Issuance of Shares of Common Stock; No Fractional Shares. As soon as practicable after the exercise of any Warrant, and in any event within ten (10) days after receipt by the Company of the notice of exercise under Section 2(a), the Company at its expense (including the payment by it of any applicable issue taxes) will cause to be issued in the name of and delivered to the holder thereof or as such holder (upon payment by such holder of any applicable transfer taxes) may direct, (a) a certificate or certificates for the number of fully paid and nonassessable shares of Common Stock to which such holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such holder would otherwise be entitled, an amount in cash equal to such fraction multiplied by the then current value of a share of Common Stock, such current value to be determined as follows: (i) if the Common Stock shall be listed or admitted to unlisted trading privileges on any single national securities exchange, then such current value shall be computed on the basis of the last reported sale price of the Common Stock on such exchange on the last business day prior to the date of the exercise of such Warrant upon which a sale shall have been effected; or (ii) if the Common Stock shall not be so listed or admitted to unlisted trading privileges and bid and asked prices therefor in the over-the-counter market shall be reported by NASDAQ, including the Nasdaq National Market, then such current value shall be computed on the basis of the Last Reported Sale Valuation Method or, in the event such method is not then used by NASDAQ, the average of the closing bid and asked prices on the last business day prior to the date of the exercise of such Warrant as so reported; or (iii) if the Common Stock shall be listed or admitted to unlisted trading privileges on more than one national securities exchange or one or more national securities exchanges and in the over-the-counter market, then such current value shall, if different as a result of calculation under the applicable method(s) described above in this Section, be deemed to be the higher number calculated in connection therewith; or (iv) if the shares of Common Stock are traded over the counter but not on any national securities exchange and not in the NASDAQ National Market System, the average of the mean bid and asked prices per share, as reported by The National Quotation Bureau, Inc., or an equivalent generally accepted reporting service, or (v) if the Common Stock shall not be so listed, admitted to unlisted trading privileges, or traded over the counter and such bid and asked prices shall not be so reported, then such current value shall be computed on the basis of the book value of Common Stock as of the close of business on the last day of the month immediately preceding the date upon which such Warrant was exercised, as determined by the Company; and (b) in case such exercise includes only part of the Warrants represented by any Warrant Certificate, a new Warrant Certificate or Warrant Certificates of like tenor, calling in the aggregate on the face or faces thereof for the number of shares of Common Stock equal (without giving effect to any adjustment therein) to the number of such shares called for on the face of such Warrant Certificate minus the number of such shares designated by the holder for such exercise as provided in Section 2(a). Warrants represented by a properly assigned Warrant Certificate may be exercised by a new holder without first having a new Warrant Certificate issued.
Appears in 5 contracts
Samples: Class a Redeemable Warrant Agreement (Amalgamated Pictures Corp.), Class a Redeemable Warrant Agreement (Greater Asia Realty Holdings, LTD.), Class a Redeemable Warrant Agreement (Pipeline Data Inc)
Issuance of Shares of Common Stock; No Fractional Shares. As soon as practicable after the exercise of any Warrant, and in any event within ten (10) days after receipt by the Company Warrant Agent of the notice of exercise under Section 2(a)2.1, the Company at its expense (including the payment by it of any applicable issue taxes) will cause to be issued in the name of and delivered to the holder thereof or as such holder (upon payment by such holder of any applicable transfer taxes) may direct, ,
(a) a certificate or certificates for the number of fully paid and nonassessable shares of Common Stock to which such holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such holder would otherwise be entitled, an amount in cash equal to such fraction multiplied by the then current value of a share of Common Stock, such current value to be determined as follows: :
(i) if the Common Stock shall be is listed or admitted to unlisted trading privileges on any single national securities stock exchange, then such current value shall be computed on the basis of the last reported sale price of the Common Stock on such exchange on the last business day prior to the date of the exercise of such Warrant upon which a sale shall have been effected; or or
(ii) if the Common Stock shall is not be so listed or admitted to unlisted trading privileges and bid and asked ask prices therefor in the over-the-counter market shall be are reported by NASDAQNasdaq, including the Nasdaq SmallCap Market system (or, if not so quoted on Nasdaq, by the National MarketQuotation Bureau, Inc.), then such the current value shall be computed the last reported sale on the basis last business day prior to the date of the Last Reported Sale Valuation Method exercise of such Warrant, or, in the event such method the last reported sale is not then used by NASDAQunavailable, the average of the closing bid and asked ask prices on the last business day prior to the date of the exercise of such Warrant as so reported; or or
(iii) if the Common Stock shall be is listed or admitted to unlisted trading privileges on more than one national securities stock exchange or one or more national securities stock exchanges and in the over-the-counter marketquoted on Nasdaq, then such the current value shall, if different as a result of calculation under the applicable method(s) described above in this Section, be deemed to be the higher number calculated in connection therewith; or or
(iv) if the shares of Common Stock are traded over the counter but is not on any national securities exchange and not in the NASDAQ National Market System, the average of the mean bid and asked prices per share, as reported by The National Quotation Bureau, Inc., so listed or an equivalent generally accepted reporting service, or (v) if the Common Stock shall not be so listed, admitted to unlisted trading privileges, or traded over the counter privileges and such bid and asked ask prices shall are not be so reported, then such the current value shall be computed on the basis of the book value of Common Stock as of the close of business on the last day of the month immediately preceding the date upon which such Warrant was exercised, as determined by the Company; and ,
(b) in case such exercise includes only part of the Warrants represented by any Warrant Certificate, a new Warrant Certificate or Warrant Certificates of like tenor, calling in the aggregate on the face or faces thereof for the number of shares of Common Stock equal (without giving effect to any adjustment therein) to the number of such shares called for on the face of such Warrant Certificate minus the number of such shares designated by the holder for such exercise as provided in Section 2(a)2.1. Warrants Warrants, represented by a properly assigned Warrant Certificate Certificate, may be exercised by a new holder without first having a new Warrant Certificate issued.
Appears in 2 contracts
Samples: Warrant Agreement (Hypertension Diagnostics Inc /Mn), Class B Warrant Agreement (Hypertension Diagnostics Inc /Mn)
Issuance of Shares of Common Stock; No Fractional Shares. As soon as practicable after the exercise of any Warrant, and in any event within ten (10) days after receipt by the Company of the notice of exercise under Section 2(a), the Company at its expense (including the payment by it of any applicable issue taxes) will cause to be issued in the name of and delivered to the holder thereof or as such holder (upon payment by such holder of any applicable transfer taxes) may direct, (a) a certificate or certificates for the number of fully paid and nonassessable shares of Common Stock to which such holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such holder would otherwise be entitled, an amount in cash equal to such fraction multiplied by the then current value of a share of Common Stock, such current value to be determined as follows: (i) if the Common Stock shall be listed or admitted to unlisted trading privileges on any single national securities exchange, then such current value shall be computed on the basis of the last reported sale price of the Common Stock on such exchange on the last business day prior to the date of the exercise of such Warrant upon which a sale shall have been effected; or (ii) if the Common Stock shall not be so listed or admitted to unlisted trading privileges and bid and asked prices therefor in the over-the-counter market shall be reported by NASDAQ, including the Nasdaq National Market, then such current value shall be computed on the basis of the Last Reported Sale Valuation Method or, in the event such method is not then used by NASDAQ, the average of the closing bid and asked prices on the last business day prior to the date of the exercise of such Warrant as so reported; or (iii) if the Common Stock shall be listed or admitted to unlisted trading privileges on more than one national securities exchange or one or more national securities exchanges and in the over-the-counter market, then such current value shall, if different as a result of calculation under the applicable method(s) described above in this Section, be deemed to be the higher number calculated in connection therewith; or (iv) if the shares of Common Stock are traded over the counter but not on any national securities exchange and not in the NASDAQ National Market System, the average of the mean bid and asked prices per share, as reported by The National Quotation Bureau, Inc., or an equivalent generally accepted reporting service, or (v) if the Common Stock shall not be so listed, listed or admitted to unlisted trading privileges, or traded over the counter privileges and such bid and asked prices shall not be so reported, then such current value shall be computed on the basis of the book value of Common Stock as of the close of business on the last day of the month immediately preceding the date upon which such Warrant was exercised, as determined by the Company; and (b) in case such exercise includes only part of the Warrants represented by any Warrant Certificate, a new Warrant Certificate or Warrant Certificates of like tenor, calling in the aggregate on the face or faces thereof for the number of shares of Common Stock equal (without giving effect to any adjustment therein) to the number of such shares called for on the face of such Warrant Certificate minus the number of such shares designated by the holder for such exercise as provided in Section 2(a). Warrants represented by a properly assigned Warrant Certificate may be exercised by a new holder without first having a new Warrant Certificate issued.
Appears in 2 contracts
Samples: Class B Redeemable Warrant Agreement (Pipeline Data Inc), Class B Redeemable Warrant Agreement (Pipeline Data Inc)
Issuance of Shares of Common Stock; No Fractional Shares. As soon as practicable after the exercise of any Warrant, and in any event within ten (10) 10 days after receipt by the Company of the notice of exercise under Section 2(a)2.1, the Company Company, at its expense (including the payment by it of any applicable issue taxes) ), will cause to be issued in the name of and delivered to the holder thereof or as such holder (upon payment by such holder of any applicable transfer taxes) may direct, :
(a) a certificate or certificates for the number of fully paid and nonassessable shares of Common Stock to which such holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such holder would otherwise be entitled, an amount in cash equal to such fraction multiplied by the then current value of a share of Common Stock, such current value to be determined as follows: :
(i) if If the Common Stock shall be listed on the Nasdaq National Market System or admitted to unlisted trading privileges on any single national securities exchange, then such current value shall be computed on the basis of the last reported sale price of the Common Stock on the Nasdaq National Market System or such exchange on the last business day prior to the date of the exercise of such Warrant Warrants upon which a sale shall have been effected; or or
(ii) if the Common Stock shall not be so listed on the Nasdaq National Market System or admitted to unlisted trading privileges any exchange and bid and asked prices therefor in the over-the-counter market shall be reported by NASDAQ, including the Nasdaq National MarketNasdaq, then such current value shall be computed on the basis of the Last Reported Sale Valuation Method or, in the event such method is not then used by NASDAQ, the average of the closing such bid and asked prices on the last business day prior to the date of the exercise of such Warrant Warrants as so reported; or or
(iii) if the Common Stock shall not be listed or admitted to unlisted trading privileges on more than one national securities exchange or one or more national securities exchanges and in the Nasdaq National Market System, SmallCap Market, over-the-counter market, then such current value shall, if different as a result of calculation under the applicable method(s) described above in this Section, be deemed to be the higher number calculated in connection therewith; market or (iv) if the shares of Common Stock are traded over the counter but not on any national securities exchange and not in the NASDAQ National Market System, the average of the mean bid and asked prices per share, as reported by The National Quotation Bureau, Inc., or an equivalent generally accepted reporting service, or (v) if the Common Stock shall not be so listed, admitted to unlisted trading privileges, or traded over the counter and such bid and asked prices shall not be so reported, then such current value shall be computed on the basis of the book value of the Common Stock as of the close of business on the last day of the month immediately preceding the date upon which such Warrant was Warrants were exercised, as determined by the Company; and , and
(b) in case the event that such exercise includes only part of the Warrants represented by any the Warrant Certificate, a new Warrant Certificate or Warrant Certificates of like tenor, calling in the aggregate on the face or faces thereof will be issued for the number of shares of Common Stock equal (without giving effect to any adjustment therein) to the number of such shares called for on the face of such Warrant Certificate minus the number of such shares designated by the holder for such exercise as provided in Section 2(a)2.1. The Warrant Agent is hereby irrevocably authorized to countersign and to deliver the required new Warrants pursuant to the provisions of this Section, and the Company, whenever required by the Warrant Agent, will supply the Warrant Agent with Warrants duly executed on behalf of the Company for such purpose. Warrants represented by a properly assigned Warrant Certificate may be exercised by a new holder without first having a new Warrant Certificate issued.
Appears in 2 contracts
Samples: Warrant Agreement (PDS Financial Corp), Warrant Agreement (PDS Financial Corp)
Issuance of Shares of Common Stock; No Fractional Shares. As soon as practicable after the exercise of any Warrant, and in any event within ten (10) days after receipt by the Company of the notice of exercise under Section 2(a), the Company at its expense (including the payment by it of any applicable issue taxes) will cause to be issued in the name of and delivered to the holder thereof or as such holder (upon payment by such holder of any applicable transfer taxes) may direct, (a) a certificate or certificates for the number of fully paid and nonassessable non-assessable shares of Common Stock to which such holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such holder would otherwise be entitled, an amount in cash equal to such fraction multiplied by the then current value of a share of Common Stock, such current value to be determined as follows: (i) if the Common Stock shall be listed or admitted to unlisted trading privileges on any single national securities exchange, then such current value shall be computed on the basis of the last reported sale price of the Common Stock on such exchange on the last business day prior to the date of the exercise of such Warrant upon which a sale shall have been effected; or (ii) if the Common Stock shall not be so listed or admitted to unlisted trading privileges and bid and asked prices therefor therefore in the over-the-counter market shall be reported by NASDAQ, including the Nasdaq National Market, then such current value shall be computed on the basis of the Last Reported Sale Valuation Method or, in the event such method is not then used by NASDAQ, the average of the closing bid and asked prices on the last business day prior to the date of the exercise of such Warrant as so reported; or (iii) if the Common Stock shall be listed or admitted to unlisted trading privileges on more than one national securities exchange or one or more national securities exchanges and in the over-the-counter market, then such current value shall, if different as a result of calculation under the applicable method(s) described above in this Section, be deemed to be the higher number calculated in connection therewith; or (iv) if the shares of Common Stock are traded over the counter but not on any national securities exchange and not in the NASDAQ National Market System, the average of the mean bid and asked prices per share, as reported by The National Quotation Bureau, Inc., or an equivalent generally accepted reporting service, or (v) if the Common Stock shall not be so listed, admitted to unlisted trading privileges, or traded over the counter and such bid and asked prices shall not be so reported, then such current value shall be computed on the basis of the book value of Common Stock as of the close of business on the last day of the month immediately preceding the date upon which such Warrant was exercised, as determined by the Company; and (b) in case such exercise includes only part of the Warrants represented by any Warrant Certificate, a new Warrant Certificate or Warrant Certificates of like tenor, calling in the aggregate on the face or faces thereof for the number of shares of Common Stock equal (without giving effect to any adjustment therein) to the number of such shares called for on the face of such Warrant Certificate minus the number of such shares designated by the holder for such exercise as provided in Section 2(a). Warrants represented by a properly assigned Warrant Certificate may be exercised by a new holder without first having a new Warrant Certificate issued.
Appears in 2 contracts
Samples: Class a Redeemable Warrant Agreement (Consolidated Pictures Corp), Class B Redeemable Warrant Agreement (Consolidated Pictures Corp)
Issuance of Shares of Common Stock; No Fractional Shares. As soon as practicable after the exercise of any Warrant, and in any event within ten (10) 10 days after receipt by the Company of the notice of exercise under Section 2(a)2.1, the Company Company, at its expense (including the payment by it of any applicable issue taxes) ), will cause to be issued in the name of and delivered to the holder thereof or as such holder (upon payment by such holder of any applicable transfer taxes) may direct, :
(a) a certificate or certificates for the number of fully paid and nonassessable shares of Common Stock to which such holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such holder would otherwise be entitled, an amount in cash equal to such fraction multiplied by the then current value of a share of Common Stock, such current value to be determined as follows: :
(i) if the Common Stock shall be listed or admitted to unlisted trading privileges on any single national securities exchange, then such current value shall be computed on the basis of the last reported sale price of the Common Stock on such exchange on the last business day prior to the date of the exercise of such Warrant upon which a sale shall have been effected; or or
(ii) if the Common Stock shall not be so listed or admitted to unlisted trading privileges and bid and asked prices therefor in the over-the-counter market shall be reported by NASDAQNasdaq, including the Nasdaq National SmallCap Market, then such current value shall be computed on the basis of the Last Reported Sale Valuation Method or, in the event such method is not then used by NASDAQNasdaq, the average of the closing bid and asked prices on the last business day prior to the date of the exercise of such Warrant as so reported; or or
(iii) if the Common Stock shall be listed or admitted to unlisted trading privileges on more than one national securities exchange or one or more national securities exchanges and in the over-the-counter market, then such current value shall, if different as a result of calculation under the applicable method(s) described above in this Section, be deemed to be the higher number calculated in connection therewith; or or
(iv) if the shares of Common Stock are traded over the counter but not on any national securities exchange and not in the NASDAQ National Market System, the average of the mean bid and asked prices per share, as reported by The National Quotation Bureau, Inc., or an equivalent generally accepted reporting service, or (v) if the Common Stock shall not be so listed, listed or admitted to unlisted trading privileges, or traded over the counter privileges and such bid and asked prices shall not be so reported, then such current value shall be computed on the basis of the book value of Common Stock as of the close of business on the last day of the month immediately preceding the date upon which such Warrant was exercised, as determined by the Company; and and
(b) in case such exercise includes only part of the Warrants Warrant represented by any the Warrant Certificate, a new Warrant Certificate or Warrant Certificates of like tenor, tenor calling in the aggregate on the face or faces thereof for the number of shares of Common Stock equal (without giving effect to any adjustment therein) to the number of such shares called for on the face of such Warrant Certificate minus the number of such shares designated by the holder for such exercise as provided in Section 2(a)2.
1. Warrants represented by a properly assigned Warrant Certificate may be exercised by a new next holder without first having a new Warrant Certificate issued.
Appears in 2 contracts
Samples: Warrant Agreement (Founders Food & Firkins LTD /Mn), Warrant Agreement (Founders Food & Firkins LTD /Mn)
Issuance of Shares of Common Stock; No Fractional Shares. As soon as practicable after the exercise of any Warrant, and in any event within ten (10) days after receipt by the Company Warrant Agent of the notice of exercise under Section 2(a)2.1, the Company Warrant Agent, at its expense (including the payment by it direction of any applicable issue taxes) the Company, will cause to be issued in the name of and delivered to the holder thereof or as such holder (upon payment by such holder of any applicable transfer taxes) may direct, ,
(a) a certificate or certificates for the number of fully paid and nonassessable shares of Common Stock to which such holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such holder would otherwise be entitled, an amount in cash equal to such fraction multiplied by the then current value of a share of Common Stock, such current value to be determined as follows: :
(i) if the Common Stock shall be is listed or admitted to unlisted trading privileges on any single national securities stock exchange, then such current value shall be computed on the basis of the last reported sale price of the Common Stock on such exchange on the last business day prior to the date of the exercise of such Warrant upon which a sale shall have been effected; or or
(ii) if the Common Stock shall is not be so listed or admitted to unlisted trading privileges and bid and asked ask prices therefor in the over-the-counter market shall be are reported by NASDAQNasdaq, including the Nasdaq National MarketMarket system (or, if not so quoted on Nasdaq, by the National Quotation Bureau, Inc.), then such the current value shall be computed the last reported sale on the basis last business day prior to the date of the Last Reported Sale Valuation Method exercise of such Warrant, or, in the event such method the last reported sale is not then used by NASDAQunavailable, the average of the closing bid and asked ask prices on the last business day prior to the date of the exercise of such Warrant as so reported; or or
(iii) if the Common Stock shall be is listed or admitted to unlisted trading privileges on more than one national securities stock exchange or one or more national securities stock exchanges and in the over-the-counter marketquoted on Nasdaq, then such the current value shall, if different as a result of calculation under the applicable method(s) described above in this Section, be deemed to be the higher number calculated in connection therewith; or or
(iv) if the shares of Common Stock are traded over the counter but is not on any national securities exchange and not in the NASDAQ National Market System, the average of the mean bid and asked prices per share, as reported by The National Quotation Bureau, Inc., so listed or an equivalent generally accepted reporting service, or (v) if the Common Stock shall not be so listed, admitted to unlisted trading privileges, or traded over the counter privileges and such bid and asked ask prices shall are not be so reported, then such the current value shall be computed on the basis of the book value of Common Stock as of the close of business on the last day of the month immediately preceding the date upon which such Warrant was exercised, as determined by the Company; and , and
(b) in case such exercise includes only part of the Warrants represented by any Warrant Certificate, a new Warrant Certificate or Warrant Certificates of like tenor, calling in the aggregate on the face or faces thereof for the number of shares of Common Stock equal (without giving effect to any adjustment therein) to the number of such shares called for on the face of such Warrant Certificate minus the number of such shares designated by the holder for such exercise as provided in Section 2(a). Warrants represented by a properly assigned Warrant Certificate may be exercised by a new holder without first having a new Warrant Certificate issued2.1.
Appears in 2 contracts
Samples: Warrant Agreement (PPT Vision Inc), Warrant Agreement (PPT Vision Inc)
Issuance of Shares of Common Stock; No Fractional Shares. As soon as practicable after the exercise of any Warrant, and in any event within ten (10) days after receipt by the Company of the notice of exercise under Section 2(a), the Company at its expense (including the payment by it of any applicable issue taxes) will cause to be issued in the name of and delivered to the holder thereof or as such holder (upon payment by such holder of any applicable transfer taxes) may direct, (a) a certificate or certificates for the number of fully paid and nonassessable non-assessable shares of Common Stock to which such holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such holder would otherwise be entitled, an amount in cash equal to such fraction multiplied by the then current value of a share of Common Stock, such current value to be determined as follows: (i) if the Common Stock shall be listed or admitted to unlisted trading privileges on any single national securities exchange, then such current value shall be computed on the basis of the last reported sale price of the Common Stock on such exchange on the last business day prior to the date of the exercise of such Warrant upon which a sale shall have been effected; or (ii) if the Common Stock shall not be so listed or admitted to unlisted trading privileges and bid and asked prices therefor therefore in the over-the-counter market shall be reported by NASDAQ, including the Nasdaq National Market, then such current value shall be computed on the basis of the Last Reported Sale Valuation Method or, in the event such method is not then used by NASDAQ, the average of the closing bid and asked prices on the last business day prior to the date of the exercise of such Warrant as so reported; or (iii) if the Common Stock shall be listed or admitted to unlisted trading privileges on more than one national securities exchange or one or more national securities exchanges and in the over-the-counter market, then such current value shall, if different as a result of calculation under the applicable method(s) described above in this Section, be deemed to be the higher number calculated in connection therewith; or (iv) if the shares of Common Stock are traded over the counter but not on any national securities exchange and not in the NASDAQ National Market System, the average of the mean bid and asked prices per share, as reported by The National Quotation Bureau, Inc.Pink Sheets LLC, or an equivalent generally accepted reporting service, or (v) if the Common Stock shall not be so listed, admitted to unlisted trading privileges, or traded over the counter and such bid and asked prices shall not be so reported, then such current value shall be computed on the basis of the book value of Common Stock as of the close of business on the last day of the month immediately preceding the date upon which such Warrant was exercised, as determined by the Company; and (b) in case such exercise includes only part of the Warrants represented by any Warrant Certificate, a new Warrant Certificate or Warrant Certificates of like tenor, calling in the aggregate on the face or faces thereof for the number of shares of Common Stock equal (without giving effect to any adjustment therein) to the number of such shares called for on the face of such Warrant Certificate minus the number of such shares designated by the holder for such exercise as provided in Section 2(a). Warrants represented by a properly assigned Warrant Certificate may be exercised by a new holder without first having a new Warrant Certificate issued.
Appears in 2 contracts
Samples: Class B Redeemable Warrant Agreement (Bellacasa Productions Inc), Class a Redeemable Warrant Agreement (Bellacasa Productions Inc)
Issuance of Shares of Common Stock; No Fractional Shares. As soon as practicable after the exercise of any Warrant, and in any event within ten (10) days after receipt by the Company of the notice of exercise under Section 2(a)2.1, the Company at its expense (including the payment by it of any applicable issue taxes) will cause to be issued in the name of and delivered to the holder thereof or as such holder (upon payment by such holder of any applicable transfer taxes) may direct, ,
(a) a certificate or certificates for the number of fully paid and nonassessable shares of Common Stock to which such holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such holder would otherwise be entitled, an amount in cash equal to such fraction multiplied by the then current value of a share of Common Stock, such current value to be determined as follows: :
(i) if the Common Stock shall be listed or admitted to unlisted trading privileges on any single national securities exchange, then such current value shall be computed on the basis of the last reported sale price of the Common Stock on such exchange on the last business day prior to the date of the exercise of such Warrant upon which a sale shall have been effected; or or
(ii) if the Common Stock shall not be so listed or admitted to unlisted trading privileges and bid and asked prices therefor in the over-the-counter market shall be reported by NASDAQ, including the Nasdaq National MarketMarket System, then such current value shall be computed on the basis of the Last Reported Sale Valuation Method or, in the event such method is not then used by NASDAQ, the average of the closing bid and asked prices on the last business day prior to the date of the exercise of such Warrant as so reported; or or
(iii) if the Common Stock shall be listed or admitted to unlisted trading privileges on more than one national securities exchange or one or more national securities exchanges and in the over-over- the-counter market, then such current value shall, if different as a result of calculation under the applicable method(s) described above in this Section, be deemed to be the higher number calculated in connection therewith; or or
(iv) if the shares of Common Stock are traded over the counter but not on any national securities exchange and not in the NASDAQ National Market System, the average of the mean bid and asked prices per share, as reported by The National Quotation Bureau, Inc., or an equivalent generally accepted reporting service, or (v) if the Common Stock shall not be so listed, listed or admitted to unlisted trading privileges, or traded over the counter privileges and such bid and asked prices shall not be so reported, then such current value shall be computed on the basis of the book value of Common Stock as of the close of business on the last day of the month immediately preceding the date upon which such Warrant was exercised, as determined by the Company; and and
(b) in case such exercise includes only part of the Warrants represented by any Warrant Certificate, a new Warrant Certificate or Warrant Certificates of like tenor, calling in the aggregate on the face or faces thereof for the number of shares of Common Stock equal (without giving effect to any adjustment therein) to the number of such shares called for on the face of such Warrant Certificate minus the number of such shares designated by the holder for such exercise as provided in Section 2(a)Stock
1. Warrants represented by a properly assigned Warrant Certificate may be exercised by a new holder without first having a new Warrant Certificate issued.
Appears in 1 contract
Samples: Warrant Agreement (Wilsons the Leather Experts Inc)
Issuance of Shares of Common Stock; No Fractional Shares. As soon as practicable after the exercise of any Warrant, and in any event within ten (10) days after receipt by the Company Warrant Agent of the notice of exercise under Section 2(a)2.1, the Company at its expense (including the payment by it of any applicable issue taxes) will cause to be issued in the name of and delivered to the holder thereof or as such holder (upon payment by such holder of any applicable transfer taxes) may direct, ,
(a) a certificate or certificates for the number of fully paid and nonassessable shares of Common Stock to which such holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such holder would otherwise be entitled, an amount in cash equal to such fraction multiplied by the then current value of a share of Common Stock, such current value to be determined as follows: :
(i) if the Common Stock shall be listed or admitted to unlisted trading privileges on any single national securities exchange, then such current value shall be computed on the basis of the last reported sale price of the Common Stock on such exchange on the last business day prior to the date of the exercise of such Warrant upon which a sale shall have been effected; or or
(ii) if the Common Stock shall not be so listed or admitted to unlisted trading privileges and bid and asked prices therefor in the over-the-counter market shall be reported by NASDAQNasdaq, including the Nasdaq National MarketSmallCap Market System, then such current value shall be computed the last reported sale on the basis last business day prior to the date of the Last Reported Sale Valuation Method exercise of such Warrant, or, in the event such method the last reported sale is not then used by NASDAQunavailable, the average of the closing bid and asked prices on the last business day prior to the date of the exercise of such Warrant as so reported; or or
(iii) if the Common Stock shall be listed or admitted to unlisted trading privileges on more than one national securities exchange or one or more national securities exchanges and in the over-the-counter market, then such current value shall, if different as a result of calculation under the applicable method(s) described above in this Section, be deemed to be the higher number calculated in connection therewith; or or
(iv) if the shares of Common Stock are traded over the counter but not on any national securities exchange and not in the NASDAQ National Market System, the average of the mean bid and asked prices per share, as reported by The National Quotation Bureau, Inc., or an equivalent generally accepted reporting service, or (v) if the Common Stock shall not be so listed, listed or admitted to unlisted trading privileges, or traded over the counter privileges and such bid and asked prices shall not be so reported, then such current value shall be computed on the basis of the book value of Common Stock as of the close of business on the last day of the month immediately preceding the date upon which such Warrant was exercised, as determined by the Company; and , and
(b) in case such exercise includes only part of the Warrants represented by any Warrant Certificate, a new Warrant Certificate or Warrant Certificates of like tenor, calling in the aggregate on the face or faces thereof for the number of shares of Common Stock equal (without giving effect to any adjustment therein) to the number of such shares called for on the face of such Warrant Certificate minus the number of such shares designated by the holder for such exercise as provided in Section 2(a)2.1. Warrants Warrants, represented by a properly assigned Warrant Certificate Certificate, may be exercised by a new holder without first having a new Warrant Certificate issued.
Appears in 1 contract
Samples: Warrant Agreement (Wits Basin Precious Minerals Inc)
Issuance of Shares of Common Stock; No Fractional Shares. As soon as practicable after the exercise of any Warrant, and in any event within ten (10) 15 days after receipt by the Company Warrant Agent of the notice of exercise under Section 2(a)2.1, the Company at its expense (including the payment by it of any applicable issue issuance taxes) will cause to be issued in the name of and delivered to the holder thereof or as such holder (upon payment by such holder of any applicable transfer taxes) may direct, :
(a) a certificate one or more certificates for the number of fully paid and nonassessable non-assessable shares of Common Stock common stock to which such holder shall be entitled upon such exercise exercise, plus, in lieu of any fractional share to which such holder would otherwise be entitled, an amount in cash equal to such fraction multiplied by the then then-current value of a share of Common Stockcommon stock, such current value to be determined as follows: follows (as applicable):
(i) if the Common Stock common stock shall be listed or admitted to unlisted trading privileges on any single national securities exchange, then such current value shall be computed on the basis of the last reported sale price of the Common Stock common stock on such exchange on the last business day prior to the date of the exercise of such Warrant upon which a sale shall have been effected; or ;
(ii) if the Common Stock common stock shall not be so listed or admitted to unlisted trading privileges and bid and asked prices therefor in the over-the-counter market shall be reported by NASDAQNasdaq, including the Nasdaq National MarketSmallCap Market System, then such current value shall be computed the last reported sale on the basis last business day prior to the date of the Last Reported Sale Valuation Method exercise of such Warrant, or, in the event such method the last reported sale is not then used by NASDAQunavailable, the average of the closing bid and asked prices on the last business day prior to the date of the exercise of such Warrant as so reported; or ;
(iii) if the Common Stock common stock shall be listed or admitted to unlisted trading privileges on more than one national securities exchange or one or more national securities exchanges and in the over-the-counter market, then such current value shall, if different as a result of calculation under the applicable method(s) described above in this Section, be deemed to be the higher number calculated in connection therewith; or or
(iv) if the shares of Common Stock are traded over the counter but not on any national securities exchange and not in the NASDAQ National Market System, the average of the mean bid and asked prices per share, as reported by The National Quotation Bureau, Inc., or an equivalent generally accepted reporting service, or (v) if the Common Stock common stock shall not be so listed, listed or admitted to unlisted trading privileges, or traded over the counter privileges and such bid and asked prices shall not be so reported, then such current value shall be computed on the basis of the book value of Common Stock common stock as of the close of business on the last day of the month immediately preceding the date upon which such Warrant was exercised, as determined by the Company; and and
(b) in case such exercise includes only part of the Warrants represented by any Warrant Certificate, a new Warrant Certificate or Warrant Certificates of like tenor, calling in the aggregate on the face or faces thereof for the number of shares of Common Stock common stock equal (without giving effect to any adjustment therein) to the number of such shares called for on the face of such Warrant Certificate minus less the number of such shares designated by the holder for such exercise as provided in Section 2(a)2.1. Warrants Warrants, represented by a properly assigned Warrant Certificate Certificate, may be exercised by a new holder without first having a new Warrant Certificate issued.
Appears in 1 contract
Samples: Warrant Agreement (Equitex Inc)
Issuance of Shares of Common Stock; No Fractional Shares. As soon as practicable after the exercise of any Warrant, and in any event within ten (10) days after receipt by the Company of the notice of exercise under Section 2(a)2.1, the Company at its expense (including the payment by it of any applicable issue taxes) will cause to be issued in the name of and delivered to the holder thereof or as such holder (upon payment by such holder of any applicable transfer taxes) may direct, ,
(a) a certificate or certificates for the number of fully paid and nonassessable shares of Common Stock to which such holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such holder would otherwise be entitled, an amount in cash equal to such fraction multiplied by the then current value of a share of Common Stock, such current value to be determined as follows: :
(i) if the Common Stock shall be listed or admitted to unlisted trading privileges on any single national securities exchange, then such current value shall be computed on the basis of the last reported sale price of the Common Stock on such exchange on the last business day prior to the date of the exercise of such Warrant upon which a sale shall have been effected; or or
(ii) if the Common Stock shall not be so listed or admitted to unlisted trading privileges and bid and asked prices therefor in the over-the-counter market shall be reported by NASDAQ, including the Nasdaq National Market, then such current value shall be computed on the basis of the Last Reported Sale Valuation Method or, in the event such method is not then used by NASDAQ, the average of the closing bid and asked prices on the last business day prior to the date of the exercise of such Warrant as so reported; or or
(iii) if the Common Stock shall be listed or admitted to unlisted trading privileges on more than one national securities exchange or one or more national securities exchanges and in the over-over- the-counter market, then such current value shall, if different as a result of calculation under the applicable method(s) described above in this Section, be deemed to be the higher number calculated in connection therewith; or or
(iv) if the shares of Common Stock are traded over the counter but not on any national securities exchange and not in the NASDAQ National Market System, the average of the mean bid and asked prices per share, as reported by The National Quotation Bureau, Inc., or an equivalent generally accepted reporting service, or (v) if the Common Stock shall not be so listed, listed or admitted to unlisted trading privileges, or traded over the counter privileges and such bid and asked prices shall not be so reported, then such current value shall be computed on the basis of the book value of Common Stock as of the close of business on the last day of the month immediately preceding the date upon which such Warrant was exercised, as determined by the Company; and and
(b) in case such exercise includes only part of the Warrants represented by any Warrant Certificate, a new Warrant Certificate or Warrant Certificates of like tenor, calling in the aggregate on the face or faces thereof for the number of shares of Common Stock equal (without giving effect to any adjustment therein) to the number of such shares called for on the face of such Warrant Certificate minus the number of such shares designated by the holder for such exercise as provided in Section 2(a)such
1. Warrants represented by a properly assigned Warrant Certificate may be exercised by a new holder without first having a new Warrant Certificate issued.
Appears in 1 contract
Samples: Redeemable Warrant Agreement (Choicetel Communications Inc /Mn/)
Issuance of Shares of Common Stock; No Fractional Shares. As soon as practicable after the exercise of any Warrant, and in any event within ten (10) 10 days after receipt by the Company of the notice of exercise under Section 2(a)2.1, the Company Company, at its expense (including the payment by it of any applicable issue taxes) ), will cause to be issued in the name of and delivered to the holder thereof or as such holder (upon payment by such holder of any applicable transfer taxes) may direct, :
(a) a certificate or certificates for the number of fully paid and nonassessable shares of Common Stock to which such holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such holder would otherwise be entitled, an amount in cash equal to such fraction multiplied by the then current value of a share of Common Stock, such current value to be determined as follows: :
(i) if the Common Stock shall be listed or admitted to unlisted trading privileges on any single national securities exchange, then such current value shall be computed on the basis of the last reported sale price of the Common Stock on such exchange on the last business day prior to the date of the exercise of such Warrant upon which a sale shall have been effected; or or
(ii) if the Common Stock shall not be so listed or admitted to unlisted trading privileges and bid and asked prices therefor in the over-the-counter market shall be reported by NASDAQthe Nasdaq Stock Market, including the Nasdaq National SmallCap Market, then such current value shall be computed on the basis of the Last Reported Sale Valuation Method or, in the event such method is not then used by NASDAQNasdaq, the average of the closing bid and asked prices on the last business day prior to the date of the exercise of such Warrant as so reported; or or
(iii) if the Common Stock shall be listed or admitted to unlisted trading privileges on more than one national securities exchange or one or more national securities exchanges and in the over-the-counter market, then such current value shall, if different as a result of calculation under the applicable method(s) described above in this Section, be deemed to be the higher number calculated in connection therewith; or or
(iv) if the shares of Common Stock are traded over the counter but not on any national securities exchange and not in the NASDAQ National Market System, the average of the mean bid and asked prices per share, as reported by The National Quotation Bureau, Inc., or an equivalent generally accepted reporting service, or (v) if the Common Stock shall not be so listed, listed or admitted to unlisted trading privileges, or traded over the counter privileges and such bid and asked prices shall not be so reported, then such current value shall be computed on the basis of the book value of Common Stock as of the close of business on the last day of the month immediately preceding the date upon which such Warrant warrant was exercised, as determined by the Company; and and
(b) in case such exercise includes only part of the Warrants represented by any the Warrant Certificate, a new Warrant Certificate or Warrant Certificates of like tenor, tenor calling in the aggregate on the face or faces thereof for the number of shares of Common Stock equal (without giving effect to any adjustment therein) to the number of such shares called for on the face of such Warrant Certificate minus the number of such shares designated by the holder for such exercise as provided in Section 2(a)2.
1. Warrants represented by a properly assigned Warrant Certificate may be exercised by a new holder without first having a new Warrant Certificate issued.
Appears in 1 contract
Issuance of Shares of Common Stock; No Fractional Shares. As soon as practicable after the exercise of any Warrant, and in any event within ten (10) days after receipt by the Company of the notice of exercise under Section 2(a)2.1, the Company at its expense (including the payment by it of any applicable issue taxes) will cause to be issued in the name of and delivered to the holder thereof or as such holder (upon payment by such holder of any applicable transfer taxes) may direct, ,
(a) a certificate or certificates for the number of fully paid and nonassessable shares of Common Stock to which such holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such holder would otherwise be entitled, an amount in cash equal to such fraction multiplied by the then current value of a share of Common Stock, such current value to be determined as follows: :
(i) if the Common Stock shall be listed or admitted to unlisted trading privileges on any single national securities exchange, then such current value shall be computed on the basis of the last reported sale price of the Common Stock on such exchange on the last business day prior to the date of the exercise of such Warrant upon which a sale shall have been effected; or or
(ii) if the Common Stock shall not be so listed or admitted to unlisted trading privileges and bid and asked prices therefor in the over-the-counter market shall be reported by NASDAQ, including the Nasdaq National Market, then such current value shall be computed on the basis of the Last Reported Sale Valuation Method or, in the event such method is not then used by NASDAQ, the average of the closing bid and asked prices on the last business day prior to the date of the exercise of such Warrant as so reported; or or
(iii) if the Common Stock shall be listed or admitted to unlisted trading privileges on more than one national securities exchange or one or more national securities exchanges and in the over-the-counter market, then such current value shall, if different as a result of calculation under the applicable method(s) described above in this Section, be deemed to be the higher number calculated in connection therewith; or or
(iv) if the shares of Common Stock are traded over the counter but not on any national securities exchange and not in the NASDAQ National Market System, the average of the mean bid and asked prices per share, as reported by The National Quotation Bureau, Inc., or an equivalent generally accepted reporting service, or (v) if the Common Stock shall not be so listed, listed or admitted to unlisted trading privileges, or traded over the counter privileges and such bid and asked prices shall not be so reported, then such current value shall be computed on the basis of the book value of Common Stock as of the close of business on the last day of the month immediately preceding the date upon which such Warrant was exercised, as determined by the Company; and and
(b) in case such exercise includes only part of the Warrants represented by any Warrant Certificate, a new Warrant Certificate or Warrant Certificates of like tenor, calling in the aggregate on the face or faces thereof for the number of shares of Common Stock equal (without giving effect to any adjustment therein) to the number of such shares called for on the face of such Warrant Certificate minus the number of such shares designated by the holder for such exercise as provided in Section 2(a)2.
1. Warrants represented by a properly assigned Warrant Certificate may be exercised by a new holder without first having a new Warrant Certificate issued.
Appears in 1 contract
Samples: Warrant Agreement (Wilsons the Leather Experts Inc)
Issuance of Shares of Common Stock; No Fractional Shares. As soon as practicable after the exercise of any Warrant, and in any event within ten (10) days after receipt by the Company Warrant Agent of the notice of exercise under Section 2(a)2.1, the Company at its expense (including the payment by it of any applicable issue taxes) will cause to be issued in the name of and delivered to the holder thereof or as such holder (upon payment by such holder of any applicable transfer taxes) may direct, ,
(a) a certificate or certificates for the number of fully paid and nonassessable shares of Common Stock to which such holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such holder would otherwise be entitled, an amount in cash equal to such fraction multiplied by the then current value of a share of Common Stock, such current value to be determined as follows: :
(i) if the Common Stock shall be listed or admitted to unlisted trading privileges on any single national securities exchange, then such current value shall be computed on the basis of the last reported sale price of the Common Stock on such exchange on the last business day prior to the date of the exercise of such Warrant upon which a sale shall have been effected; or or
(ii) if the Common Stock shall not be so listed or admitted to unlisted trading privileges and bid and asked prices therefor in the over-the-counter market shall be reported by NASDAQNasdaq, including the Nasdaq National MarketSmallCap Market System, then such current value shall be computed the last reported sale on the basis last business day prior to the date of the Last Reported Sale Valuation Method exercise of such Warrant, or, in the event such method the last reported sale is not then used by NASDAQunavailable, the average of the closing bid and asked prices on the last business day prior to the date of the exercise of such Warrant as so reported; or or
(iii) if the Common Stock shall be listed or admitted to unlisted trading privileges on more than one national securities exchange or one or more national securities exchanges and in the over-the-counter market, then such current value shall, if different as a result of calculation under the applicable method(s) described above in this Section, be deemed to be the higher number calculated in connection therewith; or or
(iv) if the shares of Common Stock are traded over the counter but not on any national securities exchange and not in the NASDAQ National Market System, the average of the mean bid and asked prices per share, as reported by The National Quotation Bureau, Inc., or an equivalent generally accepted reporting service, or (v) if the Common Stock shall not be so listed, listed or admitted to unlisted trading privileges, or traded over the counter privileges and such bid and asked prices shall not be so reported, then such current value shall be computed on the basis of the book value of Common Stock as of the close of business on the last day of the month immediately preceding the date upon which such Warrant was exercised, as determined by the Company; and ,
(b) in case such exercise includes only part of the Warrants represented by any Warrant Certificate, a new Warrant Certificate or Warrant Certificates of like tenor, calling in the aggregate on the face or faces thereof for the number of shares of Common Stock equal (without giving effect to any adjustment therein) to the number of such shares called for on the face of such Warrant Certificate minus the number of such shares designated by the holder for such exercise as provided in Section 2(a)2.1. Warrants Warrants, represented by a properly assigned Warrant Certificate Certificate, may be exercised by a new holder without first having a new Warrant Certificate issued.
Appears in 1 contract
Issuance of Shares of Common Stock; No Fractional Shares. As soon as practicable after the exercise of any Warrant, and in any event within ten (10) 10 days after receipt by the Company of the notice of exercise under Section 2(a)2.1, the Company Company, at its expense (including the payment by it of any applicable issue taxes) ), will cause to be issued in the name of and delivered to the holder thereof or as such holder (upon payment by such holder of any applicable transfer taxes) may direct, :
(a) a certificate or certificates for the number of fully paid and nonassessable shares of Common Stock to which such holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such holder would otherwise be entitled, an amount in cash equal to such fraction multiplied by the then current value of a share of Common Stock, such current value to be determined as follows: :
(i) if the Common Stock shall be listed or admitted to unlisted trading privileges on any single national securities exchange, then such current value shall be computed on the basis of the last reported sale price of the Common Stock on such exchange on the last business day prior to the date of the exercise of such Warrant upon which a sale shall have been effected; or or
(ii) if the Common Stock shall not be so listed or admitted to unlisted trading privileges and bid and asked prices therefor in the over-the-counter market shall be reported by NASDAQThe Nasdaq Stock Market, including the Nasdaq National Market or the Nasdaq SmallCap Market, then such current value shall be computed on the basis of the Last Reported Sale Valuation Method or, in the event such method is not then used by NASDAQThe Nasdaq Stock Market, the average of the closing bid and asked prices on the last business day prior to the date of the exercise of such Warrant as so reported; or or
(iii) if the Common Stock shall be listed or admitted to unlisted trading privileges on more than one national securities exchange or one or more national securities exchanges and in the over-the-counter market, then such current value shall, if different as a result of calculation under the applicable method(s) described above in this Section, be deemed to be the higher number calculated in connection therewith; or or
(iv) if the shares of Common Stock are traded over the counter but not on any national securities exchange and not in the NASDAQ National Market System, the average of the mean bid and asked prices per share, as reported by The National Quotation Bureau, Inc., or an equivalent generally accepted reporting service, or (v) if the Common Stock shall not be so listed, listed or admitted to unlisted trading privileges, or traded over the counter privileges and such bid and asked prices shall not be so reported, then such current value shall be computed on the basis of the book value of Common Stock as of the close of business on the last day of the month immediately preceding the date upon which such Warrant was exercised, as determined by the Company; and and
(b) in case such exercise includes only part of the Warrants Warrant represented by any the Warrant Certificate, a new Warrant Certificate or Warrant Certificates of like tenor, tenor calling in the aggregate on the face or faces thereof for the number of shares of Common Stock equal (without giving effect to any adjustment therein) to the number of such shares called for on the face of such Warrant Certificate minus the number of such shares designated by the holder for such exercise as provided in Section 2(a)2.
1. Warrants represented by a properly assigned Warrant Certificate may be exercised by a new next holder without first having a new Warrant Certificate issued.
Appears in 1 contract
Samples: Warrant Agreement (Medicalcv Inc)
Issuance of Shares of Common Stock; No Fractional Shares. As soon as practicable after the exercise of any Warrant, and in any event within ten (10) days after receipt by the Company Warrant Agent of the notice of exercise under Section 2(a)SECTION 2.1, the Company at its expense (including the payment by it of any applicable issue taxes) will cause to be issued in the name of and delivered to the holder thereof or as such holder (upon payment by such holder of any applicable transfer taxes) may direct, ,
(a) a certificate or certificates for the number of fully paid and nonassessable shares of Common Stock to which such holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such holder would otherwise be entitled, an amount in cash equal to such fraction multiplied by the then current value of a share of Common Stock, such current value to be determined as follows: :
(i) if the Common Stock shall be is listed or admitted to unlisted trading privileges on any single national securities stock exchange, then such current value shall be computed on the basis of the last reported sale price of the Common Stock on such exchange on the last business day prior to the date of the exercise of such Warrant upon which a sale shall have been effected; or or
(ii) if the Common Stock shall is not be so listed or admitted to unlisted trading privileges and bid and asked prices therefor in the over-the-counter market shall be are reported by NASDAQNasdaq, including the Nasdaq SmallCap Market system (or, if not so quoted on Nasdaq, by the National MarketQuotation Bureau, Inc.), then such the current value shall be computed the last reported sale on the basis last business day prior to the date of the Last Reported Sale Valuation Method exercise of such Warrant, or, in the event such method the last reported sale is not then used by NASDAQunavailable, the average of the closing bid and asked prices on the last business day prior to the date of the exercise of such Warrant as so reported; or or
(iii) if the Common Stock shall be is listed or admitted to unlisted trading privileges on more than one national securities stock exchange or one or more national securities stock exchanges and in the over-the-counter marketquoted on Nasdaq, then such the current value shall, if different as a result of calculation under the applicable method(s) described above in this SectionSECTION, be deemed to be the higher number calculated in connection therewith; or or
(iv) if the shares of Common Stock are traded over the counter but is not on any national securities exchange so listed or admitted to unlisted trading privileges and not in the NASDAQ National Market System, the average of the mean bid and asked prices per share, as reported by The National Quotation Bureau, Inc., or an equivalent generally accepted reporting service, or (v) if the Common Stock shall are not be so listed, admitted to unlisted trading privileges, or traded over the counter and such bid and asked prices shall not be so reported, then such the current value shall be computed on the basis of the book value of Common Stock as of the close of business on the last day of the month immediately preceding the date upon which such Warrant was exercised, as determined by the Company; and ,
(b) in case such exercise includes only part of the Warrants represented by any Warrant Certificate, a new Warrant Certificate or Warrant Certificates of like tenor, calling in the aggregate on the face or faces thereof for the number of shares of Common Stock equal (without giving effect to any adjustment therein) to the number of such shares called for on the face of such Warrant Certificate minus the number of such shares designated by the holder for such exercise as provided in Section 2(a)SECTION 2.
1. Warrants Warrants, represented by a properly assigned Warrant Certificate Certificate, may be exercised by a new holder without first having a new Warrant Certificate issued.
Appears in 1 contract
Samples: Warrant Agreement (Hypertension Diagnostics Inc /Mn)
Issuance of Shares of Common Stock; No Fractional Shares. As soon as practicable after the exercise of any Warrant, and in any event within ten (10) days after receipt by the Company of the notice of exercise under Section 2(a)2.1, the Company at its expense (including the payment by it of any applicable issue taxes) will cause to be issued in the name of and delivered to the holder thereof or as such holder (upon payment by such holder of any applicable transfer taxes) may direct, ,
(a) a certificate or certificates for the number of fully paid and nonassessable shares of Common Stock to which such holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such holder would otherwise be entitled, an amount in cash equal to such fraction multiplied by the then current value of a share of Common Stock, such current value to be determined as follows: :
(i) if the Common Stock shall be listed or admitted to unlisted trading privileges on any single national securities exchange, or listed on the Nasdaq National Market or Nasdaq SmallCap Market then such current value shall be computed on the basis of the last reported sale price of the Common Stock on such exchange or market on the last business day prior to the date of the exercise of such Warrant upon which a sale shall have been effected, or in the event such last reported sale is unavailable, the average of the closing bid and asked prices on the last business day prior to the date of exercise of such Warrant; or or
(ii) if the Common Stock shall not be so listed or admitted to unlisted trading privileges and bid and asked prices therefor in the over-the-counter market shall be reported by NASDAQ, including the Nasdaq National Marketa recognized reporting agency, then such current value shall be computed on the basis of the Last Reported Sale Valuation Method or, in the event average mean of such method is not then used by NASDAQ, the average of the closing bid and asked prices on the last business day prior to the date of the exercise of such Warrant as so reported; or or
(iii) if the Common Stock shall be listed or admitted to unlisted trading privileges on more than one national securities exchange or one Nasdaq market or more national securities exchanges and in the over-the-counter market, then such current value shall, if different as a result of calculation under the applicable method(s) described above in this Section, be deemed to be the higher number calculated in connection therewith; or or
(iv) if the shares of Common Stock are traded over the counter but not on any national securities exchange and not in the NASDAQ National Market System, the average of the mean bid and asked prices per share, as reported by The National Quotation Bureau, Inc., or an equivalent generally accepted reporting service, or (v) if the Common Stock shall not be so listed, listed or admitted to unlisted trading privileges, or traded over the counter privileges and such bid and asked prices shall not be so reported, then such current value shall be computed on the basis of the book value of Common Stock as of the close of business on the last day of the month immediately preceding the date upon which such Warrant was exercised, as determined by the Company; and , and
(b) in case such exercise includes only part of the Warrants represented by any Warrant Certificate, a new Warrant Certificate or Warrant Certificates of like tenor, calling in the aggregate on the face or faces thereof for the number of shares of Common Stock equal (without giving effect to any adjustment therein) to the number of such shares called for on the face of such Warrant Certificate minus the number of such shares designated by the holder for such exercise as provided in Section 2(a)2.1. Warrants Warrants, represented by a properly assigned Warrant Certificate Certificate, may be exercised by a new holder without first having a new Warrant Certificate issued.
Appears in 1 contract
Issuance of Shares of Common Stock; No Fractional Shares. As soon as practicable after the exercise of any Warrant, and in any event within ten (10) days after receipt by the Company Warrant Agent of the notice of exercise under Section 2(a)2.1, the Company at its expense (including the payment by it of any applicable issue taxes) will cause to be issued in the name of and delivered to the holder thereof or as such holder (upon payment by such holder of any applicable transfer taxes) may direct, ,
(a) a certificate or certificates for the number of fully paid and nonassessable shares of Common Stock to which such holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such holder would otherwise be entitled, an amount in cash equal to such fraction multiplied by the then current value of a share of Common Stock, such current value to be determined as follows: :
(i) if the Common Stock shall be listed or admitted to unlisted trading privileges on any single national securities exchange, then such current value shall be computed on the basis of the last reported sale price of the Common Stock on such exchange on the last business day prior to the date of the exercise of such Warrant upon which a sale shall have been effected; or or
(ii) if the Common Stock shall not be so listed or admitted to unlisted trading privileges and bid and asked prices therefor in the over-the-counter market shall be reported by NASDAQ, including the Nasdaq National MarketSmallCap Market System, then such current value shall be computed the last reported sale on the basis last business day prior to the date of the Last Reported Sale Valuation Method exercise of such Warrant, or, in the event such method the last reported sale is not then used by NASDAQunavailable, the average of the closing bid and asked prices on the last business day prior to the date of the exercise of such Warrant as so reported; or or
(iii) if the Common Stock shall be listed or admitted to unlisted trading privileges on more than one national securities exchange or one or more national securities exchanges and in the over-the-counter market, then such current value shall, if different as a result of calculation under the applicable method(s) described above in this Section, be deemed to be the higher number calculated in connection therewith; or or
(iv) if the shares of Common Stock are traded over the counter but not on any national securities exchange and not in the NASDAQ National Market System, the average of the mean bid and asked prices per share, as reported by The National Quotation Bureau, Inc., or an equivalent generally accepted reporting service, or (v) if the Common Stock shall not be so listed, listed or admitted to unlisted trading privileges, or traded over the counter privileges and such bid and asked prices shall not be so reported, then such current value shall be computed on the basis of the book value of Common Stock as of the close of business on the last day of the month immediately preceding the date upon which such Warrant was exercised, as determined by the Company; and ,
(b) in case such exercise includes only part of the Warrants represented by any Warrant Certificate, a new Warrant Certificate or Warrant Certificates of like tenor, calling in the aggregate on the face or faces thereof for the number of shares of Common Stock equal (without giving effect to any adjustment therein) to the number of such shares called for on the face of such Warrant Certificate minus the number of such shares designated by the holder for such exercise as provided in Section 2(a)2.1. Warrants Warrants, represented by a properly assigned Warrant Certificate Certificate, may be exercised by a new holder without first having a new Warrant Certificate issued.
Appears in 1 contract