Common use of Reclassification, Consolidation, Merger Clause in Contracts

Reclassification, Consolidation, Merger. In case of any reclassification or change of the outstanding shares of Common Stock (other than a change in par value to no par value, or from no par value to par value, or as a result of a subdivision or combination), or in the case of any consolidation of the Company with, or merger of the Company into, another corporation (other than a consolidation or merger in which the Company is the surviving corporation and that does not result in any reclassification or change of the outstanding shares of Common Stock, except a change as a result of a subdivision or combination of such shares or a change in par value, as aforesaid), or in the case of a sale or conveyance to another corporation of all or substantially all of the assets of the Company, the Holders will thereafter have the right to purchase the kind and number of shares of stock and other securities and property receivable upon such reclassification, change, consolidation, merger, sale or conveyance as if the Holders were the owners of the Shares immediately prior to any such events, at a price equal to the product of (x) the number of shares of Common Stock issuable upon exercise of the Holders’ Warrants and (y) the exercise prices for the Warrants in effect immediately prior to the record date for such reclassification, change, consolidation, merger, sale or conveyance as if such Holders had exercised the Warrants.

Appears in 2 contracts

Samples: Agent’s Warrant Agreement (Uroplasty Inc), Agent’s Warrant Agreement (Uroplasty Inc)

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Reclassification, Consolidation, Merger. etc. In case of any reclassification or change of the outstanding Common shares of Common Stock (other than a change in par value, or from par value to no par value, or from no par value to par value, or as a result of a subdivision or combination), or in the case of any consolidation of the Company with, or merger of the Company into, another corporation (other than a consolidation or merger in which the Company is the surviving corporation and that which does not result in any reclassification or change of the outstanding shares of Common Stock, except a change as a result of a subdivision or combination of such shares or a change in par nominal value, as aforesaid), or in the case of a sale or conveyance to another corporation of all or substantially all the property of the assets of the CompanyCompany as an entirety, the Holders will Holder shall thereafter have the right to purchase the kind and number of shares of stock and other securities and property receivable upon such reclassification, change, consolidation, merger, sale or conveyance as if the Holders Holder were the owners owner of the Warrant Shares issuable upon exercise of the Warrants immediately prior to any such events, events at a price equal to the product of (x) the number of shares of Common Stock Warrant Shares issuable upon exercise of the Holders’ Warrants and (y) the exercise prices for the Warrants Exercise Price in effect immediately prior to the record date for such reclassification, change, consolidation, merger, sale or conveyance as if such Holders Holder had exercised the Warrants.

Appears in 1 contract

Samples: Us Automotive Manufacturing Inc

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Reclassification, Consolidation, Merger. etc. In case of any reclassification or change of the outstanding shares of Common Stock (other than a change in par value to no par value, or from no par value to par value, or as a result of a subdivision or combination), or in the case of any consolidation of the Company with, or merger of the Company into, another corporation (other than a consolidation or merger in which the Company is the surviving corporation and that which does not result in any reclassification or change of the outstanding shares of Common Stock, except a change as a result of a subdivision or combination of such shares or a change in par value, as aforesaid), or in the case of a sale or conveyance to another corporation of all or substantially all the property of the assets of the CompanyCompany as an entirety, the Holders will Holder of this Warrant shall thereafter have the right to purchase the kind and number of shares of stock and other securities and property receivable upon such reclassification, change, consolidation, merger, sale or conveyance conveyance, as if the Holders were the owners of the Shares immediately prior to any such eventsHolder had exercised this Warrant, at a price equal to the product of (x) the number of shares of Common Stock Warrant Shares issuable upon exercise of the Holders’ Warrants this Warrant and (y) the exercise prices for the Warrants Purchase Price in effect immediately prior to the record date for such reclassification, change, consolidation, merger, sale or conveyance as if such Holders had exercised the Warrantsconveyance.

Appears in 1 contract

Samples: Rollerball International Inc

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