Adjustment of Exercise Price and Number of Shares upon ------------------------------------------------------ Issuance of Common Stock. Except as otherwise provided in Paragraphs ------------------------ 4(c) and 4(e) hereof, if and whenever on or after the date of issuance of this Warrant, the Company issues or sells, or in accordance with Paragraph 4(b) hereof is deemed to have issued or sold, any shares of Common Stock for no consideration or for a consideration per share (before deduction of reasonable expenses or commissions or underwriting discounts or allowances in connection therewith) less than the Market Price on the date of issuance (a "Dilutive Issuance"), then immediately upon the Dilutive Issuance, the Exercise Price will be reduced to a price determined by multiplying the Exercise Price in effect immediately prior to the Dilutive Issuance by a fraction, (i) the numerator of which is an amount equal to the sum of (x) the number of shares of Common Stock actually outstanding immediately prior to the Dilutive Issuance, plus (y) the quotient of the aggregate consideration, calculated as set forth in Paragraph 4(b) hereof, received by the Company upon such Dilutive Issuance divided by the Market Price in effect immediately prior to the Dilutive Issuance, and (ii) the denominator of which is the total number of shares of Common Stock Deemed Outstanding (as defined below) immediately after the Dilutive Issuance.
Adjustment of Exercise Price and Number of Shares of Common ----------------------------------------------------------- Stock or Warrants. -----------------
(a) Subject to the exceptions referred to in Section 8(g) below, in the event the Corporation shall, at any time or from time to time after the date hereof, issue any shares of Common Stock as a stock dividend to the holders of Common Stock, or subdivide or combine the outstanding shares of Common Stock into a greater or lesser number of shares (any such sale, issuance, subdivision or combination being herein called a "Change of Shares"), then, and thereafter upon each further Change of Shares, the applicable Warrant Price in effect immediately prior to such Change of Shares shall be changed to a price (including any applicable fraction of a cent) determined by multiplying the Warrant Price in effect immediately prior thereto by a fraction, the numerator of which shall be the sum of (a) the total number of shares of Common Stock outstanding immediately prior to such Change of Shares and (b) the number of shares of Common Stock which the aggregate consideration received by the Corporation upon such sale, issuance, subdivision or combination (determined in accordance with subsection (e) below) could have purchased at the then current Warrant Price, and the denominator of which shall be the total number of shares of Common Stock outstanding immediately after such Change of Shares. Upon each adjustment of the applicable Warrant Price Pursuant to this Section 8, the total number of shares of Common Stock purchasable upon the exercise of each Warrant shall (subject to the provisions contained in Section 8(b) hereof) be such number of shares (calculated to the nearest hundredth) purchasable at the applicable Warrant Price immediately prior to such adjustment multiplied by a fraction, the numerator of which shall be the applicable Warrant Price in effect immediately prior to such adjustment and the denominator of which shall be the applicable Warrant Price in effect immediately after such adjustment.
(b) In case of any reclassification or capital reorganization of outstanding shares of Common Stock, or in case of any consolidation or merger of the Corporation with or into another corporation (other than a consolidation or merger in which the Corporation is the continuing corporation and which does not result in any reclassification or capital reorganization of outstanding shares of Common Stock) , or in case of any sale or conveyance to another corp...
Adjustment of Exercise Price and Number and Kind of Securities -------------------------------------------------------------- Purchasable upon Exercise of Warrants. -------------------------------------
Adjustment of Exercise Price and Number of Shares Purchasable ------------------------------------------------------------- Hereunder. The Exercise Price and the number of shares purchasable hereunder --------- shall be subject to adjustment from time to time in accordance with the following provisions:
Adjustment of Exercise Price and Number. OF SHARES UPON ISSUANCE OF ------------------------------------------------------------------ COMMON STOCK. Except as otherwise provided in Sections 4(c) and 4(e) hereof, if ------------ and whenever on or after the date of the Closing under and as defined in the Securities Purchase Agreement, the Company issues or sells, or in accordance with Section 4(b) hereof is deemed to have issued or sold, any shares of Common Stock for no consideration or for a consideration per share less than the Market Price (as hereinafter defined) on the date of issuance ("DILUTIVE ISSUANCE"), then effective immediately upon the Dilutive Issuance, the Exercise Price will be adjusted in accordance with the following formula: E' = E x O+P/M ------------- CSDO where: E' = the adjusted Exercise Price; E = the then current Exercise Price; M = the then current Market Price (as defined in Section 4(1)); O = the number of shares of Common Stock outstanding immediately prior to the Dilutive Issuance; P = the aggregate consideration, calculated as set forth in Section 4(b) hereof, received by the Company upon such Dilutive Issuance; and CSDO = the total number of shares of Common Stock Deemed Outstanding (as defined in Section 4(1)) immediately after the Dilutive Issuance.
Adjustment of Exercise Price and Number of Shares upon Issuance of ------------------------------------------------------------------ Common Stock. Except as otherwise provided in Section 5(c) and 5(d) hereof, if ------------ and whenever after the First Closing Date, the Company issues or sells, or in accordance with Section 5(b) hereof is deemed to have issued or sold, any shares of Common Stock for no consideration or for a consideration per share less than the Market Price on the date of issuance (a "Dilutive Issuance"), then effective immediately upon the Dilutive Issuance, the Exercise Price will be adjusted in accordance with the following formula: E' = (E) (O + P/M) / (CSDO) where:
Adjustment of Exercise Price and Number of Shares upon --------------------------------------------------------- Issuance of Common Stock. If and whenever on or after the date of issuance of --------------------------- this Warrant, the Company issues or sells, or is deemed to have issued or sold, any shares of Common Stock (other than shares of Common Stock issuable by the Company (whether now or in the future) in connection with an approved stock plan and other than Common Stock or securities exercisable for shares of Common Stock issued to the Holder pursuant to the Purchase Agreement) for a consideration per
Adjustment of Exercise Price and Number of Shares of ---------------------------------------------------- Common Stock. In order to prevent dilution of the rights granted under this ------------ Warrant and grant the holder hereof certain additional rights, the Exercise Price and the number of shares of Common Stock obtainable upon exercise of this Warrant shall be subject to adjustment from time to time as provided in this Section 2.
Adjustment of Exercise Price and Number of Warrant Shares Purchasable Upon Exercise The Exercise Price and the number of Warrant Shares purchasable upon the exercise of a Warrant shall be subject to adjustment from time to time in the events and in the manner provided in the following subsections : (a) Stock Dividend; Distribution of Common Shares; Subdivision; Consolidation : If at any time after the Effective Date but prior to the Expiry Date, the Corporation shall: (i) fix a record date for the issue of, or issue, Common Shares or securities exchangeable for or convertible into Common Shares to the holders of all or substantially all of the outstanding Common Shares as a stock dividend or other distribution, other than as a Dividend Paid In The Ordinary Course,
Adjustment of Exercise Price and Number and Kind of Securities Purchasable upon Exercise of Warrant.
