Stock Dividends, Subdivisions and Combinations. Without limiting any provision of Section 3, if the Company, at any time after the Issuance Date, (i) pays a stock dividend on one or more classes of its then outstanding shares of Common Stock or otherwise makes a distribution on any class of capital stock that is payable in shares of Common Stock, (ii) subdivides (by any stock split, stock dividend, recapitalization or otherwise) one or more classes of its then outstanding shares of Common Stock into a larger number of shares or (iii) combines (by combination, reverse stock split or otherwise) one or more classes of its then outstanding shares of Common Stock into a smaller number of shares, then in each such case (A) the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event and (B) the number of shares of Common Stock for which this Warrant is exercisable immediately after the occurrence of any such event shall be adjusted to equal the number of shares of Common Stock which a record holder of the same number of shares of Common Stock for which this Warrant is exercisable immediately prior to the occurrence of such event would own or be entitled to receive after the happening of such event. Any adjustment made pursuant to clause (i) of this paragraph shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution, and any adjustment pursuant to clause (ii) or (iii) of this paragraph shall become effective immediately after the effective date of such subdivision or combination. If any event requiring an adjustment under this paragraph occurs during the period that an Exercise Price is used in any calculation hereunder, then in such calculation such Exercise Price shall be adjusted appropriately to reflect such event.
Appears in 8 contracts
Samples: Securities Purchase Agreement (NanoVibronix, Inc.), Securities Purchase Agreement (NanoVibronix, Inc.), Securities Purchase Agreement (NanoVibronix, Inc.)
Stock Dividends, Subdivisions and Combinations. Without limiting any provision of Section 3, if If the CompanyCompany shall, at any time after the Issuance Dateor from time to time while this Warrant is outstanding, (i) pays pay a stock dividend on one or more classes of its then outstanding shares of Common Stock or otherwise makes make a distribution on any class of capital stock that is payable its Common Stock in shares of Common Stock, (ii) subdivides (by any stock split, stock dividend, recapitalization or otherwise) one or more classes of subdivide its then outstanding shares of Common Stock into a larger greater number of shares or (iii) combines (by combination, reverse stock split or otherwise) one or more classes of combine its then outstanding shares of Common Stock into a smaller number of sharesshares or issue by reclassification of its outstanding shares of Common Stock any shares of its capital stock (including any such reclassification in connection with a consolidation or merger in which the Company is the continuing entity), then in each such case (A) the Exercise Price in effect immediately prior to the date on which such change shall become effective shall be multiplied adjusted by multiplying such Exercise Price by a fraction fraction, the numerator of which the numerator shall be the number of shares of Common Stock outstanding immediately before prior to such event change and the denominator of which the denominator shall be the number of shares of Common Stock outstanding immediately after giving effect to such event change and (B) the number of shares Warrant Shares purchasable upon exercise of Common Stock for which this Warrant is exercisable immediately after the occurrence of any such event shall be adjusted to equal by multiplying the number of shares Warrant Shares purchasable upon exercise of Common Stock which a record holder of the same number of shares of Common Stock for which this Warrant is exercisable immediately prior to the occurrence of date on which such event would own or be entitled to receive after the happening of such event. Any adjustment made pursuant to clause (i) of this paragraph change shall become effective by a fraction, the numerator of which shall be the Exercise Price in effect immediately after prior to the record date for the determination of stockholders entitled to receive on which such dividend or distribution, and any adjustment pursuant to clause (ii) or (iii) of this paragraph change shall become effective and the denominator of which shall be the Exercise Price in effect immediately after the effective date of giving effect to such subdivision or combinationchange, calculated in accordance with clause (A) above. If Such adjustments shall be made successively whenever any event requiring an adjustment under this paragraph occurs during the period that an Exercise Price is used in any calculation hereunder, then in such calculation such Exercise Price listed above shall be adjusted appropriately to reflect such eventoccur.
Appears in 8 contracts
Samples: Share Purchase Agreement (AmeriCann, Inc.), Share Purchase Agreement (AmeriCann, Inc.), Share Purchase Agreement (AmeriCann, Inc.)
Stock Dividends, Subdivisions and Combinations. Without limiting any provision of Section 3, if If the Company, at any time after the Issuance Datewhile this Warrant is outstanding, (i) pays a stock dividend on one or more classes of its then outstanding shares of Common Stock or otherwise makes a distribution on any class of capital stock that is payable in shares of Common Stock, (ii) subdivides (by any stock split, stock dividend, recapitalization or otherwise) one or more classes of its then outstanding shares of Common Stock into a larger number of shares shares, or (iii) combines (by combination, reverse stock split or otherwise) one or more classes of its then outstanding shares of Common Stock into a smaller number of shares, then in each such case (A) case, the Exercise Price shall be adjusted to equal the product of the Exercise Price in effect immediately prior to such event multiplied by a fraction fraction, the numerator of which the numerator shall be is equal to the number of shares of Common Stock outstanding immediately before such prior to the event and the denominator of which the denominator shall be is equal to the number of shares of Common Stock outstanding immediately after such event. Such adjustment shall be made successively whenever any event and (B) listed above shall occur. In addition, the number of shares of Common Stock for which this Warrant is exercisable immediately after the occurrence of any such event shall be adjusted to equal so that the Holder of this Warrant thereafter may exercise this Warrant for the same aggregate number and kind of shares of Common Stock which a record holder capital stock of the same number of shares of Common Stock for which Company that such Holder would have owned immediately following such event if such Holder had exercised this Warrant is exercisable immediately prior to the occurrence of such event would own or be entitled to receive after the happening of such event. Any The adjustment made pursuant to clause (i) of this paragraph shall become effective immediately after the record date for in the determination case of stockholders entitled to receive such a dividend or distribution, distribution and any adjustment pursuant to clause (ii) or (iii) of this paragraph shall become effective immediately after the effective date of such subdivision a subdivision, combination or combination. If any event requiring an adjustment under this paragraph occurs during the period that an Exercise Price is used in any calculation hereunder, then in such calculation such Exercise Price shall be adjusted appropriately to reflect such eventreclassification.
Appears in 1 contract
Samples: Aemetis, Inc
Stock Dividends, Subdivisions and Combinations. Without limiting any provision of Section 3, if the Company, In case at any time after or from time to time the Issuance Date, Company shall: (i) pays a stock dividend on one or more classes issue to the holders of any of its then outstanding shares of Common Stock or otherwise makes a distribution on any class of capital stock that is payable in shares of Common Stock, a dividend payable in, or other distribution of, Common Stock (ii) subdivides (by any stock splita "Stock Dividend"), stock dividend, recapitalization or otherwise) one or more classes of subdivide its then outstanding shares of Common Stock into a larger number of shares or (iii) combines (of Common Stock, including without limitation by combination, reverse means of a stock split (a "Stock Subdivision"), or otherwise) one or more classes of combine its then outstanding shares of Common Stock into a smaller number of shares, then in each such case (A) the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock outstanding (a "Stock Combination"), then the Aggregate Number in effect immediately before such event and of which the denominator prior thereto shall be (1) proportionately increased in the case of a Stock Dividend or a Stock Subdivision and (2) proportionately decreased in the case of a Stock Combination. In the event the Company shall declare or pay, without consideration, any dividend on the Common Stock payable in any right to acquire Common Stock for no consideration, then the Company shall be deemed to have made a Stock Dividend in an amount of shares equal to the maximum number of shares of Common Stock outstanding immediately after such event and (B) the number of shares of Common Stock for which this Warrant is exercisable immediately after the occurrence of any such event shall be adjusted to equal the number of shares of Common Stock which a record holder of the same number of shares of Common Stock for which this Warrant is exercisable immediately prior to the occurrence issuable upon exercise of such event would own or be entitled rights to receive after the happening of such eventacquire Common Stock. Any An adjustment made pursuant to clause (i) of this paragraph Section 6 shall become effective retroactively (x) in the case of any Stock Dividend to a date immediately after following the close of business on the record date for the determination of stockholders holders of shares of Common Stock entitled to receive such dividend or distributionStock Dividend, and any adjustment pursuant to clause (ii) or (iiiy) in the case of this paragraph shall become effective immediately after any such Stock Subdivision to the effective close of business on the date of upon which such subdivision or combination. If any event requiring an adjustment under this paragraph occurs during the period that an Exercise Price is used in any calculation hereunder, then in such calculation such Exercise Price shall be adjusted appropriately to reflect such eventcorporate action becomes effective.
Appears in 1 contract
Samples: Cumulus Media Inc