Common use of Warrants to Purchase Common Stock Clause in Contracts

Warrants to Purchase Common Stock. The Warrants evidenced hereby are one of a duly authorized issue of Warrants of the Company designated as its Warrants to Purchase Common Stock (“Warrants”), limited in aggregate number to 5,645,200 issued under and in accordance with the Warrant Agreement, dated as of December 15, 2017 (the “Warrant Agreement”), between the Company and American Stock Transfer & Trust Company, LLC, as warrant agent (the “Warrant Agent”, which term includes any successor thereto permitted under the Warrant Agreement), to which the Warrant Agreement and all amendments thereto reference is hereby made for a statement of the respective rights, limitations of rights, duties and immunities thereunder of the Company, the Warrant Agent, the Holders of Warrant Certificates and the owners of the Warrants evidenced thereby and of the terms upon which the Warrant Certificates are, and are to be, countersigned and delivered. A copy of the Warrant Agreement shall be available at all reasonable times at the office of the Warrant Agent for inspection by the Holder hereof. The Warrant Agreement provides that, in addition to certain adjustments to the number of shares of Common Stock into which a Warrant is exercisable and the Exercise Price required to be made in certain circumstances, (x) in the case of any Transaction (other than a Sale Cash Only Transaction), the Company shall (or, in the case of any Non-Surviving Transaction, the Company shall cause the other Person involved in such Transaction to) execute and deliver to the Warrant Agent a written instrument providing that (i) the Warrants evidenced hereby, if then outstanding, will be exercisable thereafter, during the period the Warrants evidenced hereby shall be exercisable as specified herein, only into the Substituted Securities that would have been receivable upon such Transaction by a holder of the number of shares of Common Stock that would have been issued upon exercise of such Warrant if such Warrant had been exercised in full immediately prior to such Sale Transaction (upon certain assumptions specified in the Warrant Agreement); and (ii) the rights and obligations of the Company (or, in the case of any Non-Surviving Transaction, the other Person involved in such Transaction) and the holders in respect of Substituted Securities shall be substantially unchanged to be as nearly equivalent as may be practicable to the rights and obligations of the Company and Holders in respect of Common Stock and (y) in the case of any Sale Transaction (other than a Sale Securities Only Transaction), (a) if such Sale Transaction is a Sale Cash Only Transaction, the Warrants shall expire, (b) the Company shall deliver specified amounts of cash or, if applicable, non-cash property with respect to any non-securities property received by holders of Common Stock upon such Sale Transaction and (c) if such Sale Transaction is not a Sale Cash Only Transaction, the Exercise Price will be reduced, in each case as more fully specified in the Warrant Agreement. 4 To be removed in the versions of the Warrant Certificates printed in multiple copies for use by the Warrant Agent in preparing Warrants Certificates for issuance and delivery from time to time to holders.

Appears in 1 contract

Samples: Warrant Agreement (Avaya Holdings Corp.)

AutoNDA by SimpleDocs

Warrants to Purchase Common Stock. The Warrants evidenced hereby are one of a duly authorized issue of Warrants of the Company designated as its Warrants to Purchase Common Stock (“Warrants”), limited in aggregate number to 5,645,200 1,000,000, issued under and in accordance with the Warrant Agreement, dated as of December 15April 7, 2017 2010 (the “Warrant Agreement”), between the Company and American Stock Transfer & Trust Company, LLCComputershare Inc., as warrant agent (the “Warrant Agent”, which term includes any successor thereto permitted under the Warrant Agreement), to which the Warrant Agreement and all amendments thereto reference is hereby made for a statement of the respective rights, limitations of rights, duties and immunities thereunder of the Company, the Warrant Agent, the Holders of Warrant Certificates and the owners of the Warrants evidenced thereby and of the terms upon which the Warrant Certificates are, and are to be, countersigned and delivered. A copy of the Warrant Agreement shall be available at all reasonable times at the office of the Warrant Agent for inspection by the Holder hereof. The Warrant Agreement provides that, in addition to certain adjustments to the number of shares of Common Stock into which a Warrant is exercisable and the Exercise Price required to be made in certain circumstances, (x) in the case of any Transaction (other than a Sale Cash Only Transaction), the Company shall (or, in the case of any Non-Surviving Transaction, the Company shall cause the other Person involved in such Transaction to) execute and deliver to the Warrant Agent a written instrument providing that (i) the Warrants evidenced hereby, if then outstanding, will be exercisable thereafter, during the period the Warrants evidenced hereby shall be exercisable as specified herein, only into the Substituted Securities Property that would have been receivable upon such Transaction by a holder of the number of shares of Common Stock that would have been issued upon exercise of such Warrant if such Warrant had been exercised in full immediately prior to such Sale Transaction (upon certain assumptions specified in the Warrant Agreement), assuming that the Warrants evidenced hereby were exercisable at the time of such Transaction at the Exercise Price as then in effect; and (ii) the rights and obligations of the Company (or, in the case of any Non-Surviving Transaction, the other Person involved in such Transaction) and the holders in respect of Substituted Securities Property shall be substantially unchanged to be as nearly equivalent as may be practicable to the rights and obligations of the Company and Holders in respect of Common Stock and (y) in the case of any Sale Transaction (other than a Sale Securities Only Transaction), (a) if such Sale Transaction is a Sale Cash Only Transaction, the Warrants shall expire, (b) the Company shall deliver specified amounts of cash or, if applicable, non-cash property with respect to any non-securities property received by holders of Common Stock upon such Sale Transaction and (c) if such Sale Transaction is not a Sale Cash Only Transaction, the Exercise Price will be reduced, in each case as more fully specified in the Warrant Agreement. 4 To be removed in the versions of the Warrant Certificates printed in multiple copies for use by the Warrant Agent in preparing Warrants Certificates for issuance and delivery from time to time to holdersStock.

Appears in 1 contract

Samples: Warrant Agreement (Talbots Inc)

Warrants to Purchase Common Stock. The Warrants evidenced hereby are one of a duly authorized issue of Warrants of the Company designated as its Warrants to Purchase Common Stock (“Warrants”), limited in aggregate number to 5,645,200 787,855, issued under and in accordance with the Warrant Agreement, dated as of December 15September 24, 2017 2012 (the “Warrant Agreement”), between the Company and American Stock Transfer & Trust Company, LLC, as warrant agent (the “Warrant Agent”, which term includes any successor thereto permitted under the Warrant Agreement), to which the Warrant Agreement and all amendments thereto reference is hereby made for a statement of the respective rights, limitations of rights, duties and immunities thereunder of the Company, the Warrant Agent, the Holders of Warrant Certificates and the owners of the Warrants evidenced thereby and of the terms upon which the Warrant Certificates are, and are to be, countersigned and delivered. A copy of the Warrant Agreement shall be available at all reasonable times at the office of the Warrant Agent for inspection by the Holder hereof. The Warrant Agreement provides that, in addition to certain adjustments to the number of shares of Common Stock into which a Warrant is exercisable and the Exercise Price required to be made in certain circumstances, (x) in the case of any Transaction (other than a Sale Cash Only Transactionas defined in the Warrant Agreement), the Company shall (or, in the case of any Non-Surviving TransactionTransaction (as defined in the Warrant Agreement), the Company shall cause the other Person involved in such Transaction to) execute and deliver to the Warrant Agent a written instrument providing that (i) the Warrants evidenced hereby, if then outstanding, will be exercisable thereafter, during the period the Warrants evidenced hereby shall be exercisable as specified herein, only into the Substituted Securities Property (as defined in the Warrant Agreement) that would have been receivable upon such Transaction by a holder of the number of shares of Common Stock that would have been issued upon exercise of such Warrant if such Warrant had been exercised in full immediately prior to such Sale Transaction (upon certain assumptions specified in the Warrant Agreement), assuming that the Warrants evidenced hereby were exercisable at the time of such Transaction at the Exercise Price as then in effect; and (ii) the rights and obligations of the Company (or, in the case of any Non-Surviving Transaction, the other Person involved in such Transaction) and the holders in respect of Substituted Securities Property shall be substantially unchanged to be as nearly equivalent as may be practicable to the rights and obligations of the Company and Holders in respect of Common Stock and (y) in the case of any Sale Transaction (other than a Sale Securities Only Transaction), (a) if such Sale Transaction is a Sale Cash Only Transaction, the Warrants shall expire, (b) the Company shall deliver specified amounts of cash or, if applicable, non-cash property with respect to any non-securities property received by holders of Common Stock upon such Sale Transaction and (c) if such Sale Transaction is not a Sale Cash Only Transaction, the Exercise Price will be reduced, in each case as more fully specified in the Warrant Agreement. 4 To be removed in the versions of the Warrant Certificates printed in multiple copies for use by the Warrant Agent in preparing Warrants Certificates for issuance and delivery from time to time to holdersStock.

Appears in 1 contract

Samples: Warrant Agreement (Aventine Renewable Energy Holdings Inc)

Warrants to Purchase Common Stock. The Warrants evidenced hereby are one This Warrant and any shares of a duly authorized issue of Warrants of the Company designated as its Warrants to Purchase Common Stock issuable upon exercise hereof have not been registered under the United States Securities Act of 1933, as amended (the WarrantsAct”), limited and are “restricted securities” as that term is defined in aggregate number Rule 144 under the Act. This Warrant and any shares of Common Stock issuable upon exercise hereof may not be offered for sale, sold, or otherwise transferred except pursuant to 5,645,200 issued an exemption from the registration requirements under and in accordance with the Warrant AgreementAct, dated as the availability of December 15which is to be established to the satisfaction of the Company. THIS CERTIFIES THAT, 2017 for value received WorldVest Equity, Inc. (the “Warrant AgreementHolder”), between as registered owner of the Company above indicated number of Warrants, is entitled to at any time until 5:00 p.m., Eastern Time (United States of America), two years from the date that the shares issuable upon exercise of this Warrant are registered for resale with the Securities and American Stock Transfer & Trust Company, LLC, as warrant agent Exchange Commission (the “Warrant AgentExercise Period, which term includes any successor thereto permitted under the Warrant Agreement), to which subscribe for, purchase, and receive up to Four Million (4,000,000) shares of Common Stock, US$0.001 par value per share, fully paid and nonassessable (the “Common Stock”), of CATALYST VENTURES INCORPORATED DBA WORLDVEST, a Florida corporation (the “Company”), at the price of US $3.00 per share (the “Exercise Price”), upon presentation and surrender of this Warrant Agreement and all amendments thereto reference is hereby made for a statement upon payment of the respective rights, limitations Exercise Price for such shares of rights, duties and immunities thereunder the Common Stock to the Company at the principal office of the Company; provided, however, that if the Company shall change the number of shares of its Common Stock issued and outstanding during the term of this Warrant Agentby dividend, the Holders of Warrant Certificates and the owners of the Warrants evidenced thereby and of the terms upon which the Warrant Certificates aresplit, and are to bereverse split, countersigned and delivered. A copy of the Warrant Agreement or recapitalization, a proportionate adjustment shall be available at all reasonable times at the office of the Warrant Agent for inspection by the Holder hereof. The Warrant Agreement provides that, in addition to certain adjustments made to the number of shares of Common Stock into which a Warrant is exercisable to be issued upon the exercise of this Warrant, and to the Exercise Price required herein stated. In lieu of issuing fractional shares, fractional amounts shall be rounded to be made in certain circumstances, (x) in the case nearest whole share. Upon exercise of any Transaction (other than a Sale Cash Only Transaction)the Warrant, the Company form of election hereinafter provided for must be duly executed and the instructions for registration of the Common Stock acquired by such exercise must be completed. If the subscription rights represented hereby shall (ornot have been exercised by the expiration of the Exercise Period, this Warrant shall become void and without further force or effect, and all rights represented hereby shall cease and expire. In the event of the exercise or assignment hereof in the case of any Non-Surviving Transactionpart only, the Company shall cause to be delivered to the other Person involved Holder a new warrant of like tenor to this Warrant in the name of the Holder evidencing the right of the Holder to purchase the number of shares of the Common Stock purchasable hereunder as to which this Warrant has not been exercised or assigned. In no event shall this Warrant (or the shares of the Common Stock issuable upon full or partial exercise hereof) be offered or sold except in conformity with the United States Securities Act of 1933, as amended. The Company may deem and treat the registered Holder of this Warrant at any time as the absolute owner hereof for all purposes, and the Company shall not be affected by any notice to the contrary. By acceptance of this Warrant, Holder represents that this Warrant and all shares of Common Stock acquired upon exercise hereof are acquired and will be acquired for the Holder’s own account for investment and with no intention at the time of such Transaction to) purchase or acquisition of distributing or reselling the same or any part thereof to the public and, in furtherance of this representation, agrees to execute and deliver to the Company a subscription agreement containing customary investment intent representations and agrees that this Warrant Agent a written instrument providing that (i) the Warrants evidenced hereby, if then outstanding, will be exercisable thereafter, during the period the Warrants evidenced hereby shall be exercisable as specified herein, only into the Substituted Securities that would have been receivable upon such Transaction by a holder of the number of shares of and any Common Stock that would have been issued upon exercise of such Warrant if such Warrant had been exercised in full immediately prior hereof may be legended to such Sale Transaction (upon certain assumptions specified prohibit transfer, sale, or other disposition except in the Warrant Agreement); and (ii) the rights and obligations of the Company (or, in the case of any Non-Surviving Transaction, the other Person involved in compliance with such Transaction) and the holders in respect of Substituted Securities shall be substantially unchanged to be as nearly equivalent as may be practicable to the rights and obligations of the Company and Holders in respect of Common Stock and (y) in the case of any Sale Transaction (other than a Sale Securities Only Transaction), (a) if such Sale Transaction is a Sale Cash Only Transaction, the Warrants shall expire, (b) the Company shall deliver specified amounts of cash or, if applicable, non-cash property with respect to any non-securities property received by holders of Common Stock upon such Sale Transaction and (c) if such Sale Transaction is not a Sale Cash Only Transaction, the Exercise Price will be reduced, in each case as more fully specified in the Warrant Agreement. 4 To be removed in the versions of the Warrant Certificates printed in multiple copies for use by the Warrant Agent in preparing Warrants Certificates for issuance and delivery from time to time to holdersinvestment letter.

Appears in 1 contract

Samples: Stock Purchase Agreement (Catalyst Ventures Inc)

Warrants to Purchase Common Stock. The Warrants evidenced hereby are one of a duly authorized issue of Warrants of the Company designated as its Series A Warrants to Purchase Common Stock (“Warrants”), limited in aggregate number to 5,645,200 4,837,821 issued under and in accordance with the Warrant Agreement, dated as of December 15September 1, 2017 2020 (the “Warrant Agreement”), between the Company Company, Computershare Inc., a Delaware corporation (“Computershare”), and American Stock Transfer & its wholly-owned subsidiary Computershare Trust Company, LLCN.A., as warrant agent a federally chartered trust company (collectively, the “Warrant Agent”, which term includes any successor thereto permitted under the Warrant Agreement), to which the Warrant Agreement and all amendments thereto reference is hereby made for a statement of the respective rights, limitations of rights, duties and immunities thereunder of the Company, the Warrant Agent, the Holders of Warrant Certificates and the owners of the Warrants evidenced thereby and of the terms upon which the Warrant Certificates are, and are to be, countersigned and delivered. A copy of the Warrant Agreement shall be available at all reasonable times at the office of the Warrant Agent for inspection by the Holder hereof. The Warrant Agreement provides that, in addition to certain adjustments to the number of shares of Common Stock into which a Warrant is exercisable and the Exercise Price required to be made in certain circumstances, (x) in the case of any Transaction (other than a Sale Cash Only Transaction), the Company shall (or, in the case of any Non-Surviving Transaction, the Company shall cause the other Person involved in such Transaction to) to execute and deliver to the Warrant Agent a written instrument providing that (i) the Warrants evidenced hereby, if then outstanding, will be exercisable thereafter, during the period the Warrants evidenced hereby shall be exercisable as specified herein, only into the Substituted Securities that would have been receivable upon such Transaction by a holder of the number of shares of Common Stock that would have been issued upon exercise of such Warrant if such Warrant had been exercised in full immediately prior to such Sale Transaction (upon certain assumptions specified in the Warrant Agreement); and (ii) the rights and obligations of the Company (or, in the case of any Non-Surviving Transaction, the other Person involved in such Transaction) Transaction and the holders in respect of Substituted Securities shall be substantially unchanged to be as nearly equivalent as may be practicable to the rights and obligations of the Company and Holders in respect of Common Stock and (y) in the case of any Sale Transaction (other than a Sale Securities Only Transaction), (a) if such Sale Transaction is a Sale Cash Only Transaction, the Warrants shall expire, (b) the Company shall deliver specified amounts of cash or, if applicable, non-cash property with respect to any non-securities property received by holders of Common Stock upon such Sale Transaction and (c) if such Sale Transaction is not a Sale Cash Only Transaction, the Exercise Price will be reduced, in each case as more fully specified in the Warrant Agreement. 4 To be removed in the versions of the Warrant Certificates printed in multiple copies for use by the Warrant Agent in preparing Warrants Certificates for issuance and delivery from time to time to holdersStock.

Appears in 1 contract

Samples: Warrant Agreement (Whiting Petroleum Corp)

AutoNDA by SimpleDocs

Warrants to Purchase Common Stock. The Warrants evidenced hereby are one of a duly authorized issue of Warrants of the Company designated as its Warrants to Purchase Common Stock (“Warrants”), limited in aggregate number to 5,645,200 450,000, issued under and in accordance with the Warrant Agreement, dated as of December 15[ ], 2017 2010 (the “Warrant Agreement”), between the Company and American Stock Transfer & Trust Company, LLC, as warrant agent (the “Warrant Agent”, which term includes any successor thereto permitted under the Warrant Agreement), to which the Warrant Agreement and all amendments thereto reference is hereby made for a statement of the respective rights, limitations of rights, duties and immunities thereunder of the Company, the Warrant Agent, the Holders of Warrant Certificates and the owners of the Warrants evidenced thereby and of the terms upon which the Warrant Certificates are, and are to be, countersigned and delivered. A copy of the Warrant Agreement shall be available at all reasonable times at the office of the Warrant Agent for inspection by the Holder hereof. The Warrant Agreement provides that, in addition to certain adjustments to the number of shares of Common Stock into which a Warrant is exercisable and the Exercise Price required to be made in certain circumstances, (x) in the case of any Transaction (other than a Sale Cash Only Transactionas defined in the Warrant Agreement), the Company shall (or, in the case of any Non-Surviving TransactionTransaction (as defined in the Warrant Agreement), the Company shall cause the other Person involved in such Transaction to) execute and deliver to the Warrant Agent a written instrument providing that (i) the Warrants evidenced hereby, if then outstanding, will be exercisable thereafter, during the period the Warrants evidenced hereby shall be exercisable as specified herein, only into the Substituted Securities Property (as defined in the Warrant Agreement) that would have been receivable upon such Transaction by a holder of the number of shares of Common Stock that would have been issued upon exercise of such Warrant if such Warrant had been exercised in full immediately prior to such Sale Transaction (upon certain assumptions specified in the Warrant Agreement), assuming that the Warrants evidenced hereby were exercisable at the time of such Transaction at the Exercise Price as then in effect; and (ii) the rights and obligations of the Company (or, in the case of any Non-Surviving Transaction, the other Person involved in such Transaction) and the holders in respect of Substituted Securities Property shall be substantially unchanged to be as nearly equivalent as may be practicable to the rights and obligations of the Company and Holders in respect of Common Stock and (y) in the case of any Sale Transaction (other than a Sale Securities Only Transaction), (a) if such Sale Transaction is a Sale Cash Only Transaction, the Warrants shall expire, (b) the Company shall deliver specified amounts of cash or, if applicable, non-cash property with respect to any non-securities property received by holders of Common Stock upon such Sale Transaction and (c) if such Sale Transaction is not a Sale Cash Only Transaction, the Exercise Price will be reduced, in each case as more fully specified in the Warrant Agreement. 4 To be removed in the versions of the Warrant Certificates printed in multiple copies for use by the Warrant Agent in preparing Warrants Certificates for issuance and delivery from time to time to holdersStock.

Appears in 1 contract

Samples: Warrant Agreement (Aventine Renewable Energy Holdings Inc)

Warrants to Purchase Common Stock. The Warrants evidenced hereby are one of a duly authorized issue of Warrants of the Company designated as its Series B Warrants to Purchase Common Stock (“Warrants”), limited in aggregate number to 5,645,200 2,418,910 issued under and in accordance with the Warrant Agreement, dated as of December 15September 1, 2017 2020 (the “Warrant Agreement”), between the Company Company, Computershare Inc., a Delaware corporation (“Computershare”), and American Stock Transfer & its wholly-owned subsidiary Computershare Trust Company, LLCN.A., as warrant agent a federally chartered trust company (collectively, the “Warrant Agent”, which term includes any successor thereto permitted under the Warrant Agreement), to which the Warrant Agreement and all amendments thereto reference is hereby made for a statement of the respective rights, limitations of rights, duties and immunities thereunder of the Company, the Warrant Agent, the Holders of Warrant Certificates and the owners of the Warrants evidenced thereby and of the terms upon which the Warrant Certificates are, and are to be, countersigned and delivered. A copy of the Warrant Agreement shall be available at all reasonable times at the office of the Warrant Agent for inspection by the Holder hereof. The Warrant Agreement provides that, in addition to certain adjustments to the number of shares of Common Stock into which a Warrant is exercisable and the Exercise Price required to be made in certain circumstances, (x) in the case of any Transaction (other than a Sale Cash Only Transaction), the Company shall (or, in the case of any Non-Surviving Transaction, the Company shall cause the other Person involved in such Transaction to) to execute and deliver to the Warrant Agent a written instrument providing that (i) the Warrants evidenced hereby, if then outstanding, will be exercisable thereafter, during the period the Warrants evidenced hereby shall be exercisable as specified herein, only into the Substituted Securities that would have been receivable upon such Transaction by a holder of the number of shares of Common Stock that would have been issued upon exercise of such Warrant if such Warrant had been exercised in full immediately prior to such Sale Transaction (upon certain assumptions specified in the Warrant Agreement); and (ii) the rights and obligations of the Company (or, in the case of any Non-Surviving Transaction, the other Person involved in such Transaction) Transaction and the holders in respect of Substituted Securities shall be substantially unchanged to be as nearly equivalent as may be practicable to the rights and obligations of the Company and Holders in respect of Common Stock and (y) in the case of any Sale Transaction (other than a Sale Securities Only Transaction), (a) if such Sale Transaction is a Sale Cash Only Transaction, the Warrants shall expire, (b) the Company shall deliver specified amounts of cash or, if applicable, non-cash property with respect to any non-securities property received by holders of Common Stock upon such Sale Transaction and (c) if such Sale Transaction is not a Sale Cash Only Transaction, the Exercise Price will be reduced, in each case as more fully specified in the Warrant Agreement. 4 To be removed in the versions of the Warrant Certificates printed in multiple copies for use by the Warrant Agent in preparing Warrants Certificates for issuance and delivery from time to time to holdersStock.

Appears in 1 contract

Samples: Warrant Agreement (Whiting Petroleum Corp)

Time is Money Join Law Insider Premium to draft better contracts faster.