Adjustment for Certain Dividends and Distributions. In the event the Company at any time or from time to time after the Original Issue Date shall make or issue a dividend or other distribution payable in shares of Common Stock, then and in each such event the Purchase Price shall be decreased as of the time of such issuance, by multiplying the Purchase Price by a fraction, the numerator of which shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance, and the denominator of which shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance plus the number of shares of Common Stock issuable in payment of such dividend or distribution.
Appears in 8 contracts
Sources: Securities Purchase Agreement (Capco Energy Inc), Securities Purchase Agreement (Arena Resources Inc), Warrant Agreement (Universal Guaranty Life Insurance CO)
Adjustment for Certain Dividends and Distributions. In the event the Company Corporation at any time or from time to time after the Original Issue Date shall make or issue issue, a dividend or other distribution payable in shares Additional Shares of Common Stock, then and in each such event the Purchase Series B Conversion Price shall be decreased as of the time of such issuance, by multiplying the Purchase Series B Conversion Price by a fraction, :
(1) the numerator of which shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance, and and
(2) the denominator of which shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance plus the number of shares of Common Stock issuable in payment of such dividend or distribution.
Appears in 5 contracts
Sources: Standby Agreement (Tannebaum Theodore), Standby Agreement (Scott Timothy PHD), Standby Agreement (Photogen Technologies Inc)
Adjustment for Certain Dividends and Distributions. In the event the Company at any time or from time to time after the Original Issue Date shall make or issue a dividend or other distribution payable in shares Additional Shares of Common Stock, then and in each such event the Purchase Conversion Price shall be decreased as of the time of such issuance, by multiplying the Purchase such Conversion Price by a fraction, the numerator of which shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance, issuance and the denominator of which shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance plus the number of shares such Additional Shares of Common Stock issuable in payment of such dividend or distribution.
Appears in 2 contracts
Sources: Note Purchase Agreement (Quokka Sports Inc), Note Purchase Agreement (Quokka Sports Inc)
Adjustment for Certain Dividends and Distributions. In the event the Company at any time or from time to time after the Original Issue Date shall make or issue a dividend or other distribution payable in shares Additional Shares of Common Stock, then and in each such event the Purchase Conversion Price shall be decreased as of the time of such issuance, by multiplying the Purchase such Conversion Price by a fraction, the numerator of which shall be the total number of shares of Common Stock issued and outstanding outstanding, on a fully diluted basis, immediately prior to the time of such issuance, issuance and the denominator of which shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance plus the number of shares such Additional Shares of Common Stock issuable in payment of such dividend or distribution.
Appears in 1 contract
Sources: Convertible Junior Subordinated Promissory Note (Gartner Group Inc)