Other Anti-Dilution Provisions. To the extent that LLCP or any of its Affiliates holds this Warrant, in whole or in part, at any time the Company takes any action which results in an adjustment to the Warrant Purchase Price, or the number of shares of Common Stock issuable pursuant to this Warrant (in either event, a “Dilutive Issuance”), then, to the extent that LLCP has exercised all or any portion of this Warrant prior to such time (including the partial exercise of this Warrant on or about the date of restatement and issuance hereof), the Company shall immediately issue to LLCP upon such Dilutive Issuance, without the payment of any further consideration of any kind, such number of additional shares of Common Stock as shall equal the difference between (i) the number of shares of Common Stock issuable upon the exercise of this Warrant to the extent held unexercised by LLCP at such time after giving effect to the adjustment resulting from such Dilutive Issuance and (ii) the number of shares of Common Stock which would have been issuable upon exercise of this Warrant at such time after giving effect to the adjustment resulting from such Dilutive Issuance assuming this Warrant had not been exercised in any part (i.e., assuming this Warrant had not been partially exercised on or about the date of restatement and issuance hereof).
Appears in 2 contracts
Samples: Securities Purchase Agreement (Levine Leichtman Capital Partners Ii Lp), Securities Purchase Agreement (Levine Leichtman Capital Partners Ii Lp)
Other Anti-Dilution Provisions. To the extent that LLCP or any of its Affiliates the initial Holder holds this Warrant, in whole or in partWarrant and more than fifteen percent (15.0%) of the total number of Warrant Shares issuable upon exercise of this Warrant remain unexercised, at any time that the Company takes any action which results would have resulted in an adjustment to the Warrant Purchase PricePrice of, or and the number of shares of Common Stock issuable pursuant to to, this Warrant (in either event, a “Dilutive Issuance”"DILUTIVE ISSUANCE"), then, to the extent that LLCP the initial Holder has exercised all or any portion of this Warrant prior to such time (including the partial exercise of this Warrant on or about the date of restatement and issuance hereof)time, the Company shall immediately issue to LLCP the initial Holder upon such Dilutive Issuance, without the payment of any further consideration of any kind, such number of additional shares of Common Stock as shall equal the difference between (i) the number of shares of Common Stock issuable upon the exercise of this Warrant to the extent held unexercised by LLCP the initial Holder at such time after giving effect to the adjustment thereto resulting from such Dilutive Issuance and (ii) the number of shares of Common Stock which would have been issuable upon exercise of this Warrant at such time after giving effect to the adjustment resulting from such Dilutive Issuance assuming if this Warrant had not been exercised in any part (i.e., assuming this Warrant had not been partially exercised on or about the date of restatement and issuance hereof)part.
Appears in 2 contracts
Samples: Interdent Inc, Levine Leichtman Capital Partners Ii Lp
Other Anti-Dilution Provisions. To the extent that LLCP Xxxxxx ------------------------------ Xxxxxxxxx Capital Partners II, L.P. or any of its Affiliates holds (collectively, "LLCP") continues to hold this Warrant, in whole or in part, at any time at ---- which the Company takes any action which results would have resulted in an adjustment to the Warrant Purchase Priceexercise price of, or and the number of shares of Common Stock issuable pursuant to to, this Warrant (in either event, a “"Dilutive Issuance”"), then, to the extent that LLCP ----------------- has exercised all or any portion of this Warrant prior to such time (including the partial exercise of this Warrant on or about the date of restatement and issuance hereof)time, the Company shall immediately issue to LLCP upon such Dilutive Issuance, without the payment of any further consideration of any kind, such number of additional shares of Common Stock as shall equal the difference between (i) the number of shares of Common Stock issuable upon the exercise of this Warrant to the extent held unexercised by LLCP at such time after giving effect to the adjustment thereto resulting from such Dilutive Issuance and (ii) the number of shares of Common Stock which would have been issuable upon exercise of this Warrant at such time after giving effect to the adjustment resulting from such Dilutive Issuance assuming if this Warrant had not been exercised in any part (i.e., assuming this Warrant had not been partially exercised on or about the date of restatement and issuance hereof)part.
Appears in 1 contract
Samples: Polyphase Corp