an instrument supplemental hereto approved by the directors of the Corporationdirectors, acting reasonably, and shall for all purposes be conclusively deemed to be an appropriate adjustment.

Appears in 1 contract

Samples: Note Purchase Agreement (Uranerz Energy Corp.)

Reclassifications. If and whenever at In the event of any time prior to the Expiry Date, there is (i) any reclassification of or amendment to the outstanding Subordinate Voting Shares, any change Common Units of the Subordinate Voting Shares into other shares or any other reorganization Company (including in connection with a proposed Public Offering of the Corporation Company approved by the Board with respect to which either (A) the managing underwriters advise the Company that in their opinion the capital structure of the Company or its form of legal entity may adversely affect the marketability of the offering or (B) the Board determines that a legal entity other than as described in subsection 11(bthe Company is the most suitable entity for purposes of effectuating the Public Offering, but excluding a reclassification consisting of solely (x) hereofa unit distribution or dividend of solely Common Units to which Section 5.1(b) applies or (y) a subdivision or combination of solely Common Units to which Section 5.1(a) applies); , (ii) any consolidation, amalgamation, arrangement, consolidation or merger or other form of business combination of the Corporation Company with or into any other corporation resulting in any reclassification of the outstanding Subordinate Voting Sharesanother Person that does not constitute a Change-of-Control Transaction, any change of the Subordinate Voting Shares into other shares or any other reorganization of the Corporation; or (iii) any sale, lease, exchange or transfer of the undertaking or assets of the Corporation as an entirety or substantially as an entirety to another corporation or entity (any of such events being herein called a “Capital Reorganization”), thenother similar transaction, in each such Capital Reorganizationcase which entitled the holders of Common Units to receive (either directly or upon subsequent liquidation and whether in whole or in part) units, securities or assets with respect to or in exchange for Common Units, the Holder upon the exercise of each Warrant shall be entitled to receiveWarrants shall, immediately after such transaction, remain outstanding and shall acceptthereafter, in lieu of or in addition to (as the case may be) the number of Subordinate Voting Shares to which such Holder was theretofore entitled Common Units then issuable upon such exerciseexercise of the Warrants, be exercisable for the kind and number or amount of shares or other securities or property resulting from such transaction to which such Holder the Warrantholders would have been entitled received upon such transaction if the Warrantholders had exercised the Warrants in full immediately prior to receive the time of such transaction and acquired the applicable number of Common Units then issuable upon exercise of the Warrants as a result of such Capital Reorganization if, exercise (without taking into account any limitations or restrictions on the effective date thereof, such Holder had been the registered holder exercisability of the number of Subordinate Voting Shares to which Warrants), and, in such Holder was theretofore entitled upon such exercise; provided howevercase, that no such Capital Reorganization the Company shall be carried into effect unless all necessary steps (or shall have been taken to so entitle the holder. If necessary as a result of cause any such Capital Reorganizationother Person to) enter into a supplemental agreement, executed and delivered to the Warrant Agent, in form reasonably satisfactory to the Warrant Agent and the Required Warrantholders, providing for appropriate adjustments will be made in the application of the provisions set forth in this subsection adjustment with respect to the Warrantholders’ rights and interests thereafter of under the Holder of this Warrant Certificate Warrants to the end insure that the provisions set forth in of this subsection will Agreement (including Sections 5 and 9 hereof) shall thereafter correspondingly be made applicable, as nearly as may reasonably bepossible, to the Warrants in relation to any shares or other securities or property thereafter deliverable acquirable upon the exercise of the Warrants. The provisions of this Warrant. Any such adjustments will be made by and set forth in an instrument supplemental hereto approved by the directors of the Corporation, acting reasonably, and Section 5.1(c) shall for all purposes be conclusively deemed similarly apply to be an appropriate adjustmentsuccessive reclassifications.

Appears in 1 contract

Samples: Warrant Agreement (Internap Corp)

Reclassifications. If and whenever at any time prior to during the Expiry DateAdjustment Period, there is (iA) any reclassification of or amendment to the outstanding Subordinate Voting Shares, any change of the Subordinate Voting Shares into other shares securities or any other reorganization of the Corporation Issuer (other than as described in subsection 11(b) hereof); , (iiB) any consolidation, amalgamation, arrangement, merger or other form of business combination of the Corporation Issuer with or into any other corporation resulting in any reclassification of the outstanding Subordinate Voting Shares, any change of the Subordinate Voting Shares into other shares securities or any other reorganization of the Corporation; Issuer, or (iiiC) any sale, lease, exchange or transfer of the undertaking or assets of the Corporation Issuer as an entirety or substantially as an entirety to another corporation or entity (any of such events being herein called a “Capital Reorganization”)entity, then, in each such Capital Reorganizationevent, the Holder upon the exercise of each Warrant shall be entitled to receive, and shall accept, in lieu of the number of Subordinate Voting Warrant Shares to which such Holder was theretofore entitled upon such exercise, the kind and number or amount of shares securities or other securities or property which such Holder would have been entitled to receive as a result of such Capital Reorganization event if, on the effective date thereof, such Holder had been the registered holder of the number of Subordinate Voting Warrant Shares to which such Holder was theretofore entitled upon such exercise; provided however, that no such Capital Reorganization shall be carried into effect unless all necessary steps shall have been taken to so entitle the holder. If necessary as a result of any such Capital Reorganizationevent, appropriate adjustments will be made in the application of the provisions set forth in this subsection with respect to the rights and interests thereafter of the Holder of this Warrant Certificate to the end that the provisions set forth in this subsection will thereafter correspondingly be made applicable, as nearly as may reasonably be, in relation to any shares or other securities or property thereafter deliverable upon the exercise of this Warrant. Any such adjustments will be made by and set forth in an instrument supplemental hereto approved by the directors of the CorporationIssuer, acting reasonably, and shall for all purposes be conclusively deemed to be an appropriate adjustment.

Appears in 1 contract

Samples: Share Purchase Agreement

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Reclassifications. If and whenever at any time prior to during the Expiry DateAdjustment Period, there is (iA) any reclassification of or amendment to the outstanding Subordinate Voting Common Shares, any change of the Subordinate Voting Common Shares into other shares or any other reorganization of the Corporation Company (other than as described in subsection 11(b) hereof); , (iiB) any consolidation, amalgamation, arrangement, merger or other form of business combination of the Corporation Company with or into any other corporation resulting in any reclassification of the outstanding Subordinate Voting Common Shares, any change of the Subordinate Voting Common Shares into other shares or any other reorganization of the Corporation; Company, or (iiiC) any sale, lease, exchange or transfer of the undertaking or assets of the Corporation Company as an entirety or substantially as an entirety to another corporation or entity (any of such events being herein called a “Capital Reorganization”)entity, then, in each such Capital Reorganizationevent, the Holder upon the exercise of each this Warrant which is thereafter exercised shall be entitled to receive, and shall accept, in lieu of the number of Subordinate Voting Common Shares to which such Holder was theretofore entitled upon such exercise, the kind and number or amount of shares or other securities or property which such Holder would have been entitled to receive as a result of such Capital Reorganization event if, on the effective date thereof, such Holder had been the registered holder of the number of Subordinate Voting Common Shares to which such Holder was theretofore entitled upon such exercise; provided however, that no such Capital Reorganization shall be carried into effect unless all necessary steps shall have been taken to so entitle the holder. If necessary as a result of any such Capital Reorganizationevent, appropriate adjustments will be made in the application of the provisions set forth in this subsection with respect to the rights and interests thereafter of the Holder of this Warrant Certificate to the end that the provisions set forth in this subsection will thereafter correspondingly be made applicable, as nearly as may reasonably be, in relation to any shares or other securities or property thereafter deliverable upon the exercise of this Warrant. Any such adjustments will be made by and set forth in an instrument supplemental hereto approved by the directors of the Corporationdirectors, acting reasonably, and shall for all purposes be conclusively deemed to be an appropriate adjustment.

Appears in 1 contract

Samples: Flora Growth Corp.

Reclassifications. If and whenever at any time prior to during the Expiry DateAdjustment Period, there is (iA) any reclassification of or amendment to the outstanding Subordinate Voting Common Shares, any change of the Subordinate Voting Common Shares into other shares or any other reorganization of the Corporation (other than as described in subsection 11(b4.7(b) hereof); , (iiB) any consolidation, amalgamation, arrangement, merger or other form of business combination of the Corporation with or into any other corporation corporation, trust, partnership or other entity resulting in any reclassification of the outstanding Subordinate Voting Common Shares, any change of the Subordinate Voting Common Shares into other shares or any other reorganization of the Corporation; , or (iiiC) any sale, conveyance, lease, exchange or transfer of the undertaking or assets of the Corporation as an entirety or substantially as an entirety to another corporation or entity (any of such events being herein called a “Capital Reorganization”)entity, then, in each such Capital Reorganizationevent, the Holder upon the exercise each holder of each any Special Warrant shall which is thereafter exchanged will be entitled to receive, and shall accept, in lieu of the number of Subordinate Voting Shares Units to which such Holder holder was theretofore theretofor entitled upon such exerciseexchange, the kind and number or amount of shares or other securities or property which such Holder holder would have been entitled to receive as a result of such Capital Reorganization event if, on the effective date thereofof such event in (A), (B) or (C), such Holder holder had been the registered holder of the number of Subordinate Voting Shares Units to which such Holder holder was theretofore theretofor entitled upon such exercise; provided however, that no such Capital Reorganization shall be carried into effect unless all necessary steps shall have been taken to so entitle the holderconversion or exchange. If necessary as a result of any such Capital Reorganizationevent, appropriate adjustments will be made in the application of the provisions set forth in this subsection 4.7(c) with respect to the rights and interests thereafter of the Holder holders of this Warrant Certificate Special Warrants to the end that the provisions set forth in this subsection 4.7(c) will thereafter correspondingly be made applicable, as nearly as may reasonably be, in the relation to any shares or other securities or property thereafter deliverable upon the exercise of this any Special Warrant. Any such adjustments will be made by and set forth in an instrument indenture supplemental hereto with the successor to the Corporation or such corporation or other entity, as applicable, contemporaneously with such reclassification, consolidation, amalgamation, arrangement, merger, other form of business combination or other event and which supplemental indenture shall be approved by the directors of the Corporationdirectors, acting reasonably, and shall for all purposes be conclusively deemed to be an appropriate adjustmentadjustment and such supplemental indenture shall provide for adjustments which shall be as nearly equivalent as may be practicable to the adjustments provided in this section 4.7 and which shall apply to successive reclassifications, reorganizations, amalgamations, mergers, other forms of business combination or other events. The Corporation, its successor or such corporation or other entity, as the case may be, shall also, prior to or contemporaneously with any such event, enter into a supplemental indenture substantially in the form of the Warrant Indenture with respect to the rights and interest thereafter of the holders of the Warrants such that the provisions set forth in the Warrant Indenture shall thereafter correspondingly be made applicable, as nearly as may reasonably be, with any shares or other securities or property to which the holders of the Warrants would be entitled on exercise of acquisition rights thereunder.

Appears in 1 contract

Samples: Nord Resources (Nord Resources Corp)

Reclassifications. If and whenever at any time prior to during the Expiry DateAdjustment Period, there is (i) any reclassification of, or redesignation of or amendment to the outstanding Subordinate Voting Common Shares, any change of the Subordinate Voting Common Shares into other shares or any other reorganization of the Corporation Company (other than as described in subsection 11(b14(b) hereof); , (ii) any consolidation, amalgamation, arrangement, merger or other form of business combination of the Corporation Company with or into any other corporation resulting in any reclassification of the outstanding Subordinate Voting Common Shares, any change or exchange of the Subordinate Voting Common Shares into other shares or any other reorganization of the Corporation; Company, or (iii) any sale, lease, exchange or transfer of the undertaking or assets of the Corporation Company as an entirety or substantially as an entirety to another corporation or entity (any of such events being herein called a “Capital Reorganization”)entity, then, in each such Capital Reorganizationevent, the Holder upon the exercise of each this Warrant Certificate which is thereafter exercised shall be entitled to receive, and shall accept, in lieu of the number of Subordinate Voting Common Shares to which such Holder was theretofore entitled upon such exercise, the kind and number or amount of shares or other securities or property which such Holder would have been entitled to receive as a result of such Capital Reorganization event if, on the effective date thereof, such Holder had been the registered holder of the number of Subordinate Voting Common Shares to which such Holder was theretofore entitled upon such exercise; provided however, that no such Capital Reorganization shall be carried into effect unless all necessary steps shall have been taken to so entitle the holder. If necessary as a result of any such Capital Reorganizationevent, appropriate adjustments will be made in the application of the provisions set forth in this subsection with respect to the rights and interests thereafter of the Holder of this Warrant Certificate to the end that the provisions set forth in this subsection will thereafter correspondingly be made applicable, as nearly as may reasonably be, in relation to any shares or other securities or property thereafter deliverable upon the exercise of this Warrantthe Warrants. Any such adjustments will may be made by and set forth in an instrument supplemental hereto approved by the board of directors of the CorporationCompany, acting reasonably, and shall for all purposes be conclusively deemed to be an appropriate adjustment.

Appears in 1 contract

Samples: Private and Confidential (Premium Nickel Resources Ltd.)

Reclassifications. If and whenever at any time prior to during the Expiry DateAdjustment Period, there is (iA) any reclassification of or amendment to the outstanding Subordinate Voting Common Shares, any change of the Subordinate Voting Common Shares into other shares or any other reorganization of the Corporation (other than as described in subsection 11(b12(b) hereof); , (iiB) any consolidation, amalgamation, arrangement, merger or other form of business combination of the Corporation with or into any other corporation resulting in any reclassification of the outstanding Subordinate Voting Common Shares, any change of the Subordinate Voting Common Shares into other shares or any other reorganization of the Corporation; , or (iiiC) any sale, lease, exchange or transfer of the undertaking or assets of the Corporation as an entirety or substantially as an entirety to another corporation or entity (any of such events being herein called a “Capital Reorganization”)entity, then, in each such Capital Reorganizationevent, the Holder upon the exercise Warrantholder of each Warrant these Warrants which are thereafter exercised shall be entitled to receive, and shall accept, in lieu of the number of Subordinate Voting Common Shares to which such Holder Warrantholder was theretofore entitled upon such exercise, the kind and number or amount of shares or other securities or property which such Holder Warrantholder would have been entitled to receive as a result of such Capital Reorganization event if, on the effective date thereof, such Holder Warrantholder had been the registered holder of the number of Subordinate Voting Common Shares to which such Holder Warrantholder was theretofore entitled upon such exercise; provided however, that no such Capital Reorganization shall be carried into effect unless all necessary steps shall have been taken to so entitle the holder. If necessary as a result of any such Capital Reorganizationevent, appropriate adjustments will be made in the application of the provisions set forth in this subsection with respect to the rights and interests thereafter of the Holder Warrantholder of this Warrant Certificate to the end that the provisions set forth in this subsection will thereafter correspondingly be made applicable, as nearly as may reasonably be, in relation to any shares or other securities or property thereafter deliverable upon the exercise of this Warrantthese Warrants. Any such adjustments will be made by and set forth in an instrument supplemental hereto approved by the directors of the Corporationdirectors, acting reasonably, and shall for all purposes be conclusively deemed to be an appropriate adjustment.

Appears in 1 contract

Samples: Agreement (Sandstorm Gold LTD)

Reclassifications. If and whenever at any time prior to during the Expiry DateAdjustment Period, there is (iA) any reclassification of or amendment to the outstanding Subordinate Voting Common Shares, any change of the Subordinate Voting Common Shares into other shares or any other reorganization of the Corporation Company (other than as described in subsection 11(b) hereof); , (iiB) any consolidation, amalgamation, arrangement, merger or other form of business combination of the Corporation Company with or into any other corporation resulting in any reclassification of the outstanding Subordinate Voting Common Shares, any change of the Subordinate Voting Common Shares into other shares or any other reorganization of the Corporation; Company, or (iiiC) any sale, lease, exchange or transfer of the undertaking or assets of the Corporation Company as an entirety or substantially as an entirety to another corporation or entity (any of such events being herein called a “Capital Reorganization”)entity, then, in each such Capital Reorganizationevent, the Holder upon of the exercise of each Warrant Warrants evidenced hereby which is thereafter exercised shall be entitled to receive, and shall accept, in lieu of the number of Subordinate Voting Common Shares to which such Holder was theretofore entitled upon such exercise, the kind and number or amount of shares or other securities or property which such Holder would have been entitled to receive as a result of such Capital Reorganization event as if, on the effective date thereof, such Holder had been the registered holder of the number of Subordinate Voting Common Shares to which such Holder was theretofore entitled upon such exercise; provided however, that no such Capital Reorganization shall be carried into effect unless all necessary steps shall have been taken to so entitle the holder. If necessary as a result of any such Capital Reorganizationevent, appropriate adjustments will be made in the application of the provisions set forth in this subsection with respect to the rights and interests thereafter of the Holder of this Warrant Certificate to the end that the provisions set forth in this subsection will thereafter correspondingly be made applicable, as nearly as may reasonably be, in relation to any shares or other securities or property thereafter deliverable upon the exercise of this Warrantthe Warrants evidenced hereby. Any such adjustments will be made by and set forth in an instrument supplemental hereto approved by the directors of the Corporationdirectors, acting reasonably, and shall for all purposes be conclusively deemed to be an appropriate adjustment.

Appears in 1 contract

Samples: Issuance Agreement

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