Common use of Adjustment for Change in Capital Stock Clause in Contracts

Adjustment for Change in Capital Stock. If the Company, after the Original Issue Date: (1) pays a dividend or makes a distribution on its Common Stock in shares of its Common Stock; (2) subdivides its outstanding shares of Common Stock into a greater number of shares; (3) combines its outstanding shares of Common Stock into a smaller number of shares; (4) makes a distribution on its Common Stock in shares of its capital stock other than Common Stock; or (5) issues by reclassification of its Common Stock any shares of its capital stock; then the number and kind of shares of its capital stock issuable upon exercise of any Warrant in effect immediately prior to such action shall be proportionately adjusted so that the Holder of any Warrant thereafter exercised may receive the aggregate number and kind of shares of capital stock of the Company which he or she would have owned immediately following such action if such Warrant had been exercised immediately prior to such action. The adjustment shall become effective immediately after the record date in the case of a dividend or distribution and immediately after the effective date in the case of a subdivision, combination or reclassification. If, after an adjustment, a Holder of a Warrant upon exercise of it may receive shares of two or more classes of capital stock of the Company, the exercise privilege of each class of capital stock shall thereafter be subject to adjustment on terms comparable to those applicable to Common Stock in this Section 10. Such adjustment shall be made successively whenever any event listed above shall occur.

Appears in 3 contracts

Samples: Warrant Agreement (Labone Inc/), Warrant Agreement (Labone Inc/), Warrant Agreement (Welsh Carson Anderson & Stowe Ix Lp)

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Adjustment for Change in Capital Stock. If the Company, after the Original Issue Date: (1) pays a dividend or makes a distribution on its Common Stock in shares of its Common Stock; (2) subdivides or reclassifies its outstanding shares of Common Stock into a greater number of shares; (3) combines or reclassifies its outstanding shares of Common Stock into a smaller number of shares; (4) makes a distribution on its Common Stock in shares of its capital stock other than Common Stock; or (54) issues by reclassification of its Common Stock any shares of its capital stockstock (other than reclassification arising solely as a result of a change in the par value or no par value of the Common Stock); then the number Warrant Number and kind of shares of its capital stock issuable upon exercise of any Warrant the Exercise Price in effect immediately prior to such action shall be proportionately adjusted so that the Holder holder of any Warrant thereafter exercised may shall receive the aggregate number and kind of shares of capital stock of the Company which he or she it would have owned received immediately following such action if such Warrant had been exercised immediately prior to such action for the same aggregate consideration that such holder would have paid if such Warrant had been exercised immediately prior to such action. The adjustment shall become effective immediately after the record date in the case of a dividend or distribution and immediately after the effective date in the case of a subdivision, combination or reclassification. If, after an adjustment, a Holder of a Warrant upon exercise of it may receive shares of two or more classes of capital stock of the Company, the exercise privilege of each class of capital stock shall thereafter be subject to adjustment on terms comparable to those applicable to Common Stock in this Section 10. Such adjustment shall be made successively whenever any event listed above shall occur. The Company shall not issue shares of Common Stock as a dividend or distribution on any class of capital stock other than Common Stock unless (i) the Warrant Holders also receive such dividend or distribution on a ratable basis or (ii) the appropriate adjustment to the Warrant Number and Exercise Price is made under this Section 8.

Appears in 3 contracts

Samples: Warrant Agreement (Ixl Enterprises Inc), Warrant Agreement (Ixl Enterprises Inc), Warrant Agreement (Ixl Enterprises Inc)

Adjustment for Change in Capital Stock. If the Company, after the Original Issue Date: (1) pays a dividend or makes a distribution on its Common Stock in shares of its Common Stock; (2) subdivides its outstanding shares of Common Stock into a greater number of shares; (3) combines its outstanding shares of Common Stock into a smaller number of shares; (4) makes a distribution on its Common Stock in shares of its capital stock other than Common Stock; or (5) issues by reclassification of its Common Stock any shares of its capital stock; then the number and kind of shares of its capital stock issuable upon exercise of any Warrant in effect immediately prior to such action shall be proportionately adjusted so that the Holder holder of any Warrant thereafter exercised may receive the aggregate number and kind of shares of capital stock of the Company which he or she would have owned immediately following such action if such Warrant had been exercised immediately prior to such action. The adjustment shall become effective immediately after the record date in the case of a dividend or distribution and immediately after the effective date in the case of a subdivision, combination or reclassification. If, after an adjustment, a Holder holder of a Warrant upon exercise of it may receive shares of two or more classes of capital stock of the Company, the exercise privilege of each class of capital stock shall thereafter be subject to adjustment on terms comparable to those applicable to Common Stock in this Section 10Section. Such adjustment shall be made successively whenever any event listed above shall occur.

Appears in 2 contracts

Samples: Warrant Agreement (Geokinetics Inc), Warrant Agreement (Geokinetics Inc)

Adjustment for Change in Capital Stock. If the Company, after the Original Issue Date: (1) pays a dividend or makes a distribution on its Common Stock in shares of its Common Stock; (2) subdivides its outstanding shares of Common Stock into a greater number of shares; (3) combines its outstanding shares of Common Stock into a smaller number of shares; (4) makes a distribution on its Common Stock in shares of its capital stock other than Common Stock; or (5) issues by reclassification of its Common Stock any shares of its capital stock; then the number and kind of shares of its capital stock issuable upon exercise of any Warrant in effect immediately prior to such action shall be proportionately adjusted so that the Holder of any Warrant thereafter exercised may receive the aggregate number and kind of shares of capital stock of the Company which he or she would have owned immediately following such action if such Warrant had been exercised immediately prior to such action. The adjustment shall become effective immediately after the record date in the case of a dividend or distribution and immediately after the effective date in the case of a subdivision, combination or reclassification. If, after an adjustment, a Holder of a Warrant upon exercise of it may receive shares of two or more classes of capital stock of the Company, the exercise privilege of each class of capital stock shall thereafter be subject to adjustment on terms comparable to those applicable to Common Stock in this Section 10Section. Such adjustment shall be made successively whenever any event listed above shall occur.

Appears in 2 contracts

Samples: Warrant Agreement (Oci Holdings Inc), Warrant Agreement (Concentra Operating Corp)

Adjustment for Change in Capital Stock. If the Company, after the Original Issue Date: (1) pays a dividend or makes a distribution on its Class B Common Stock in shares of its Class B Common Stock; (2) subdivides or reclassifies its outstanding shares of Class B Common Stock into a greater number of shares; (3) combines or reclassifies its outstanding shares of Class B Common Stock into a smaller number of shares; (4) makes a distribution on its Common Stock in shares of its capital stock other than Common Stock; or (54) issues by reclassification of its Class B Common Stock any shares of its capital stockstock (other than reclassification arising solely as a result of a change in the par value or no par value of the Class B Common Stock); then the number Warrant Number and kind of shares of its capital stock issuable upon exercise of any Warrant the Exercise Price in effect immediately prior to such action shall be proportionately adjusted so that the Holder holder of any Warrant thereafter exercised may shall receive the aggregate number and kind of shares of capital stock of the Company which he or she it would have owned received immediately following such action if such Warrant had been exercised immediately prior to such action for the same aggregate consideration that such holder would have paid if such Warrant had been exercised immediately prior to such action. The adjustment shall become effective immediately after the record date in the case of a dividend or distribution and immediately after the effective date in the case of a subdivision, combination or reclassification. If, after an adjustment, a Holder of a Warrant upon exercise of it may receive shares of two or more classes of capital stock of the Company, the exercise privilege of each class of capital stock shall thereafter be subject to adjustment on terms comparable to those applicable to Common Stock in this Section 10. Such adjustment shall be made successively whenever any event listed above shall occur. The Company shall not issue shares of Class B Common Stock as a dividend or distribution on any class of capital stock other than Class B Common Stock unless (i) the Warrant Holders also receive such dividend or distribution on a ratable basis or (ii) the appropriate adjustment to the Warrant Number and Exercise Price is made under this Section 8.

Appears in 2 contracts

Samples: Warrant Agreement (Ixl Enterprises Inc), Warrant Agreement (Ixl Enterprises Inc)

Adjustment for Change in Capital Stock. If the Company, after the Original Issue Date: (1) pays a dividend or makes a distribution on its Common Stock in shares of its Common Stock; (2) subdivides or splits its outstanding shares of Common Stock into a greater number of shares; (3) combines its outstanding shares of Common Stock into a smaller number of shares; (4) makes a distribution on its Common Stock in shares of its capital stock other than Common Stock; or (5) issues by reclassification of its Common Stock any shares of its capital stockstock (including any such reclassification in connection with a consolidation or merger in which the Company is the continuing corporation); then the number and kind of shares of its capital stock issuable upon exercise or exchange of any this Warrant in effect immediately prior to such action shall be proportionately adjusted so that that, after giving effect to Section 6(k), the Holder of any Warrant thereafter exercised may receive the aggregate number and kind of shares of capital stock of the Company which he or she the Holder would have owned immediately following such action if such this Warrant had been exercised or exchanged in full immediately prior to such action. The adjustment shall become effective immediately after the record date in the case of a dividend or distribution and immediately after the effective date in the case of a subdivision, combination or reclassification. If, after an adjustment, a the Holder of a Warrant upon exercise or exchange of it this Warrant may receive shares of two or more classes of capital stock of the Company, the exercise privilege of each class of capital stock shall thereafter be subject to adjustment on terms comparable to those applicable to Common Stock in this Section 10Section. Such adjustment shall be made successively whenever any event listed above shall occur.

Appears in 2 contracts

Samples: Warrant Agreement (Magellan Health Services Inc), Warrant Agreement (Magellan Health Services Inc)

Adjustment for Change in Capital Stock. If the Company, after the Original Issue Date: (1i) pays a dividend or makes a distribution on its Common Stock in shares of its Common Stock; (2ii) subdivides its outstanding shares of Common Stock into a greater number of shares; (3iii) combines its outstanding shares of Common Stock into a smaller number of shares; (4iv) makes a distribution on its Common Stock in shares of its capital stock other than Common Stock; or (5v) issues by reclassification of its Common Stock any shares of its capital stock; , then the Exercise Price and the number and kind of shares of its capital stock of the Company issuable upon the exercise of any a Warrant (as in effect immediately prior to such action action) shall be proportionately adjusted so that the Holder holder of any Warrant thereafter exercised may receive the aggregate number and kind of shares of capital stock of the Company which he or she would have owned immediately following such action if such Warrant had been exercised immediately prior to such action. The adjustment shall become effective immediately after the record date in the case of a dividend or distribution and immediately after the effective date in the case of a subdivision, combination or reclassification. If, If after an adjustment, adjustment a Holder holder of a Warrant upon exercise of it may receive shares of two or more classes or series of capital stock of the Company, the Company shall determine the allocation of the adjusted Exercise Price between the classes or series of capital stock. After such allocation, the exercise privilege and the Exercise Price of each class or series of capital stock shall thereafter be subject to adjustment on terms comparable to those applicable to Common Stock in this Section 1014. Such adjustment shall be made successively whenever any event listed above shall occur.

Appears in 2 contracts

Samples: Warrant Agreement (Color Spot Nurseries Inc), Warrant Agreement (Color Spot Nurseries Inc)

Adjustment for Change in Capital Stock. If the Company, after the Original Issue Date: (1i) pays pays, makes or declares a dividend or makes a distribution on its Common Stock in shares of its Common Stock; (2ii) subdivides or reclassifies its outstanding shares of Common Stock into a greater number of shares; (3iii) combines or reclassifies its outstanding shares of Common Stock into a smaller number of shares; (4) makes a distribution on its Common Stock in shares of its capital stock other than Common Stock; or (5iv) issues by reclassification of its Common Stock any shares of its capital stockstock (other than reclassification arising solely as a result of a change in the par value or no par value of the Common Stock); then the number Warrant Number, the type of Warrant Shares and kind of shares of its capital stock issuable upon exercise of any Warrant the Exercise Price in effect immediately prior to such action shall be proportionately adjusted so that the Holder of any Warrant thereafter exercised may shall receive the aggregate number and kind of shares of capital stock of the Company which he or she it would have owned received immediately following such action if such Warrant had been exercised immediately prior to such action for the same aggregate consideration that such Holder would have paid if such Warrant had been exercised immediately prior to such action. The adjustment shall become effective immediately after the record date in the case of a dividend or distribution and immediately after the effective date in the case of a subdivision, combination or reclassification. If, after an adjustment, a Holder of a Warrant upon exercise of it may receive shares of two or more classes of capital stock of the Company, the exercise privilege of each class of capital stock shall thereafter be subject to adjustment on terms comparable to those applicable to Common Stock in this Section 10. Such adjustment shall be made successively whenever any event listed above shall occur. The Company shall not issue shares of Common Stock as a dividend or distribution on any class of capital stock other than Common Stock unless (i) the Holder also receives such dividend or distribution on a ratable basis or (ii) the appropriate adjustment to the Warrant Number and Exercise Price is made under this Section 2.1.

Appears in 1 contract

Samples: Deed of Release (Scient Inc)

Adjustment for Change in Capital Stock. If the CompanyIf, after the Original Issue Datedate hereof, the Company: (1i) pays a dividend or makes a distribution on any of its Common Stock in shares of any of its Common StockStock (other than any such dividend to the extent covered by Section 5.03); (2ii) subdivides any of its outstanding shares of Common Stock into a greater number of shares; (3iii) combines any of its outstanding shares of Common Stock into a smaller number of shares; (4iv) pays a dividend or makes a distribution on any of its Common Stock in shares of any of its capital stock Capital Stock (as defined below) (other than Common StockStock or rights, warrants, or options for its Common Stock to the extent such issuance or distribution is covered by Section 5.03); or (5v) issues by reclassification of any of its Common Stock any shares of its capital stock; then the number and kind of shares any of its capital stock issuable upon exercise of any Warrant in effect immediately prior to such action shall be proportionately adjusted so that the Holder of any Warrant thereafter exercised may receive the aggregate number and kind of shares of capital stock of the Company which he or she would have owned immediately following such action if such Warrant had been exercised immediately prior to such actionCapital Stock; 01. The adjustment shall become effective immediately after the record date in the case of a dividend or distribution and immediately after the effective date in the case of a subdivision, combination or reclassification. IfIn the event that such dividend or distribution is not so paid or made or such subdivision, combination or reclassification is not effected, the Exercise Rate shall again be adjusted to be the Exercise Rate which would then be in effect if such record date or effective date had not been so fixed. If after an adjustment, adjustment a Holder holder of a Warrant upon exercise of it such Warrant may receive shares of two or more classes of capital stock Capital Stock of the Company, the exercise privilege of each class of capital stock Exercise Rate shall thereafter be subject to adjustment upon the occurrence of an action taken with respect to any such class of Capital Stock as is contemplated by this Article V with respect to the Common Stock, on terms comparable to those applicable to Common Stock in this Section 10. Such adjustment shall be made successively whenever any event listed above shall occur.Article V.

Appears in 1 contract

Samples: Warrant Agreement (Wam Net Inc)

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Adjustment for Change in Capital Stock. If the Company, after the Original Issue Date: (1i) pays pays, makes or declares a dividend or makes a distribution on its Common Stock in shares of its Common Stock; (2ii) subdivides or reclassifies its outstanding shares of Common Stock into a greater number of shares; (3iii) combines or reclassifies its outstanding shares of Common Stock into a smaller number of shares; (4) makes a distribution on its Common Stock in shares of its capital stock other than Common Stock; or (5iv) issues by reclassification of its Common Stock any shares of its capital stockstock (other than reclassification arising solely as a result of a change in the par value or no par value of the Common Stock); then the number Warrant Number, the type of Warrant Shares and kind of shares of its capital stock issuable upon exercise of any Warrant the Exercise Price in effect immediately prior to such action shall be proportionately adjusted so that the Holder of any Warrant thereafter exercised may shall receive the aggregate number and kind of shares of capital stock of the Company which he or she it would have owned received immediately following such action if such Warrant had been exercised immediately prior to such action for the same aggregate consideration that such Holder would have paid if such Warrant had been exercised immediately prior to such action. The adjustment shall become effective immediately after the record date in the case of a dividend or distribution and immediately after the effective date in the case of a subdivision, combination or reclassification. If, after an adjustment, a Holder of a Warrant upon exercise of it may receive shares of two or more classes of capital stock of the Company, the exercise privilege of each class of capital stock shall thereafter be subject to adjustment on terms comparable to those applicable to Common Stock in this Section 10. Such adjustment shall be made successively whenever any event listed above shall occur. The Company shall not issue shares of Common Stock as a dividend or distribution on any class of capital stock other than Common Stock unless (i) the Holders also receive such dividend or distribution on a ratable basis or (ii) the appropriate adjustment to the Warrant Number and Exercise Price is made under this Section 9.

Appears in 1 contract

Samples: Deed of Release (Scient Inc)

Adjustment for Change in Capital Stock. If the Company, after the Original Issue Date: Company (1i) pays a dividend or makes a distribution on its Class C Common Stock in shares of its Class C Common Stock; , (2ii) subdivides its outstanding shares of Class C Common Stock into a greater number of shares; , (3iii) combines its outstanding shares of Class C Common Stock into a smaller number of shares; , (4iv) makes a distribution on its Class C Common Stock in shares of its capital stock other than Class C Common Stock; or Stock or (5v) issues by reclassification of its Class C Common Stock any shares of its capital stock; , then the number and kind of shares of its capital stock issuable upon exercise of any Warrant Exercise Price in effect immediately prior to such action shall be proportionately adjusted so that the Holder holder of any Warrant thereafter exercised may receive the aggregate number and kind of shares of capital stock of the Company which he or she would have owned immediately following such action if such Warrant had been exercised immediately prior to such action. The adjustment shall become effective immediately after the record date in the case of a dividend or distribution and immediately after the effective date in the case of a subdivision, combination or reclassification. If, after an adjustment, a Holder holder of a Warrant upon exercise of it may receive shares of two or more classes of capital stock of the Company, the Company shall determine, in good faith, the allocation of the adjusted Exercise Price between the classes of capital stock. After such allocation, the exercise privilege and the Exercise Price of each class of capital stock shall thereafter be subject to adjustment on terms comparable to those applicable to Class C Common Stock in this Section 107. Such adjustment shall be made successively whenever any event listed above shall occur.

Appears in 1 contract

Samples: Warrant Agreement (Derby Cycle Corp)

Adjustment for Change in Capital Stock. If the Company, at any time after the Original Issue Datedate hereof, the Company takes any of the following actions: (1) pays a dividend or makes a distribution on its Series A Common Stock in shares of its Series A Common Stock; (2) subdivides its outstanding shares of Series A Common Stock into a greater number of shares; (3) combines its outstanding shares of Series A Common Stock into a smaller number of shares; (4) makes a distribution on its Series A Common Stock in shares of its capital stock other than Series A Common Stock; or (5) issues by reclassification of its Series A Common Stock any shares of its capital stock; then the number and kind of shares of its capital stock issuable upon exercise of any Warrant Series A Common Stock purchasable hereunder and the Exercise Price, as in effect immediately prior to such action action, shall be proportionately adjusted so that the Holder of any Warrant thereafter exercised may receive upon exercise of this Warrant and payment of the same aggregate consideration the number and kind of shares of capital stock of the Company which he or she the Holder would have owned immediately following such action if such the Holder had exercised this Warrant had been exercised immediately prior to such action. The Such adjustment shall become effective immediately after the record date in the case of a dividend or distribution and immediately after prior to the effective date in the case of a subdivision, combination or reclassification. If, after an adjustment, a Holder of a Warrant upon exercise of it may receive shares of two or more classes of capital stock of the Company, the exercise privilege of each class of capital stock shall thereafter be subject to The adjustment on terms comparable to those applicable to Common Stock in contemplated by this Section 10. Such adjustment 6(a) shall be made successively whenever any event listed above such dividend, distribution, payment or loan is made and shall occurbecome effective immediately after the record date for the determination of shareholders entitled to receive the dividend or distribution (or, if there is no record date, on the date of the dividend, distribution, payment or loan). Each adjustment of the Exercise Price shall be made to the nearest tenth of a cent.

Appears in 1 contract

Samples: Warrant Agreement (Edison Schools Inc)

Adjustment for Change in Capital Stock. If the Company, after the Original Issue Date: (1) pays a dividend or makes a distribution on its Common Stock in shares of its Common Stock; (2i) subdivides its outstanding shares of Common Stock into a greater number of shares; (3ii) combines its outstanding shares of Common Stock into a smaller number of shares; (4iii) pays a dividend or makes a distribution on its Common Stock in shares of its capital stock (whether shares of Common Stock or of capital stock of any other than Common Stockclass); or (5iv) issues by reclassification of its Common Stock any shares of its capital stock; , then the number and kind of shares of its capital stock Common Stock issuable upon exercise of any each Warrant in effect immediately prior to such action shall be proportionately adjusted so that the Holder holder of any Warrant thereafter exercised may shall receive the aggregate number and kind of shares of capital stock of the Company which he or she would have owned immediately following such action if such Warrant had been exercised immediately prior to such actionaction (irrespective of whether the Warrants then outstanding are then exerciseable). The Such adjustment shall be made successively whenever any event listed above shall occur and shall become effective immediately after the record effective date of any such event (which in the case of an adjustment by reason of a dividend or distribution and immediately after distribution, shall be the effective record date in the case of a subdivision, combination or reclassificationtherefor). If, after as a result of an adjustmentadjustment made pursuant to this paragraph, a Holder the holder of a any Warrant upon exercise of it may thereafter exercised shall become entitled to receive shares of two or more classes of capital stock of the Company, the exercise privilege Board of each class Directors of the Company (whose determination shall be conclusive) shall determine the allocation of the adjusted Exercise Price between or among shares of such classes of capital stock shall thereafter be subject to adjustment on terms comparable to those applicable to Common Stock in this Section 10. Such adjustment shall be made successively whenever any event listed above shall occurstock.

Appears in 1 contract

Samples: Warrant Agreement (Centerpoint Energy Inc)

Adjustment for Change in Capital Stock. If the Company, after the Original Issue DateCompany hereafter: (1) pays a dividend or makes a distribution on its Common Stock in shares of its Common Stock; (2) subdivides or reclassifies its outstanding shares of Common Stock into a greater number of shares; (3) combines or reclassifies its outstanding shares of Common Stock into a smaller number of shares; (4) makes a distribution on its Common Stock in shares of its capital stock Capital Stock other than Common Stock; or (5) issues by reclassification of its Common Stock any shares of its capital stockCapital Stock (other than reclassifications arising solely as a result of a change in the par value or no par value of the Common Stock); then the number and kind of shares of its capital stock issuable upon exercise of any Warrant Number in effect immediately prior to such action shall be proportionately adjusted so that the Holder of any Warrant thereafter exercised may receive the aggregate number and kind of shares of capital stock Capital Stock of the Company which he or she it would have owned immediately following such action if such Warrant had been exercised immediately prior to such action. The adjustment shall become effective immediately after be determined as of the record date in the case of a dividend or distribution and immediately after upon the effective date in the case of a subdivision, combination or reclassification. If, after an adjustment, a Holder reclassification and shall be effective simultaneously with the consummation of a Warrant upon exercise of it may receive shares of two or more classes of capital stock of the Company, the exercise privilege of each class of capital stock shall thereafter be subject to adjustment on terms comparable to those applicable to Common Stock in this Section 10any such action. Such adjustment shall be made successively whenever any event listed above shall occur. If the occurrence of any event listed above results in an adjustment under subsection (b) below or The Company shall not issue shares of Common Stock as a dividend or distribution on any class of Capital Stock other than Common Stock unless the Holders also receive such dividend or distribution on a ratable basis or the appropriate adjustment to the Warrant Number is made under this Section 9.

Appears in 1 contract

Samples: Warrant Agreement (TTM Technologies Inc)

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