Common use of Adjustment for Rights Issue Clause in Contracts

Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its Common Stock entitling them to purchase shares of Common Stock at a price per share less than the Closing Price per share on the Business Day immediately preceding the ex-dividend date for such distribution of rights, options or warrants, the number of shares of Common Stock issuable upon exercise of each Warrant shall be adjusted in accordance with the formula: where: N’ = the adjusted number of shares of Common Stock issuable upon exercise of each Warrant. N = the current number of shares of Common Stock issuable upon exercise of each Warrant. O = the number of shares of Common Stock outstanding on the record date for such distribution. A = the number of additional shares of Common Stock issuable pursuant to such rights or warrants. P = the purchase price per share of the additional shares. M = the Closing Price per share of Common Stock on the record date. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each Warrant shall be immediately readjusted to what it would have been if “N” in the above formula had been the number of shares actually issued.

Appears in 5 contracts

Samples: Warrant Agreement (Hanover-STC Acquisition Corp.), Warrant Agreement (GSC Acquisition Co), Warrant Agreement (NTR Acquisition Co.)

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Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its Common Stock entitling them to purchase shares of Common Stock at a price per share less than the Closing Price current market price per share on the Business Day immediately preceding the ex-dividend record date for such determining holders entitled to the distribution of rights, options or warrants, the number of shares of Common Stock issuable upon exercise of each Warrant shall be adjusted in accordance with the formula: N1 = N x O + A where: N’ N1 = the adjusted number of shares of Common Stock issuable upon exercise of each Warrant. N = the current number of shares of Common Stock issuable upon exercise of each Warrant. O = the number of shares of Common Stock outstanding on the record date for such distributiondate. A = the number of additional shares of Common Stock issuable pursuant to such rights or warrantsoffered. P = the purchase price per share of the additional shares. M = the Closing Price current market price per share of Common Stock on the record date. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each Warrant shall be immediately readjusted to what it would have been if “N” in the above formula had been the number of shares actually issuedissued at the end of the period.

Appears in 5 contracts

Samples: Warrant Agreement (Virgin America Inc.), Warrant Agreement (Virgin America Inc.), Warrant Agreement (Virgin America Inc.)

Adjustment for Rights Issue. (i) If the Company Company, after the Issue Date and prior to the exercise in whole or expiration of this Warrant, distributes any rights, options or warrants to all holders of its shares of Common Stock entitling them for a period expiring within 45 days after the record date specified below to purchase shares of Common Stock or securities convertible into, or exercisable or exchangeable for, Common Stock, at a price per share less than the Closing Price Fair Market Value per share on that record date, then the Business Day immediately preceding Number Issuable upon the ex-dividend date for such distribution of rights, options or warrants, the number of shares of Common Stock issuable upon exercise of each this Warrant shall be adjusted in accordance with the formula: where: NW’ = the adjusted number of shares of Common Stock issuable Number Issuable upon exercise of each the Warrant. N ; W = the current number of shares of Common Stock issuable Number Issuable upon exercise of each Warrant. the Warrant before the adjustment; O = the number of shares of Common Stock outstanding on the applicable record date for such distribution. A date; N = the number of additional shares of Common Stock issuable pursuant to such rights rights, options or warrants. ; P = the purchase price per share of the additional shares. shares of Common Stock issuable pursuant to such rights, options or warrants; and M = the Closing Price Fair Market Value per share of Common Stock on the applicable record date. . (ii) The adjustment pursuant to this Section 2(c) shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each Number Issuable under the Warrant shall be immediately readjusted to what it would have been if “N” in the above formula had been the number of shares actually issued.

Appears in 2 contracts

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

Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its Common Stock entitling them to purchase shares of Common Stock at a price per share less than the Closing Price per share on the Business Day immediately preceding the ex-dividend date for such distribution of rights, options or warrants, the number of shares of Common Stock issuable upon exercise of each Warrant shall be adjusted in accordance with the formula: O + (A × P/M) where: N' = the adjusted number of shares of Common Stock issuable upon exercise of each Warrant. N = the current number of shares of Common Stock issuable upon exercise of each Warrant. O = the number of shares of Common Stock outstanding on the record date for such distribution. A = the number of additional shares of Common Stock issuable pursuant to such rights or warrants. P = the purchase price per share of the additional shares. M = the Closing Price per share of Common Stock on the record date. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each Warrant shall be immediately readjusted to what it would have been if "N" in the above formula had been the number of shares actually issued.

Appears in 2 contracts

Samples: Warrant Agreement (Prospect Acquisition Corp), Warrant Agreement (Prospect Acquisition Corp)

Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its Common Stock entitling them for a period expiring within 45 days after the record date mentioned below to purchase shares of Common Stock or securities convertible into, or exercisable or exchangeable for, Common Stock, at a price per share less than the Closing Price Fair Value per share on the Business Day immediately preceding the ex-dividend date for such distribution of rights, options or warrantsthat record date, the number of shares of Common Stock issuable upon exercise of each Warrant Exercise Price shall be adjusted in accordance with the formula: O + N x P E’ = E x M where: NE’ = the adjusted number of shares of Common Stock issuable upon exercise of each WarrantExercise Price. N E = the then current number of shares of Common Stock issuable upon exercise of each WarrantExercise Price. O = the number of shares of Common Stock outstanding on the record date for such distributiondate. A N = the number of additional shares of Common Stock issuable pursuant to such rights rights, options or warrants. P = the purchase aggregate price per share of the additional shares. M = the Closing Price Fair Value per share of Common Stock on the record date. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each Warrant Exercise Price shall be immediately readjusted to what it would have been if “N” in the above formula had been the number of shares actually issued.

Appears in 2 contracts

Samples: Warrant Agreement (Goodrich Petroleum Corp), Warrant Agreement (Goodrich Petroleum Corp)

Adjustment for Rights Issue. If after the Original Issue Date the Company distributes any rights, options or warrants to all holders of its Common Stock entitling them to purchase shares of Common Stock or securities directly or indirectly convertible into or exchangeable for Common Stock (or options or rights with respect to such securities) at a price per share less than the Closing Price current market price per share on the Business Day immediately preceding the ex-dividend record date for such distribution the determination of stockholders entitled to receive the rights, options or warrants, the number of shares of Common Stock Warrant Shares issuable upon exercise of each one Warrant shall be adjusted in accordance with the formula: N' = N x (O + A) ----------------- (O + (A x P)) - M where: N' = the adjusted number of shares of Common Stock Warrant Shares issuable upon exercise of each one Warrant. N = the current number of shares of Common Stock Warrant Shares issuable upon exercise of each one Warrant. O = the number of shares of Common Stock outstanding on the record date for such distributiondate. A = the number of additional shares of Common Stock issuable offered pursuant to such rights or warrantsissuance. P = the purchase offering price per share of the additional shares. M = the Closing Price current market price per share of Common Stock on the record date. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock Warrant Shares issuable upon exercise of each Warrant the Warrants shall be immediately readjusted to what it would have been if “N” the shares represented by "A" in the above formula had been the number of shares actually issued.

Appears in 2 contracts

Samples: Warrant Agreement (Labone Inc/), Warrant Agreement (Labone Inc/)

Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its Common Stock entitling them to purchase shares of Common Stock at a price per share less than the Closing Last Reported Sale Price per share on the Business Day immediately preceding the ex-dividend date for such distribution of rights, options or warrants, the number of shares of Common Stock issuable upon exercise of each Warrant shall be adjusted in accordance with the formula: where: N’ = the adjusted number of shares of Common Stock issuable upon exercise of each Warrant. N = the current number of shares of Common Stock issuable upon exercise of each Warrant. O = the number of shares of Common Stock outstanding on the record date for such distribution. A = the number of additional shares of Common Stock issuable pursuant to such rights rights, options or warrants. P = the purchase price per share of the additional shares. M = the Closing Last Reported Sale Price per share of Common Stock on the record date. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each Warrant shall be immediately readjusted to what it would have been if “N” in the above formula had been the number of shares actually issued.

Appears in 2 contracts

Samples: Warrant Agreement (Iridium Communications Inc.), Warrant Agreement (GHL Acquisition Corp.)

Adjustment for Rights Issue. If the Company QES distributes (and receives no consideration therefor) any rights, options or warrants (regardless of whether immediately exercisable) to all holders of any class of its Common Stock entitling them to purchase units or shares of Common Stock at a price per share less than the Closing Price Specified Value per unit or share on the Business Day immediately preceding the ex-dividend record date for relating to such distribution of rights, options or warrantsdistribution, the number of shares of Common Stock issuable upon exercise of each Warrant Number shall be adjusted in accordance with the following formula: where: NW’ = the adjusted number of shares of Common Stock issuable upon exercise of each WarrantWarrant Number. N W = the current number of shares of Common Stock issuable upon exercise of each WarrantWarrant Number immediately prior to the record date for any such distribution. O = the number of units or shares of Common Stock outstanding on the record date for any such distribution. A N = the number of additional units or shares of Common Stock issuable pursuant to upon exercise of such rights rights, options or warrants. P = the purchase exercise price per share of the additional sharessuch rights, options or warrants. M = the Closing Price Specified Value per unit or share of Common Stock on the record datedate for any such distribution. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each adjusted Warrant Number shall be immediately readjusted to what it would have been if “N” in the above formula had been the number of shares actually issued.

Appears in 2 contracts

Samples: Warrant Agreement (Quintana Energy Services Inc.), Warrant Agreement (Quintana Energy Services Inc.)

Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its Common Stock Ordinary Shares entitling them to purchase shares of Common Stock Ordinary Shares at a price per share less than the Closing Price per share on the Business Day immediately preceding the ex-dividend date for such distribution of rights, options or warrants, the number of shares of Common Stock Ordinary Shares issuable upon exercise of each Warrant shall be adjusted in accordance with the formula: N’ = N x O + A where: N’ = the adjusted number of shares of Common Stock Ordinary Shares issuable upon exercise of each Warrant. N = the current number of shares of Common Stock Ordinary Shares issuable upon exercise of each Warrant. O = the number of shares of Common Stock Ordinary Shares outstanding on the record date for such distribution. A = the number of additional shares of Common Stock Ordinary Shares issuable pursuant to such rights rights, options or warrants. P = the purchase price per share of the additional shares. M = the Closing Price per share of Common Stock Ordinary Share on the record date. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders shareholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock Ordinary Shares issuable upon exercise of each Warrant shall be immediately readjusted to what it would have been if “N” in the above formula had been the number of shares actually issued.

Appears in 2 contracts

Samples: Warrant Agreement (Overture Acquisition Corp.), Warrant Agreement (Overture Acquisition Corp.)

Adjustment for Rights Issue. If the Company distributes (and receives no consideration therefor) any rights, options or warrants (whether or not immediately exercisable) to all holders of any class of its Common Stock entitling them to purchase shares of Common Stock at a price per share less than the Closing Price Specified Value per share on the Business Day immediately preceding the ex-dividend record date for relating to such distribution of rights, options or warrantsdistribution, the number of shares of Common Stock issuable upon exercise of each Warrant Number shall be adjusted in accordance with the following formula: where: N’ W' = the adjusted number of shares of Common Stock issuable upon exercise of each WarrantWarrant Number. N W = the current number of shares of Common Stock issuable upon exercise of each WarrantWarrant Number immediately prior to the record date for any such distribution. O = the number of shares of Common Stock outstanding on the record date for any such distribution. A N = the number of additional shares of Common Stock issuable pursuant to upon exercise of such rights rights, options or warrants. P = the purchase exercise price per share of the additional sharessuch rights, options or warrants. M = the Closing Price Specified Value per share of Common Stock on the record datedate for any such distribution. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each adjusted Warrant Number shall be immediately readjusted to what it would have been if "N" in the above formula had been the number of shares actually issued; provided, however, to the extent that any Warrants have been exercised prior to any such readjustment, the number of Warrant Shares that have been delivered or the number of Warrant Shares to be delivered pursuant to such exercise shall not be subject to any readjustment.

Appears in 2 contracts

Samples: Warrant Agreement (Global Geophysical Services Inc), Warrant Agreement (Global Geophysical Services Inc)

Adjustment for Rights Issue. If the Company DIMAC Holdings distributes (and receives no consideration therefor) any rights, options or warrants (whether or not immediately exercisable) to all holders of any class of its Common Stock entitling them to purchase shares of Common Stock at a price per share less than the Closing Price Specified Value per share on the Business Day immediately preceding the ex-dividend record date for relating to such distribution of rights, options or warrantsdistribution, the number of shares of Common Stock issuable upon exercise of each Warrant Number shall be adjusted in accordance with the following formula: W'=~W `TIMES` {O `+` N} OVER {O `+ `{{N `TIMES` P} OVER M}} where: N’ W' = the adjusted number of shares of Common Stock issuable upon exercise of each WarrantWarrant Number. N W = the current number of shares of Common Stock issuable upon exercise of each WarrantWarrant Number immediately prior to the record date for any such distribution. O = the number of shares of Common Stock outstanding on the record date for any such distribution. A N = the number of additional shares of Common Stock issuable pursuant to upon exercise of such rights rights, options or warrants. P = the purchase exercise price per share of the additional sharessuch rights, options or warrants. M = the Closing Price Specified Value per share of Common Stock on the record datedate for any such distribution. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each adjusted Warrant Number shall be immediately readjusted to what it would have been if "N" in the above formula had been the number of shares actually issued.

Appears in 2 contracts

Samples: Securities Purchase Agreement (DMW Worldwide Inc), Warrant Agreement (Dimac Holdings Inc)

Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its Common Stock entitling them at any time after the record date mentioned below to purchase shares of Common Stock at a price per share less than the Closing Current Market Price (as defined in Section 10(f)) per share on the Business Day immediately preceding the ex-dividend date for such distribution of rights, options or warrantsthat record date, the number of shares of Common Stock issuable upon exercise of each Warrant Exercise Price shall be adjusted in accordance with the formula: N x P O + ----- M E' + E x --------- O + N where: N’ E' = the adjusted number of shares of Common Stock issuable upon exercise of each WarrantExercise Price. N E = the current number of shares of Common Stock issuable upon exercise of each WarrantExercise Price. O = the number of shares of Common Stock outstanding on the record date for such distributiondate. A N = the number of additional shares of Common Stock issuable pursuant to such rights upon exercise of the rights, options or warrantswarrants offered. P = the purchase exercise price per share of the additional sharesshares issuable upon exercise of the rights, options or warrants. M = the Closing Current Market Price per share of Common Stock on the record date. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, (i) not all rights, options or warrants shall have been exercised, or (ii) the number of exercise price per share for which shares of Common Stock are issuable pursuant to such rights, options or warrants shall be increased or decreased solely by virtue of provisions therein contained for an automatic increase or decrease in such exercise price per share upon exercise the occurrence of each Warrant a specified date or event, then, the Exercise Price shall be immediately readjusted to what it would have been if “if, in the case of clause (i) above, "N" in the above formula had been the number of shares actually issuedissued or, in the case of clause (ii) above, "P" in the above formula had been the exercise price per share, as so increased or decreased, as the case may be.

Appears in 2 contracts

Samples: Warrant Agreement (Valuevision International Inc), Warrant Agreement (National Media Corp)

Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its Common Stock entitling them to purchase shares of Common Stock at a price per share less than the Closing Price per share on the Business Day immediately preceding the ex-dividend date for such distribution of rights, options or warrants, the number of shares of Common Stock issuable upon exercise of each Warrant shall be adjusted in accordance with the formula: O + A N' = N x ------------- O + (A x P/M) where: N' = the adjusted number of shares of Common Stock issuable upon exercise of each Warrant. N = the current number of shares of Common Stock issuable upon exercise of each Warrant. O = the number of shares of Common Stock outstanding on the record date for such distribution. A = the number of additional shares of Common Stock issuable pursuant to such rights or warrants. P = the purchase price per share of the additional shares. M = the Closing Price per share of Common Stock on the record date. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each Warrant shall be immediately readjusted to what it would have been if "N" in the above formula had been the number of shares actually issued.

Appears in 2 contracts

Samples: Warrant Agreement (SP Acquisition Holdings, Inc.), Warrant Agreement (SP Acquisition Holdings, Inc.)

Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its Common Stock entitling them to purchase shares of Common Stock at a price per share less than the Closing Price current market price per share on the Business Day immediately preceding the ex-dividend record date for such determining holders entitled to the distribution of rights, options or warrants, the number of shares of Common Stock issuable upon exercise of each Warrant shall be adjusted in accordance with the formula: N' = N x O + A --------------------- O + (A x P/M) where: N’ = N'= the adjusted number of shares of Common Stock issuable upon exercise of each Warrant. N = the current number of shares of Common Stock issuable upon exercise of each Warrant. O = the number of shares of Common Stock outstanding on the record date for such distributiondate. A = the number of additional shares of Common Stock issuable pursuant to such rights or warrantsoffered. P = the purchase price per share of the additional shares. M = the Closing Price current market price per share of Common Stock on the record date. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each Warrant shall be immediately readjusted to what it would have been if "N" in the above formula had been the number of shares actually issuedissued at the end of the period.

Appears in 1 contract

Samples: Warrant Agreement (Anc Rental Corp)

Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its Common Stock entitling them to purchase shares of Common Stock at a price per share less than the Closing Price per share on the Business Day immediately preceding the ex-dividend date for such distribution of rights, options or warrants, the number of shares of Common Stock issuable upon exercise of each Warrant shall be adjusted in accordance with the formula: N’ = N x O + A O + (A x P/M) where: N’ = the adjusted number of shares of Common Stock issuable upon exercise of each Warrant. N = the current number of shares of Common Stock issuable upon exercise of each Warrant. O = the number of shares of Common Stock outstanding on the record date for such distribution. . A = the number of additional shares of Common Stock issuable pursuant to such rights or warrants. P = the purchase price per share of the additional shares. M = the Closing Price per share of Common Stock on the record date. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each Warrant shall be immediately readjusted to what it would have been if “N” in the above formula had been the number of shares actually issued.

Appears in 1 contract

Samples: Warrant Agreement (NTR Acquisition Co.)

Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its Common Stock entitling them for a period expiring within 45 days after the record date mentioned below to purchase shares of Common Stock or securities convertible into, or exercisable or exchangeable for, Common Stock, at a price per share less than the Closing Price Fair Value per share on the Business Day immediately preceding the ex-dividend date for such distribution of rights, options or warrantsthat record date, the number of shares of Common Stock issuable upon exercise of each Warrant Exercise Price shall be adjusted in accordance with the formula: O + N x P E’ = E x M O + N where: NE= =the adjusted number of shares of Common Stock issuable upon exercise of each WarrantExercise Price. N = E =the then current number of shares of Common Stock issuable upon exercise of each WarrantExercise Price. O = =the number of shares of Common Stock outstanding on the record date for such distributiondate. A = N =the number of additional shares of Common Stock issuable pursuant to such rights rights, options or warrants. P = =the purchase aggregate price per share of the additional shares. M = =the Closing Price Fair Value per share of Common Stock on the record date. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each Warrant Exercise Price shall be immediately readjusted to what it would have been if “N” in the above formula had been the number of shares actually issued.

Appears in 1 contract

Samples: Purchase Agreement (Goodrich Petroleum Corp)

Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its Common Stock entitling them at any time after the record date mentioned below to purchase shares of Common Stock at a price per share less than the Closing Price Fair Market Value (as defined in Section 3.4) per share on the Business Day immediately preceding the ex-dividend date for such distribution of rights, options or warrants, the number of shares of Common Stock issuable upon exercise of each Warrant on that record date, the Stock Purchase Price shall be adjusted in accordance with the formula: E(1) = E x (O + (N x P)/M)/(O + N) where: N’ : E(1) = the adjusted number of shares of Common Stock issuable upon exercise of each WarrantPurchase Price. N E = the current number of shares of Common Stock issuable upon exercise of each WarrantPurchase Price. O = the number of shares of Common Stock outstanding on the record date for such distributiondate. A N = the number of additional shares of Common Stock issuable pursuant to such rights upon exercise of the rights, options or warrantswarrants offered. P = the purchase exercise price per share of the additional sharesshares issuable upon exercise of the rights, options or warrants. M = the Closing Price Fair Market Value per share of Common Stock on the record date. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each Warrant Purchase Price shall be immediately readjusted to what it would have been if "N" in the above formula had been the number of shares actually issued.

Appears in 1 contract

Samples: Warrant Purchase Agreement (Viacell Inc)

Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its New Common Stock entitling them for a period expiring within 60 days after the record date mentioned below to purchase shares of New Common Stock at a price per share less than the Closing Price current market price per share on the Business Day immediately preceding the ex-dividend date for such distribution of rights, options or warrantsthat record date, the number of shares of Common Stock issuable upon exercise of each Warrant Exercise Price shall be adjusted in accordance with the formula: where: N’ ( N x P ) ------- O + M ------------------- W' = W x O + N where W' = the adjusted number of shares of Common Stock issuable upon exercise of each WarrantExercise Price. N W = the then current number of shares of Common Stock issuable upon exercise of each WarrantExercise Price. O = the number of shares of New Common Stock outstanding on the record date for such distributiondate. A N = the number of additional shares of New Common Stock offered or issuable pursuant to such rights on the exercise of the rights, options or warrants. P = the purchase offering price per share of the additional sharesshares subject to the rights or warrants. M = the Closing Price current market price per share of New Common Stock on the record date. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options warrants or warrants rights are exercisable, which such period shall not exceed 60 days, not all rights, options warrants or warrants rights shall have been exercised, the number of shares of Common Stock issuable upon exercise of each Warrant Exercise Price shall be immediately readjusted to what it would have been if "N" in the above formula had been the number of shares actually issued.

Appears in 1 contract

Samples: Warrant Agreement (Salant Corp)

Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its Common Stock entitling them to purchase shares of Common Stock at a price per share less than the Closing Price per share on the Business Day immediately preceding the ex-dividend date for such distribution of rights, options or warrants, the number of shares of Common Stock issuable upon exercise of each Warrant shall be adjusted in accordance with the formula: N’ = N x O + A O + (A x P/M) where: N’ = the adjusted number of shares of Common Stock issuable upon exercise of each Warrant. N = the current number of shares of Common Stock issuable upon exercise of each Warrant. O = the number of shares of Common Stock outstanding on the record date for such distribution. A = the number of additional shares of Common Stock issuable pursuant to such rights or warrants. P = the purchase price per share of the additional shares. M = the Closing Price per share of Common Stock on the record date. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each Warrant shall be immediately readjusted to what it would have been if “N” in the above formula had been the number of shares actually issued.

Appears in 1 contract

Samples: Warrant Agreement (Alternative Asset Management Acquisition Corp.)

Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its Common Stock entitling them for a period expiring within 60 days after the record date mentioned below to purchase shares of Common Stock at a price per share less than the Closing current Market Price per share on the Business Day immediately preceding the ex-dividend date for such distribution of rightsthat record date, options or warrants, the number of shares of Common Stock issuable upon exercise of each Warrant Exercise Price shall be adjusted in accordance with the formula: O + N x P ----- E' = E x M ------- O + N where: N’ E' = the adjusted number of shares of Common Stock issuable upon exercise of each WarrantExercise Price. N E = the current number of shares of Common Stock issuable upon exercise of each WarrantExercise Price. O = the number of shares of Common Stock outstanding on the record date for such distributiondate. A N = the number of additional shares of Common Stock issuable pursuant to such rights or warrantsoffered. P = the purchase offering price per share of the additional shares. M = the Closing current Market Price per share of Common Stock on the record date, with "Market Price" meaning the closing price on the last day preceding the date of adjustment on which Common Stock traded. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each Warrant Exercise Price shall be immediately readjusted to what it would have been if "N" in the above formula had been the number of shares actually issued.

Appears in 1 contract

Samples: Warrant Agreement (St Mary Land & Exploration Co)

Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its Common Stock entitling them at any time after the record date mentioned below to purchase shares of Common Stock at a price per share less than the Closing Current Market Price (as defined in SECTION 10(f)) per share on the Business Day immediately preceding the ex-dividend date for such distribution of rights, options or warrants, the number of shares of Common Stock issuable upon exercise of each Warrant on that record date, the Exercise Price shall be adjusted in accordance with the formula: N x P O + ----- M E1 = E x ----- O + N where: N’ E1 = the adjusted number of shares of Common Stock issuable upon exercise of each WarrantExercise Price. N E = the current number of shares of Common Stock issuable upon exercise of each WarrantExercise Price. O = the number of shares of Common Stock outstanding on the record date for such distributiondate. A N = the number of additional shares of Common Stock issuable pursuant to such rights upon exercise of the rights, options or warrantswarrants offered. P = the purchase exercise price per share of the additional sharesshares issuable upon exercise of the rights, options or warrants. M = the Closing Current Market Price per share of Common Stock on the record date. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each Warrant Exercise Price shall be immediately readjusted to what it would have been if "N" in the above formula had been the number of shares actually issued.

Appears in 1 contract

Samples: Warrant Agreement (Procter & Gamble Co)

Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its Common Stock entitling them for a period expiring within 60 days after the record date mentioned below to purchase shares of Common Stock or securities convertible into, or exchangeable or exercisable for, Common Stock at a price per share (or with an initial conversion, exchange or exercise price) less than the Closing Price current market price per share on the Business Day immediately preceding the ex-dividend date for such distribution of rights, options or warrantsthat record date, the number of shares of Common Stock issuable upon exercise of each Warrant Exercise Price shall be adjusted in accordance with the following formula: O + N x P ----- E' = E x M ------------ O + N where: N’ E' = the adjusted number of shares of Common Stock issuable upon exercise of each WarrantExercise Price. N E = the current number of shares of Common Stock issuable upon exercise of each WarrantExercise Price. O = the number of shares of Common Stock outstanding on the record date for such distributiondate. A N = the number of additional shares of Common Stock issuable pursuant to such rights or warrantsoffered. P = the purchase offering price per share of the additional shares. M = the Closing Price current market price per share of Common Stock on the record date. The adjustment pursuant to this subsection (b) shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each Warrant Exercise Price shall be immediately readjusted to what it would have been if "N" in the above formula had been the number of shares actually issued.

Appears in 1 contract

Samples: Warrant Agreement (Pegasus Communications Corp)

Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its Common Stock entitling them to purchase shares of Common Stock at a price per share less than the Closing Price per share on the Business Day immediately preceding the ex-dividend date for such distribution of rights, options or warrants, the number of shares of Common Stock issuable upon exercise of each Warrant shall be adjusted in accordance with the formula: N’= N x O+A O+(A x P/M) where: N’ = the adjusted number of shares of Common Stock issuable upon exercise of each Warrant. N = the current number of shares of Common Stock issuable upon exercise of each Warrant. O = the number of shares of Common Stock outstanding on the record date for such distribution. A = the number of additional shares of Common Stock issuable pursuant to such rights or warrants. P = the purchase price per share of the additional shares. M = the Closing Price per share of Common Stock on the record date. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each Warrant shall be immediately readjusted to what it would have been if “N” in the above formula had been the number of shares actually issued.

Appears in 1 contract

Samples: Warrant Agreement (SP Acquisition Holdings, Inc.)

Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its Common Stock entitling them for a period expiring within 45 days after the record date set forth below to purchase subscribe for shares of Common Stock or securities convertible into, or exchangeable or exercisable for, shares of Common Stock, in either case, at a price per share less than the Closing Price Fair Value (as defined in subsection (g) of this Section 8) per share on the Business Day immediately preceding the ex-dividend date for such distribution of rights, options or warrantsthat record date, the number of shares of Common Stock issuable upon exercise of each Warrant Exercise Price shall be adjusted in accordance with the formula: O+ N x P E' = E x M where: N’ E' = the adjusted number of shares of Common Stock issuable upon exercise of each WarrantExercise Price. N E = the current number of shares of Common Stock issuable upon exercise of each WarrantExercise Price. O = the number of shares of Common Stock outstanding on the record date for such distributiondate. A N = the number of additional shares of Common Stock issuable issued pursuant to such rights rights, options or warrants. P = the purchase aggregate price per share of the additional shares. M = the Closing Price Fair Value per share of Common Stock on the record date. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each Warrant Exercise Price shall be immediately readjusted to what it would have been if "N" in the above formula had been the number of shares actually issued.

Appears in 1 contract

Samples: Warrant Agreement (Grande Communications Holdings, Inc.)

Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its Common Stock entitling them for a period expiring within 45 days after the record date set forth below to purchase subscribe for shares of Common Stock or securities convertible into, or exchangeable or exercisable for, shares of Common Stock, in either case, at a price per share less than the Closing Price Market Value per share on the Business Day immediately preceding the ex-dividend date for such distribution of rights, options or warrantsthat record date, the number of shares of Common Stock issuable upon exercise of each Warrant Exercise Price shall be adjusted in accordance with the formula: O + N X P ----- E' = E x M ----------- O + N where: N’ E' = the adjusted number of shares of Common Stock issuable upon exercise of each WarrantExercise Price. N E = the current number of shares of Common Stock issuable upon exercise of each WarrantExercise Price. O = the number of shares of Common Stock outstanding on the record date for such distributiondate. A N = the number of additional shares of Common Stock issuable issued pursuant to such rights rights, options or warrants. P = the purchase price per share of the additional shares. M = the Closing Price Market Value per share of Common Stock on the record date. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each Warrant Exercise Price shall be immediately readjusted to what it would have been if "N" in the above formula had been the number of shares actually issued.

Appears in 1 contract

Samples: Warrant Agreement (National Coal Corp)

Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its Common Stock entitling them to purchase shares of Common Stock or securities convertible into, or exercisable or exchangeable for, Common Stock, at a price per share less than the Closing Price Fair Value per share on the Business Day immediately preceding the ex-dividend date for such distribution of rights, options or warrantsthat record date, the number of shares of Common Stock issuable upon exercise of each Warrant Exercise Price shall be adjusted in accordance with the formula: O + N x P where: NE’ = the adjusted number of shares of Common Stock issuable upon exercise of each WarrantExercise Price. N E = the then current number of shares of Common Stock issuable upon exercise of each WarrantExercise Price. O = the number of shares of Common Stock outstanding on the record date for such distributiondate. A N = the number of additional shares of Common Stock issuable pursuant to such rights rights, options or warrants. P = the purchase aggregate price per share of the additional shares. M = the Closing Price Fair Value per share of Common Stock on the record date. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants; provided that no further adjustment shall be made upon the subsequent issue or sale of Common Stock pursuant to such rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each Warrant Exercise Price shall be immediately readjusted to what it would have been if “N” in the above formula had been the number of shares actually issued.

Appears in 1 contract

Samples: Warrant Agreement (Synutra International, Inc.)

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Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its Common Stock Shares entitling them for a period expiring within 45 days after the record date set forth below to purchase shares of subscribe for Common Stock Shares or securities convertible into, or exchangeable or exercisable for, Common Shares, in either case, at a price per share less than the Closing Price Market Value per share on the Business Day immediately preceding the ex-dividend date for such distribution of rights, options or warrantsthat record date, the number of shares of Common Stock issuable upon exercise of each Warrant applicable Exercise Price shall be adjusted in accordance with the formula: O + N x P E’ = E x M O + N where: NE’ = the adjusted number of shares of Common Stock issuable upon exercise of each WarrantExercise Price. N E = the then current number of shares of Common Stock issuable upon exercise of each WarrantExercise Price. O = the number of shares of Common Stock Shares outstanding on the record date for such distributiondate. A N = the number of additional shares of Common Stock issuable Shares issued pursuant to such rights rights, options or warrants. P = the purchase price per share of the additional sharesCommon Shares. M = the Closing Price Market Value per share of Common Stock Share on the record date. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders shareholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each Warrant applicable Exercise Price shall be immediately readjusted to what it would have been if “N” in the above formula had been the number of shares actually issued.

Appears in 1 contract

Samples: Warrant Agreement (Xinyuan Real Estate Co LTD)

Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its Common Stock entitling them to purchase shares of Common Stock at a price per share less than the Closing Price current market price per share on the Business Day immediately preceding the ex-dividend record date for such determining holders entitled to the distribution of rights, options or warrants, the number of shares of Common Series C Preferred Stock issuable upon the exercise of each this Warrant shall be adjusted in accordance with the formula: O + A N' = N x ------------- O + (A x P/M) where: N' = the adjusted number of shares of Common Series C Preferred Stock issuable upon the exercise of each this Warrant. N = the current number of shares of Common Series C Preferred Stock issuable upon the exercise of each this Warrant. O = the number of shares of Common Stock outstanding on the record date for such distributiondate. A = the number of additional shares of Common Stock issuable pursuant to such rights or warrantsoffered. P = the purchase price per share of the additional sharesshares of Common Stock offered. M = the Closing Price current market price per share of Common Stock on the record date. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Series C Preferred Stock issuable upon the exercise of each this Warrant shall be immediately readjusted to what it would have been if "N" in the above formula had been the number of shares actually issuedissued at the end of the period.

Appears in 1 contract

Samples: Merger Agreement (Spanish Broadcasting System Inc)

Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its Common Stock entitling them to purchase shares of Common Stock at a price per share less than the Closing Price per share on the Business Day immediately preceding the ex-dividend date for such distribution of rights, options or warrants, the number of shares of Common Stock issuable upon exercise of each Warrant shall be adjusted in accordance with the formula: N ’ = N x O + A O + (A x P/M) where: N’ = the adjusted number of shares of Common Stock issuable upon exercise of each Warrant. N = the current number of shares of Common Stock issuable upon exercise of each Warrant. O = the number of shares of Common Stock outstanding on the record date for such distribution. A = the number of additional shares of Common Stock issuable pursuant to such rights or warrants. P = the purchase price per share of the additional shares. M = the Closing Price per share of Common Stock on the record date. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each Warrant shall be immediately readjusted to what it would have been if “N” in the above formula had been the number of shares actually issued.

Appears in 1 contract

Samples: Warrant Agreement (NTR Acquisition Co.)

Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its Common Stock entitling them to purchase shares of Common Stock at a price per share less than the Closing Price per share on the Business Day immediately preceding the ex-dividend date for such distribution of rights, options or warrants, the number of shares of Common Stock issuable upon exercise of each Warrant shall be adjusted in accordance with the formula: N' = N × O + A O + (A × P/M) where: N' = the adjusted number of shares of Common Stock issuable upon exercise of each Warrant. N = the current number of shares of Common Stock issuable upon exercise of each Warrant. O = the number of shares of Common Stock outstanding on the record date for such distribution. A = the number of additional shares of Common Stock issuable pursuant to such rights or warrants. P = the purchase price per share of the additional shares. M = the Closing Price per share of Common Stock on the record date. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each Warrant shall be immediately readjusted to what it would have been if "N" in the above formula had been the number of shares actually issued.

Appears in 1 contract

Samples: Merger Agreement (Prospect Acquisition Corp)

Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its Common Stock entitling them to purchase shares of Common Stock at a price per share less than the Closing Price current market price per share on the Business Day immediately preceding the ex-dividend record date for such determining holders entitled to the distribution of rights, options or warrants, the number of shares of Common Stock issuable upon exercise of each the Warrant shall be adjusted in accordance with the formula: N1 = N x O + A where: N’ N1 = the adjusted number of shares of Common Stock issuable upon exercise of each the Warrant. N = the current number of shares of Common Stock issuable upon exercise of each the Warrant. O = the number of shares of Common Stock outstanding on the record date for such distributiondate. A = the number of additional shares of Common Stock issuable pursuant to such rights or warrantsoffered. P = the purchase price per share of the additional shares. M = the Closing Price current market price per share of Common Stock on the record date. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each the Warrant shall be immediately readjusted to what it would have been if “N” in the above formula had been the number of shares actually issuedissued at the end of the period.

Appears in 1 contract

Samples: Warrant Agreement (Virgin America Inc.)

Adjustment for Rights Issue. If the Company distributes any rights, --------------------------- options or warrants entitling any person to all holders of its subscribe for Common Stock entitling them to purchase shares of or securities convertible into, or exchangeable or exercisable for, Common Stock at a an offering price per share which is less than the Closing Current Market Price per share on the Business Day immediately preceding the ex-dividend that record date for such distribution of rights, options or warrantsissuance, the number of shares of Common Stock issuable upon exercise of each Warrant Exercise Price shall be adjusted in accordance with the formula: N x P O + ----- M E' = E x --------- O + N where: N’ E' = the adjusted number of shares of Common Stock issuable upon exercise of each WarrantExercise Price. N E = the current number of shares of Common Stock issuable upon exercise of each WarrantExercise Price. O = the number of shares of Common Stock outstanding on the record date for such distributiondate. A N = the number of additional shares of Common Stock issuable pursuant to such rights or warrantsoffered. P = the purchase offering price per share of the additional shares. M = the Closing Current Market Price per share of Common Stock on the record date. For purposes of this subsection (b), the "offering price" shall include the amount initially paid for such rights, options or warrants plus the amount to be paid upon exercise or conversion of such rights, options or warrants. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each Warrant Exercise Price shall be immediately readjusted to what it would have been if "N" in the above formula had been the number of shares actually issued.

Appears in 1 contract

Samples: Warrant Agreement (Creditrust Corp)

Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its Common Stock entitling them for a period expiring within 45 days after the record date mentioned below to purchase shares of Common Stock or securities convertible into, or exercisable or exchangeable for, Common Stock, at a price per share less than the Closing Price Fair Value per share on the Business Day immediately preceding the ex-dividend date for such distribution of rights, options or warrantsthat record date, the number of shares of Common Stock issuable upon exercise of each Warrant Exercise Price shall be adjusted in accordance with the formula: O + N x P E’ = E x M O + N where: NE’ = the adjusted number of shares of Common Stock issuable upon exercise of each WarrantExercise Price. N E = the then current number of shares of Common Stock issuable upon exercise of each WarrantExercise Price. O = the number of shares of Common Stock outstanding on the record date for such distributiondate. A N = the number of additional shares of Common Stock issuable pursuant to such rights rights, options or warrants. P = the purchase aggregate price per share of the additional shares. M = the Closing Price Fair Value per share of Common Stock on the record date. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each Warrant Exercise Price shall be immediately readjusted to what it would have been if “N” in the above formula had been the number of shares actually issued.

Appears in 1 contract

Samples: Warrant Agreement (IPMT Transport, LLC)

Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its Class C Common Stock entitling them for a period expiring within 45 days after the record date mentioned below to purchase shares of Class C Common Stock at a price per share less than the Closing Price Fair Value (as defined herein) per share on the Business Day immediately preceding the ex-dividend date for such distribution of rights, options or warrantsthat record date, the number of shares of Common Stock issuable upon exercise of each Warrant Exercise Price shall be adjusted in accordance with the formula: O + N x P ------- E' = E x M --------------- O + N where: N’ E' = the adjusted number of shares of Common Stock issuable upon exercise of each WarrantExercise Price. N E = the current number of shares of Common Stock issuable upon exercise of each WarrantExercise Price. O = the number of shares of Class C Common Stock outstanding on the record date for such distributiondate. A N = the number of additional shares of Class C Common Stock issuable issued pursuant to such rights rights, options or warrants. P = the purchase aggregate price per share of the additional shares. M = the Closing Price Fair Value per share of Class C Common Stock on the record date. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each Warrant Exercise Price shall be immediately readjusted to what it would have been if "N" in the above formula had been the number of shares actually issued.

Appears in 1 contract

Samples: Warrant Agreement (Derby Cycle Corp)

Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its Common Stock entitling them to purchase shares of Common Stock at a price per share less than the Closing Price current market price per share on the Business Day immediately preceding the ex-dividend record date for such determining holders entitled to the distribution of rights, options or warrants, the number of shares of Common Stock issuable upon exercise of each Warrant shall be adjusted in accordance with the formula: N' = N x O + A --------------- O + (A x P/M) where: N' = the adjusted number of shares of Common Stock issuable upon exercise of each Warrant. N = the current number of shares of Common Stock issuable upon exercise of each Warrant. O = the number of shares of Common Stock outstanding on the record date for such distributiondate. A = the number of additional shares of Common Stock issuable pursuant to such rights or warrantsoffered. P = the purchase price per share of the additional shares. M = the Closing Price current market price per share of Common Stock on the record date. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each Warrant shall be immediately readjusted to what it would have been if "N" in the above formula had been the number of shares actually issuedissued at the end of the period.

Appears in 1 contract

Samples: Warrant Agreement (Anc Rental Corp)

Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its Common Stock entitling them to purchase shares of Common Stock at a price per share less than the Closing Price current market price per share on the Business Day immediately preceding the ex-dividend record date for such determining holders entitled to the distribution of rights, options or warrants, the number of shares of Common Stock issuable upon exercise of each Class C-3 Warrant shall be adjusted in accordance with the formula: N1 = N × O + A where: N’ N1 = the adjusted number of shares of Common Stock issuable upon exercise of each Class C-3 Warrant. N = the current number of shares of Common Stock issuable upon exercise of each Class C-3 Warrant. O = the number of shares of Common Stock outstanding on the record date for such distributiondate. A = the number of additional shares of Common Stock issuable pursuant to such rights or warrantsoffered. P = the purchase price per share of the additional shares. M = the Closing Price current market price per share of Common Stock on the record date. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each Class C-3 Warrant shall be immediately readjusted to what it would have been if “N” in the above formula had been the number of shares actually issuedissued at the end of the period.

Appears in 1 contract

Samples: Warrant Agreement (Virgin America Inc.)

Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its Common Stock entitling them to purchase shares of Common Stock at a price per share less than the Closing Price per share on the Business Day immediately preceding the ex-dividend date for such distribution of rights, options or warrants, the number of shares of Common Stock issuable upon exercise of each Warrant shall be adjusted in accordance with the formula: N' = N × O+A O+(A × P/M) where: N' = the adjusted number of shares of Common Stock issuable upon exercise of each Warrant. N = the current number of shares of Common Stock issuable upon exercise of each Warrant. O = the number of shares of Common Stock outstanding on the record date for such distribution. A = the number of additional shares of Common Stock issuable pursuant to such rights or warrants. P = the purchase price per share of the additional shares. M = the Closing Price per share of Common Stock on the record date. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each Warrant shall be immediately readjusted to what it would have been if "N" in the above formula had been the number of shares actually issued.

Appears in 1 contract

Samples: Warrant Agreement (Wattles Acquisition Corp)

Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its Common Stock entitling them to purchase shares of Common Stock at a price per share less than the Closing Price per share on the Business Day immediately preceding the ex-dividend date for such distribution of rights, options or warrants, the number of shares of Common Stock issuable upon exercise of each Warrant shall be adjusted in accordance with the formula: N' = N x O + A ------------- O + (A x P/M) where: N’ = N'= the adjusted number of shares of Common Stock issuable upon exercise of each Warrant. N = the current number of shares of Common Stock issuable upon exercise of each Warrant. O = the number of shares of Common Stock outstanding on the record date for such distribution. A = the number of additional shares of Common Stock issuable pursuant to such rights or warrants. P = the purchase price per share of the additional shares. M = the Closing Price per share of Common Stock on the record date. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each Warrant shall be immediately readjusted to what it would have been if "N" in the above formula had been the number of shares actually issued.

Appears in 1 contract

Samples: Warrant Agreement (Alternative Asset Management Acquisition Corp.)

Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its Common Stock entitling them to purchase shares of Common Stock at a price per share less than the Closing Price per share share, on the Business Day immediately preceding the ex-dividend date for such distribution of rights, options or warrants, the number of shares of Common Stock issuable upon exercise of each Warrant shall be adjusted in accordance with the formula: where: N’ = the adjusted number of shares of Common Stock issuable upon exercise of each Warrant. N = the current number of shares of Common Stock issuable upon exercise of each Warrant. O = the number of shares of Common Stock outstanding on the record date for such distribution. A = the number of additional shares of Common Stock issuable pursuant to such rights or warrants. P = the purchase price per share of the additional shares. M = the Closing Price per share of Common Stock on the record date. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each Warrant shall be immediately readjusted to what it would have been if “N” in the above formula had been the number of shares actually issued.

Appears in 1 contract

Samples: Warrant Agreement (FinTech Acquisition Corp.)

Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its Common Stock entitling them for a period expiring within 60 days after the record date mentioned below to purchase shares of Common Stock or securities convertible into, or exchangeable or exercisable for, Common Stock at a price per share (or with an initial conversion, exchange or exercise price) less than the Closing Price Fair Market Value per share on the Business Day immediately preceding the ex-dividend date for such distribution of rights, options or warrantsthat record date, the number of shares of Common Stock issuable upon exercise of each Warrant Exercise Price shall be adjusted in accordance with the following formula: O + N x P ----- E' = E x M --------- O + N where: N’ = E'= the adjusted number of shares of Common Stock issuable upon exercise of each WarrantExercise Price. N E = the current number of shares of Common Stock issuable upon exercise of each WarrantExercise Price. O = the number of shares of Common Stock outstanding on the record date for such distributiondate. A N = the number of additional shares of Common Stock issuable pursuant to such rights or warrantsoffered. P = the purchase offering price per share of the additional shares. M = the Closing Price Fair Market Value per share of Common Stock on the record date. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each Warrant Exercise Price shall be immediately readjusted to what it would have been if "N" in the above formula had been the number of shares actually issued.

Appears in 1 contract

Samples: Warrant Agreement (Uih Australia Pacific Inc)

Adjustment for Rights Issue. If the Company distributes any rights, options or warrants to all holders of its Common Stock entitling them to purchase shares of Common Stock at a price per share less than the Closing Price current market price per share on the Business Day immediately preceding the ex-dividend record date for such determining holders entitled to the distribution of rights, options or warrants, the number of shares of Common Stock issuable upon exercise of each Class C-1 Warrant shall be adjusted in accordance with the formula: N1 = N x O + A where: N’ N1 = the adjusted number of shares of Common Stock issuable upon exercise of each Class C-1 Warrant. N = the current number of shares of Common Stock issuable upon exercise of each Class C-1 Warrant. O = the number of shares of Common Stock outstanding on the record date for such distributiondate. A = the number of additional shares of Common Stock issuable pursuant to such rights or warrantsoffered. P = the purchase price per share of the additional shares. M = the Closing Price current market price per share of Common Stock on the record date. The adjustment shall be made successively whenever any such rights, options or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options or warrants. If at the end of the period during which such rights, options or warrants are exercisable, not all rights, options or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each Class C-1 Warrant shall be immediately readjusted to what it would have been if “N” in the above formula had been the number of shares actually issuedissued at the end of the period.

Appears in 1 contract

Samples: Warrant Agreement (Virgin America Inc.)

Adjustment for Rights Issue. If the Company distributes any rights, options options, or warrants to all holders of its Common Stock entitling them to purchase shares of Common Stock at a price per share less than the Closing Price per share of Common Stock on the Business Day trading day immediately preceding the ex-dividend date for such distribution of rights, options options, or warrants, the number of shares of Common Stock issuable upon exercise of each Warrant shall be adjusted in accordance with the formula: where: N’ = the adjusted number of shares of Common Stock issuable upon exercise of each Warrant. N = the current number of shares of Common Stock issuable upon exercise of each Warrant. O = the number of shares of Common Stock outstanding on the record date for such distribution. A = the number of additional shares of Common Stock issuable pursuant to such rights rights, options, or warrants. P = the purchase price per share of the additional sharesshares pursuant to such rights, options, or warrants. M = the Closing Price per share of Common Stock on the record date. The adjustment shall be made successively whenever any such rights, options options, or warrants are issued and shall become effective immediately after the record date for the determination of stockholders entitled to receive the rights, options options, or warrants. If at the end of the period during which such rights, options options, or warrants are exercisable, not all rights, options options, or warrants shall have been exercised, the number of shares of Common Stock issuable upon exercise of each Warrant shall be immediately readjusted to what it would have been if “NA” in the above formula had been the number of shares actually issued.

Appears in 1 contract

Samples: Warrant Agreement (Opportunity Acquisition Corp.)

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