Common use of Full Ratchet Increase in Bridge Shares Clause in Contracts

Full Ratchet Increase in Bridge Shares. Until the Notes are no longer outstanding, whenever the Base Price is adjusted under Section 6.24(b), the number of Bridge Shares shall be increased on a full ratchet basis to the number of shares of Common Stock determined by multiplying the Base Price then in effect immediately prior to such adjustment by the number of Bridge Shares issuable immediately prior to such adjustment and dividing the product thereof by the Base Price resulting from such adjustment. By way of example, if E is the total number of Bridge Shares in effect immediately prior to such Dilutive Issuance, F is the Base Price in effect immediately prior to such Dilutive Issuance, and G is the Dilutive Issuance Price, the adjustment to the number of Bridge Shares can be expressed in the following formula: Total number of Bridge Shares after such Dilutive Issuance = the number obtained from dividing [E x F] by G. Notwithstanding the foregoing, if the Base Price is being adjusted as a result of a sale of securities, this Section 6.24(c) shall NOT apply if the Holder is offered the right to participate (in an amount not to exceed $50,000 unless agreed to by the Holder and the Company) and does not participate.

Appears in 5 contracts

Samples: Securities Purchase Agreement (Kindly MD, Inc.), Securities Purchase Agreement (Kindly MD, Inc.), Securities Purchase Agreement (Kindly MD, Inc.)

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Full Ratchet Increase in Bridge Shares. Until the Notes are no longer outstanding, whenever the Base Price is adjusted under Section 6.24(b6.23(b), the number of Bridge Shares shall be increased on a full ratchet basis to the number of shares of Common Stock determined by multiplying the Base Price then in effect immediately prior to such adjustment by the number of Bridge Shares issuable immediately prior to such adjustment and dividing the product thereof by the Base Price resulting from such adjustment. By way of example, if E is the total number of Bridge Shares in effect immediately prior to such Dilutive Issuance, F is the Base Price in effect immediately prior to such Dilutive Issuance, and G is the Dilutive Issuance Price, the adjustment to the number of Bridge Shares can be expressed in the following formula: Total number of Bridge Shares after such Dilutive Issuance = the number obtained from dividing [E x F] by G. Notwithstanding the foregoing, if the Base Price is being adjusted as a result of a sale of securities, this Section 6.24(c6.23(c) shall NOT apply if the Holder is offered the right to participate (in an amount not to exceed $50,000 unless agreed to by the Holder and the Company) and does not participate.

Appears in 5 contracts

Samples: Securities Purchase Agreement (60 Degrees Pharmaceuticals, Inc.), Securities Purchase Agreement (60 Degrees Pharmaceuticals, Inc.), Securities Purchase Agreement (60 Degrees Pharmaceuticals, Inc.)

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