Adjustment for Reclassification, Exchange and Substitution. If at any time or from time to time after the Original Issue Date, the Class A Common Stock issuable upon the conversion of any shares of Series B Preferred Stock is changed into the same or a different number of shares of any class or classes of stock of the Corporation, whether by recapitalization, reclassification, or otherwise (other than by a stock split or combination, dividend, distribution, merger or consolidation covered by Sections 4.4, 4.5, 4.6 or 4.8 or in a Deemed Liquidation Event), then in any such event each holder of outstanding Series B Preferred Stock shall have the right thereafter to convert such stock into the kind and amount of stock and other securities receivable upon such recapitalization, reclassification or other change by holders of the number of shares of Class A Common Stock into which such outstanding shares of Series B Preferred Stock could have been converted immediately prior to such recapitalization, reclassification or change.
Appears in 2 contracts
Sources: Securities Purchase Agreement and Investor Agreement (SK Ecoplant Co., Ltd.), Securities Purchase Agreement and Investor Agreement (Bloom Energy Corp)
Adjustment for Reclassification, Exchange and Substitution. If at any time or from time to time after the Original Issue Date, the Class A Common Stock issuable upon the conversion of any shares of Series B A Preferred Stock is changed into the same or a different number of shares of any class or classes of stock of the Corporation, whether by recapitalization, reclassification, or otherwise (other than by a stock split or combination, dividend, distribution, merger or consolidation covered by Sections 4.4, 4.5, 4.6 or 4.8 or in a Deemed Liquidation Event), then in any such event each holder of outstanding Series B A Preferred Stock shall have the right thereafter to convert such stock into the kind and amount of stock and other securities receivable upon such recapitalization, reclassification or other change by holders of the number of shares of Class A Common Stock into which such outstanding shares of Series B A Preferred Stock could have been converted immediately prior to such recapitalization, reclassification or change.
Appears in 2 contracts
Sources: Securities Purchase Agreement (SK Ecoplant Co., Ltd.), Securities Purchase Agreement (Bloom Energy Corp)
Adjustment for Reclassification, Exchange and Substitution. If In the event that, at any time or from time to time after the Original Issue Date, the Class A Common Stock issuable upon the conversion of any shares of the Series B A Preferred Stock is changed into the same or a different number of shares of any class or classes of stock of the Corporationstock, whether by recapitalization, reclassification, reclassification or otherwise (other than by a subdivision or combination of shares or stock split dividend or combinationa reorganization, dividendmerger, distributionconsolidation or sale of assets, merger or consolidation covered by Sections 4.4, 4.5, 4.6 or 4.8 or provided for elsewhere in a Deemed Liquidation Eventthis Section A.5), then and in any such event each holder of outstanding Series B A Preferred Stock shall have the right thereafter to convert such stock Series A Preferred Stock into the kind and amount of stock and other securities and property receivable upon such recapitalization, reclassification or other change change, by holders of the number of shares of Class A Common Stock into which such outstanding shares of Series B A Preferred Stock could have been converted immediately prior to such recapitalization, reclassification or change, all subject to further adjustment as provided herein.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Radical Holdings Lp), Securities Purchase Agreement (Immediatek Inc)
Adjustment for Reclassification, Exchange and Substitution. If In the event that at any time or from time to time after the Original Issue Date, the Class A Common Stock or other securities as provided herein issuable upon the conversion of any shares of the Series B C Preferred Stock is are changed into the same or a different number of shares of any class or classes of stock of the Corporationstock, whether by recapitalization, reclassification, reclassification or otherwise (other than by a subdivision or combination of shares or stock split dividend or combinationa reorganization, dividendmerger, distributionconsolidation or sale of assets, merger or consolidation covered by Sections 4.4, 4.5, 4.6 or 4.8 or provided for elsewhere in a Deemed Liquidation Event)this Section 8), then and in any such event each holder of outstanding Series B C Preferred Stock shall have the right thereafter to convert such stock Series C Preferred Stock into the kind and amount of stock and other securities and property receivable upon such recapitalization, reclassification or other change change, by holders of the number of shares of Class A Common Stock or other securities as provided herein into which such outstanding shares of Series B C Preferred Stock could have been converted immediately prior to such recapitalization, reclassification or change, all subject to further adjustment as provided herein.
Appears in 1 contract
Sources: Investment Agreement (Omega Healthcare Investors Inc)
Adjustment for Reclassification, Exchange and Substitution. If In the event that at any time or from time to time after the Original Issue Date, the Class A Arch Common Stock issuable deliverable upon the conversion exchange of any shares of the Series B Preferred A Stock is changed into the same or a different number of shares of any class or classes of stock shares of the Corporationstock, whether by recapitalization, reclassification, reclassification or otherwise (other than by a subdivision or combination of shares or stock split dividend or combinationa reorganization, dividendmerger, distributionconsolidation or sale of assets, merger or consolidation covered by Sections 4.4, 4.5, 4.6 or 4.8 or provided for elsewhere in a Deemed Liquidation Eventthis Section 3), then and in any such event each holder of outstanding Series B Preferred A Stock shall have the right thereafter to convert exchange such stock into Series A Stock for the kind and amount of stock and other securities and property receivable upon such recapitalization, reclassification or other change change, by holders of the number of shares of Class A Arch Common Stock into for which such outstanding shares of Series B Preferred A Stock could have been converted exchanged immediately prior to such recapitalization, reclassification or change, all subject to further adjustment as provided herein.
Appears in 1 contract
Sources: Exchange Agreement (Arch Communications Group Inc /De/)
Adjustment for Reclassification, Exchange and Substitution. If In the event that, at any time or from time to time after the Original Issue Date, the Class A Common Stock issuable upon the conversion of any shares of the Series B Preferred Stock is changed into the same or a different number of shares of any class or classes of stock of the Corporationstock, whether by recapitalization, reclassification, reclassification or otherwise (other than by a subdivision or combination of shares or stock split dividend or combinationa reorganization, dividendmerger, distributionconsolidation or sale of assets, merger or consolidation covered by Sections 4.4, 4.5, 4.6 or 4.8 or provided for elsewhere in a Deemed Liquidation Eventthis Section A.5), then and in any such event each holder of outstanding Series B Preferred Stock shall have the right thereafter to convert such stock Series B Preferred Stock into the kind and amount of stock and other securities and property receivable upon such recapitalization, reclassification or other change change, by holders of the number of shares of Class A Common Stock into which such outstanding shares of Series B Preferred Stock could have been converted immediately prior to such recapitalization, reclassification or change, all subject to further adjustment as provided herein.
Appears in 1 contract
Adjustment for Reclassification, Exchange and Substitution. If In the event that, at any time or from time to time after the Original Issue Date, the Class A Common Stock issuable upon the conversion of any shares of the Series B A Preferred Stock is changed into the same or a different number of shares of any class or classes of stock of the Corporationstock, whether by recapitalization, reclassification, reclassification or otherwise (other than by a subdivision or combination of shares or stock split dividend or combinationa reorganization, dividendmerger, distributionconsolidation or sale of assets, merger or consolidation covered by Sections 4.4, 4.5, 4.6 or 4.8 or provided for elsewhere in a Deemed Liquidation Eventthis Section A.4), then and in any such event each holder of outstanding Series B A Preferred Stock shall have the right thereafter to convert such stock Series A Preferred Stock into the kind and amount of stock and other securities and property receivable upon such recapitalization, reclassification or other change change, by holders of the number of shares of Class A Common Stock into which such outstanding shares of Series B A Preferred Stock could have been converted immediately prior to such recapitalization, reclassification or change, all subject to further adjustment as provided herein.
Appears in 1 contract
Sources: Securities Purchase Agreement (Radical Holdings Lp)
Adjustment for Reclassification, Exchange and Substitution. If at any time or from time to time after the Original Issue Date, the Class A Common Stock issuable upon the conversion exchange of any shares of the Series B A Preferred Stock is changed into the same or a different number of shares of any class or classes of stock of the Corporationstock, whether by recapitalization, reclassification, reclassification or otherwise (other than by an Exchange Common Stock Event or a stock split or combination, dividend, distributionreorganization, merger merger, consolidation or consolidation covered by Sections 4.4, 4.5, 4.6 or 4.8 or sale of assets provided for elsewhere in a Deemed Liquidation Eventthis Section 3), then in any such event each holder of outstanding Series B A Preferred Stock shall have the right thereafter to convert exchange such stock Series A Preferred Stock into the kind and amount of stock and other securities and property receivable upon such recapitalization, reclassification or other change by holders of the number of shares of Class A Exchange Common Stock into which such outstanding shares of Series B A Preferred Stock could have been converted exchanged immediately prior to such recapitalization, reclassification or change, all subject to further adjustment as provided herein or with respect to such other securities or property by the terms thereof.
Appears in 1 contract
Adjustment for Reclassification, Exchange and Substitution. If In the event that at any time or from time to time after the Original Issue Date, the Class A Common Stock issuable upon the conversion of any shares of the Series B F Preferred Stock is changed into the same or a different number of shares of any class or classes of stock of the Corporationstock, whether by recapitalization, reclassification, reclassification or otherwise (other than by a subdivision or combination of shares or stock split dividend or combinationa reorganization, dividendmerger, distributionconsolidation or sale of assets, merger or consolidation covered by Sections 4.4, 4.5, 4.6 or 4.8 or provided for elsewhere in a Deemed Liquidation Eventthis Section 7), then and in any such event each holder of outstanding Series B F Preferred Stock shall have the right thereafter to convert such stock into the kind and amount of stock and other securities and property receivable upon such recapitalization, reclassification or other change change, by holders of the maximum number of shares of Class A Common Stock into which such outstanding shares of Series B F Preferred Stock could have been converted immediately prior to such recapitalization, reclassification or change, all subject to further adjustment as provided herein.
Appears in 1 contract
Sources: Purchase and Registration Rights Agreement (Aegis Communications Group Inc)
Adjustment for Reclassification, Exchange and Substitution. If at any time time, or from time to time after the Original Issue Date, the Class A Common Stock issuable upon the conversion of any shares of the Series A Preferred Stock and Series B Preferred Stock is changed into the same or a different number of shares of any class or classes of stock of the Corporationstock, whether by recapitalization, reclassification, reclassification or otherwise (other than by a Common Stock Event or a stock split or combination, dividend, distributionreorganization, merger merger, or consolidation covered by Sections 4.4, 4.5, 4.6 or 4.8 or provided for elsewhere in a Deemed Liquidation Eventthis Section 6), then in any such event each holder of outstanding Series A Preferred Stock and Series B Preferred Stock shall have the right thereafter to convert such stock into the kind and amount of stock and other securities and property receivable upon such recapitalization, reclassification or other change by holders of the number of shares of Class A Common Stock into which such outstanding shares of Series A Preferred Stock and Series B Preferred Stock could have been converted immediately prior to such recapitalization, reclassification or change, all subject to further adjustment as provided herein or with respect to such other securities or property by the terms thereof.
Appears in 1 contract
Sources: Series B Convertible Preferred Stock Purchase Agreement (Cancer Genetics, Inc)
Adjustment for Reclassification, Exchange and Substitution. If at any time or from time to time after the Original Issue DateReference Date of the Series F Stock, the Class A Common Stock issuable upon the conversion of any shares such series of Series B Preferred Stock is changed into the same or a different number of shares of any class or classes of stock of the Corporationstock, whether by recapitalization, reclassification, reclassification or otherwise (other than by a subdivision or combination of shares or stock split dividend or combinationa reorganization, dividendmerger, distribution, merger consolidation or consolidation covered by Sections 4.4, 4.5, 4.6 sale of assets provided for elsewhere in this Section 4 or 4.8 or in a Deemed Liquidation EventSection 3(b)), then in any such event each holder of outstanding Series B such series of Preferred Stock shall will have the right thereafter to convert such stock into the kind and amount of stock and other securities and property receivable upon such recapitalization, reclassification or other change by holders of the maximum number of shares of Class A Common Stock into which such outstanding shares of Series B Preferred F Stock could have been converted immediately prior to such recapitalization, reclassification or change, all subject to further adjustment as provided herein or with respect to such other securities or property by the terms thereof.
Appears in 1 contract
Sources: Unit Purchase Agreement (Instant Video Technologies Inc)
Adjustment for Reclassification, Exchange and Substitution. If at any time or from time to time after the Original Initial Issue Date, Date for the Class A Series E Convertible Preferred Stock the Common Stock issuable upon the conversion of any shares of the Series B E Convertible Preferred Stock is changed into the same or a different number of shares of any class or classes of stock of the Corporation, whether by recapitalization, reclassification, or otherwise (other than by a stock split or combination, dividend, distribution, merger or consolidation covered by Sections 4.43.3, 4.53.4, 4.6 3.5, or 4.8 or in a Deemed Liquidation Event3.7), then in any such event each holder of outstanding the Series B E Convertible Preferred Stock shall have the right thereafter to convert such stock into the kind and amount of stock and other securities and property receivable upon such recapitalization, reclassification or other change by holders of the number of shares of Class A Common Stock into which such outstanding shares of the Series B E Convertible Preferred Stock could have been converted immediately prior to such recapitalization, reclassification or change.
Appears in 1 contract
Sources: Securities Purchase Agreement (Windtree Therapeutics Inc /De/)
Adjustment for Reclassification, Exchange and Substitution. If at any time or from time to time after the Original Issue Date, Date the Class A Common Stock issuable upon the conversion of any shares of the Series B J Preferred Stock is changed into the same or a different number of shares of any class or classes of stock of the Corporationstock, whether by recapitalization, reclassification, reclassification or otherwise (other than by an Acquisition or Asset Transfer or a stock split or dividend, combination, dividendsplit, distribution, merger recapitalization or consolidation covered by Sections 4.4, 4.5, 4.6 or 4.8 or other transaction for which adjustment to the Series J Conversion Price is provided elsewhere in a Deemed Liquidation Eventthis Section 4.3(f)), then in any such event each holder of outstanding Series B J Preferred Stock shall will have the right thereafter to convert such stock into the kind and amount of stock and other securities and property receivable upon such recapitalization, reclassification or other change by holders of the maximum number of shares of Class A Common Stock into which such outstanding shares of Series B J Preferred Stock could have been converted immediately prior to such recapitalization, reclassification or change, all subject to further adjustment as provided herein or with respect to such other securities or property by the terms thereof.
Appears in 1 contract
Sources: Series J Preferred Stock Purchase Agreement (Emed Technologies Corp)
Adjustment for Reclassification, Exchange and Substitution. If In the event that at any time or from time to time after the Original Issue Issuance Date, the Class A Common Stock issuable upon the conversion of any shares of the Series B A Preferred Stock is changed into the same or a different number of shares of any class or classes of stock of the Corporationstock, whether by recapitalization, reclassification, reclassification or otherwise (other than by a subdivision or combination of shares of stock split dividend or combinationa reorganization, dividendmerger, distributionconsolidation or sale or assets, merger or consolidation covered by Sections 4.4, 4.5, 4.6 or 4.8 or provided for elsewhere in a Deemed Liquidation Event)this Section 8), then and in any such event each holder of outstanding Series B A Preferred Stock shall have the right thereafter to convert such stock Series A Preferred Stock into the kind and amount of stock and other securities and property receivable upon such recapitalization, reclassification or other change change, by holders of the maximum number of shares of Class A Common Stock into which such outstanding shares of Series B A Preferred Stock could have been converted immediately prior to such recapitalization, reclassification or change, all subject to further adjustment as provided herein.
Appears in 1 contract
Sources: Series a Cumulative Convertible Preferred Stock Purchase Agreement (Monsterdaata Com Inc)
Adjustment for Reclassification, Exchange and Substitution. If at any time or from time to time after the Original Issue Date, the Class A Common Stock issuable upon the conversion of any shares of the Series B A Preferred Stock is changed into the same or a different number of shares of any class or classes of stock of the Corporationstock, whether by recapitalization, reclassification, reclassification or otherwise (other than by a subdivision or combination of shares or stock split or combination, dividend, distributionprovided for elsewhere in this Section 6, or a merger or consolidation covered by Sections 4.4of the Company with or into another corporation, 4.5or the sale of all or substantially all the Company’s assets to another person) then, 4.6 or 4.8 or in a Deemed Liquidation Event), then and in any such event event, each holder of outstanding Series B A Preferred Stock shall have the right thereafter to convert such stock into the kind and amount of stock and other securities and property receivable upon such recapitalizationreorganization, reclassification or other change change, by holders of the number of shares of Class A Common Stock into which such outstanding shares of Series B A Preferred Stock could might have been converted immediately prior to such recapitalizationreorganization, reclassification or change, all subject to further adjustment as provided herein.
Appears in 1 contract
Sources: Credit Agreement (Inamed Corp)
Adjustment for Reclassification, Exchange and Substitution. If at any time or from time to time after the Original Issue Date, the Class A Common Stock issuable upon the conversion of any shares of the Series B A Convertible Preferred Stock is changed into the same or a different number of shares of any class or classes of stock of the Corporationstock, whether by recapitalization, reclassification, reclassification or otherwise (other than by a subdivision or combination of shares or stock split dividend or combinationa reorganization, dividendmerger, distributionconsolidation or sale of assets, merger or consolidation covered by Sections 4.4, 4.5, 4.6 or 4.8 provided for elsewhere in this Section 6 or in a Deemed Liquidation Event), Section 4.2) then and in any such event each holder of outstanding Series B A Convertible Preferred Stock shall have the right thereafter to convert such stock into the kind and amount of stock and other securities and property receivable upon such recapitalizationreorganization, reclassification or other change change, by holders of the number of shares of Class A Common Stock into which such outstanding shares of Series B A Convertible Preferred Stock could might have been converted immediately prior to such recapitalizationreorganization, reclassification or change, all subject to further adjustment as provided herein.
Appears in 1 contract
Adjustment for Reclassification, Exchange and Substitution. If at any time or from time to time after the Original Issue Date, Date for a series of Preferred Stock the Class A Common Stock issuable upon the conversion of any shares such series of Series B Preferred Stock is changed into the same or a different number of shares of any class or classes of stock of the Corporation, whether by recapitalization, reclassification, or otherwise (other than by a stock split or combination, dividend, distribution, merger or consolidation covered by Sections 4.4, 4.5, 4.6 or 4.8 or in by Section 2.3 regarding a Deemed Liquidation Event), then in any such event each holder of outstanding Series B such series of Preferred Stock shall have the right may thereafter to convert such stock into the kind and amount of stock and other securities and property receivable upon such recapitalization, reclassification or other change by holders of the number of shares of Class A Common Stock into which such outstanding shares of Series B Preferred Stock could have been converted immediately prior to such recapitalization, reclassification or change.
Appears in 1 contract
Sources: Investors’ Rights Agreement
Adjustment for Reclassification, Exchange and Substitution. If at any time or from time to time after the Original Issue Date, Date for a series of Preferred Stock the Class A Common Stock issuable upon the conversion of any shares such series of Series B Preferred Stock is changed into the same or a different number of shares of any class or classes of stock of the Corporation, whether by recapitalization, reclassification, or otherwise (other than by a stock split or combination, dividend, distribution, merger or consolidation covered by Sections 4.43.5, 4.53.6, 4.6 3.7 or 4.8 3.9 or in by Section 1.6 regarding a Deemed Liquidation Event), then in any such event each holder of outstanding Series B such series of Preferred Stock shall have the right may thereafter to convert such stock into the kind and amount of stock and other securities and property receivable upon such recapitalization, reclassification or other change by holders of the number of shares of Class A Common Stock into which such outstanding shares of Series B Preferred Stock could have been converted immediately prior to such recapitalization, reclassification or change.
Appears in 1 contract
Sources: Series D Preferred Stock Purchase Agreement (Caladrius Biosciences, Inc.)
Adjustment for Reclassification, Exchange and Substitution. If at any time or from time to time after the Original Issue Date, Date the Class A Common Stock issuable upon the conversion of any shares of the Series B A Preferred Stock is changed into the same or a different number of shares of any class or classes of stock of the Corporationstock, whether by recapitalization, reclassification, reclassification or otherwise (other than by an acquisition or asset transfer or a subdivision or combination of shares or stock split dividend or combinationa reorganization, dividendmerger, distribution, merger consolidation or consolidation covered by Sections 4.4, 4.5, 4.6 or 4.8 or sale of assets provided for elsewhere in a Deemed Liquidation Eventthis Section 3.2(g)(v)), then in any such event each holder of outstanding Series B Preferred Stock Holder shall have the right thereafter to convert such stock Holder’s shares of Series A Preferred into the kind and amount of stock and other securities and property receivable upon such recapitalization, reclassification or other change by holders of the number of shares of Class A Common Stock into which such outstanding shares of Series B A Preferred Stock could have been converted immediately prior to such recapitalization, reclassification or change, all subject to further adjustment as provided herein or with respect to such other securities or property by the terms thereof.
Appears in 1 contract
Sources: Restructuring Agreement (Ener1 Inc)