Common use of Issuance of Additional Shares of Preferred Stock Clause in Contracts

Issuance of Additional Shares of Preferred Stock. (i) In case at any time prior to the occurrence of the Initial Public Offering the Company shall (except as hereinafter provided) issue or sell any Additional Shares of Preferred Stock for a consideration per share less than the Exercise Price, then the number of shares of Preferred Stock thereafter comprising a Stock Unit shall be adjusted to that number determined by multiplying the number of shares of Preferred Stock comprising a Stock Unit immediately prior to such adjustment by a fraction (i) the numerator of which shall be the number of shares of Preferred Stock issued and outstanding plus the number of Additional Shares of Preferred Stock deemed to be outstanding pursuant to Subsection 5.1(d) immediately prior to the issuance of such Additional Shares of Preferred Stock plus the number of such Additional Shares of Preferred Stock so issued and (ii) the denominator of which shall be the number of shares of Preferred Stock issued and outstanding plus the number of Additional Shares of Preferred Stock deemed to be outstanding pursuant to Subsection 5.1(d) immediately prior to the issuance of such Additional Shares of Preferred Stock plus the number of shares of Preferred Stock that the aggregate consideration for the total number of such Additional Shares of Preferred Stock so issued would purchase at the Exercise Price.

Appears in 4 contracts

Samples: Webmd Inc, Webmd Inc, Webmd Inc

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