Issuance of Additional Shares. If at any time or from time to time after the date hereof, the Company shall issue or sell Additional Shares of Common Stock or, DSW shall issue Additional Shares of DSW Stock (including, in each case, Additional Shares of Common Stock or Additional Shares of DSW Stock, as applicable, deemed to be issued pursuant to Section 3.2(b) and excluding shares issued pursuant to Section 3.3 and 3.4) without consideration or for a consideration per share less than the applicable Purchase Price in effect immediately prior to such issue or sale (the “New Issuance Price”), then, and in each such case, subject to Section 3.8, in the case of an issuance of Additional Shares of Common Stock the Common Stock Purchase Price or, in the case of an issuance of Additional Shares of DSW Stock, the DSW Stock Purchase Price, shall be reduced concurrently with such issue or sale, to the applicable New Issuance Price. For the avoidance of doubt, issuances of Additional Shares of Common Stock shall result in an adjustment only to the Common Stock Purchase Price and issuances of Additional Shares of DSW Stock shall result in an adjustment only to the DSW Stock Purchase Price.
Appears in 7 contracts
Samples: Financing Agreement (Retail Ventures Inc), Financing Agreement (DSW Inc.), Financing Agreement (Retail Ventures Inc)
Issuance of Additional Shares. If at any time or from time to time after the date hereof, the Company shall issue or sell Additional Shares of Common Stock or, DSW shall issue Additional Shares of DSW Stock (including, in each case, Additional Shares of Common Stock or Additional Shares of DSW Stock, as applicable, deemed to be issued pursuant to Section 3.2(b) and excluding shares issued pursuant to Section 3.3 and 3.4) without consideration or for a consideration per share less than the applicable Purchase Price in effect immediately prior to such issue or sale (the “"New Issuance Price”"), then, and in each such case, subject to Section 3.8, in the case of an issuance of Additional Shares of Common Stock the Common Stock Purchase Price or, in the case of an issuance of Additional Shares of DSW Stock, the DSW Stock Purchase Price, shall be reduced concurrently with such issue or sale, to the applicable New Issuance Price. For the avoidance of doubt, issuances of Additional Shares of Common Stock shall result in an adjustment only to the Common Stock Purchase Price and issuances of Additional Shares of DSW Stock shall result in an adjustment only to the DSW Stock Purchase Price.
Appears in 2 contracts
Samples: Financing Agreement (DSW Inc.), Financing Agreement (Retail Ventures Inc)