Share Reorganization. If at any time during the Adjustment Period, the Company: (i) subdivides, re-divides or changes its outstanding Common Shares into a greater number of Common Shares; (ii) reduces, combines, consolidates or changes its outstanding Common Shares into a lesser number of Common Shares; or (iii) issues to all or substantially all the holders of its Common Shares by way of a stock distribution, stock dividend or otherwise, Common Shares or convertible securities, (any of such events in Paragraphs 5.2(a)(i), 5.2(a)(ii) and 5.2(a)(iii) being herein called a “Share Reorganization”), then the Contingent Right Shares issuable pursuant to the Contingent Rights then outstanding will be adjusted as of the record date at which the holders of the Common Shares are determined for the purpose of the Share Reorganization by multiplying the number of Common Shares issuable pursuant to each Contingent Right theretofore obtainable immediately prior to such record date by a fraction, the numerator of which will be the number of Common Shares outstanding on the record date after giving effect to the Share Reorganization and the denominator of which will be the number of Common Shares outstanding on the record date before giving effect to the Share Reorganization. For the purposes of determining the number of Common Shares outstanding at any particular time for the purpose of this Subsection 5.2(a), there shall be included that number of Common Shares which would have resulted from the conversion at that time of any such convertible securities issued to all or substantially all the holders of the Common Shares.
Appears in 3 contracts
Sources: Share Purchase Agreement (Jeffs' Brands LTD), Share Purchase Agreement (Jeffs' Brands LTD), Share Purchase Agreement (Jeffs' Brands LTD)
Share Reorganization. If and whenever at any time from the date hereof during the Adjustment Period, Exercise Period the Company:
(ia) issues to all or substantially all the holders of the Common Shares, by way of a stock dividend or other distribution, other than Dividends Paid in the Ordinary Course, Common Shares or Convertible Securities; or
(b) subdivides, re-divides redivides or changes its outstanding Common Shares into a greater number of Common Shares;shares; or
(iic) reduces, combines, consolidates or changes reduces its outstanding Common Shares into a lesser smaller number of Common Shares; or
(iii) issues to all or substantially all the holders of its Common Shares by way of a stock distribution, stock dividend or otherwise, Common Shares or convertible securitiesshares, (any of such those events in Paragraphs 5.2(a)(ibeing a "Share Reorganization"), 5.2(a)(ii) and 5.2(a)(iii) being herein called a “Share Reorganization”), then the Contingent Right Shares issuable pursuant to the Contingent Rights then outstanding Exchange Number will be adjusted as of effective immediately after the record date at which the holders of the Common Shares are determined for the purpose purposes of the Share Reorganization by multiplying to a number that is the number product of Common Shares issuable pursuant to each Contingent Right theretofore obtainable immediately prior to such (1) the Exchange Number in effect on the record date by and (2) a fraction, :
(i) the numerator of which will be the number of Common Shares outstanding on the record date after giving effect to the Share Reorganization and Reorganization; and
(ii) the denominator of which will be the number of Common Shares outstanding on the record date before giving effect to the Share Reorganization. For the purposes of determining the number of Common Shares outstanding at any particular time for the purpose of this Subsection 5.2(a), section 7.3 there shall will be included that number of Common Shares which would have resulted from the conversion at that time of any such convertible securities issued to all or substantially all outstanding Convertible Securities (which, for greater certainty, includes the holders unexercised Special Warrants and the Unit Warrants issuable upon exercise of the Common Sharesthose Special Warrants).
Appears in 2 contracts
Sources: Special Warrant Agreement (Urbana Ca Inc), Special Warrant Agreement (Urbana Ca Inc)
Share Reorganization. If at any time during after the Adjustment Periodissuance of the Subscription Receipts and before the Release Date, the Company:
(i) subdivides, re-divides or changes its outstanding Common Shares into a greater number of Common Shares;
(ii) reduces, combines, consolidates or changes its outstanding Common Shares into a lesser number of Common Shares; or
(iii) issues to all or substantially all the holders of its Common Shares by way of a stock distribution, stock dividend or otherwise, Common Shares or convertible securitiesConvertible Securities, (any of such events in Paragraphs 5.2(a)(iparagraphs 4.2(a)(i), 5.2(a)(ii4.2(a)(ii) and 5.2(a)(iii4.2(a)(iii) being herein called a “Share Reorganization”), then the Contingent Right Shares number of Underlying Units issuable pursuant to the Contingent Rights then outstanding each Subscription Receipt will be adjusted as of the record date at which the holders of the Common Shares are determined for the purpose of the Share Reorganization by multiplying the number of Common Shares Underlying Units issuable pursuant to each Contingent Right Subscription Receipt, theretofore obtainable immediately prior to such record date by a fraction, the numerator of which will be the number of Common Shares outstanding on the record date after giving effect to the Share Reorganization and the denominator of which will be the number of Common Shares outstanding on the record date before giving effect to the Share Reorganization. For the purposes of determining the number of Common Shares outstanding at any particular time for the purpose of this Subsection 5.2(asubsection 4.2(a), there shall be included that number of Common Shares which would have resulted from the conversion at that time of any such convertible securities Convertible Securities issued to all or substantially all the holders of the Common Shares.
Appears in 1 contract
Sources: Subscription Receipt Agreement