Common use of Dilution Events Clause in Contracts

Dilution Events. Notwithstanding anything to the contrary set forth herein, in case TRIP’s Shareholders or the Original Shareholders do not follow, in whole or in part, any capital increase transaction of AZUL Holding between the Date of Merger and the Completion of the IPO or the Deadline, whichever occurs first, the number of Class B preferred shares of AZUL Holding that TRIP’s Shareholders shall potentially receive from the Class B Preferred Shareholders, pursuant to Sections 6.1 and 6.2 above, shall be redefined in accordance with the effective variation of the equity participation of TRIP’s Shareholders or the Original Shareholders, as the case may be, keeping the adjustment mechanics in the Initial Exchange Ratio set forth in Sections 6.1 and 6.2 hereof, subject to any additional variation in the equity participation of TRIP’s Shareholders as a result of the provisions of Section 8 below.”

Appears in 3 contracts

Samples: Investment Agreement (Azul Sa), Investment Agreement (Azul Sa), Investment Agreement (Azul Sa)

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Dilution Events. Notwithstanding anything to the contrary set forth herein, in case TRIP’s Shareholders or the Original Shareholders do not follow, in whole or in part, any capital increase transaction of AZUL Holding between the Date of Merger and the Completion of the IPO or the Deadline, whichever occurs first, the number of Class B preferred shares of AZUL Holding that TRIP’s Shareholders shall potentially receive from the Class B Preferred Shareholders, pursuant to Sections 6.1 and 6.2 above, shall be redefined in accordance with the effective variation of the equity participation of TRIP’s Shareholders or the Original Shareholders, as the case may be, keeping the adjustment mechanics in the Initial Exchange Ratio set forth in Sections 6.1 and 6.2 hereof, subject to any additional variation in the equity participation of TRIP’s Shareholders as a result of the provisions of Section 8 below.”. SECTION VII

Appears in 3 contracts

Samples: Investment Agreement (Azul Sa), Investment Agreement (Azul Sa), Investment Agreement (Azul Sa)

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