Common use of Issuance of Common Stock and Common Stock Equivalents Clause in Contracts

Issuance of Common Stock and Common Stock Equivalents. If, after the date of original issuance of this Warrant but prior to an IPO effectuated through a firm commitment underwriting at a price per share (prior to underwriter commissions and offering expenses) of not less than $12.00 per share (as appropriately adjusted for any subsequent stock splits, stock dividends, reclassifications or recapitalizations) and with gross proceeds to the Company (prior to underwriter commissions and offering expenses) of not less than $10,000,000, the Company shall issue (or, pursuant to Subsection (a)(ii)(3) hereof, shall be deemed to have issued) any Common Stock other than "Excluded Stock" (as defined below) for a consideration per share less than the then current Fair Market Value of the Common Stock immediately prior to the issuance of such Common Stock (excluding stock dividends, subdivisions, split-ups, combinations, dividends or recapitalizations covered by Subsections (a)(iv), (v), (vi) and (vii)), the Exercise Price in effect immediately after each such issuance shall forthwith be adjusted to a price equal to (A) the product of such Exercise Price multiplied by (B) the quotient obtained by dividing: (1) an amount equal to the sum of

Appears in 3 contracts

Samples: Common Stock Purchase Warrant (Wink Communications Inc), Common Stock Purchase Warrant (Wink Communications Inc), Common Stock Purchase Warrant (Wink Communications Inc)

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Issuance of Common Stock and Common Stock Equivalents. If, after the date of original issuance of this Warrant hereof but prior to an IPO effectuated through a firm commitment underwriting at a price per share (prior to underwriter commissions and offering expenses) of not less than $12.00 8.00 per share (as appropriately adjusted for any subsequent stock splits, stock dividends, reclassifications or recapitalizations) and with gross proceeds to the Company (prior to underwriter commissions and offering expenses) of not less than $10,000,000, the Company shall issue (or, pursuant to Subsection (a)(ii)(3) hereof, shall be deemed to have issued) any Common Stock other than "Excluded Stock" (as defined below) for a consideration per share less than the then current Fair Market Value of the Common Stock Exercise Price in effect immediately prior to the issuance of such Common Stock (excluding stock dividends, subdivisions, split-ups, combinations, dividends or recapitalizations covered by Subsections (a)(iv), (v), (vi) and (vii)), the Exercise Price in effect immediately after each such issuance shall forthwith be adjusted to a price equal to (A) the product of such Exercise Price multiplied by (B) the quotient obtained by dividing: (1) an amount equal to the sum of

Appears in 2 contracts

Samples: Common Stock Purchase Warrant (Wink Communications Inc), Common Stock Purchase Warrant (Wink Communications Inc)

Issuance of Common Stock and Common Stock Equivalents. If, after the date of original issuance of this Warrant but prior to an IPO effectuated through a firm commitment underwriting at a price per share (prior to underwriter commissions and offering expenses) of not less than $12.00 8.00 per share (as appropriately adjusted for any subsequent stock splits, stock dividends, reclassifications or recapitalizations) and with gross proceeds to the Company (prior to underwriter commissions and offering expenses) of not less than $10,000,000, the Company shall issue (or, pursuant to Subsection (a)(ii)(3) hereof, shall be deemed to have issued) any Common Stock other than "Excluded Stock" (as defined below) for a consideration per share less than the then current Fair Market Value of the Common Stock Exercise Price in effect immediately prior to the issuance of such Common Stock (excluding stock dividends, subdivisions, split-ups, combinations, dividends or recapitalizations covered by Subsections (a)(iv), (v), (vi) and (vii)), the Exercise Price in effect immediately after each such issuance shall forthwith be adjusted to a price equal to (A) the product of such Exercise Price multiplied by (B) the quotient obtained by dividing: (1) an amount equal to the sum of

Appears in 2 contracts

Samples: Common Stock Purchase Warrant (Wink Communications Inc), Common Stock Purchase Warrant (Wink Communications Inc)

Issuance of Common Stock and Common Stock Equivalents. If, after the date of original issuance of this Warrant but prior to an IPO effectuated through a firm commitment underwriting at a price per share (prior to underwriter commissions and offering expenses) of not less than $12.00 per share (as appropriately adjusted for any subsequent stock splits, stock dividends, reclassifications or recapitalizations) and with gross proceeds to the Company (prior to underwriter commissions and offering expenses) of not less than $$ 10,000,000, the Company shall issue (or, pursuant to Subsection (a)(ii)(3) hereof, shall be deemed to have issued) any Common Stock other than "Excluded Stock" (as defined below) for a consideration per share less than the then current Fair Market Value of the Common Stock immediately prior to the issuance of such Common Stock (excluding stock dividends, subdivisions, split-ups, combinations, dividends or recapitalizations covered by Subsections (a)(iv), (v), (vi) and (vii)), the Exercise Price in effect immediately after alter each such issuance shall forthwith be adjusted to a price equal to (A) the product of such Exercise Price multiplied by (B) the quotient obtained by dividing:: EXHIBIT A (1) an amount equal to the sum of

Appears in 1 contract

Samples: Warrant Agreement (Wink Communications Inc)

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Issuance of Common Stock and Common Stock Equivalents. If, after the date of original issuance of this Warrant but prior to an IPO effectuated through a firm commitment underwriting at a price per share (prior to underwriter commissions and offering expenses) of not less than $12.00 9.00 per share (as appropriately adjusted for any subsequent stock splits, stock dividends, reclassifications or recapitalizations) and with gross proceeds to the Company (prior to underwriter commissions and offering expenses) of not less than $10,000,000, the Company shall issue (or, pursuant to Subsection (a)(ii)(3) hereof, shall be deemed to have issued) any Common Stock other than "Excluded Stock" (as defined below) for a consideration per share less than the then current Fair Market Value of the Common Stock Exercise Price in effect immediately prior to the issuance of such Common Stock (excluding stock dividends, subdivisions, split-ups, combinations, dividends or recapitalizations covered by Subsections (a)(iv), (v), (vi) and (vii)), the Exercise Price in effect immediately after each such issuance shall forthwith be adjusted to a price equal to (A) the product of such Exercise Price multiplied by (B) the quotient obtained by dividing: (1) an amount equal to the sum of

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Wink Communications Inc)

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