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Common use of Extraordinary Dividends Clause in Contracts

Extraordinary Dividends. If the Company, at any time while this Warrant is outstanding and unexpired, shall pay a dividend or make a distribution in cash, securities or other assets to the holders of the shares of Common Stock on account of such Common Stock (or other shares of the Company’s capital stock into which this Warrant is convertible), other than (a) as described in subsection 3.a(i) above, or (b) Ordinary Cash Dividends (as defined below) (any such non-excluded event being referred to herein as an “Extraordinary Dividend”), then the Warrant Price shall be decreased, effective immediately after the effective date of such Extraordinary Dividend, by the amount of cash and/or the fair market value (as determined by the board of directors of the Company, in good faith) of any securities or other assets paid on each share of Common Stock in respect of such Extraordinary Dividend. For purposes of this subsection 3.a(ii), “Ordinary Cash Dividends” means any cash dividend or cash distribution which, when combined on a per share basis, with the per share amounts of all other cash dividends and cash distributions paid on the Common Stock during the 365-day period ending on the date of declaration of such dividend or distribution (as adjusted to appropriately reflect any of the events referred to in other subsections of this Section 3 and excluding cash dividends or cash distributions that resulted in an adjustment to the Warrant Price or to the number of Warrant Shares issuable on exercise of this Warrant) does not exceed $0.50.

Appears in 13 contracts

Samples: Subscription Agreement (Adagio Medical Holdings, Inc.), Subscription Agreement (Adagio Medical Holdings, Inc.), Base Warrant Agreement (Adagio Medical Holdings, Inc.)

Extraordinary Dividends. If the Company, at any time while this Warrant is the Warrants are outstanding and unexpired, shall pay pays to all or substantially all of the holders of the Ordinary Shares a dividend or make makes a distribution in cash, securities or other assets to the holders of the shares of Common Stock on account of such Common Stock Ordinary Shares (or other shares of the Company’s capital stock into which this Warrant is the Warrants are convertible), other than (a) as described in subsection 3.a(i) 4.1.1 above, or (b) Ordinary Cash Dividends (as defined below) ), (any such non-excluded event being referred to herein as an “Extraordinary Dividend”), then the Warrant Price shall be decreased, effective immediately after the effective date of such Extraordinary Dividend, by the amount of cash and/or the fair market value (as determined by the Company’s board of directors of (the Company“Board”), in good faith) of any securities or other assets paid on each share of Common Stock Ordinary Share in respect of such Extraordinary Dividend. For purposes of this subsection 3.a(ii)4.1.2, “Ordinary Cash Dividends” means any cash dividend or cash distribution which, when combined on a per share basis, basis with the per share amounts of all other cash dividends and cash distributions paid on the Common Stock Ordinary Shares during the 365-day period ending on the date of declaration of such dividend or distribution distribution, does not exceed $0.50 per share (as which amount shall be adjusted to appropriately reflect any of the events referred to in other subsections of this Section 3 4 and excluding cash dividends or cash distributions that resulted in an adjustment to the Warrant Price or to the number of Warrant Ordinary Shares issuable on exercise of this each Warrant) does not exceed but only with respect to the amount of the aggregate cash dividends or cash distributions equal to or less than $0.50.

Appears in 10 contracts

Samples: Warrant Agreement (TH International LTD), Assignment and Assumption Agreement (Gogoro Inc.), Assignment and Assumption Agreement (Poema Global Holdings Corp.)

Extraordinary Dividends. 4.3.1. If the Company, at any time while this Warrant is the Warrants are outstanding and unexpired, shall pay pays a dividend or make makes a distribution in cash, securities securities, or other assets to the holders of the shares of Common Stock Ordinary Shares on account of such Common Stock Ordinary Shares (or other shares of the Company’s capital stock into which this Warrant is the Warrants are convertible), other than than: (a) as described in subsection 3.a(i) 4.1 above, or (b) Ordinary Cash Dividends (as defined below) (any such non-excluded event being referred to herein as an “Extraordinary Dividend”), then the Warrant Price shall be decreased, effective immediately after the effective date of such Extraordinary Dividend, by the amount of cash and/or and the fair market value (as determined by the Company’s board of directors of the Companydirectors, in good faith) of any securities or other assets paid on each share of Common Stock Ordinary Share in respect of such Extraordinary Dividend. 4.3.2. For purposes of this subsection 3.a(ii)4.3, “Ordinary Cash Dividends” means any cash dividend or cash distribution which, when combined on a per share basis, basis with the per share amounts of all other cash dividends and cash distributions paid on the Common Stock Ordinary Shares during the 365-day period ending on the date of declaration of such dividend or distribution (as adjusted to appropriately reflect any of the events referred to in other subsections of this Section 3 4 and excluding cash dividends or cash distributions that resulted in an adjustment to the Warrant Price or to the number of Warrant Ordinary Shares issuable on exercise of this each Warrant) does not exceed $0.50.

Appears in 3 contracts

Samples: Warrant Agreement (Bioceres Crop Solutions Corp.), Warrant Agreement (Union Acquisition Corp.), Warrant Agreement (Union Acquisition Corp.)

Extraordinary Dividends. If the Company, at any time while this Warrant is outstanding and unexpired, shall pay a dividend or make a distribution in cash, securities or other assets to the holders of the shares of Common Stock on account of such Common Stock (or other shares of the Company’s capital stock into which this Warrant is convertible), other than (a) as described in subsection 3.a(i2(a) above, or (b) Ordinary Cash Dividends (as defined below) (any such non-excluded event being referred to herein as an “Extraordinary Dividend”), then the Warrant Exercise Price shall be decreased, effective immediately after the effective date of such Extraordinary Dividend, by the amount of cash and/or the fair market value (as determined by the board of directors of the Company, in good faith) of any securities or other assets paid on each share of Common Stock in respect of such Extraordinary Dividend. For purposes of this subsection 3.a(ii2(b), “Ordinary Cash Dividends” means any cash dividend or cash distribution which, when combined on a per share basis, with the per share amounts of all other cash dividends and cash distributions paid on the Common Stock during the 365-day period ending on the date of declaration of such dividend or distribution (as adjusted to appropriately reflect any of the events referred to in other subsections of this Section 3 2 and excluding cash dividends or cash distributions that resulted in an adjustment to the Warrant Price or to the number of Warrant Shares shares of Common Stock issuable on exercise of this Warrant) does not exceed $0.50.

Appears in 3 contracts

Samples: Warrant Agreement (Adagio Medical Holdings, Inc.), Subscription Agreement (ARYA Sciences Acquisition Corp IV), Subscription Agreement (ARYA Sciences Acquisition Corp IV)

Extraordinary Dividends. If the Company, at any time while this Warrant is the Warrants are outstanding and unexpired, shall pay a dividend or make a distribution in cash, securities or other assets to the holders of the shares of Common Stock Ordinary Shares on account of such Common Stock Ordinary Shares (or other shares of the Company’s share capital stock into which this Warrant is the Warrants are convertible), other than (a) as described in subsection 3.a(i) above, 4.1.1 above or (b) Ordinary Cash Dividends (as defined below) (any such non-excluded event being referred to herein as an “Extraordinary Dividend”), then the Warrant Price shall be decreased, effective immediately after the effective date of such Extraordinary Dividend, by the amount of cash and/or the fair market value (as determined by the Company’s board of directors of (the Company, “Board”) in good faith) of any securities or other assets paid on each share of Common Stock Ordinary Share in respect of such Extraordinary Dividend. For purposes of this subsection 3.a(ii)4.1.2, “Ordinary Cash Dividends” means any cash dividend or cash distribution which, when combined on a per share basis, basis with the per share amounts of all other cash dividends and cash distributions paid on the Common Stock Ordinary Shares during the 365-day period ending on the date of declaration of such dividend or distribution (as adjusted to appropriately reflect any of the events referred to in other subsections of this Section 3 4 and excluding cash dividends or cash distributions that resulted in an adjustment to the Warrant Price or to the number of Warrant Ordinary Shares issuable on exercise of this each Warrant) does not exceed $0.50.

Appears in 3 contracts

Samples: Warrant Agreement (Heramba Electric PLC), Warrant Agreement (Project Energy Reimagined Acquisition Corp.), Warrant Agreement (Heramba Electric PLC)

Extraordinary Dividends. If the Company, at any time while this Warrant is the OSN Warrants are outstanding and unexpired, shall pay a dividend or make a distribution in cash, securities or other assets to the holders of the shares of Common Stock on account of such shares of Common Stock (or other shares of the Company’s capital stock into which this Warrant is the OSN Warrants are convertible), other than (a) as described in subsection 3.a(i) 3.1.1 above, or (b) Ordinary Cash Dividends (as defined below) (any such non-excluded event being referred to herein as an “Extraordinary Dividend”), then the Warrant Price shall be decreased, effective immediately after the effective date of such Extraordinary Dividend, by the amount of cash and/or the fair market value (as determined by the board of directors of the CompanyBoard, in good faith) of any securities or other assets paid on each share of Common Stock in respect of such Extraordinary Dividend. For purposes of this subsection 3.a(ii)3.1.2, “Ordinary Cash Dividends” means any cash dividend or cash distribution which, when combined on a per share basis, with the per share amounts of all other cash dividends and cash distributions paid on the Common Stock during the 365-day period ending on the date of declaration of such dividend or distribution (as adjusted to appropriately reflect any of the events referred to in other subsections of this Section 3 4 and excluding cash dividends or cash distributions that resulted in an adjustment to the Warrant Price or to the number of Warrant Shares shares of Common Stock issuable on exercise of this each OSN Warrant) does not exceed $0.50.

Appears in 2 contracts

Samples: Warrant Purchase Agreement (OSN Streaming LTD), Warrant Agreement (Anghami Inc)

Extraordinary Dividends. If the Company, at any time while this Warrant is the Warrants are outstanding and unexpired, shall pay a dividend or make a distribution in cash, securities or other assets to all or substantially all of the holders of the shares of Common Stock Ordinary Shares on account of such Common Stock Ordinary Shares (or other shares of the Company’s share capital stock into which this Warrant is the Warrants are convertible), other than (a) as described in subsection 3.a(i) above, or 3.1.1 above and (b) Ordinary Cash Dividends (as defined below) (any such non-excluded event being referred to herein as an “Extraordinary Dividend”), then the Warrant Price shall be decreased, effective immediately after the effective date of such Extraordinary Dividend, by the amount of cash and/or the fair market value (as determined by the board Company’s Board of directors of the CompanyDirectors, in good faith) of any securities or other assets paid on each share of Common Stock Ordinary Share in respect of such Extraordinary Dividend. For purposes of this subsection 3.a(ii)3.1.2, “Ordinary Cash Dividends” means any cash dividend or cash distribution which, when combined on a per share basis, with the per share amounts of all other cash dividends and cash distributions paid on the Common Stock Ordinary Shares during the 365-day period ending on the date of declaration of such dividend or distribution (as adjusted to appropriately reflect any of the events referred to in other subsections of this Section 3 and excluding cash dividends or cash distributions that resulted in an adjustment to the Warrant Price or to the number of Warrant Ordinary Shares issuable on exercise of this each Warrant) does not exceed $0.500.05.

Appears in 2 contracts

Samples: Warrant Agreement (Selina Hospitality PLC), Warrant Agreement (Selina Hospitality PLC)

Extraordinary Dividends. If the Company, at any time while this Warrant is the Warrants are outstanding and unexpired, shall pay a dividend or make a distribution in cash, securities or other assets to the holders of the shares of Common Stock Shares on account of such Common Stock Shares (or other shares of the Company’s capital stock into which this Warrant is the Warrants are convertible), other than (a) as described in subsection 3.a(i) above, 4.1.1 above or (b) Ordinary Cash Dividends (as defined below) (any such non-excluded event being referred to herein as an “Extraordinary Dividend”), then the applicable Warrant Price shall be decreased, effective immediately after the effective date of such Extraordinary Dividend, by the amount of cash and/or the fair market value (as determined by the Company’s board of directors of (the Company“Board”), in good faith) of any securities or other assets paid on each share of Common Stock Share in respect of such Extraordinary Dividend. For purposes of this subsection 3.a(ii)4.1.2, “Ordinary Cash Dividends” means any cash dividend or cash distribution which, when combined on a per share basis, with the per share amounts of all other cash dividends and cash distributions paid on the Common Stock Shares during the 365-day period ending on the date of declaration of such dividend or distribution (as adjusted to appropriately reflect any of the events referred to in other subsections of this Section 3 4 and excluding cash dividends or cash distributions that resulted in an adjustment to the applicable Warrant Price or to the number of Warrant Common Shares issuable on exercise of this each Warrant) does not exceed $0.50.

Appears in 2 contracts

Samples: Transaction Support Agreement (Leisure Acquisition Corp.), Transaction Support Agreement (Leisure Acquisition Corp.)

Extraordinary Dividends. If the Company, at any time while this Warrant is the Warrants are outstanding and unexpired, shall pay a dividend or make a distribution in cash, securities or other assets to all or substantially all of the holders of the shares of Common Stock Ordinary Shares on account of such Common Stock Ordinary Shares (or other shares of the Company’s share capital stock into which this Warrant is the Warrants are convertible), other than (a) as described in subsection 3.a(i) above, or 4.1.1 above and (b) Ordinary Cash Dividends (as defined below) (any such non-excluded event being referred to herein as an “Extraordinary Dividend”), then the Warrant Price shall be decreased, effective immediately after the effective date of such Extraordinary Dividend, by the amount of cash and/or the fair market value (as determined by the board of directors of the CompanyBoard, in good faith) of any securities or other assets paid on each share of Common Stock Ordinary Share in respect of such Extraordinary Dividend. For purposes of this subsection 3.a(ii)4.1.2, “Ordinary Cash Dividends” means any cash dividend or cash distribution which, when combined on a per share basis, with the per share amounts of all other cash dividends and cash distributions paid on the Common Stock Ordinary Shares during the 365-day period ending on the date of declaration of such dividend or distribution (as adjusted to appropriately reflect any of the events referred to in other subsections of this Section 3 4 and excluding cash dividends or cash distributions that resulted in an adjustment to the Warrant Price or to the number of Warrant Ordinary Shares issuable on exercise of this each Warrant) does not exceed $0.500.05.

Appears in 2 contracts

Samples: Warrant Agreement (Selina Hospitality PLC), Warrant Agreement (Selina Hospitality PLC)

Extraordinary Dividends. If the Company, at any time while this Warrant is the PIPE Warrants are outstanding and unexpired, shall pay pays to all or substantially all of the holders of the Common Stock a dividend or make a distribution in cash, securities or other assets to the holders of the such shares of Common Stock on account of such Common Stock (or other shares of the Company’s capital stock into which this Warrant is the PIPE Warrants are convertible), other than (a) as described in subsection 3.a(i) above, Section 4.1 above or (b) Ordinary Cash Dividends (as defined below) (any such non-excluded event being referred to herein as an “Extraordinary Dividend”), then the Warrant Price shall be decreased, effective immediately after the effective date of such Extraordinary Dividend, by the amount of cash and/or the fair market value (as determined by the Company’s board of directors of (the Company“Board”), in good faith) of any securities or other assets paid on each share of Common Stock in respect of such Extraordinary Dividend. For purposes of this subsection 3.a(ii)Section 4.3, “Ordinary Cash Dividends” means any cash dividend or cash distribution which, when combined on a per share basis, with the per share amounts of all other cash dividends and cash distributions paid on the Common Stock during the 365-day period ending on the date of declaration of such dividend or distribution to the extent it does not exceed $0.50 (as which amount shall be adjusted to appropriately reflect any of the events referred to in other subsections of this Section 3 4 and excluding cash dividends or cash distributions that resulted in an adjustment to the Warrant Price or to the number of Warrant Shares shares of Common Stock issuable on exercise of this each PIPE Warrant) does not exceed $0.50).

Appears in 2 contracts

Samples: Warrant Agreement (Nogin, Inc.), Warrant Agreement (Software Acquisition Group Inc. III)

Extraordinary Dividends. If the Company, at any time while this Warrant is the Warrants are outstanding and unexpired, shall pay a dividend or make a distribution in cash, securities or other assets to all or substantially all the holders of the shares of Common Stock Ordinary Shares on account of such Common Stock Ordinary Shares (or other shares of the Company’s share capital stock into which this Warrant is the Warrants are convertible), other than (a) as described in subsection 3.a(i) above, 4.1.1 above or (b) Ordinary Cash Dividends (as defined below) (any such non-excluded event being referred to herein as an “Extraordinary Dividend”), then the Warrant Price shall be decreased, effective immediately after the effective date of such Extraordinary Dividend, by the amount of cash and/or the fair market value (as determined by the board of directors of the CompanyBoard, in good faith) of any securities or other assets paid on each share of Common Stock Ordinary Share in respect of such Extraordinary Dividend. For purposes of this subsection 3.a(ii)4.1.2, “Ordinary Cash Dividends” means any cash dividend or cash distribution which, when combined on a per share basis, with the per share amounts of all other cash dividends and cash distributions paid on the Common Stock ordinary Shares during the 365-day period ending on the date of declaration of such dividend or distribution (as adjusted to appropriately reflect any of the events referred to in other subsections of this Section 3 4 and excluding cash dividends or cash distributions that resulted in an adjustment to the Warrant Price or to the number of Warrant Ordinary Shares issuable on exercise of this each Warrant) does not exceed $0.500.50 (being 5% of the offering price of the Units in the Offering).

Appears in 1 contract

Samples: Subscription Agreement (BOA Acquisition Corp.)

Extraordinary Dividends. If the Company, at any time while this Warrant is the Warrants are outstanding and unexpired, shall pay a dividend or make a distribution in cash, securities or other assets to all or substantially all the holders of the shares of Common Stock Ordinary Shares on account of such Common Stock Ordinary Shares (or other shares of the Company’s share capital stock into which this Warrant is the Warrants are convertible), other than (a) as described in subsection 3.a(i) above, 4.1.1 above or (b) Ordinary Cash Dividends (as defined below) (any such non-excluded event being referred to herein as an “Extraordinary Dividend”), then the Warrant Price shall be decreased, effective immediately after the effective date of such Extraordinary Dividend, by the amount of cash and/or the fair market value (as determined by the board of directors of the CompanyBoard, in good faith) of any securities or other assets paid on each share of Common Stock Ordinary Share in respect of such Extraordinary Dividend. For purposes of this subsection 3.a(ii)4.1.2, “Ordinary Cash Dividends” means any cash dividend or cash distribution which, when combined on a per share basis, with the per share amounts of all other cash dividends and cash distributions paid on the Common Stock Ordinary Shares during the 365-day period ending on the date of declaration of such dividend or distribution (as adjusted to appropriately reflect any of the events referred to in other subsections of this Section 3 4 and excluding cash dividends or cash distributions that resulted in an adjustment to the Warrant Price or to the number of Warrant Ordinary Shares issuable on exercise of this each Warrant) does not exceed $0.500.50 (being 5% of the offering price of the Units in the Offering).

Appears in 1 contract

Samples: Warrant Agreement (Selina Hospitality PLC)

Extraordinary Dividends. If the Company, at any time while this Warrant is the Warrants are outstanding and unexpired, shall pay a dividend or make a distribution in cash, securities or other assets to the holders of the shares of Common Stock Ordinary Shares on account of such Common Stock Ordinary Shares (or other shares of the Company’s share capital stock into which this Warrant is the Warrants are convertible), other than (a) as described in subsection 3.a(i) above, 4.1.1 above or (b) Ordinary Cash Dividends (as defined below) ), (any such non-excluded event being referred to herein as an “Extraordinary Dividend”), then the Warrant Price shall be decreased, effective immediately after the effective date of such Extraordinary Dividend, by the amount of cash and/or the fair market value (as determined by the Company’s board of directors of (the Company, “Board”) in good faith) of any securities or other assets paid on each share of Common Stock Ordinary Share in respect of such Extraordinary Dividend. For purposes of this subsection 3.a(ii)4.1.2, “Ordinary Cash Dividends” means any cash dividend or cash distribution which, when combined on a per share basis, basis with the per share amounts of all other cash dividends and cash distributions paid on the Common Stock Ordinary Shares during the 365-day period ending on the date of declaration of such dividend or distribution (as adjusted to appropriately reflect any of the events referred to in other subsections of this Section 3 4 and excluding cash dividends or cash distributions that resulted in an adjustment to the Warrant Price or to the number of Warrant Ordinary Shares issuable on exercise of this each Warrant) does not exceed $0.50.

Appears in 1 contract

Samples: Warrant Agreement (Vertical Aerospace Ltd.)

Extraordinary Dividends. If the Company, at any time while this Warrant is the Warrants are outstanding and unexpired, shall pay a dividend or make a distribution in cash, securities or other assets to the holders of the shares of Common Stock Ordinary Shares on account of such Common Stock Ordinary Shares (or other shares of the Company’s capital stock Company into which this Warrant is the Warrants are convertible), other than (a) as described in subsection 3.a(i) 4.1.1 above, or (b) Ordinary Cash Dividends (as defined below), or (c) any subsequent distribution of its assets upon its liquidation (any such non-excluded event being referred to herein as an “Extraordinary Dividend”), then the Warrant Price shall be decreased, effective immediately after the effective date of such Extraordinary Dividend, by the amount of cash and/or the fair market value (as determined by the board of directors of the CompanyBoard, in good faith) of any securities or other assets paid on each share of Common Stock Ordinary Share in respect of such Extraordinary Dividend. For purposes of this subsection 3.a(ii)4.1.2, “Ordinary Cash Dividends” means any cash dividend or cash distribution which, when combined on a per share basis, with the per share amounts of all other cash dividends and cash distributions paid on the Common Stock Ordinary Shares during the 365-day period ending on the date of declaration of such dividend or distribution (as adjusted to appropriately reflect any of the events referred to in other subsections of this Section 3 4 and excluding cash dividends or cash distributions that resulted in an adjustment to the Warrant Price or to the number of Warrant Ordinary Shares issuable on exercise of this each Warrant) does not exceed $0.50.

Appears in 1 contract

Samples: Warrant Agreement (Squirrel Enlivened International Co., LTD)