Common use of Share Calculation Clause in Contracts

Share Calculation. Subject to Section 2.6, the number of Shares to be issued by the Company to the Investor pursuant to a Fixed Request shall equal the aggregate sum of each quotient (calculated for each Trading Day during the applicable Pricing Period for which the VWAP equals or exceeds the Threshold Price) determined pursuant to the following equation (rounded to the nearest whole Share): N = (A x B)/C, where: N = the number of Shares to be issued by the Company to the Investor in respect of a Trading Day during the applicable Pricing Period for which the VWAP equals or exceeds the Threshold Price, A = 0.10 (the “Multiplier”); provided, however, that if the number of Trading Days constituting a Pricing Period is decreased as set forth in Section 2.8 hereof, then the Multiplier correspondingly shall be increased to equal the decimal equivalent (in 10-millionths) of a fraction, the numerator of which is one and the denominator of which equals the number of Trading Days in the Pricing Period as so decreased, B = the Fixed Amount Requested, and C = the applicable Discount Price.

Appears in 14 contracts

Samples: Common Stock Purchase Agreement (Titan Pharmaceuticals Inc), Common Stock Purchase Agreement (Onyx Pharmaceuticals Inc), Common Stock Purchase Agreement (Solexa, Inc.)

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Share Calculation. Subject (a) If the Company has not elected the Alternative Fixed Amount Requested in accordance with the provisions of Section 3.2 hereof, then, with respect to Section 2.6each Trading Day during the applicable Pricing Period for which the VWAP equals or exceeds the applicable Threshold Price, the number of Shares to be issued by the Company to the Investor pursuant to a Fixed Request shall equal the aggregate sum of each quotient (calculated for each Trading Day during the applicable Pricing Period for which the VWAP equals or exceeds the applicable Threshold Price) determined pursuant to the following equation (rounded to the nearest whole Share): N = (A x B)/C, where: N = the number of Shares to be issued by the Company to the Investor in respect of a Trading Day during the applicable Pricing Period for which the VWAP equals or exceeds the applicable Threshold Price, A = 0.10 0.20 (the “Multiplier”); provided, however, that if the number of Trading Days constituting a Pricing Period is decreased as set forth in Section 2.8 hereof, then the Multiplier correspondingly shall be increased to equal the decimal equivalent (in 10-millionths) of a fraction, the numerator of which is one and the denominator of which equals the number of Trading Days in the Pricing Period as so decreased, B = the total Fixed Amount Requested, and C = the applicable Discount PricePrice for such Trading Day.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Humanigen, Inc), Common Stock Purchase Agreement (Bio Key International Inc)

Share Calculation. Subject (a) If the Company has not elected the Alternative Fixed Amount Requested in accordance with the provisions of Section 3.2 hereof, then, with respect to Section 2.6each Trading Day during the applicable Pricing Period for which the VWAP equals or exceeds the applicable Threshold Price, the number of Shares to be issued by the Company to the Investor pursuant to a Fixed Request shall equal the aggregate sum of each quotient (calculated for each Trading Day during the applicable Pricing Period for which the VWAP equals or exceeds the applicable Threshold Price) determined pursuant to the following equation (rounded to the nearest whole Share): N = (A x B)/C, where: N = the number of Shares to be issued by the Company to the Investor in respect of a Trading Day during the applicable Pricing Period for which the VWAP equals or exceeds the applicable Threshold Price, A = 0.10 (the “Multiplier”); provided, however, that if the number of Trading Days constituting a Pricing Period is decreased as set forth in Section 2.8 hereof, then the Multiplier correspondingly shall be increased to equal the decimal equivalent (in 10-millionths) of a fraction, the numerator of which is one and the denominator of which equals the number of Trading Days in the Pricing Period as so decreased, B = the total Fixed Amount Requested, and C = the applicable Discount PricePrice for such Trading Day.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Amyris, Inc.)

Share Calculation. Subject to Section 2.6, the number of Shares to be issued by the Company to the Investor pursuant to a Fixed Request shall equal the aggregate sum of each quotient (calculated for each Trading Day during the applicable Pricing Period for which the VWAP equals or exceeds the Threshold Price) determined pursuant to the following equation (rounded to the nearest whole Share): N = (A x B)/C, where: N = the number of Shares to be issued by the Company to the Investor in respect of a Trading Day during the applicable Pricing Period for which the VWAP equals or exceeds the Threshold Price, A = 0.10 0.09 (the “Multiplier”); provided, however, that if the number of Trading Days constituting a Pricing Period is decreased as set forth in Section 2.8 hereof, then the Multiplier correspondingly shall be increased to equal the decimal equivalent (in 10-millionths) of a fraction, the numerator of which is one and the denominator of which equals the number of Trading Days in the Pricing Period as so decreased, B = the Fixed Amount Requested, and C = the applicable Discount Price.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Syntroleum Corp)

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Share Calculation. Subject to Section 2.6, the number of Shares to be issued by the Company to the Investor pursuant to a Fixed Request shall equal the aggregate sum of each quotient (calculated for each Trading Day during the applicable Pricing Period for which the VWAP equals or exceeds the Threshold Price) determined pursuant to the following equation (rounded down to the nearest whole Share): N = (A x B)/C, where: N = the number of Shares to be issued by the Company to the Investor in respect of a Trading Day during the applicable Pricing Period for which the VWAP equals or exceeds the Threshold Price, A = 0.10 (the “Multiplier”); provided, however, that if the number of Trading Days constituting a Pricing Period is decreased as set forth in Section 2.8 hereof, then the Multiplier correspondingly shall be increased to equal the decimal equivalent (in 10-millionths) of a fraction, the numerator of which is one and the denominator of which equals the number of Trading Days in the Pricing Period as so decreased, B = the Fixed Amount Requested, and C = the applicable Discount Price.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Isis Pharmaceuticals Inc)

Share Calculation. Subject to Section 2.6, the number of Shares to be issued by the Company to the Investor pursuant to a Fixed Request shall equal the aggregate sum of each quotient (calculated for each Trading Day during the applicable Pricing Period for which the VWAP equals or exceeds the Threshold Price) determined pursuant to the following equation (rounded to the nearest whole Share): N = (A x B)/C, where: N = the number of Shares to be issued by the Company to the Investor in respect of a Trading Day during the applicable Pricing Period for which the VWAP equals or exceeds the Threshold Price, A = 0.10 0.0555556 (the “Multiplier”); provided, however, that if the number of Trading Days constituting a Pricing Period is decreased as set forth in Section 2.8 2.9 hereof, then the Multiplier correspondingly shall be increased to equal the decimal equivalent (in 10-millionths) of a fraction, the numerator of which is one and the denominator of which equals the number of Trading Days in the Pricing Period as so decreased, B = the Fixed Amount Requested, and C = the applicable discount price determined in accordance with the Market Capitalization thresholds set forth in Section 2.7 (the “Discount Price”).

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Cv Therapeutics Inc)

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