Five-Year Warrants Sample Clauses

Five-Year Warrants. At the Effective Time, each of the unexercised, issued and outstanding warrants to acquire shares of Bank Common Stock issued by the Bank pursuant to that certain Warrant Agreement dated as of February 23, 1993, originally entered into between the Bank and Chemical Trust Company of California ("Chemical"), (the "Five-Year Warrants") shall automatically by operation of law and their original terms, and without necessity of any exchange or other action by the holders thereof, become exercisable for the number of shares of Holding Company Common Stock that equals the number of shares of Bank Common Stock for which such warrant was exercisable immediately prior to the Effective Time.
Sample 1
Five-Year Warrants. Glendale Federal has a class of common stock purchase warrants outstanding (the "Five-Year Warrants") that were originally issued pursuant to that certain Warrant Agreement, dated as of February 23, 1993, entered into between Glendale Federal and Chemical Trust Company of California ("Chemical") as Warrant Agent. XxxxxXxxxxx has succeeded to Chemical's position as such Warrant Agent. The Five-Year Warrants entitle the registered holder thereof (the "Five-Year Warrant Holder") to receive from Glendale Federal one share of Glendale Federal Common Stock for every ten Five-Year Warrants (or such other number as may result from adjustment as provided in the Warrant Agreement) at an exercise price of zero ($0.00) per share, at any time after one year from the date of issuance until the expiration of the Five-Year Warrant five years from the date such Five-Year Warrants first became exercisable. The number of shares of Glendale Federal Common Stock for which a Five-Year Warrant may be exercised is subject to adjustment from time to time upon the occurrence of certain events, including (i) dividends, subdivisions, combinations or reclassifications of shares of Glendale Federal Common Stock, (ii) certain issuances of options, rights or warrants to all holders of shares of Glendale Federal Common Stock, (iii) certain issuances of Glendale Federal Common Stock at less than the then current market value of such stock and (iv) certain distributions to all holders of Glendale Federal Common Stock of other types of stock, evidences of indebtedness or assets. Pursuant to the foregoing provisions, the number of shares issuable upon exercise of the Five-Year Warrants was adjusted to reflect the one-for-ten reverse stock split that was effected in connection with the recapitalization of Glendale Federal that was completed in August 1993. Accordingly, each currently outstanding Five-Year Warrant entitles the holder thereof to receive one-tenth of the number of shares of Glendale Federal Common Stock that is stated in the original form of such Five-Year Warrant. Holders of Five-Year Warrants are not entitled, by virtue of being such holders, to receive dividends, vote, receive notice of any meetings of stockholders or otherwise have any rights of stockholders of Glendale Federal. As of April 30, 1997 the Five-Year Warrants outstanding were exercisable for an aggregate of 1,554 shares of Glendale Federal Common Stock. At the Effective Time, each of the unexercised Five-Year War...
Sample 1
Five-Year Warrants. In connection with the private placement of our Series C Preferred Stock, we issued to the holders of our Series C Preferred Stock warrants to purchase up to an aggregate of 1,330,629 shares of common stock at an exercise price of $2.61 per share. The warrants contain full ratchet anti-dilution price protection upon the issuance of equity or equity-linked securities at an effective common stock purchase price of less than $2.61 per share as well as other customary anti-dilution protection. The warrants are exercisable for cash; or if at any time after six months from the issuance date, there is no effective registration statement registering the resale, or no current prospectus available for the resale, of the shares of common stock underlying the warrants, the warrants may be exercised by means of a “cashless exercise”.
Sample 1

Related to Five-Year Warrants

  • Options, Warrants, Reserved Shares Except for (i) the conversion privileges of the Preferred Shares, (ii) up to 26,822,828 Common Shares reserved for issuance (or issuance of options therefor) to the employees of, and the advisors and consultants to, the Company and the Subsidiaries pursuant to the Company’s 2010 share incentive plan (the “2010 ESOP Plan”) adopted by the Company by shareholders resolutions on December 30, 2010, of which the options for 21,060,606 shares have been issued pursuant to the 2010 ESOP Plan, (iii) the Common Shares reserved for issuance upon the conversion of the Preferred Shares, (iv) the warrant issued to Xiaomi Ventures Limited for the subscription of 17,744,264 Series E Shares on the terms and conditions thereof (“Xiaomi Warrant”), and (v) the warrant issued to Skyline Global Company Holdings Limited for the subscription of 3,406,899 Series E Shares (“Skyline Warrant”), there are no options, warrants, conversion privileges or other rights, or agreements with respect to the issuance thereof, presently outstanding to purchase any of the shares of the Company. Except as set forth in the Restated Shareholders Agreement, no shares of the Company’s outstanding share capital or shares issuable upon conversion, exercise or exchange of any outstanding options or other convertible, exercisable or exchangeable securities issued or issuable by the Company, are subject to any preemptive rights, rights of first refusal or other rights to purchase such shares (whether in favor of the Company or any other person). There have been no exercises of the conversion rights of any Preferred Share since the issuance of such class of securities.

  • Whole Shares You may exercise your option only for whole shares of Common Stock.

  • Post-IPO Warrants The Post-IPO Warrants, when and if issued, shall have the same terms and be in the same form as the Public Warrants except as may be agreed upon by the Company.

  • Purchase Options Neither the Property nor any part thereof are subject to any purchase options, rights of first refusal, rights of first offer or other similar rights in favor of third parties.

  • Reserved Shares; Valid Issuance The Company covenants that it will at all times from and after the date hereof reserve and keep available such number of its authorized shares of Common Stock, free from all preemptive or similar rights therein, as will be sufficient to permit the exercise of this Warrant in full. The Company further covenants that such shares as may be issued pursuant to the exercise of this Warrant will, upon issuance, be duly and validly issued, fully paid and nonassessable and free from all taxes, liens and charges with respect to the issuance thereof.

  • Additional Shares or Options The Company hereby agrees that until the consummation of a Business Combination, it shall not issue any shares of Common Stock or any options or other securities convertible into Common Stock, or any preferred shares or other securities of the Company which participate in any manner in the Trust Account or which vote as a class with the Common Stock on a Business Combination.

  • Adjustment of Exercise Price, Number of Shares of Common Stock or Number of the Company Warrants The Exercise Price, the number of shares covered by each Warrant and the number of Warrants outstanding are subject to adjustment from time to time as provided in Section 3 of the Warrant Certificate. In the event that at any time, as a result of an adjustment made pursuant to Section 3 of the Warrant Certificate, the Holder of any Warrant thereafter exercised shall become entitled to receive any shares of capital stock of the Company other than shares of Common Stock, thereafter the number of such other shares so receivable upon exercise of any Warrant shall be subject to adjustment from time to time in a manner and on terms as nearly equivalent as practicable to the provisions with respect to the shares contained in Section 3 of the Warrant Certificate and the provisions of Sections 7, 11 and 12 of this Agreement with respect to the shares of Common Stock shall apply on like terms to any such other shares. All Warrants originally issued by the Company subsequent to any adjustment made to the Exercise Price pursuant to the Warrant Certificate shall evidence the right to purchase, at the adjusted Exercise Price, the number of shares of Common Stock purchasable from time to time hereunder upon exercise of the Warrants, all subject to further adjustment as provided herein.

  • The Optional Shares; Option Closing Date In addition, on the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to an aggregate of [•] Optional Shares from the Company at the purchase price per share to be paid by the Underwriters for the Firm Shares. The option granted hereunder may be exercised at any time and from time to time in whole or in part upon notice by the Representatives to the Company, which notice may be given at any time within 30 days from the date of this Agreement. Such notice shall set forth (i) the aggregate number of Optional Shares as to which the Underwriters are exercising the option and (ii) the time, date and place at which the Optional Shares will be delivered (which time and date may be simultaneous with, but not earlier than, the First Closing Date; and in the event that such time and date are simultaneous with the First Closing Date, the term “First Closing Date” shall refer to the time and date of delivery of the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” and shall be determined by the Representatives and shall not be earlier than two or later than five full business days after delivery of such notice of exercise. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A opposite the name of such Underwriter bears to the total number of Firm Shares. The Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

  • Additional Shares The Company hereby grants to the Underwriters an option (the “Over-allotment Option”) to purchase up to an additional [●]3 Ordinary Shares (the “Additional Shares”), in each case solely for the purpose of covering over-allotments of such securities, if any. The Over-allotment Option is, at the Underwriters’ sole discretion, for Additional Shares.

  • Total Shares Except for the Shares referred to in 2.03, Stockholder does not beneficially own any (i) shares of capital stock or voting securities of the Company, (ii) securities of the Company convertible into or exchangeable for shares of capital stock or voting securities of the Company or (iii) options or other rights to acquire from the Company any capital stock, voting securities or securities convertible into or exchangeable for capital stock or voting securities of the Company.