Common use of Authorization and Issuance of Warrants Clause in Contracts

Authorization and Issuance of Warrants. On the Second Amendment Effective Date, the Borrower shall issue to the Lenders in accordance with their Pro Rata Shares one or more warrant certificates covering the purchase of 3,053,119 shares of Common Stock of the Borrower substantially in the form of Annex I to the Second Amendment (such certificates, together with the rights to purchase Common Stock of the Borrower provided thereby and all warrant certificates covering such stock issued upon transfer, division or combination of, or in substitution for, any thereof, being herein called the "Warrants"). On each borrowing date following the Second Amendment Effective Date that the Borrower draws a Revolving Loan in an aggregate principal amount of $10,000,000 or more, the Borrower shall issue to the Lenders one or more Warrants in an amount equal to the Lenders' Pro Rata Share of 459,116 (subject to appropriate adjustment in the event of any stock dividend, stock split, combination or other similar recapitalization affecting such shares), 688,673 (subject to appropriate adjustment in the event of any stock dividend, stock split, combination or other similar recapitalization affecting such shares) and 918,231 (subject to appropriate adjustment in the event of any stock dividend, stock split, combination or other similar recapitalization affecting such shares) shares of Common Stock of the Borrower, respectively as of each such subsequent borrowing date. It is understood and agreed that the Warrants contain provisions affecting the number of shares of Common Stock of the Borrower that may be acquired, which provisions are set forth in the Warrants. All such Warrants will have an exercise price equal to an amount not greater than $0.001 per share and will cease to be exercisable on a date that is the fifth anniversary of the Second Amendment Effective Date or as otherwise provided in the Warrants.

Appears in 2 contracts

Sources: Financing Agreement (Xanodyne Pharmaceuticals Inc), Financing Agreement (Xanodyne Pharmaceuticals Inc)