Common use of Adjustments for Mergers and Consolidations Clause in Contracts

Adjustments for Mergers and Consolidations. In case the Company, after the date hereof, shall merge, consolidate or otherwise engage in a recapitalization, reclassification, reorganization or business combination with another Person, then, in the case of any such transaction, proper provision shall be made so that, upon the basis and terms and in the manner provided in this Agreement, the Holders, upon the exercise of the Warrants at any time after the consummation of such transaction (subject to the Expiration Date), shall be entitled to receive (at the aggregate Exercise Price in effect at the time of the transaction for all Common Stock or Other Securities issuable upon such exercise immediately prior to such consummation), in lieu of the Common Stock or Other Securities issuable upon such exercise prior to such consummation, the amount of securities, cash or other property to which such Holder would have been entitled as a holder of Common Stock (or Other Securities) upon such consummation if such Holder had exercised the rights represented by the Warrants held by such Holder immediately prior thereto, subject to future adjustments (subsequent to such consummation) pursuant to Sections 6(a) and 6(b) (applied after giving effect to any adjustments necessary to reflect such transaction as the Board of Directors of the Company determines in good faith are equitable under such circumstances).

Appears in 4 contracts

Samples: Warrant Agreement (Tidewater Inc), Warrant Agreement (Tidewater Inc), Warrant Agreement (Gulfmark Offshore Inc)

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Adjustments for Mergers and Consolidations. In case the Company, after the date hereof, shall merge, merge or consolidate or otherwise engage in a recapitalization, reclassification, reorganization or business combination with another Person, then, in the case of any such transaction, proper provision shall be made so that, upon the basis and terms and in the manner provided in this Warrant Agreement, the Holdersholders of the Warrants, upon the exercise of the Warrants thereof at any time after the consummation of such transaction (subject to the Expiration DateExercise Period), shall be entitled to receive (at the aggregate Exercise Price in effect at the time of the transaction for all Common Stock or Other Securities issuable upon such exercise immediately prior to such consummation), in lieu of the Common Stock or Other Securities issuable upon such exercise prior to such consummation, the greatest amount of securities, cash or other property to which such Holder holder would have been entitled as a holder of Common Stock (or Other Securities) upon such consummation if such Holder holder had exercised the rights represented by the Warrants held by such Holder holder immediately prior thereto, subject to future adjustments (subsequent to such consummation) pursuant as nearly equivalent as possible to the adjustments provided for in Sections 6(a) 6.1 and 6(b) (applied after giving effect to any adjustments necessary to reflect such transaction as the Board of Directors of the Company determines in good faith are equitable under such circumstances)6.2 hereof.

Appears in 1 contract

Samples: Warrant Agreement (Barneys New York Inc)

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