Special Distribution. If and whenever during the Exercise Period the Corporation shall issue or distribute to all or substantially all of the holders of the Shares: (i) securities of the Corporation including shares, rights, options or warrants to acquire shares of any class or securities exchangeable or exercisable for or convertible into or exchangeable or exercisable into any such shares, or (ii) any cash, property or other assets or evidences of its indebtedness, and if such issuance or distribution does not constitute a Share Reorganization or a Rights Offering (any of such non-excluded events being herein called a “Special Distribution”), the Exercise Price shall be adjusted immediately after the record date for the Special Distribution so that it shall equal the price determined by multiplying the Exercise Price in effect on such record date by a fraction: (i) the numerator of which shall be the difference between: (A) the amount obtained by multiplying the number of Shares outstanding on such record date by the Current Market Price of the Shares on such record date, and (B) the aggregate fair value (as determined by the directors of the Corporation) to the holders of such Shares of such Special Distribution; and (ii) the denominator of which shall be the total number of Shares outstanding on such record date multiplied by such Current Market Price of the Shares on such record date. Any Shares owned by or held for the account of the Corporation shall be deemed not to be outstanding for the purpose of any such computation. To the extent that such Special Distribution is not so made or any such rights, options or warrants are not exercised prior to the expiration thereof, the Exercise Price shall then be readjusted to the Exercise Price which would then be in effect if such record date had not been fixed or if such expired rights, options or warrants had not been issued. From and after any adjustment of the Exercise Price pursuant to this subsection 4(c), the number of Shares purchasable pursuant to this Compensation Option Certificate shall be adjusted contemporaneously with the adjustment of the Exercise Price by multiplying the number of Shares then otherwise purchasable on the exercise thereof by a fraction, the numerator of which shall be the Exercise Price in effect immediately prior to the adjustment and the denominator of which shall be the Exercise Price resulting from such adjustment.
Appears in 1 contract
Sources: Agency Agreement
Special Distribution. If and whenever during the Exercise Period Period, the Corporation Company shall issue or distribute to all or to substantially all of the holders of the Common Shares:
(i) : securities of the Corporation Company including shares, rights, options or warrants to acquire shares of any class or securities exchangeable or exercisable for or convertible into or exchangeable or exercisable into any such sharesshares or cash, or
(ii) property or assets and including evidences of its indebtedness, or any cash, property or other assets or evidences of its indebtednessassets, and if such issuance or distribution does not constitute Dividends Paid in the Ordinary Course, a Common Share Reorganization or a Rights Offering (any of such non-excluded events being herein called a “"Special Distribution”"), the Exercise Price shall will be adjusted immediately after the such record date for the Special Distribution so that it shall will equal the price rate determined by multiplying the Exercise Price in effect on such record date by a fraction:
(i) , of which the numerator of which shall be the difference between:
(A) the amount obtained by multiplying the total number of Common Shares outstanding on such record date multiplied by the Current Market Price on the earlier of the Shares on such record datedate and the date on which the Company announces its intention to make such distribution, and
(B) less the aggregate fair market value (as determined by the directors of directors, acting reasonably, at the Corporationtime such distribution is authorized) to the holders of such Shares shares or rights, options or warrants or evidences of such Special Distribution; and
(ii) indebtedness or cash, securities or other property or assets so distributed, and of which the denominator of which shall be the total number of Common Shares outstanding on such record date multiplied by such Current Market Price of Price. If at any time after the Shares on such record date. Any Shares owned by or held for the account of the Corporation shall be deemed not to be outstanding for the purpose of any such computation. To the extent that such Special Distribution is not so made or any such rights, options or warrants are not exercised date hereof and prior to the expiration thereofTime of Expiry, any of the Exercise Price events set out in subsection 5.1(c) shall then be readjusted to occur and the Exercise Price which would then be occurrence of such event results in effect if such record date had not been fixed or if such expired rights, options or warrants had not been issued. From and after any an adjustment of the Exercise Price pursuant to provisions of this subsection 4(c)Section 5.3, then the number of Common Shares purchasable pursuant to this Compensation Option Certificate upon exercise of the Warrants shall be adjusted contemporaneously with the adjustment of the Exercise Price by multiplying the number of Common Shares then otherwise purchasable on the exercise thereof by a fraction, the numerator of which shall be the Exercise Price in effect immediately prior to the adjustment and the denominator of which shall be the Exercise Price resulting from such adjustment.
Appears in 1 contract
Sources: Warrant Indenture
Special Distribution. If and whenever during the Exercise Period the Corporation shall issue or distribute to all or to substantially all of the holders of the Shares:
(i) securities of the Corporation including shares, rights, options or warrants to acquire shares of any class or securities exchangeable or exercisable for or convertible into or exchangeable or exercisable into any such shares, or
(ii) any cashcash (other than cash dividends made in the ordinary course), property or other assets or evidences of its indebtedness, and if such issuance or distribution does not constitute a Share Reorganization or a Rights Offering (any of such non-excluded events being herein called a “Special Distribution”), the Exercise Price shall be adjusted immediately after the record date for the Special Distribution so that it shall equal the price determined by multiplying the Exercise Price in effect on such record date by a fraction:,
(i) the numerator of which shall be the difference between:
(A) the amount obtained by multiplying the number of Shares outstanding on such record date by the Current Market Price of the Shares on such record date, and
(B) the aggregate fair value (as determined by the directors of the Corporation) to the holders of such Shares of such Special Distribution; and
(ii) the denominator of which shall be the total number of Shares outstanding on such record date multiplied by such Current Market Price of the Shares on such record date. Any Shares owned by or held for the account of the Corporation shall be deemed not to be outstanding for the purpose of any such computation. To the extent that such Special Distribution is not so made or any such rights, options or warrants are not exercised prior to the expiration thereof, the Exercise Price shall then be readjusted to the Exercise Price which would then be in effect if such record date had not been fixed or if such expired rights, options or warrants had not been issued. From and after any adjustment of the Exercise Price pursuant to this subsection Section 4(c), the number of Shares purchasable pursuant to this Compensation Option Warrant Certificate shall be adjusted contemporaneously with the adjustment of the Exercise Price by multiplying the number of Shares then otherwise purchasable on the exercise thereof by a fraction, the numerator of which shall be the Exercise Price in effect immediately prior to the adjustment and the denominator of which shall be the Exercise Price resulting from such adjustment.
Appears in 1 contract
Sources: Share Subscription Agreement (Western Magnesium Corp.)
Special Distribution. If and whenever during the Exercise Period Period, the Corporation Company shall issue or distribute to all or to substantially all of the holders of the Common Shares:
(i) securities of the Corporation Company including shares, rights, options or warrants to acquire shares of any class or securities exchangeable or exercisable for or convertible into or exchangeable or exercisable into any such sharesshares or cash, property or assets and including evidences of its indebtedness, or
(ii) any cash, property or other assets or evidences of its indebtednessassets, and if such issuance or distribution does not constitute Dividends Paid in the Ordinary Course, a Common Share Reorganization or a Rights Offering (any of such non-excluded events being herein called a “Special Distribution”), the Exercise Price shall will be adjusted immediately after the such record date for the Special Distribution so that it shall will equal the price rate determined by multiplying the Exercise Price in effect on such record date by a fraction:
(i) , of which the numerator of which shall be the difference between:
(A) the amount obtained by multiplying the total number of Common Shares outstanding on such record date multiplied by the Current Market Price on the earlier of the Shares on such record datedate and the date on which the Company announces its intention to make such distribution, and
(B) less the aggregate fair market value (as determined by the directors of Directors, acting reasonably and in good faith, at the Corporationtime such distribution is authorized) to the holders of such Shares securities, shares or rights, options or warrants or evidences of such Special Distribution; and
(ii) indebtedness or cash, property or other assets so distributed, and of which the denominator of which shall be the total number of Common Shares outstanding on such record date multiplied by such Current Market Price of Price. If at any time after the Shares on such record date. Any Shares owned by or held for the account of the Corporation shall be deemed not to be outstanding for the purpose of any such computation. To the extent that such Special Distribution is not so made or any such rights, options or warrants are not exercised date hereof and prior to the expiration thereofTime of Expiry, any of the Exercise Price events set out in subsection 5.1(c) shall then be readjusted to occur and the Exercise Price which would then be occurrence of such event results in effect if such record date had not been fixed or if such expired rights, options or warrants had not been issued. From and after any an adjustment of the Exercise Price pursuant to provisions of this subsection 4(c)Section 5.1, then the number of Common Shares purchasable pursuant to this Compensation Option Certificate Warrant Indenture shall be adjusted contemporaneously with the adjustment of the Exercise Price by multiplying the number of Common Shares then otherwise purchasable on the exercise thereof by a fraction, the numerator of which shall be the Exercise Price in effect immediately prior to the adjustment and the denominator of which shall be the Exercise Price resulting from such adjustment.
Appears in 1 contract
Sources: Warrant Indenture
Special Distribution. If and whenever during the Exercise Period Period, the Corporation Company shall issue or distribute to all or to substantially all of the holders of the Shares:Common Shares:
(i) securities of the Corporation Company including shares, rights, options or warrants to acquire shares of any class or securities exchangeable or exercisable for or convertible into or exchangeable or exercisable into any such sharesshares or cash, property or assets and including evidences of its indebtedness, or
(ii) any cash, property or other assets or evidences of its indebtednessassets, and if such issuance or distribution does not constitute Dividends Paid in the Ordinary Course, a Common Share Reorganization or a Rights Offering (any of such non-excluded events being herein called a “Special Distribution”), the Exercise Price shall will be adjusted immediately after the such record date for the Special Distribution so that it shall will equal the price rate determined by multiplying the Exercise Price in effect on such record date by a fraction:
(i) , of which the numerator of which shall be the difference between:
(A) the amount obtained by multiplying the total number of Common Shares outstanding on such record date multiplied by the Current Market Price on the earlier of the Shares on such record datedate and the date on which the Company announces its intention to make such distribution, and
(B) less the aggregate fair market value (as determined by the directors of Directors, acting reasonably and in good faith, at the Corporationtime such distribution is authorized) to the holders of such Shares securities, shares or rights, options or warrants or evidences of such Special Distribution; and
(ii) indebtedness or cash, property or other assets so distributed, and of which the denominator of which shall be the total number of Common Shares outstanding on such record date multiplied by such Current Market Price of Price. If at any time after the Shares on such record date. Any Shares owned by or held for the account of the Corporation shall be deemed not to be outstanding for the purpose of any such computation. To the extent that such Special Distribution is not so made or any such rights, options or warrants are not exercised date hereof and prior to the expiration thereofTime of Expiry, any of the Exercise Price events set out in subsection 5.1(c) shall then be readjusted to occur and the Exercise Price which would then be occurrence of such event results in effect if such record date had not been fixed or if such expired rights, options or warrants had not been issued. From and after any an adjustment of the Exercise Price pursuant to provisions of this subsection 4(c)Section 5.1, then the number of Common Shares purchasable pursuant to this Compensation Option Certificate Warrant Indenture shall be adjusted contemporaneously with the adjustment of the Exercise Price by multiplying the number of Common Shares then otherwise purchasable on the exercise thereof by a fraction, the numerator of which shall be the Exercise Price in effect immediately prior to the adjustment and the denominator of which shall be the Exercise Price resulting from such adjustment.
Appears in 1 contract
Sources: Warrant Indenture
Special Distribution. If and whenever during the Exercise Period the Corporation shall issue or distribute to all or to substantially all of the holders of the Shares:
(i) securities of the Corporation including shares, rights, options or warrants to acquire shares of any class or securities exchangeable or exercisable for or convertible into or exchangeable or exercisable into any such shares, or
(ii) any cashcash (other than cash dividends made in the ordinary course), property or other assets or evidences of its indebtedness, and if such issuance or distribution does not constitute a Share Reorganization or a Rights Offering (any of such non-excluded events being herein called a “Special Distribution”), the Exercise Price shall be adjusted immediately after the record date for the Special Distribution so that it shall equal the price determined by multiplying the Exercise Price in effect on such record date by a fraction:
(i) the numerator of which shall be the difference between:
(A) the amount obtained by multiplying the number of Shares outstanding on such record date by the Current Market Price of the Shares on such record date, and
(B) the aggregate fair value (as determined by the directors of the Corporation) to the holders of such Shares of such Special Distribution; and
(ii) the denominator of which shall be the total number of Shares outstanding on such record date multiplied by such Current Market Price of the Shares on such record date. Any Shares owned by or held he d for the account of the Corporation shall be deemed not to be outstanding for the purpose of any such computation. To the extent that such Special Distribution is not so made or any such rights, options or warrants are not exercised prior to the expiration thereof, the Exercise Price shall then be readjusted to the Exercise Price which would wou d then be in effect if such record date had not been fixed or if such expired rights, options or warrants had not been issued. From and after any adjustment of the Exercise Price pursuant to this subsection Section 4(c), the number of Shares purchasable pursuant to this Compensation Option Warrant Certificate shall be adjusted contemporaneously with the adjustment of the Exercise Price by multiplying the number of Shares then otherwise purchasable on the exercise thereof by a fraction, the numerator of which shall be the Exercise Price in effect immediately prior to the adjustment and the denominator of which shall be the Exercise Price resulting from such adjustment.
Appears in 1 contract
Sources: Investment and Advisory Agreement