Common use of Election to Adjust Warrants Instead of Shares Per Warrant Clause in Contracts

Election to Adjust Warrants Instead of Shares Per Warrant. The Company may elect on or after the date of any adjustment of the Exercise Price pursuant to Section 3.01 hereof to adjust the number of Warrants outstanding in substitution for any adjustment in the number of Ordinary Shares purchasable upon the exercise of a Warrant as provided in Section 3.02 hereof. Each of the Warrants outstanding after such adjustment of the number of Warrants shall be exercisable for the Share Number of shares of Ordinary Shares. Each Warrant held of record prior to such adjustment of the number of Warrants shall become that number of Warrants (calculated to the nearest hundredth) obtained by (i) multiplying the number of Warrants held of record prior to adjustment of the number of Warrants by the Exercise Price in effect prior to adjustment of the Exercise Price; and (ii) dividing the product so obtained by the Exercise Price in effect after adjustment of the Exercise Price. The Company shall notify the holders of Warrants in the manner provided in Section 6.16, indicating the record date for the adjustment, and, if known at the time, the amount of the adjustment to be made. This record date may be the date on which the Exercise Price is adjusted or any day thereafter, but shall not be less than 10 or more than 30 days later than the date of notice is mailed to holders. Upon each adjustment of the number of Warrants pursuant to this Section 3.03, the Company shall cause the Warrant Agent, as promptly as practicable, to distribute to holders of record of the Warrant Certificates on such record date either (i) Warrant Certificates evidencing any additional Warrants to which such holders shall be entitled as a result of such adjustment; or (ii) in substitution for the Warrant Certificates held by such holders prior to the date of adjustment, and upon surrender thereof, if required by the Company, new Warrant Certificates evidencing all the Warrants to which such holders shall be entitled after such adjustment. Warrant Certificates to be so distributed shall be issued, executed and countersigned in the manner specified in this Agreement (but may bear, at the option of the Company, the adjusted Exercise Price) and shall be registered in the names of the holders of record of the Warrant Certificates on the record date.

Appears in 2 contracts

Samples: Warrant Agreement (Tower Semiconductor LTD), Warrant Agreement (Tower Semiconductor LTD)

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Election to Adjust Warrants Instead of Shares Per Warrant. The Company may elect on or after the date of any adjustment of the Exercise Warrant Price pursuant to Section 3.01 4.01 hereof to adjust the number of Warrants outstanding in substitution for any adjustment in the number of Ordinary Shares shares of Common Stock purchasable upon the exercise of a Warrant as provided in Section 3.02 4.02 hereof. Each of the Warrants outstanding after such adjustment of the number of Warrants shall be exercisable for the Share Number one share of shares of Ordinary SharesCommon Stock. Each Warrant held of record prior to such adjustment of the number of Warrants shall become that number of Warrants (calculated to the nearest hundredth) obtained by (i) multiplying the number of Warrants held of record prior to adjustment of the number of Warrants by the Exercise Warrant Price in effect prior to adjustment of the Exercise Warrant Price; , and (ii) dividing the product so obtained by the Exercise Warrant Price in effect after adjustment of the Exercise Warrant Price. The Company shall notify make a public announcement of its election to adjust the holders number of Warrants in the manner provided in Section 6.16Warrants, indicating the record date for the adjustment, and, if known at the time, the amount of the adjustment to be made. This record date may be the date on which the Exercise Warrant Price is adjusted or any day thereafter, but shall not be less than 10 or more than 30 days later than the date of notice is mailed to holderspublic announcement. Upon each adjustment of the number of Warrants pursuant to this Section 3.034.03, the Company shall cause the Warrant Agent, as promptly as practicable, to distribute to holders of record of the Warrant Certificates on such record date either (i) Warrant Certificates evidencing any additional Warrants to which such holders shall be entitled as a result of such adjustment; , or (ii) in substitution and replacement for the Warrant Certificates held by such holders prior to the date of adjustment, and upon surrender thereof, if required by the Company, new Warrant Certificates evidencing all the Warrants to which such holders shall be entitled after such adjustment. Warrant Certificates to be so distributed shall be issued, executed and countersigned in the manner specified in this Agreement (but may bear, at the option of the Company, the adjusted Exercise Warrant Price) ), shall represent the same class of Warrants as was represented by the Warrant Certificate so surrendered and shall be registered in the names of the holders of record of the Warrant Certificates on the record datedate specified in the public announcement.

Appears in 1 contract

Samples: Warrant Agreement (Willcox & Gibbs Inc /De)

Election to Adjust Warrants Instead of Shares Per Warrant. The Company may elect on or after the date of any adjustment of the Exercise Price pursuant to Section 3.01 hereof to adjust the number of Warrants outstanding in substitution for any adjustment in the number of Ordinary Shares shares of Common Stock purchasable upon the exercise of a Warrant as provided in Section 3.02 hereof. Each of the Warrants outstanding after such adjustment of the number of Warrants shall be exercisable for the Share Number of shares of Ordinary SharesCommon Stock. Each Warrant held of record prior to such adjustment of the number of Warrants shall become that number of Warrants (calculated to the nearest hundredth) obtained by (i) multiplying the number of Warrants held of record prior to adjustment of the number of Warrants by the Exercise Price in effect prior to adjustment of the Exercise Price; and (ii) dividing the product so obtained by the Exercise Price in effect after adjustment of the Exercise Price. The Company shall notify the holders of Warrants in the manner provided in Section 6.165.16, indicating the record date for the adjustment, and, if known at the time, the amount of the adjustment to be made. This record date may be the date on which the Exercise Price is adjusted or any day thereafter, but shall not be less than 10 or more than 30 days later than the date of notice is mailed to holders. Upon each adjustment of the number of Warrants pursuant to this Section 3.03, the Company shall cause the Warrant Agent, as promptly as practicable, to distribute to holders of record of the Warrant Certificates on such record date either (i) Warrant Certificates evidencing any additional Warrants to which such holders shall be entitled as a result of such adjustment; or (ii) in substitution for the Warrant Certificates held by such holders prior to the date of adjustment, and upon surrender thereof, if required by the Company, new Warrant Certificates evidencing all the Warrants to which such holders shall be entitled after such adjustment. Warrant Certificates to be so distributed shall be issued, executed and countersigned in the manner specified in this Agreement (but may bear, at the option of the Company, the adjusted Exercise Price) and shall be registered in the names of the holders of record of the Warrant Certificates on the record date.

Appears in 1 contract

Samples: Warrant Agreement (Micron Technology Inc)

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Election to Adjust Warrants Instead of Shares Per Warrant. The Company may elect elect, on or after the date of any adjustment of the Exercise Warrant Price pursuant to Section 3.01 hereof 4.01 hereof, to adjust increase the number of Warrants outstanding in substitution for any adjustment in the number of Ordinary Warrant Shares purchasable upon the exercise of a Warrant as provided in pursuant to Section 3.02 hereof4.01(h). Each of the The aggregate Warrants outstanding immediately after such adjustment of in the number of Warrants shall be exercisable for the Share Number same number of shares of Ordinary SharesCommon Stock for which the aggregate Warrants outstanding immediately prior to such adjustment would have been exercisable had the Company instead elected to adjust the number of Warrant Shares pursuant to Section 4.01(h). Each Warrant held of record prior to such adjustment of the number of Warrants shall become that number of Warrants (calculated to the nearest hundredththousandth) obtained by (i) multiplying the number of Warrants held of record prior to adjustment of the number of Warrants by the Exercise Warrant Price in effect prior to adjustment of the Exercise Price; Warrant Price pursuant to Section 4.01 hereof, and (ii) dividing the product so obtained by the Exercise Warrant Price in effect after adjustment of the Exercise PriceWarrant Price pursuant to Section 4.01 hereof. The Warrant Price shall remain unchanged by any adjustment to the number of outstanding Warrants pursuant to this Section 4.02. The Company shall notify make a public announcement of its election to adjust the holders number of Warrants in the manner provided in Section 6.16Warrants, indicating the record date for the adjustment, and, if known at the time, the amount of the adjustment to be made. This The record date may be the date on which the Exercise Warrant Price is adjusted or any day thereafter, but shall not be less than 10 or more than 30 days later than the date of notice is mailed to holderspublic announcement. Upon each adjustment of the number of Warrants pursuant to this Section 3.034.02, the Company shall cause the Warrant Agent, as promptly as practicable, to distribute to holders of record of the Warrant Certificates on such record date either (i) Warrant Certificates evidencing evidencing, subject to Section 4.03, any additional Warrants to which such holders shall be entitled as a result of such adjustment; , or (ii) at the option of the Company, in substitution and replacement for the Warrant Certificates held by such holders prior to the date of adjustment, and upon surrender thereof, thereof (if required by the Company), new Warrant Certificates evidencing all the Warrants to which such holders shall be entitled after such adjustment. Warrant Certificates to be so distributed shall be issued, executed and countersigned in the manner specified in this Agreement (but may shall bear, at if the option of the CompanyCompany elects to replace Warrant Certificates pursuant to clause (ii) above, the Warrant Price as adjusted Exercise Price) pursuant to Section 4.01 hereof), shall represent the same class of Warrants as was represented by the Warrant Certificates so surrendered and shall be registered in the names of the holders of record of the Warrant Certificates on the record datedate specified in the public announcement. For the purposes of this Section 4.02, “public announcement” shall mean publication at least once in a newspaper printed in the English language and customarily published at least once a day for at least five days in each calendar week and of general circulation in the Borough of Manhattan, New York, New York.

Appears in 1 contract

Samples: Warrant Agreement (Impsat Fiber Networks Inc)

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