Common use of Exercise Ratio – Exercise Price Clause in Contracts

Exercise Ratio – Exercise Price. Each Warrant will give right to one (1) Share (the “Warrant Exercise Ratio”). The new Shares resulting from the exercise of the Warrants shall be issued upon payment in cash (in EUR) by the relevant Warrant holder of the Warrant Exercise Price. The Warrant Exercise Price will be determined by truncation after two decimal places. Such exercise shall not require the payment of any additional fee or charge by the relevant Warrant holder. Upon exercise of the Warrants and payment of the relevant Warrant Exercise Price, the Issuer shall promptly deliver freely tradable Shares to the relevant Warrant holder upon each exercise of Warrant(s). The actual delivery of freely tradable Shares to the relevant Warrant holder shall occur no later than three (3) Trading Days after payment of the applicable Warrant Exercise Price on the Warrant Exercise Date. Upon exercise of Warrants and payment of the relevant Warrant Exercise Price, if the relevant Warrant holder does not receive the relevant Shares as provided for in the paragraphs above, the Issuer shall cumulatively pay to the relevant Warrant holder an amount in cash equal to (i) one percent (1%) of the Warrant Exercise Price accrued on a daily basis for each new Share which was issued upon the relevant Warrant Exercise until the Warrant holder has received the relevant number of Shares, and (ii) the Warrant Exercise Ratio multiplied by the difference (if positive) between (a) the closing price of the Share three (3) Trading Days after the Warrant Exercise Date, and (b) the closing price of the Share on the day immediately prior to the date on which the relevant Shares are effectively received by the relevant Warrant holder, for each exercised Warrant. Any payment to a Warrant holder made by the Issuer in accordance with Paragraph 5.3 of this Schedule 2 shall be made by the Issuer to the relevant Warrant holder in cash, by wire transfer to a bank account notified by the relevant Warrant holder to the Issuer, in immediately available, freely transferable funds in Euros.

Appears in 2 contracts

Sources: Agreement for the Issuance of and Subscription to Notes Convertible Into New Shares With Share Subscription Warrants Attached, Agreement for the Issuance of and Subscription to Notes Convertible Into New Shares With Share Subscription Warrants Attached

Exercise Ratio – Exercise Price. Each Warrant will give right to one (1) Share (the “Warrant Exercise Ratio”)) subject to any adjustment made in accordance with Paragraph 6 of these characteristics of the Warrants. The new Shares resulting from the exercise of the Warrants shall be issued upon payment in cash (in EUR) by the relevant Warrant holder of the Warrant Exercise PricePrice of Warrants. The Warrant Exercise Price of Warrants will be determined by truncation after two decimal places. Such exercise shall not require the payment of any additional fee or charge by the relevant Warrant holder. Upon exercise of holder in addition to the Warrants and payment of the relevant Warrant Exercise Price, the . The Issuer shall promptly deliver freely tradable Shares to the relevant Warrant holder upon each exercise of Warrant(s). The actual delivery Company shall use its best efforts that the issuance of freely tradable the Shares and their admission to the relevant Warrant holder trading on Nasdaq Helsinki Ltd shall occur no later than three (3) Trading Days and in any case no later than five (5) Trading Days after payment of the applicable Warrant Exercise Price on the Warrant Exercise Date. Upon exercise of Warrants and payment of the relevant Warrant Exercise PriceWarrants, if the relevant Warrant holder does not receive the relevant Shares as provided for in the paragraphs paragraph above, the Issuer shall cumulatively pay to the relevant Warrant holder an amount in cash equal to (i) one percent (1%) of the Warrant Exercise Price accrued on a daily basis for each new Share which was issued upon the relevant Warrant Exercise until the Warrant holder has received the relevant number of Shares, and (ii) the Warrant Exercise Ratio multiplied by (ii) the difference (if positive) between (a) the closing price of the Share three five (35) Trading Days after the Warrant Exercise Date, Date and (b) the closing price of the Share on the day immediately prior to the date on which the relevant Shares are effectively received by the relevant Warrant holder, for each exercised Warrant. If the Issuer does not have sufficient shareholders’ authorizations available to issue new Shares to a Warrant holder upon exercise of a Warrant, the exercised Warrant shall be acquired by the Issuer, on the Trading Day following the Warrant Exercise Date, for a price equal to (i) the Warrant Exercise Ratio multiplied by (ii) the difference between (a) the closing price of the Share on the day prior to the Warrant Exercise Date and (b) the Exercise Price of Warrants, as the case may be, divided by the Warrant Exercise Ratio. Such acquired Warrants shall be cancelled by the Issuer. Any payment to a Warrant holder made by the Issuer in accordance with Paragraph 5.3 of this Schedule 2 these characteristics of the Warrants shall be made by the Issuer to the relevant Warrant holder in cash, by wire transfer to a bank account notified by the relevant Warrant holder to the Issuer, in immediately available, freely transferable funds in Euros.

Appears in 2 contracts

Sources: Convertible Notes Agreement, Convertible Note Facility Agreement

Exercise Ratio – Exercise Price. Each Warrant will give right to one (1) Share (the "Warrant Exercise Ratio”)") subject to any adjustment made in accordance with Paragraph 7 of this Schedule 6. The new Shares resulting from the exercise of the Warrants shall be issued upon payment in cash (in EUR) by the relevant Warrant holder of the Warrant Exercise Price. The Warrant Exercise Price will be determined by truncation after two decimal places. Such exercise shall not require the payment of any additional fee or charge by the relevant Warrant holder. Upon exercise of the Warrants and payment of the relevant Warrant Exercise Price, the The Issuer shall promptly deliver freely tradable Shares to the relevant Warrant holder upon each exercise of Warrant(s). The actual delivery issuance of freely tradable the Shares and their admission to the relevant Warrant holder trading on Euronext Paris shall occur no later than three two (32) Trading Days after payment of the applicable Warrant Exercise Price on the Warrant Exercise Date. Upon exercise of Warrants and payment of the relevant Warrant Exercise Price, if the relevant Warrant holder does not receive the relevant Shares as provided for in the paragraphs above, the Issuer shall cumulatively pay to the relevant Warrant holder an amount in cash equal to (i) one percent (1%) The reception of the Warrant Exercise Price accrued shall occur no later than 3pm Paris time two (2) trading days after the Warrant Exercise Date. Subject to the right of the Issuer to use an existing additional delegation to the Board of Directors granted by another shareholders' general meeting of the Issuer than the EGM in order to continue the financing program (in which case the Parties shall agree in good faith to amend the Agreement and the Warrants to the extent necessary), if the Issuer does not have sufficient shareholders' authorizations available to issue new Shares to a Warrant holder upon exercise of a Warrant, the exercised Warrant shall be acquired by the Issuer, on a daily basis for each new Share which was issued upon the Trading Day following the relevant Warrant Exercise until the Warrant holder has received the relevant number of SharesDate, and for a price equal to (iii) the Warrant Exercise Ratio multiplied by (ii) the difference (if positive) between (a) the closing price of the Share three (3) Trading Days after on the day prior to the Warrant Exercise Date, Date and (b) the closing price of Warrant Exercise Price, as the Share on the day immediately prior to the date on which the relevant Shares are effectively received case may be, divided by the relevant Warrant holder, for each exercised WarrantExercise Ratio. Such acquired Warrants shall be cancelled by the Issuer. Any payment to a Warrant holder made by the Issuer in accordance with Paragraph 5.3 of this Schedule 2 6 shall be made by the Issuer to the relevant Warrant holder in cash, by wire transfer to a bank account notified by the relevant Warrant holder to the Issuer, in immediately available, freely transferable funds in Euros.

Appears in 1 contract

Sources: Agreement for the Issuance of and Subscription to Warrants (Erytech Pharma S.A.)

Exercise Ratio – Exercise Price. Each Warrant will give right to one (1) Share (the “Warrant Exercise Ratio”)) subject to any adjustment made in accordance with Paragraph 7 of this Schedule 6. The new Shares resulting from the exercise of the Warrants shall be issued upon payment in cash (in EUR) by the relevant Warrant holder of the Warrant Exercise Price. The Warrant Exercise Price will be determined by truncation after two decimal places. Such exercise shall not require the payment of any additional fee or charge by the relevant Warrant holder. Upon exercise of the Warrants and payment of the relevant Warrant Exercise Price, the The Issuer shall promptly deliver procure the delivery of freely tradable Shares to the relevant Warrant holder upon each exercise of Warrant(s). The actual delivery issuance of freely tradable the Shares and their admission to the relevant Warrant holder trading on Alternext shall occur no later than three (3) Trading Days after payment of the applicable Warrant Exercise Price on the Warrant Exercise Date. Upon exercise of Warrants and payment of the relevant Warrant Exercise PriceWarrants, if the relevant Warrant holder does not receive the relevant Shares as provided for in the paragraphs paragraph above, the Issuer shall cumulatively pay to the relevant Warrant holder an amount in cash equal to (i) one percent (1%) of the Warrant Exercise Price accrued on a daily basis for each new Share which was issued upon the relevant Warrant Exercise until the Warrant holder has received the relevant number of Shares, and (ii) the Warrant Exercise Ratio multiplied by (ii) the difference (if positive) between (a) the closing price of the Share three (3) Trading Days after the Warrant Exercise Date, Date and (b) the closing price of the Share on the day immediately prior to the date on which the relevant Shares are effectively received by the relevant Warrant holder, for each exercised Warrant. Any payment to a Warrant holder made by the Issuer in accordance with Paragraph 5.3 of this Schedule 2 6 shall be made by the Issuer to the relevant Warrant holder in cash, by wire transfer to a bank account notified by the relevant Warrant holder to the Issuer, in immediately available, freely transferable funds in Euros.

Appears in 1 contract

Sources: Agreement for the Issuance of and Subscription to Warrants (Biophytis SA)