Common use of Distribution of Assets or Securities Clause in Contracts

Distribution of Assets or Securities. If at any time the Company makes a distribution to its stockholders (other than in connection with the liquidation, dissolution or winding up of the Company covered by Section 4.6) of any assets or securities other than those referred to in Sections 3.1, 3.2 or 3.5, the Warrant Purchase Price shall be adjusted and shall be equal to the Warrant Purchase Price in effect immediately prior to the close of business on the date fixed for the determination of stockholders entitled to receive such distribution multiplied by a fraction (which shall not be less than zero), the numerator of which shall be the Fair Market Value per share of Common Stock on the date fixed for such determination, less the then fair market value of the portion of the assets, or the fair market value of the portion of the securities, as the case may be, so distributed applicable to one share of Common Stock, and the denominator of which shall be the Fair Market Value per share of Common Stock. Such adjustment to the Warrant Purchase Price shall become effective immediately prior to the opening of business on the day immediately following the date fixed for the determination of stockholders entitled to receive such distribution. Upon any adjustment in the Warrant Purchase Price as provided in this Section 3.3, the number of shares of Common Stock issuable upon the exercise of this Warrant shall also be adjusted and shall be equal to the number of Warrant Shares issuable upon exercise of this Warrant immediately prior to such adjustment multiplied by a fraction, the numerator of which is the Warrant Purchase Price in effect immediately prior to such adjustment and the denominator of which is the Warrant Purchase Price as so adjusted.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Levine Leichtman Capital Partners Ii Lp), Levine Leichtman Capital Partners Ii Lp, Overhill Farms Inc

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Distribution of Assets or Securities. If at any time the Company makes a distribution to its stockholders (other than in connection with the liquidation, dissolution or winding up of the Company covered by Section 4.6Company) of any assets asset or securities security other than those referred to in Sections 3.1SECTIONS 4.1, 3.2 or 3.54.2 OR 4.5, the Warrant Purchase Price shall be adjusted and shall be equal to the Warrant Purchase Price in effect immediately prior to the close of business on the date fixed for the determination of stockholders entitled to receive such distribution multiplied by distribution, MULTIPLIED BY a fraction (which shall not be less than zero), the numerator of which shall be the Fair Market Value per share of Common Stock on the date fixed for such determination, less LESS the then fair market value of the portion of the assets, or the fair market value of the portion of the securities, as the case may be, so distributed applicable to one share of Common Stock, and the denominator of which shall be the Fair Market Value per share of Common Stock. Such adjustment to the Warrant Purchase Price shall become effective immediately prior to the opening of business on the day immediately following the date fixed for the determination of stockholders entitled to receive such distribution. Upon any adjustment in the Warrant Purchase Price as provided in this Section 3.3SECTION 4.3, the number of shares of Common Stock issuable upon the exercise of this Warrant shall also be adjusted and shall be equal to the number of Warrant Shares issuable upon exercise of this Warrant immediately prior to such adjustment multiplied by MULTIPLIED BY a fraction, the numerator of which is the Warrant Purchase Price in effect immediately prior to such adjustment and the denominator of which is the Warrant Purchase Price as so adjusted.

Appears in 3 contracts

Samples: Levine Leichtman Capital Partners Ii Lp, Interdent Inc, Levine Leichtman Capital Partners Ii Lp

Distribution of Assets or Securities. If at any time the Company makes a distribution to its stockholders (other than in connection with the liquidation, dissolution or winding up of the Company covered by Section 4.6) of any assets or securities other than those referred to in Sections 3.14.1, 3.2 4.2 or 3.54.5, the Warrant Purchase Price shall be adjusted and shall be equal to the Warrant Purchase Price in effect immediately prior to the close of business on the date fixed for the determination of stockholders entitled to receive such distribution multiplied by a fraction (which shall not be less than zero), the numerator of which shall be the Fair Market Value per share of Common Stock on the date fixed for such determination, less the then fair market value of the portion of the assets, or the fair market value of the portion of the securities, as the case may be, so distributed applicable to one share of Common Stock, and the denominator of which shall be the Fair Market Value per share of Common Stock. Such adjustment to the Warrant Purchase Price shall become effective immediately prior to the opening of business on the day immediately following the date fixed for the determination of stockholders entitled to receive such distribution. Upon any adjustment in the Warrant Purchase Price as provided in this Section 3.34.3, the number of shares of Common Stock issuable upon the exercise of this Warrant shall also be adjusted and shall be equal to the number of Warrant Shares issuable upon exercise of this Warrant immediately prior to such adjustment multiplied by a fraction, the numerator of which is the Warrant Purchase Price in effect immediately prior to such adjustment and the denominator of which is the Warrant Purchase Price as so adjusted.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Levine Leichtman Capital Partners Ii Lp), Levine Leichtman Capital Partners Ii Lp

Distribution of Assets or Securities. If at any time the Company makes a distribution to its stockholders (other than in connection with the liquidation, dissolution or winding up of the Company covered by Section 4.6Company) of any assets asset or securities security other than those referred to in Sections 3.14.1, 3.2 4.2 or 3.54.5, the Warrant Purchase Price shall be adjusted and shall be equal to the Warrant Purchase Price in effect immediately prior to the close of business on the date fixed for the determination of stockholders entitled to receive such distribution distribution, multiplied by a fraction (which shall not be less than zero), the numerator of which shall be the Fair Market Value per share of Common Stock on the date fixed for such determination, less the then fair market value of the portion of the assets, or the fair market value of the portion of the securities, as the case may be, so distributed applicable to one share of Common Stock, and the denominator of which shall be the Fair Market Value per share of Common Stock. Such adjustment to the Warrant Purchase Price shall become effective immediately prior to the opening of business on the day immediately following the date fixed for the determination of stockholders entitled to receive such distribution. Upon any adjustment in the Warrant Purchase Price as provided in this Section 3.3, 4.3 the number of shares of Common Stock issuable upon the exercise of this Warrant shall also be adjusted and shall be equal to the number of Warrant Shares issuable upon exercise of this Warrant immediately prior to such adjustment multiplied by a fraction, the numerator of which is the Warrant Purchase Price in effect immediately prior to such adjustment and the denominator of which is the Warrant Purchase Price as so adjusted.

Appears in 2 contracts

Samples: Interdent Inc, Interdent Inc

Distribution of Assets or Securities. If at any time the Company makes a distribution to its stockholders all holders of Common Stock of any asset (other than cash) or security other than those referred to in SECTIONS 3.1, 3.2 OR 3.5, and other than in connection with the liquidation, dissolution or winding up of the Company covered by Section 4.6) of any assets or securities other than those referred to Company, then and in Sections 3.1, 3.2 or 3.5each such case, the Warrant Purchase Price shall be adjusted and shall be to equal to the number determined by multiplying the Warrant Purchase Price in effect immediately prior to the close of business on the date fixed for the determination of stockholders entitled to receive such distribution multiplied by a fraction (which shall not be less than zero), the numerator of which shall be the Fair Market Value per share of Common Stock the COMMON STOCK on the date fixed for such determination, determination less the then fair market value Fair Market Value of the portion of the assets, assets or the fair market value of the portion of the securities, as the case may be, securities so distributed applicable to one share of Common Stock, and the denominator of which shall be the such Fair Market Value per share of the Common Stock. Such , such adjustment to the Warrant Purchase Price shall become effective immediately prior to the opening of business on the day immediately following the date fixed for the determination of stockholders entitled to receive such distribution. Upon any adjustment in the Warrant Purchase Price as provided in this Section 3.3above, the number of shares of Common Stock issuable purchasable upon the exercise of this Warrant shall also be adjusted and shall be equal to that number determined by multiplying the number of Warrant Shares issuable upon exercise of this Warrant immediately prior to such adjustment multiplied by a fraction, the numerator of which is the Warrant Purchase Price in effect immediately prior to such adjustment and the denominator of which is the Warrant Purchase Price as so adjusted.

Appears in 1 contract

Samples: SSP Solutions Inc

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Distribution of Assets or Securities. If at any time the Company makes a distribution to its stockholders (other than in connection with the liquidation, dissolution or winding up of the Company covered by Section 4.6Company) of any assets asset or securities security other than those referred to in Sections 3.1SECTIONS 4.1, 3.2 or 3.54.2 OR 4.5, the Warrant Purchase Price shall be adjusted and shall be equal to the Warrant Purchase Price in effect immediately prior to the close of business on the date fixed for the determination of stockholders entitled to receive such distribution multiplied distribution, MULTIPLIED by a fraction (which shall not be less than zero), the numerator of which shall be the Fair Market Value per share of Common Stock on the date fixed for such determination, less LESS the then fair market value of the portion of the assets, or the fair market value of the portion of the securities, as the case may be, so distributed applicable to one share of Common Stock, and the denominator of which shall be the Fair Market Value per share of Common Stock. Such adjustment to the Warrant Purchase Price shall become effective immediately prior to the opening of business on the day immediately following the date fixed for the determination of stockholders entitled to receive such distribution. Upon any adjustment in the Warrant Purchase Price as provided in this Section 3.3SECTION 4.3, the number of shares of Common Stock issuable upon the exercise of this Warrant shall also be adjusted and shall be equal to the number of Warrant Shares issuable upon exercise of this Warrant immediately prior to such adjustment multiplied MULTIPLIED by a fraction, the numerator of which is the Warrant Purchase Price in effect immediately prior to such adjustment and the denominator of which is the Warrant Purchase Price as so adjusted.

Appears in 1 contract

Samples: Levine Leichtman Capital Partners Ii Lp

Distribution of Assets or Securities. If at any time the Company ------------------------------------ makes a distribution to its stockholders (other than in connection with the liquidation, dissolution or winding up of the Company covered by Section 4.6Company) of any assets asset (other than cash) or securities security other than those referred to in Sections 3.14.1, 3.2 4.2 or 3.54.5, the ------------------------ Warrant Purchase Price shall be adjusted and shall be equal to the Warrant Purchase Price in effect immediately prior to the close of business on the date fixed for the determination of stockholders entitled to receive such distribution multiplied by a fraction (which shall not be less than zero), the ------------- numerator of which shall be the Fair Market Value per share of Common Stock on the date fixed for such determination, less the then fair market value of the ---- portion of the assets, or the fair market value of the portion of the securities, as the case may be, so distributed applicable to one share of Common Stock, and the denominator of which shall be the Fair Market Value per share of Common Stock. Such adjustment to the Warrant Purchase Price shall become effective immediately prior to the opening of business on the day immediately following the date fixed for the determination of stockholders entitled to receive such distribution. Upon any adjustment in the Warrant Purchase Price as provided in this Section 3.34.3, the number of shares of Common Stock issuable upon ----------- the exercise of this Warrant shall also be adjusted and shall be equal to the number of Warrant Shares issuable upon exercise of this Warrant immediately prior to such adjustment multiplied by a fraction, the numerator of which is the ------------- Warrant Purchase Price in effect immediately prior to such adjustment and the denominator of which is the Warrant Purchase Price as so adjusted.

Appears in 1 contract

Samples: Polyphase Corp

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