Adjustment for Common Stock Dividends and Distributions. If the Corporation at any time or from time to time after the Reference Date makes, or fixes a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in Additional Shares of Common or Preferred Stock, in each such event the Conversion Price for the Series B Stock that is then in effect will be decreased as of the time of such issuance or, in the event such record date is fixed, as of the close of business on such record date, by multiplying the Conversion Price then in effect by a fraction (1) the numerator of which is the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date, and (2) the denominator of which is the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus the number of shares of Common Stock issuable in payment of such dividend or distribution; provided, however, that if such record date is fixed and such dividend is not fully paid or if such distribution is not fully made on the date fixed, the applicable Conversion Price will be recomputed accordingly as of the close of business on such record date and thereafter the Conversion Price will be adjusted pursuant to this Section 9.5 to reflect the actual payment of such dividend or distribution.
Appears in 1 contract
Sources: Stock Purchase Agreement (Instant Video Technologies Inc)
Adjustment for Common Stock Dividends and Distributions. If the Corporation at any time or from time to time after the Reference Date makes, or fixes a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in Additional Shares additional shares of Common or Preferred Stock, in each such event the Conversion Price for the Series B F Stock that is then in effect will be decreased as of the time of such issuance or, in the event such record date is fixed, as of the close of business on such record date, by multiplying the Conversion Price then in effect by a fraction (1) the numerator of which is the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date, and (2) the denominator of which is the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus the number of shares of Common Stock issuable in payment of such dividend or distribution; provided, however, that if such record date is fixed and such dividend is not fully paid or if such distribution is not fully made on the date fixedfixed therefor, the applicable Conversion Price will be recomputed accordingly as of the close of business on such record date and thereafter the Conversion Price will be adjusted pursuant to this Section 9.5 4(e) to reflect the actual payment of such dividend or distribution.
Appears in 1 contract
Sources: Unit Purchase Agreement (Instant Video Technologies Inc)
Adjustment for Common Stock Dividends and Distributions. If the Corporation Company at any time or from time to time after the Reference Date makesof Original Issue issues, or fixes a record date for the determination of holders of Common Stock entitled to receive, a dividend or CW941314.1 other distribution payable solely in Additional Shares additional shares of Common or Preferred Stock, in each such event the Conversion Exercise Price for the Series B Stock that is then in effect will shall be decreased as of the time of such issuance or, in the event such record date is fixed, as of the close of business on such record date, by multiplying the Conversion Exercise Price then in effect by a fraction (1i) the numerator of which is the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date, and (2ii) the denominator of which is the sum of the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus the number of shares of Common Stock issuable in payment of such dividend or distribution; provided, however, that if such record date is fixed and such dividend is not fully paid or if such distribution is not fully made on the date fixedfixed therefor, the applicable Conversion Exercise Price will shall be recomputed accordingly as of the close of business on such record date and thereafter the Conversion Exercise Price will shall be adjusted pursuant to this Section 9.5 8(b) to reflect the actual payment of such dividend or distribution.
Appears in 1 contract
Sources: Common Stock Purchase Warrant (Counterpath Solutions, Inc.)