Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Preferred Stock shall at the same time be similarly exchanged or changed into an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for which or into which each share of Common Stock is exchanged or changed. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 15 contracts
Samples: Rights Agreement (Cobra Electronics Corp), Rights Agreement (Edwards Lifesciences Corp), Rights Agreement (Midas Inc)
Consolidation, Merger, etc. In case If the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or or any other property, then in any such case the shares of Series A Preferred Stock shall at the same time be similarly exchanged for or changed into an amount per share (share, subject to the provision for adjustment hereinafter set forth) , equal to 100 1,000 times the aggregate amount of capital stock, securities, cash and/or or any other property (payable in kind)property, as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event If the Corporation shall at any time after the Rights Declaration Date (i) declare pay any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide Stock or effect a subdivision or combination of the outstanding shares of Common Stock (by reclassification or otherwise) into a greater or lesser number of shares of Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 8 contracts
Samples: Rights Agreement (Callidus Software Inc), Rights Agreement (Conrad Industries Inc), Rights Agreement (Horizon Offshore Inc)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or stock, securities, cash and/or or any other property, then in any such case the shares of Series A Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 one thousand (1,000) times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iiiii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 8 contracts
Samples: Rights Agreement (Pegasus Systems Inc), Rights Agreement (Alamosa PCS Holdings Inc), Rights Agreement (Craftmade International Inc)
Consolidation, Merger, etc. In case the Corporation shall enter enters into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares each share of Series A Preferred Stock shall at the same time be similarly exchanged or changed into an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 1,000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for which or into which each share of Common Stock is exchanged or changed. In the event the Corporation shall at any time after the Rights Declaration Date (ia) declare declares any dividend on Common Stock payable in shares of Common Stock, (iib) subdivide subdivides the outstanding Common Stock, Stock or (iiic) combine combines the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 7 contracts
Samples: Stockholder Rights Agreement (Galera Therapeutics, Inc.), Rights Agreement (Veradigm Inc.), Rights Agreement (Veradigm Inc.)
Consolidation, Merger, etc. In case If the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or or any other property, then in any such case the shares of Series A B Preferred Stock shall at the same time be similarly exchanged for or changed into an amount per share (share, subject to the provision for adjustment hereinafter set forth) , equal to 100 times the aggregate amount of capital stock, securities, cash and/or or any other property (payable in kind)property, as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event If the Corporation shall at any time after the Rights Declaration Date (i) declare pay any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide Stock or effect a subdivision or combination of the outstanding shares of Common Stock (by reclassification or otherwise) into a greater or lesser number of shares of Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A B Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 6 contracts
Samples: Rights Agreement (Imclone Systems Inc), Rights Agreement (R H Donnelley Corp), Rights Agreement (Imclone Systems Inc/De)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 6 contracts
Samples: Rights Agreement (Cohu Inc), Rights Agreement (Jni Corp), Rights Agreement (Trident Microsystems Inc)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 1,000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, Stock or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction fraction, the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 5 contracts
Samples: Rights Agreement (Commvault Systems Inc), Rights Agreement (Ion Geophysical Corp), Rights Agreement (Commvault Systems Inc)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Preferred Stock shall at the same time be similarly exchanged or changed into an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 1,000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for which or into which each share of Common Stock is exchanged or changed. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 5 contracts
Samples: Rights Agreement (Mediabistro Inc.), Section 382 Rights Agreement (Broadwind Energy, Inc.), Rights Agreement (Allscripts Healthcare Solutions, Inc.)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or stock, securities, cash and/or or any other property, then in any such case the shares of Series A Preferred Stock shall at the same time be similarly exchanged for or changed into an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 one thousand (1,000) times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iiiii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 5 contracts
Samples: Rights Agreement (InspireMD, Inc.), Rights Agreement (Eagle Materials Inc), Rights Agreement (Centex Construction Products Inc)
Consolidation, Merger, etc. In case the Corporation shall enter -------------------------- into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 1,000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 4 contracts
Samples: Rights Agreement (Extreme Networks Inc), Rights Agreement (Extreme Networks Inc), Rights Agreement (Extreme Networks Inc)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A B Participating Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 10,000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (ia) declare any dividend on Common Stock payable in shares of Common Stock, (iib) subdivide the outstanding Common Stock, or (iiic) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A B Participating Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were are outstanding immediately prior to such event.
Appears in 4 contracts
Samples: Rights Agreement (Agouron Pharmaceuticals Inc), Rights Agreement (Agouron Pharmaceuticals Inc), Rights Agreement (Agouron Pharmaceuticals Inc)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are is exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Junior Participating Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 1,000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Junior Participating Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 4 contracts
Samples: Renewed Rights Agreement (Bentley Pharmaceuticals Inc), Rights Agreement (Bentley Pharmaceuticals Inc), Renewed Rights Agreement (Bentley Pharmaceuticals Inc)
Consolidation, Merger, etc. In case If the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Junior Participating Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Record Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Junior Participating Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 3 contracts
Samples: Shareholder Rights Agreement (Versicor Inc /Ca), Shareholder Rights Agreement (Apex Mortgage Capital Inc), Rights Agreement (Newcastle Investment Corp)
Consolidation, Merger, etc. In case If the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or or any other property, then in any such case the shares of Series A Preferred Stock shall at the same time be similarly exchanged for or changed into an amount per share (share, subject to the provision for adjustment hereinafter set forth) , equal to 100 1000 times the aggregate amount of capital stock, securities, cash and/or or any other property (payable in kind)property, as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event If the Corporation shall at any time after the Rights Declaration Date (i) declare pay any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide Stock or effect a subdivision or combination of the outstanding shares of Common Stock (by reclassification or otherwise) into a greater or lesser number of shares of Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 3 contracts
Samples: Rights Agreement (Aventine Renewable Energy Holdings Inc), Rights Agreement (Abercrombie & Fitch Co /De/), Rights Agreement (At&t Comcast Corp)
Consolidation, Merger, etc. In case If the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Junior Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 1000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event If the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, Stock or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Junior Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 3 contracts
Samples: Rights Agreement (Brunswick Corp), Rights Agreement (Brunswick Corp), Rights Agreement (Casino America Inc)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Junior Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 1,000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Junior Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 3 contracts
Samples: Rights Agreement (Ardent Software Inc), Rights Agreement (Micrion Corp /Ma/), Rights Agreement (Friendly Ice Cream Corp)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A C Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 1,000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A C Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 3 contracts
Samples: Rights Agreement (Quidel Corp /De/), Rights Agreement (Quidel Corp /De/), Rights Agreement (Quidel Corp /De/)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or or any other property, then in any such case the shares of Series A Participating Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 1,000 times the aggregate amount of capital stock, securities, cash and/or and any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Participating Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were are outstanding immediately prior to such event.
Appears in 3 contracts
Samples: Rights Agreement (Logicvision Inc), Rights Agreement (Techwell Inc), Rights Agreement (Clearwater Paper Corp)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the holders of shares of Series A E Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 1,000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Effective Date (i) declare any dividend on the Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, Stock or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A E Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were are outstanding immediately prior to such event.
Appears in 3 contracts
Samples: Rights Agreement (Hawk Corp), Rights Agreement (Hawk Corp), Form of Rights Agreement (Hawk Corp)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Preferred Junior Participating Special Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 1,000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Junior Participating Special Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 3 contracts
Samples: Rights Agreement (Schulman a Inc), Rights Agreement (Schulman a Inc), Rights Agreement (Schulman a Inc)
Consolidation, Merger, etc. In case If the Corporation shall enter into any consolidation, merger, share exchange, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or or any other property, or any combination of the foregoing, then in any such case the shares each share of Series A Preferred Stock shall at the same time be similarly exchanged or changed into an amount per share (share, subject to the provision for adjustment hereinafter set forth) , equal to 100 times the aggregate amount of capital stock, securities, cash and/or or any other property (payable in kind)property, as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event If the Corporation shall at any time after the Rights Declaration Date (i) declare pay any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide Stock or effect a subdivision or combination of the outstanding shares of Common Stock (by reclassification or otherwise) into a greater or lesser number of shares of Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 3 contracts
Samples: Rights Agreement (Investors Title Co), Rights Agreement (Investors Title Co), Rights Agreement (Investors Title Co)
Consolidation, Merger, etc. In case If the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or or any other property, then in any such case the shares of Series A B Preferred Stock shall at the same time be similarly exchanged for or changed into an amount per share (share, subject to the provision for adjustment hereinafter set forth) , equal to 100 1000 times the aggregate amount of capital stock, securities, cash and/or or any other property (payable in kind)property, as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event If the Corporation shall at any time after the Rights Declaration Date (i) declare pay any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide Stock or effect a subdivision or combination of the outstanding shares of Common Stock (by reclassification or otherwise) into a greater or lesser number of shares of Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A B Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 3 contracts
Samples: Rights Agreement (E Trade Group Inc), Rights Agreement (E Trade Group Inc), Rights Agreement (Texas Instruments Inc)
Consolidation, Merger, etc. In case the Corporation Company shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Participating Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 1,000 times the aggregate amount of capital stockshares, securities, cash and/or or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation Company shall at any time after the Rights Dividend Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, Stock or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Participating Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 3 contracts
Samples: Rights Agreement (Global Self Storage, Inc.), Rights Agreement (Global Self Storage, Inc.), Rights Agreement (Bexil Corp)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A B Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A B Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 3 contracts
Samples: Rights Agreement (Usa Technologies Inc), Rights Agreement (Sciclone Pharmaceuticals Inc), Rights Agreement (Invitrogen Corp)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Dividend Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 3 contracts
Samples: Rights Agreement (Sybron Dental Specialties Inc), Rights Agreement (Sybron International Corp), Rights Agreement (Sybron International Corp)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Preferred Stock shall at the same time be similarly exchanged or changed into an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 1000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for which or into which each share of Common Stock is exchanged or changed. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 3 contracts
Samples: Rights Agreement (Neenah Paper Inc), Rights Agreement (Neenah Paper Inc), Rights Agreement (Navigant Consulting Inc)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Participating Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Participating Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 3 contracts
Samples: Rights Agreement (Ucbh Holdings Inc), Rights Agreement (Exogen Inc), Rights Agreement (R H Donnelley Corp)
Consolidation, Merger, etc. In case If the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Preferred Junior Preference Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event If the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, Stock or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Junior Preference Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 3 contracts
Samples: Rights Agreement (Nicor Inc), Rights Agreement (Nicor Inc), Rights Agreement (Nicor Inc)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A RP Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 1,000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A RP Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 2 contracts
Samples: Rights Agreement (Onvia Com Inc), Rights Agreement (Finisar Corp)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Participating Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 1000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Participating Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 2 contracts
Samples: Vonage Holdings Corp, Rights Agreement (Guidant Corp)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or or any other property, then in any such case the shares of Series A Participating Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 1,000 times the aggregate amount of capital stock, securities, cash and/or or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Participating Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were are outstanding immediately prior to such event.
Appears in 2 contracts
Samples: Rights Agreement (Medicinova Inc), Rights Agreement (Fair Isaac & Company Inc)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (share, subject to the provision for adjustment hereinafter set forth) , equal to 100 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare or pay any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide or effect a subdivision or combination or consolidation of the outstanding shares of Common Stock (by reclassification or otherwise) into a greater or lesser number of shares of Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 2 contracts
Samples: Rights Agreement (Federal Signal Corp /De/), Rights Agreement (Federal Signal Corp /De/)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 10,000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, Stock or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction fraction, the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 2 contracts
Samples: Rights Agreement (Abbott Laboratories), Rights Agreement (Abbott Laboratories)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A X Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A X Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 2 contracts
Samples: Stockholder Protection Agreement (Johnston Industries Inc), Stockholder Rights Agreement (Coram Healthcare Corp)
Consolidation, Merger, etc. In case the Corporation Company shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other capital stock or securities, cash and/or any other property, then in any such case the shares of Series A Preferred Stock shall at the same time be similarly exchanged for, or changed into an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation Company shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding shares of Common Stock, or (iii) combine the outstanding shares of Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 2 contracts
Samples: Rights Agreement (Penn National Gaming Inc), Rights Agreement (Penn National Gaming Inc)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A C Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 one hundred times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A C Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 2 contracts
Samples: Rights Agreement (Old Kent Financial Corp /Mi/), Rights Agreement (Old Kent Financial Corp /Mi/)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or stock, securities, cash and/or or any other property, then in any such case the shares of Series A B Preferred Stock shall at the same time be similarly exchanged for or changed into an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 one thousand (1,000) times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iiiii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A B Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 2 contracts
Samples: Rights Agreement (Toreador Resources Corp), Rights Agreement (Vaalco Energy Inc /De/)
Consolidation, Merger, etc. In case the Corporation Company shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A C Participating Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 1,000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation Company shall at any time after the Rights Declaration Date June 29, 1999 (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A C Participating Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 2 contracts
Samples: Shareholder Rights Agreement (Wyndham International Inc), Shareholder Rights Agreement (Wyndham International Inc)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or stock, securities, cash and/or or any other property, then in any such case the shares of Series A Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 ten thousand (10,000) times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iiiii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 2 contracts
Samples: Rights Agreement (Cameron Ashley Building Products Inc), Rights Agreement (Cameron Ashley Building Products Inc)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Junior Participating Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 1,000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Junior Participating Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 2 contracts
Samples: Rights Agreement (Motorcar Parts & Accessories Inc), Rights Agreement (Motorcar Parts & Accessories Inc)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares each share of Series A Preferred Stock shall at the same time be similarly exchanged or changed into an amount per share (share, subject to the provision for adjustment hereinafter set forth) , equal to 100 1,000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare or pay any dividend on the Common Stock payable in shares of Common Stock, (ii) subdivide or effect a subdivision, combination or consolidation of the outstanding shares of Common Stock (by reclassification or otherwise) into a greater or lesser number of shares of Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction fraction, the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 2 contracts
Samples: Rights Agreement (Cubic Corp /De/), Rights Agreement
Consolidation, Merger, etc. In case the Corporation shall -------------------------- enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A X Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A X Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 2 contracts
Samples: Stockholder Protection Agreement (Semtech Corp), Stockholder Protection Agreement (Protein Polymer Technologies Inc)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 1000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common StockStock (by reclassification or otherwise), or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 2 contracts
Samples: Rights Agreement (Cerner Corp /Mo/), Rights Agreement (Cerner Corp /Mo/)
Consolidation, Merger, etc. In case the Corporation Company shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Junior Participating Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 1,000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, into which or for which each Common Share is changed or into which each share of Common Stock is exchanged or changedexchanged. In the event the Corporation Company shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, Stock or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Junior Participating Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 2 contracts
Samples: Rights Agreement (Scientific Atlanta Inc), Rights Agreement (Scientific Atlanta Inc)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination combination, or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or cash, or any other property, then in any such case the shares of Series A Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 1,000 times the aggregate amount of capital stock, securities, cash and/or or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event If the Corporation shall at any time after the Rights Dividend Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to before such event.
Appears in 2 contracts
Samples: Rights Agreement (Jabil Circuit Inc), Rights Agreement (Jabil Circuit Inc)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series Class A Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 1000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common StockStock (by reclassification or otherwise), or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series Class A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 2 contracts
Samples: Rights Agreement (Martin Marietta Materials Inc), Rights Agreement (Olympic Financial LTD)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in to which the preceding sentence with respect to the exchange or change holders of shares of Series A Preferred Stock are entitled as set forth in the preceding sentence, shall be adjusted by multiplying the amount in effect immediately prior to such amount event by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 2 contracts
Samples: Rights Agreement (National Computer Systems Inc), Rights Agreement (National Computer Systems Inc)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A H Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 400 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A H Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were are outstanding immediately prior to such event.
Appears in 2 contracts
Samples: Rights Agreement (Barnes & Noble Inc), Rights Agreement (Barnes & Noble Inc)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare or pay any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide or effect a subdivision or combination of the outstanding shares of Common Stock (by reclassification or otherwise) into a greater or lesser number of shares of Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 2 contracts
Samples: Rights Agreement (Spartan Motors Inc), Rights Agreement (Manatron Inc)
Consolidation, Merger, etc. In case the Corporation shall --------------------------- enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A B Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, Stock or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A B Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 2 contracts
Samples: Combination Agreement (Burlington Northern Santa Fe Corp), Rights Agreement (Burlington Northern Santa Fe Corp)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A B Participating Preferred Stock shall at the same time be similarly exchanged or changed into an in amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A B Participating Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 2 contracts
Samples: Rights Agreement (Bristol Retail Solutions Inc), Rights Agreement (Bristol Retail Solutions Inc)
Consolidation, Merger, etc. In case If the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or or any other property, then in any such case the shares of Series A Preferred Stock shall at the same time be similarly exchanged for or changed into an amount per share (share, subject to the provision for adjustment hereinafter set forth) , equal to 100 200 times the aggregate amount of capital stock, securities, cash and/or or any other property (payable in kind)property, as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event If the Corporation shall at any time after the Rights Declaration Date (i) declare pay any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide Stock or effect a subdivision or combination of the outstanding shares of Common Stock (by reclassification or otherwise) into a greater or lesser number of shares of Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 2 contracts
Samples: Rights Agreement (Thomas & Betts Corp), Rights Agreement (Thomas & Betts Corp)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 10,000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 2 contracts
Samples: Rights Agreement (Quicklogic Corporation), Rights Agreement (Applied Materials Inc /De)
Consolidation, Merger, etc. In case the Corporation Company shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares each share of Series A C Preferred Stock shall at the same time be similarly exchanged or changed into an amount per share (share, subject to the provision for adjustment hereinafter set forth) forth in the following sentence, equal to 100 1,000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation Company shall at any time after effect a subdivision or combination or consolidation of the Rights Declaration Date outstanding shares of Common Stock, by reclassification or otherwise (i) declare any except by payment of a dividend on Common Stock payable in shares of Common Stock), (ii) subdivide the outstanding into a greater or lesser number of shares of Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A C Preferred Stock shall be adjusted by multiplying such amount by a fraction fraction, the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 2 contracts
Samples: Exchange Agreement, Exchange Agreement (Penn National Gaming Inc)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or stock, securities, cash and/or or any other property, then in any such case the shares of Series A C Preferred Stock shall at the same time be similarly exchanged for or changed into an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 one thousand (1,000) times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iiiii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A C Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 2 contracts
Samples: Rights Agreement (Polymedix Inc), Rights Agreement (Polymedix Inc)
Consolidation, Merger, etc. In case the Corporation shall enter into -------------------------- any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A One Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, or (ii) subdivide the outstanding Common Stock, Stock or (iii) combine the outstanding Common Stock into a smaller greater or lesser number of sharesshares of Common Stock, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A One Preferred Stock shall be adjusted by multiplying such amount by a fraction fraction, the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 2 contracts
Samples: Rights Agreement (Armstrong World Industries Inc), Rights Agreement (Armstrong World Industries Inc)
Consolidation, Merger, etc. In case If the ___________________________ Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A B Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event If the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A B Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 2 contracts
Samples: Rights Agreement (Gibson Greetings Inc), Rights Agreement (Gibson Greetings Inc)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series Class A Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 1,000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i1) declare any dividend on Common Stock payable in shares of Common Stock, (ii2) subdivide the outstanding Common Stock, or (iii3) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series Class A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock that are outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 2 contracts
Samples: Rights Agreement (State Financial Services Corp), Rights Agreement (State Financial Services Corp)
Consolidation, Merger, etc. In case the Corporation shall -------------------------- enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or stock, securities, cash and/or or any other property, then in any such case the shares of Series A Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 one thousand (1,000) times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iiiii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 2 contracts
Samples: Rights Agreement (Cellstar Corp), Rights Agreement (Cellstar Corp)
Consolidation, Merger, etc. In case the Corporation Company shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case case, the shares of Series A Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 1,000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged or changed. In the event the Corporation Company shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding shares of Common Stock, Stock or (iii) combine the outstanding shares of Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 2 contracts
Samples: Rights Agreement (Omega Healthcare Investors Inc), Rights Agreement (Omega Healthcare Investors Inc)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 one hundred (100) times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 2 contracts
Samples: Rights Agreement (Dt Industries Inc), Rights Agreement (Omniquip International Inc)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A B Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 1,000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A B Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 2 contracts
Samples: Rights Agreement (Agritope Inc), Rights Agreement (Agritope Inc)
Consolidation, Merger, etc. In case the Corporation Company shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock Shares are exchanged for or changed into other stock shares or securities, cash and/or any other property, then in any such case the shares of Series A Preferred Stock Junior Shares shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 times the aggregate amount of capital stockshares, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock Shares is exchanged changed or changedexchanged. In the event the Corporation Company shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock Shares payable in shares of Common StockShares, (ii) subdivide the outstanding Common StockShares, or (iii) combine the outstanding Common Stock Shares into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock Junior Shares shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock Shares outstanding immediately after such event and the denominator of which is the number of shares of Common Stock Shares that were outstanding immediately prior to such event.
Appears in 1 contract
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A B Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into which for each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A B Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.. A-7
Appears in 1 contract
Samples: Rights Agreement (Manatron Inc)
Consolidation, Merger, etc. In case the Corporation corporation shall enter into any consolidation, merger, combination combination, share exchange or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation corporation shall at any time after the Rights Declaration Date (ia) declare any dividend on Common Stock payable in shares of Common Stock, (iib) subdivide the outstanding Common Stock, or (iiic) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock that are outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 1 contract
Samples: Rights Agreement (Gehl Co)
Consolidation, Merger, etc. In case If the Corporation shall enter into any consolidation, merger, share exchange, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or or any other property, or any combination of the foregoing, then in any such case the shares each share of Series A Preferred Stock shall at the same time be similarly exchanged or changed into an amount per share (share, subject to the provision for adjustment hereinafter set forth) , equal to 100 times the aggregate amount of capital stock, securities, cash and/or or any other property (payable in kind)property, as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event If the Corporation shall at any time after the Rights Declaration Date (i) declare pay any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide Stock or effect a subdivision or combination of the outstanding shares of Common Stock (by reclassification or otherwise) into a greater or lesser number of shares of Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or A-4 change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 1 contract
Consolidation, Merger, etc. In case the Corporation Company shall enter into any consolidation, merger, combination combination, conversion, share exchange or other transaction in which the shares of Common Stock are exchanged for or changed into other stock stock, a member’s interest, a partnership interest, a beneficial interest in a trust or other owner’s interest, or securities, cash and/or any other property, then in any such case the shares each share of Series A C Preferred Stock shall at the same time be similarly exchanged or changed into an amount per share (share, subject to the provision for adjustment hereinafter set forth) , equal to 100 times the aggregate amount of capital stock, a member’s interest, a partnership interest, a beneficial interest in a trust or other owner’s interest, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation Company shall at any time after the Rights Declaration Date (i) declare or pay any dividend on the Common Stock payable in shares of Common Stock, (ii) subdivide or effect a subdivision or combination or consolidation of the outstanding shares of Common Stock (by reclassification or otherwise than by payment of a dividend in shares of Common Stock, or (iii) combine the outstanding Common Stock into a smaller greater or lesser number of sharesshares of Common Stock, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A C Preferred Stock shall be adjusted by multiplying such amount by a fraction fraction, the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 1 contract
Samples: Tax Benefit Preservation Plan (West Coast Bancorp /New/Or/)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind)) , as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare or pay any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide or effect a subdivision or combination of the outstanding shares of Common Stock (by reclassification or otherwise) into a greater or lesser number of shares of Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 1 contract
Consolidation, Merger, etc. In case the Corporation shall enter enters into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares each share of Series A Preferred Stock shall at the same time be similarly exchanged or changed into an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 1,000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for which or into which each share of Common Stock is exchanged or changed. In the event the Corporation shall at any time after the Rights Declaration Date (ia) declare declares any dividend on Common Stock payable in shares of Class A Common Stock, (iib) subdivide subdivides the outstanding Common Stock, Stock or (iiic) combine combines the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 1 contract
Samples: Stockholder Rights Agreement (Purple Innovation, Inc.)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination combination, share exchange or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 1,000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration First Issuance Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 1 contract
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Preferred Stock Junior Shares shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding shares of Common Stock, or (iii) combine the outstanding shares of Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock Junior Shares shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 1 contract
Samples: Rights Agreement (Consol Energy Inc)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other capital stock or securities, cash and/or any other property, then in any such case the shares of Series A B Preferred Stock shall at the same time be similarly exchanged or changed into an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 2,000 times the aggregate per share amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for which or into which each share of Common Stock is exchanged or changed. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A B Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 1 contract
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A C Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A C Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were are outstanding immediately prior to such event.
Appears in 1 contract
Samples: Rights Agreement (Nuevo Energy Co)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Junior Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Record Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding shares of Common Stock, or (iii) combine the outstanding shares of Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Junior Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 1 contract
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare or pay any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide or effect a subdivision or combination of the outstanding shares of Common Stock (by -7- reclassification or otherwise) into a greater or lesser number of shares of Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
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Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock Shares are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Junior Participating Preferred Stock Shares shall at the same time be similarly exchanged ex- changed or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 100,000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, into which or for which each Common Share is changed or into which each share of Common Stock is exchanged or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock Shares payable in shares of Common StockShares, (ii) subdivide the outstanding Common StockShares, or (iii) combine the outstanding Common Stock Shares into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Junior Participating Preferred Stock Shares shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock Shares outstanding immediately after such event and the denominator of which is the number of shares of Common Stock Shares that were outstanding immediately prior to such event.
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Consolidation, Merger, etc. In case If the Corporation Company shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or or any other property, then in any such case the shares of Series A Preferred Stock shall at the same time be similarly exchanged for or changed into an amount per share (share, subject to the provision for adjustment hereinafter set forth) , equal to 100 times the aggregate amount of capital stock, securities, cash and/or or any other property (payable in kind)property, as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In If the event the Corporation Company shall at any time after the Rights Declaration Date (i) declare pay any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide Stock or effect a subdivision or combination of the outstanding shares of Common Stock (by reclassification or otherwise) into a greater or lesser number of shares of Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
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Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination combination, conversion, share exchange or other transaction in which the shares of Common Stock are exchanged for or changed into other stock stock, a member’s interest, a partnership interest, a beneficial interest in a trust or other owner’s interest, or securities, cash and/or any other property, then in any such case the shares each share of Series A B Preferred Stock shall at the same time be similarly exchanged or changed into an amount per share (share, subject to the provision for adjustment hereinafter set forth) , equal to 100 times the aggregate amount of capital stock, a member’s interest, a partnership interest, a beneficial interest in a trust or other owner’s interest, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare or pay any dividend on the Common Stock payable in shares of Common Stock, (ii) subdivide or effect a subdivision or combination or consolidation of the outstanding shares of Common Stock (by reclassification or otherwise than by payment of a dividend in shares of Common Stock, or (iii) combine the outstanding Common Stock into a smaller greater or lesser number of sharesshares of Common Stock, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A B Preferred Stock shall be adjusted by multiplying such amount by a fraction fraction, the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 1 contract
Samples: Century Aluminum Co
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A B Participating Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A B Participating Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
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Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A D Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 one hundred (100) times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A D Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 1 contract
Samples: Rights Agreement (Marketspan Corp)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 1,000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.of
Appears in 1 contract
Samples: Rights Agreement (Virage Inc)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 1 contract
Samples: Rights Agreement (Renex Corp)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 1,000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were are outstanding immediately prior to such event.
Appears in 1 contract
Samples: Rights Agreement (Gamestop Corp)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Preferred Stock Shares shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding shares of Common Stock, or (iii) combine the outstanding shares of Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock Shares shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 1 contract
Samples: Rights Agreement (Sunsource Inc)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination combination, or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A C Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 times the aggregate amount of capital stock, securities, cash and/or or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event If the Corporation shall at any time after the Rights Dividend Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A C Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to before such event.
Appears in 1 contract
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or stock, securities, cash and/or or any other property, then in any such case the shares of Series A B Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 one thousand (1,000) times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iiiii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A B Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 1 contract
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A B Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into which for each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A B Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 1 contract
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A B Serial Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 the Formula Number times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A B Serial Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event. In the event both this Section 4(G) and Section 4(B) appear to apply to the same transaction, this Section 4(G) will control.
Appears in 1 contract
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A B Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A B Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were are outstanding immediately prior to such event.
Appears in 1 contract
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A each Preferred Stock Share shall at the same time be similarly exchanged or changed into an amount per share (share, subject to the provision for adjustment hereinafter set forth) , equal to 100 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) December 17, 1998, declare or pay any dividend on the Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine effect a subdivision or combination or consolidation of the outstanding Common Stock (by reclassification or otherwise) into a smaller greater or lesser number of sharesshares of Common Stock, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock Shares shall be adjusted by multiplying such amount by a fraction fraction, the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 1 contract
Samples: Rights Agreement (Cyberoptics Corp)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A B Preferred Stock shall at the same time be similarly exchanged or changed into an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 1000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for which or into which each share of Common Stock is exchanged or changed. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A B Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 1 contract
Consolidation, Merger, etc. In case the Corporation shall enter into any -------------------------- consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or or any other property, then in any such case the shares of Series A Participating Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 1,000 times the aggregate amount of capital stock, securities, cash and/or or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Participating Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were are outstanding immediately prior to such event.
Appears in 1 contract
Consolidation, Merger, etc. In case the Corporation shall enter into -------------------------- any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A G Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A G Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 1 contract
Samples: Rights Agreement (Ikos Systems Inc)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 10,000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were are outstanding immediately prior to such event.
Appears in 1 contract
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A B Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, Stock or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A B Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 1 contract
Samples: Rights Agreement (Burlington Northern Santa Fe Corp)
Consolidation, Merger, etc. In case the Corporation Company shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A B Preferred Stock shall at the same time be similarly exchanged or changed into an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 1,000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for which or into which each share of Common Stock is exchanged or changed. In the event the Corporation Company shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A B Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 1 contract
Samples: Section 382 Rights Agreement (Winland Electronics Inc)
Consolidation, Merger, etc. In case If the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or or any other property, then in any such case the shares of Series A E Preferred Stock shall at the same time be similarly exchanged for or changed into an amount per share (share, subject to the provision for adjustment hereinafter set forth) , equal to 100 times the aggregate amount of capital stock, securities, cash and/or or any other property (payable in kind)property, as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event If the Corporation shall at any time after the Rights Declaration Date (i) declare pay any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide Stock or effect a subdivision or combination of the outstanding shares of Common Stock (by reclassification or otherwise) into a greater or lesser number of shares of Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A E Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.
Appears in 1 contract
Samples: Rights Agreement (Whittaker Corp)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A B Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 1,000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A B Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.of
Appears in 1 contract
Samples: Rights Agreement (Axt Inc)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Capital Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A One Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Capital Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Capital Stock payable in shares of Common Capital Stock, or (ii) subdivide the outstanding Common Stock, Capital Stock or (iii) combine the outstanding Common Capital Stock into a smaller greater or lesser number of sharesshares of Capital Stock, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A One Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Capital Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Capital Stock that were outstanding immediately prior to such event.
Appears in 1 contract
Samples: Rights Agreement (Kennametal Inc)
Consolidation, Merger, etc. In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Preferred Stock shall at the same time be similarly exchanged or changed into in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to 100 5,000 times the aggregate amount of capital stock, securities, cash and/or any other property (payable in kind), as the case may be, for into which or into for which each share of Common Stock is exchanged changed or changedexchanged. In the event the Corporation shall at any time after the Rights Declaration Date (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were are outstanding immediately prior to such event.
Appears in 1 contract
Samples: Rights Agreement (Nucor Corp)
