Sale of Shares Below the Conversion Price. (A) If at any time, or from time to time, the Company shall issue or sell Additional Ordinary Shares without consideration or for a consideration per share less than the Series A Conversion Price in effect immediately prior to such issue, then, and in each such case, the Series A Conversion Price shall be reduced, as of the opening of business on the date of such issuance or sale, to a price equal to the price of such Additional Ordinary Shares.
Sale of Shares Below the Conversion Price. (A) Adjustment of Conversion Price Upon Issuance of Additional Ordinary Shares. • In the event the Company shall at any time after the Series C Original Issue Date issue Additional Ordinary Shares, without consideration or for a consideration per share less than the Series C Conversion Price in effect immediately prior to such issue (the “New Subscription Price”), then the Applicable Conversion Price shall be reduced, concurrently with such issue, to the New Subscription Price. • In the event the Company shall at any time after the Series A-1 Original Issue Date, the Series A-2 Original Issue Date, the Series A-3 Original Issue Date or the Series B Original Issue Date, as the case may be, issue Additional Ordinary Shares, without consideration or for a consideration per share less than the Series A-1 Conversion Price, the Series A-2 Conversion Price, the Series A-3 Conversion Price or the Series B Conversion Price, as the case may be, in effect immediately prior to such issue, then the Applicable Conversion Price shall be reduced, concurrently with such issue, to a price (calculated to the nearest one-hundredth of a cent) determined in accordance with the following formula: CP2 = CP1 * (A + B) / (A + C). • For purposes of the foregoing formula, the following definitions shall apply:
Sale of Shares Below the Conversion Price. (A) Adjustment of Conversion Price Upon Issuance of Additional Ordinary Shares.
Sale of Shares Below the Conversion Price. (A) If at any time, or from time to time, the Company shall issue or sell Additional Shares (other than (i) as a subdivision or combination of Ordinary Shares provided for in Section 6.03 (a) above, (ii) as a dividend or other distribution provided for in Section 6.03 (b) above, (iii) the issuance of Additional Shares under the Stock Option Pool or upon the exercise of options thereof, (iv) the conversion of Preferred Shares into Ordinary Shares, (v) the issuance of any Equity Securities upon exercise of any rights or options to acquire such Equity Securities where the Conversion Price in effect immediately prior to the issuance of such rights or options has been adjusted as a result of and in accordance with this Section 6.03,or (vi) the issuance of Additional Shares in a Qualified Public Offering) for a consideration per share less than the Conversion Price in force immediately prior to such issue, then, and in each such case, the Conversion Price shall be reduced, as of the opening of business on the date of such issue or sale, to the price per share received or receivable by the Company for the Additional Shares newly issued or sold by the Company.
Sale of Shares Below the Conversion Price. (A) If at any time, or from time to time, the Company shall issue or sell Additional Shares (other than (i) as a subdivision or combination of Ordinary Shares provided for in Section 6.03 (a) above, (ii) as a dividend or other distribution provided for in Section 6.03 (b) above, (iii) the issuance of Additional Shares under the Stock Option Scheme or upon the exercise of options thereof, (iv) the conversion of Preferred Shares into Ordinary Shares, or (v) the issuance of Additional Shares in a Qualified Public Offering) for a consideration of price per share less than the then-existing Conversion Price, then, and in each such case, the Conversion Price shall be reduced, as of the opening of business on the date of such issue or sale, to the level of the price per share for the Additional Shares newly issued or sold by the Company.
Sale of Shares Below the Conversion Price. (i) Without prior written consent of each holder of Series A Preferred Shares, the Company shall not issue any New Securities for a consideration per share less than the Series A Original Purchase Price plus twenty-three percent (23%) of an internal rate of return, on an annualized basis, for the Series A Original Purchase Price paid by such Investor from the date of Closing to the date of such proposed new issue (adjusted for any share splits, share dividends, combinations, recapitalizations and similar transactions) (the “Floor Price”) on the date the Company fixes the offering price of such New Securities. In case the Company issues any New Securities at a price per share less than the Floor Price (adjusted for any share splits, share dividends, combinations, recapitalizations and similar transactions) on the date the Company fixes the offering price of such New Securities upon prior written consent of all the holders of Series A Preferred Shares, then in each such case the Series A Original Purchase Price prior to the issuance of such New Securities (adjusted for any share splits, share dividends, combinations, recapitalizations and similar transactions) shall be adjusted to the price at which such New Securities are issued and the relevant Series A Preferred Shares or shares converted from such Series A Preferred Shares shall be adjusted to reflect aforesaid adjustment so that the number of additional Series A Preferred Shares shall be such number of shares that is equivalent to the Series A Preferred Shares multiplied by the Floor Price and divided by the offering price per share of such New Securities.
Sale of Shares Below the Conversion Price. (a) If at any time, or from time to time, the Company shall issue or sell Additional Common Shares (other than as a subdivision or combination of Common Shares provided for in sub-clause (A) above and other than as a dividend or other distribution provided for in sub-clause (B) above) for a consideration per share less than the then existing Conversion Price, then the Conversion Price shall be adjusted, as of the opening of business on the date of such issue or sale, to a price equal to the quotient determined by dividing (a) the aggregate consideration received by the Company for Additional Ordinary Shares by (b) the total number of Additional Ordinary Shares issued or sold.
Sale of Shares Below the Conversion Price. If the Company shall issue additional shares for a consideration per share (the “Future Issuance Price”) less than the Conversion Price in effect on the date of, and immediately prior to, such issuance, then and in such event, the Conversion Price shall be reduced concurrently with such issuance to a price equal to the Future Issuance Price.
Sale of Shares Below the Conversion Price. (a) If at any time, or from time to time, the Company shall issue or sell Additional Common Shares (other than as a subdivision or combination of Common Shares provided for in sub-clause (i) above and other than as a dividend or other distribution provided for in sub-clause (ii) above) for a consideration per share less than the then existing Series A Conversion Price, then the Series A Conversion Price shall be reduced, as of the opening of business on the date of such issue or sale, on a weighted average basis, to a price determined by dividing (i) the amount equal to the sum of (x) the Conversion Price immediately prior to such issue or sale multiplied by the number of Common Shares outstanding at the close of business on the day immediately preceding such issue or sale, plus (y) the Conversion Price immediately prior to such issue or sale multiplied by the number of Series A Preferred Shares outstanding at the close of business on the day immediately preceding such issue or sale, plus (z) the aggregate consideration, if any, received or to be received by the Company upon such issuance or sale, by (ii) the number of Common Shares outstanding at the close of business on the date of such issue or sale after giving effect to the issuance of the Additional Common Shares and conversion of the Series A Preferred Shares.
Sale of Shares Below the Conversion Price
