Common use of Certain Repurchases of Common Stock Clause in Contracts

Certain Repurchases of Common Stock. (i) If the Company, after the Issue Date and prior to the exercise in whole or expiration of this Warrant, effects a Pro Rata Repurchase of Common Stock, then the number of shares of Common Stock issuable upon the exercise of this Warrant shall be adjusted in accordance with the formula: where: W’ = the adjusted Number Issuable upon exercise of the Warrant; W = the Number Issuable upon exercise of the Warrant before the adjustment; O = the number of shares of Common Stock outstanding immediately before such Pro Rata Repurchase; N = the number of shares of Common Stock repurchased in connection with such Pro Rata Repurchase; M = the Fair Market Value per share of Common Stock on the date of the first public announcement by the Company or any of its Affiliates of the intent to effect such Pro Rata Repurchase; and F = the amount of cash or fair market value on the effective date of the Pro Rata Repurchase of the securities of the Company, evidences of indebtedness of the Company or any other Person or any other property distributed in connection with the Pro Rata Repurchase as determined in good faith by the Board. (ii) The adjustment pursuant to this Section 2(g) shall be made successively whenever any such distribution is made and shall become effective immediately after the record date for the determination of holders entitled to receive the distribution.

Appears in 2 contracts

Sources: Conversion Agreement (Calumet Specialty Products Partners, L.P.), Conversion Agreement (Calumet Specialty Products Partners, L.P.)

Certain Repurchases of Common Stock. (i) If the Company, after the Issue Date and prior to the exercise in whole or expiration of this Warrant, effects a Pro Rata Repurchase of Common Stock, then the number of shares of Common Stock issuable upon the exercise of this Warrant shall be adjusted in accordance with the formula: W’ = W x ( ) where: W’ = the adjusted Number Issuable upon exercise of the Warrant; W = the Number Issuable upon exercise of the Warrant before the adjustment; O = the number of shares of Common Stock outstanding immediately before such Pro Rata Repurchase; N = the number of shares of Common Stock repurchased in connection with such Pro Rata Repurchase; M = the Fair Market Value per share of Common Stock on the date of the first public announcement by the Company or any of its Affiliates of the intent to effect such Pro Rata Repurchase; and F = the amount of cash or fair market value on the effective date of the Pro Rata Repurchase of the securities of the Company, evidences of indebtedness of the Company or any other Person or any other property distributed in connection with the Pro Rata Repurchase as determined in good faith by the Board. (ii) The adjustment pursuant to this Section 2(g) shall be made successively whenever any such distribution is made and shall become effective immediately after the record date for the determination of holders entitled to receive the distribution.

Appears in 1 contract

Sources: Warrant Agreement (Calumet, Inc. /DE)