Common use of Adjustments for Reclassification and Reorganization Clause in Contracts

Adjustments for Reclassification and Reorganization. In case of any --------------------------------------------------- reclassification or change of outstanding securities issuable upon exercise of the Warrant (other than a change in par value, or from par value to no par value, or from no par value to par value or as a result of a subdivision or combination) or in case of any consolidation or merger of the Company with or into another corporation (other than a merger with another corporation in which the Company is the surviving corporation and which does not result in any reclassification or change, other than a change in par value, or from par value to no par value, or from no par value to par value, or as a result of a subdivision or combination of outstanding securities issuable upon the exercise of the Warrant), or in case of any sale or transfer to another corporation of the property of the Company as an entirety or substantially as an entirety, the Company, or such successor or purchasing corporation, as the case may be, shall without payment of any additional consideration therefor, execute new warrants providing that the holder of the Warrant shall have the right to exercise such new warrant (upon terms not less favorable to the holders than those then applicable to the Warrant) and to receive upon such exercise, in lieu of each share of Common Stock theretofore issuable upon exercise of the Warrant, the kind and amount of shares of stock, other securities, money or property receivable upon such reclassification, change, consolidation, merger, sale or transfer by the holder of one share of Common Stock issuable upon exercise of the Warrant had the Warrant been exercised immediately prior to such reclassification, change, consolidation, merger, sale or transfer. Such new warrants shall provide for adjustments which shall be as nearly equivalent as may be practicable to the adjustments provided for in Section 7 hereof and this Section 8. The provisions of this Section 8 shall similarly apply to successive reclassifications, changes, consolidations, mergers, sales and transfers. 9.

Appears in 2 contracts

Samples: Purchase Agreement (Zynaxis Inc), Purchase Agreement (Zynaxis Inc)

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Adjustments for Reclassification and Reorganization. In case of any --------------------------------------------------- reclassification or change of outstanding securities issuable upon exercise of the this Warrant (other than a change in par value, or from par value to no par value, or from no par value to par value or as a result of a subdivision or combination) or in case of any consolidation or merger of the Company with or into another corporation (other than a merger with another corporation in which the Company is the surviving corporation and which does not result in any reclassification or change, other than a change in par value, or from par value to no par value, or from no par value to par value, or as a result of a subdivision or combination of outstanding securities issuable upon the exercise of the Warrant), or in case of any sale or transfer to another corporation of the property of the Company as an entirety or substantially as an entirety, the Company, or such successor or purchasing corporation, as the case may be, shall shall, without payment of any additional consideration therefor, execute or require the execution of new warrants providing that the holder holders of the Warrant Warrants shall have the right to exercise such new warrant warrants (upon terms not less favorable to the holders than those then applicable to the WarrantWarrants) and to receive upon such exercise, in lieu of each share of Common Stock theretofore issuable upon exercise of the WarrantWarrants, the kind and amount of shares of stock, other securities, money or property receivable upon such reclassification, change, consolidation, merger, sale or transfer by the holder of one share of Common Stock issuable upon exercise of the Warrant Warrants had the Warrant Warrants been exercised immediately prior to such reclassification, change, consolidation, merger, sale or transfer. Such new warrants shall provide for adjustments which shall be as nearly equivalent as may be practicable to the adjustments provided for in Section 7 6 hereof and this Section 87. The provisions of this Section 8 7 shall similarly apply to successive reclassifications, changes, consolidations, mergers, sales and transfers. 9.

Appears in 1 contract

Samples: Preferred Stock and Warrant Agreement (Cytrx Corp)

Adjustments for Reclassification and Reorganization. In case of any --------------------------------------------------- reclassification or change of outstanding securities issuable upon exercise of the this Warrant (other than a change in par value, or from par value to no par value, or from no par value to par value or as a result of a subdivision or combination) or in case of any consolidation or merger of the Company with or into another corporation (other than a merger with another corporation in which the Company is the surviving corporation and which does not result in any reclassification or change, other than a change in par value, or from par value to no par value, or from no par value to par value, or as a result of a subdivision or combination of outstanding securities issuable upon the exercise of the Warrant), or in case of any sale or transfer to another corporation of the property of the Company as an entirety or substantially as an entirety, the Company, or such successor or purchasing corporation, as the case may be, shall shall, without payment of any additional consideration therefor, execute or require the execution of new warrants providing that the holder holders of the Warrant Warrants shall have the right to exercise such new warrant warrants (upon terms not less favorable to the holders than those then applicable to the WarrantWarrants) and to receive upon such exercise, in lieu of each share of Common Stock theretofore issuable upon exercise of the WarrantWarrants, the kind and amount of shares of stock, other securities, money or property receivable upon such reclassification, change, consolidation, merger, sale or transfer by the holder of one share of Common Stock issuable upon exercise of the Warrant Warrants had the Warrant Warrants been exercised immediately prior to such reclassification, change, consolidation, merger, sale or transfer. Such new warrants warrant shall provide for adjustments which shall be as nearly equivalent as may be practicable to the adjustments provided for in Section 7 6 hereof and this Section 87. The provisions of this Section 8 7 shall similarly apply to successive reclassifications, changes, consolidations, mergers, sales and transfers. 9.

Appears in 1 contract

Samples: Preferred Stock and Warrant Agreement (Zynaxis Inc)

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Adjustments for Reclassification and Reorganization. In case If the Common Stock issuable upon conversion of shares of Series A Preferred Stock shall be changed into the same or a different number of shares of any --------------------------------------------------- other class or classes of stock, whether by capital reorganization, reclassification or change of outstanding securities issuable upon exercise of the Warrant otherwise (other than a change in par value, or from par value to no par value, or from no par value to par value or as a result of a subdivision or combination) or in case of any consolidation or merger of the Company with or into another corporation (other than a merger with another corporation in which the Company is the surviving corporation and which does not result in any reclassification or change, other than a change in par value, or from par value to no par value, or from no par value to par value, or as a result of a subdivision or combination of outstanding securities issuable upon the exercise of the Warrantshares provided for in SECTION 3(g) above or an Acquisition provided for in SECTION 1(c) above), or the Series A Conversion Price then in case of any sale or transfer to another corporation of effect (and the property of the Company as an entirety or substantially as an entirety, the Company, or such successor or purchasing corporationConversion Rights, as applicable) shall, concurrently with the case may beeffectiveness of such reorganization or reclassification, be proportionately adjusted so that Series A Preferred Stock shall without payment of any additional consideration therefor, execute new warrants providing that the holder of the Warrant shall have the right to exercise such new warrant (upon terms not less favorable to the holders than those then applicable to the Warrant) and to receive upon such exercisebe convertible into, in lieu of each share the number of shares of Common Stock theretofore issuable upon exercise which the holders of the WarrantSeries A Preferred Stock would otherwise have been entitled to receive, the kind and amount a number of shares of stock, such other securities, money class or property receivable upon such reclassification, change, consolidation, merger, sale or transfer classes of stock equivalent to the number of shares of Common Stock that would have been subject to receipt by the holder holders of one share Series A Preferred Stock upon the conversion of Series A Preferred Stock immediately before such change. In any such case, appropriate adjustment shall be made in the application of the provisions of this Section 3 with respect to the rights of the holders of the outstanding shares of Series A Preferred Stock after the reorganization or reclassification to the end that the provisions of this SECTION 3 (including the provisions regarding adjustment of the Series A Conversion Price then in effect and the number of shares of Common Stock issuable upon exercise conversion of the Warrant had the Warrant been exercised immediately prior to such reclassification, change, consolidation, merger, sale or transfer. Such new warrants shall provide for adjustments which outstanding shares of Series A Preferred Stock) shall be applicable after that event as nearly equivalent as may be practicable to the adjustments provided for in Section 7 hereof and this Section 8. The provisions of this Section 8 shall similarly apply to successive reclassifications, changes, consolidations, mergers, sales and transfers. 9practicable.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Acacia Research Corp)

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