Common Stock Issue Sample Clauses
Common Stock Issue. In the event that at any time or from time to time the Company shall issue shares of Common Stock for a consideration per share that is less than the Current Market Value per share of Common Stock as of the issuance date of such shares, the number of shares of Common Stock issuable upon the exercise of each Warrant immediately after such issuance date shall be determined by multiplying the number of shares of Common Stock issuable upon exercise of each Warrant immediately prior to such issuance date by a fraction, the numerator of which shall be the number of shares of Common Stock outstanding immediately preceding the issuance of such shares plus the number of additional shares of Common Stock to be issued in such transaction, and the denominator of which shall be the number of shares of Common Stock outstanding immediately preceding the date for the issuance of such shares plus the total number of shares of Common Stock which the aggregate consideration expected to be received by the Company upon the issuance of such shares would purchase at the Current Market Value per share of Common Stock as of the date of such issuance; and, subject to Section 3.08(b), in the event of any such adjustment, the Exercise Price shall be adjusted to a number determined by dividing the applicable Exercise Price immediately prior to such date of issuance by the aforementioned fraction; provided, however, that no adjustment to the number of shares of Common Stock issuable upon the exercise of the Warrants or to the applicable Exercise Price shall be made with respect to shares of Common Stock issued pursuant to and consistent with the terms of the ESOP for Company contributions to the ESOP in the form of Company match and profit sharing contributions in the ordinary course of business consistent with past practices. Adjustments shall be made, and shall only become effective, whenever shares are issued. No adjustment shall be made pursuant to this Section 4.04 which shall have the effect of decreasing the number of Warrant Shares issuable upon exercise of each Warrant or increasing the applicable Exercise Price.
Common Stock Issue. In the event that at any time or from time to time the Company shall issue shares of Common Stock for a consideration per share that is less than the price per share of Common Stock as of the pricing date of such shares (other than any shares of Common Stock described in Section 4.08), the number of Warrant Shares issuable upon the exercise of each Warrant immediately after such issuance date shall be determined by multiplying (a) the number of Warrant Shares issuable upon exercise of each Warrant immediately prior to such issuance date by (b) a fraction, the numerator of which shall be the number of shares of Common Stock outstanding immediately preceding the issuance of such Warrant Shares plus the number of additional shares of Common Stock to be issued in such transaction, and the denominator of which shall be the number of shares of Common Stock outstanding immediately preceding the date for the issuance of such Warrant Shares. Adjustments shall be made, and shall only become effective, whenever shares are issued. No adjustment shall be made pursuant to this Section 4.04, (i) which shall have the effect of decreasing the number of Warrant Shares issuable upon exercise of each Warrant, or (ii) on account of the Company’s issuance of any Common Stock (A) in accordance with terms of a Management Incentive Plan, or (B) upon the exercise of any rights, options, or warrants issued in accordance with terms of a Management Incentive Plan.
Common Stock Issue. In the event that at any time or from time to time the Company shall issue shares of Common Stock for a consideration per share that is less than the Current Market Value per share of Common Stock as of the issuance date of such shares, the number of shares of Class A Common Stock issuable upon the exercise of each Warrant immediately after such issuance date shall be determined by multiplying the number of shares of Class A Common Stock issuable upon exercise of each Warrant immediately prior to such issuance date by a fraction, the numerator of which shall be the number of shares of Common Stock outstanding immediately preceding the issuance of such shares plus the number of additional shares of Common Stock to be issued in such transaction, and the denominator of which shall be the number of shares of Common Stock outstanding immediately preceding the date for the issuance of such shares plus the total number of shares of Common Stock which the aggregate consideration expected to be received by the Company upon the issuance of such shares (as determined in good faith by the Board, whose determination shall be evidenced by a board resolution filed with the Warrant Agent, a copy of which will be sent to Holders upon request) would purchase at the Current Market Value per share of Common Stock as of the date of such issuance; and, subject to Section 4.08, in the event of any such adjustment, the Exercise Price shall be adjusted to a number determined by dividing the Exercise Price immediately prior to such date of issuance by the aforementioned fraction; provided, however, that no adjustment to the number of Warrant Shares issuable upon the exercise of the Warrants or to the Exercise Price shall be made as a result of (i) the issuance of shares of Common Stock in bona fide public offerings that are underwritten or in which a placement agent is retained by the Company, (ii) the issuance of shares of Class A Common Stock upon conversion of Class B Common Stock and the issuance of shares of Class B Common Stock upon conversion of Class A Common Stock, in each case as provided in the Certificate of Incorporation of the Company as in effect on the Issue Date, (iii) the issuance of shares of Common Stock (including the exercise of options) to officers, directors or employees of the Company, (iv) the issuance of shares of Common Stock in connection with acquisitions of products and businesses other than to Affiliates of the Company and (v) the issuance of shares ...
Common Stock Issue. 24 SECTION 4.04. Issuance of Rights or Options.......................... 25 3 2
Common Stock Issue. 16 SECTION 4.04. Issuance of Rights or Options . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17 SECTION 4.05.
Common Stock Issue. 21 SECTION 4.04. ISSUANCE OF RIGHTS OR OPTIONS..................................22 SECTION 4.05.
Common Stock Issue. In the event that at any time or from time to time the Company shall issue shares of Common Stock, the Base Exercise Amount immediately after such issuance date shall be determined by multiplying the Base Exercise Amount immediately prior to such issuance date by a fraction, the numerator of which shall be the number of shares of Common Stock outstanding immediately preceding the issuance of such shares plus the number of additional shares of Common Stock to be issued in such transaction, and the denominator of which shall be the number of shares of Common Stock outstanding immediately preceding the date for the issuance of such shares. Adjustments shall be made, and shall only become effective, whenever shares are issued. No adjustment shall be made pursuant to this Section 4.04 (i) which shall have the effect of decreasing the Base Exercise Amount or increasing the applicable Exercise Price or (ii) on account of the Company’s issuance of any Common Stock (a) in accordance with terms of a Qualified Incentive Plan or (b) upon the exercise of any rights, options or warrants issued in accordance with terms of a Qualified Incentive Plan.