Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 229 contracts
Samples: S Warrant Agreement (Telomir Pharmaceuticals, Inc.), Common Share Purchase Warrant (Telomir Pharmaceuticals, Inc.), Underwriting Agreement (EPWK Holdings Ltd.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers.
Appears in 128 contracts
Samples: Scopus BioPharma Inc., PAVmed Inc., Columbus Acquisition Corp
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation or merger of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 115 contracts
Samples: Underwriting Agreement (Cardiff Lexington Corp), Underwriter Warrant Agreement (Aqua Metals, Inc.), Underwriting Agreement (SU Group Holdings LTD)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers.
Appears in 33 contracts
Samples: Registration Rights Agreement (Collabrium Japan Acquisition Corp), Registration Rights Agreement (Andina Acquisition Corp), Registration Rights Agreement (Andina Acquisition Corp)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 5.1.1 or 6.1.2 5.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation or other entity (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2 and this Section 6.1.35.1.3. The provisions of this Section 6.1.3 5.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 31 contracts
Samples: Common Stock Purchase Warrant (Acurx Pharmaceuticals, LLC), Common Stock Purchase Warrant (Ammo, Inc.), Common Stock Purchase Warrant (Ammo, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation or merger of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation or merger in which the Company is the continuing corporation company and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 28 contracts
Samples: Underwriting Agreement (Serve Robotics Inc. /DE/), Underwriting Agreement (Serve Robotics Inc. /DE/), Underwriting Agreement (Wearable Devices Ltd.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, reorganization or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 13 contracts
Samples: Underwriting Agreement (LQR House Inc.), Underwriting Agreement (LQR House Inc.), Underwriting Agreement (LQR House Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant Option (and without duplication, obtainable upon exercise of the Warrants) immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 13 contracts
Samples: Underwriting Agreement (Selway Capital Acquisition Corp.), Underwriting Agreement (Selway Capital Acquisition Corp.), Underwriting Agreement (Selway Capital Acquisition Corp.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that which solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant Option immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 or 6.1.26.1.1, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.3 and this Section 6.1.36.1.4. The provisions of this Section 6.1.3 6.1.4 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers.
Appears in 13 contracts
Samples: Gurunet Corp, Huiheng Medical, Inc., Gurunet Corp
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or a change that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive such reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 12 contracts
Samples: Common Stock Purchase Warrant (ADiTx Therapeutics, Inc.), Underwriting Agreement (Jerash Holdings (US), Inc.), Warrant Agreement (Jerash Holdings (US), Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant Option immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 12 contracts
Samples: Underwriting Agreement (WhiteSmoke, Inc.), Underwriting Agreement (WhiteSmoke, Inc.), Underwriting Agreement (On Track Innovations LTD)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that which solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section Sections 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.2, 6.1.3 and this Section 6.1.36.1.4. The provisions of this Section 6.1.3 6.1.4 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers.
Appears in 12 contracts
Samples: Global Telecommunication Solutions Inc, Global Telecommunication Solutions Inc, Parkervision Inc
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers.
Appears in 11 contracts
Samples: GEF Acquisition Corp, GEF Acquisition Corp, Nagao Group Holdings LTD
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or Section 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or Section 6.1.2, then such adjustment shall be made pursuant to Sections Section 6.1.1, Section 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 11 contracts
Samples: S Warrant Agreement (Advaxis, Inc.), Jaguar Animal Health, Inc., Signal Genetics, Inc.
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 5.1.1 or 6.1.2 5.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation or merger of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2 and this Section 6.1.35.1.3. The provisions of this Section 6.1.3 5.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 8 contracts
Samples: Underwriting Agreement (DDC Enterprise LTD), DDC Enterprise LTD, DDC Enterprise LTD
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 6.1.3 hereof or that solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 or 6.1.26.1.3, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.3 and this Section 6.1.36.1.4. The provisions of this Section 6.1.3 6.1.4 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers.
Appears in 7 contracts
Samples: SMG Indium Resources Ltd., SMG Indium Resources Ltd., SMG Indium Resources Ltd.
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock (other than a change covered by Section 6.1.1 Sections 4.1, 4.2 or 6.1.2 4.3 hereof or one that solely affects the par value of such Sharesshares of Common Stock), or or, in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or or, in the case of any sale or conveyance to another corporation or entity of the assets or other property of the Company as an entirety or substantially as an entirety entirety, in connection with which the Company is dissolved, the Holder of this Purchase Warrant Registered Holders shall thereafter have the right thereafter (until to purchase and receive, upon the expiration basis and upon the terms and conditions specified in the Warrants and in lieu of the right shares of exercise Common Stock of this Purchase Warrant) to receive the Company immediately theretofore purchasable and receivable upon the exercise hereof, for of the same aggregate Exercise Price payable hereunder immediately prior to such eventrights represented thereby, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a that the Registered Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant would have received if such Registered Holder had exercised his, her or its Warrant(s) immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 Sections 4.1, 4.2 or 6.1.24.3, then such adjustment shall be made pursuant to Sections 6.1.14.1, 6.1.2 4.2, 4.3 and this Section 6.1.34.5. The provisions of this Section 6.1.3 4.5 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers. In no event will the Warrant Price be reduced to less than the par value per share issuable upon exercise of the Warrants.
Appears in 7 contracts
Samples: Warrant Agreement (Abri SPAC 2, Inc.), Warrant Agreement (Abri SPAC I, Inc.), Warrant Agreement (Abri SPAC I, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder Holders of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder Holders of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers.
Appears in 7 contracts
Samples: I-Am CAPITAL ACQUISITION Co, Stellar Acquisition III Inc., Stellar Acquisition III Inc.
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 7 contracts
Samples: Underwriting Agreement (AIM ImmunoTech Inc.), Common Stock Purchase Warrant (ShiftPixy, Inc.), Common Stock Purchase Warrant (ShiftPixy, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a merger or consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder (as adjusted pursuant to this Section 6.1.3) immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 6 contracts
Samples: Underwriting Agreement (Silo Pharma, Inc.), Underwriting Agreement (Silo Pharma, Inc.), Common Stock Purchase Warrant (Silo Pharma, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 5.1.1 or 6.1.2 5.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2 and this Section 6.1.35.1.3. The provisions of this Section 6.1.3 5.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 6 contracts
Samples: Underwriting Agreement (Ceres, Inc.), Underwriting Agreement (Ceres, Inc.), Agent Warrant Agreement (Neuralstem, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Common Shares other than a change covered by Section 6.1.1 or 6.1.2 6.1.3 hereof or that solely affects the par value of such Common Shares, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Common Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Common Shares of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Common Shares covered by Section 6.1.1 or 6.1.26.1.3, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.3 and this Section 6.1.36.1.4. The provisions of this Section 6.1.3 6.1.4 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers.
Appears in 6 contracts
Samples: FMG Acquisition Corp, International Brands Management Group LTD, FMG Acquisition Corp
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder Holders of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder Holders of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers.
Appears in 6 contracts
Samples: S.E. Asia Emerging Market Company., LTD, S.E. Asia Emerging Market Company., LTD, Australia Acquisition Corp
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares or a variation of share capital of the Company, other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this for which such Purchase Warrant might have been exercised immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 6 contracts
Samples: Common Stock Purchase Warrant (Janover Inc.), Common Stock Purchase Warrant (Janover Inc.), Underwriting Agreement (Janover Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock (other than a change covered by Section 6.1.1 4.1 or 6.1.2 4.2 hereof or one that solely affects the par value of such Sharesshares of Common Stock), or or, in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or or, in the case of any sale or conveyance to another corporation or entity of the assets or other property of the Company as an entirety or substantially as an entirety entirety, in connection with which the Company is dissolved, the Holder of this Purchase Warrant holders shall thereafter have the right thereafter (until the expiration of the right of exercise of this Purchase the Warrant) to receive upon the exercise hereofpurchase and receive, for the same aggregate Exercise Warrant Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction merger or amalgamation, or consolidation, consolidation or upon a dissolution following any such sale or other transfer, by a Holder Warrant holder of the number of Shares shares of Common Stock of the Company obtainable immediately theretofore purchasable and receivable upon the exercise of this Purchase Warrant immediately prior to such eventthe rights represented thereby; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 4.1 or 6.1.24.2, then such adjustment shall be made pursuant to Sections 6.1.14.1, 6.1.2 4.2, 4.3 and this Section 6.1.34.4. The provisions of this Section 6.1.3 4.4 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers.
Appears in 6 contracts
Samples: Warrant Agreement (Chicken Soup for the Soul Entertainment, Inc.), Warrant Agreement (Chicken Soup for the Soul Entertainment, Inc.), Warrant Agreement (Chicken Soup for the Soul Entertainment, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 6 contracts
Samples: Underwriting Agreement (Ventrus Biosciences Inc), Underwriting Agreement (Ventrus Biosciences Inc), Underwriting Agreement (Cutanea Life Sciences Inc)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of the Company’s common stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesshares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of the Company’s common stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of the Company’s common stock of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares shares of the Company’s common stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 6 contracts
Samples: Underwriting Agreement (Biocept Inc), Microlin Bio, Inc., Ruthigen, Inc.
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales sales, or other transfers.
Appears in 5 contracts
Samples: Underwriting Agreement (CW Petroleum Corp), Underwriting Agreement (CW Petroleum Corp), Underwriting Agreement (CW Petroleum Corp)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 6.1.1, 6.1.2 or 6.1.2 6.1.3 hereof or that solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.36.1.4. The provisions of this Section 6.1.3 6.1.4 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers.
Appears in 5 contracts
Samples: Apex Bioventures Acquisition Corp, Advanced Technology Acquisition Corp., Advanced Technology Acquisition Corp.
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Rights and Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers.
Appears in 5 contracts
Samples: Registration Rights Agreement (Bison Capital Acquisition Corp.), Registration Rights Agreement (CB Pharma Acquisition Corp.), Registration Rights Agreement (CB Pharma Acquisition Corp.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder holder of the number of Shares of the Company obtainable issuable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 5 contracts
Samples: Underwriting Agreement (Longeveron LLC), Common Stock Purchase Warrant (Longeveron Inc.), Underwriting Agreement (Longeveron Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of the Company’s common stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesshares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of the Company’s common stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of the Company Company’s common stock obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares shares of the Company’s common stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 5 contracts
Samples: Underwriting Agreement (Intellicheck Mobilisa, Inc.), Underwriting Agreement (Intellicheck Mobilisa, Inc.), Underwriting Agreement (Sorrento Therapeutics, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation or merger of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 5 contracts
Samples: Underwriting Agreement (SMX (Security Matters) Public LTD Co), Underwriting Agreement (SMX (Security Matters) Public LTD Co), Underwriting Agreement (SMX (Security Matters) Public LTD Co)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesshares, or in the case of any share reconstruction or amalgamation or consolidation or merger of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in the Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 5 contracts
Samples: Underwriting Agreement (Mangoceuticals, Inc.), Common Stock Purchase Warrant (Kairos Pharma, LTD.), Common Stock Purchase Warrant (Mangoceuticals, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of the Company’s common stock other than a change covered by Section 6.1.1 5.1.1 or 6.1.2 5.1.2 hereof or that solely affects the par value of such Sharesshares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of the Company’s common stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of the Company Company’s common stock obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares shares of the Company’s common stock covered by Section 6.1.1 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2 and this Section 6.1.35.1.3. The provisions of this Section 6.1.3 5.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 5 contracts
Samples: www.sec.gov, Underwriting Agreement (Naked Brand Group Inc.), Common Stock Purchase Warrant (BioPharmX Corp)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock Ordinary Shares or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 5 contracts
Samples: Underwriting Agreement (T20 Holdings Ltd.), Underwriting Agreement (T20 Holdings Ltd.), Underwriting Agreement (T20 Holdings Pte. Ltd.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 Sections 5.1.1 or 6.1.2 5.1.2 hereof or that which solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 Sections 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2, 5.1.3 and this Section 6.1.35.1.4. The provisions of this Section 6.1.3 5.1.4 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers.
Appears in 5 contracts
Samples: Security Agreement (Long Blockchain Corp.), Long Blockchain Corp., Court Cavendish LTD
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesthe Common Stock, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 4 contracts
Samples: Common Stock Purchase Warrant (Odyssey Group International, Inc.), Common Stock Purchase Warrant (Odyssey Health, Inc.), Underwriting Agreement (Obalon Therapeutics Inc)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock (other than a change covered by Section 6.1.1 6.1 or 6.1.2 6.2 hereof or that solely affects the par value of such Sharesshares of Common Stock), or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the assets or other property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Holders shall thereafter have the right thereafter (until to purchase and receive, upon the expiration basis and upon the terms and conditions specified herein and in lieu of the right shares of exercise of this Purchase Warrant) to receive Common Stock purchasable and receivable upon the exercise hereof, for of the same aggregate Exercise Price payable hereunder immediately prior to such eventrights represented thereby, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a that the Holder of would have received if the number of Shares of the Company obtainable upon exercise of Holder had exercised this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 6.1 or 6.1.26.2, then such adjustment shall be made pursuant to Sections 6.1.16.1, 6.1.2 6.2, 6.3 and this Section 6.1.36.4. The provisions of this Section 6.1.3 6.4 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers.
Appears in 4 contracts
Samples: Dekania Corp., Dekania Corp., Alpha Security Group CORP
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 5.1.1 or 6.1.2 5.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant Option immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2 and this Section 6.1.35.1.3. The provisions of this Section 6.1.3 5.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 4 contracts
Samples: Purchase Option Agreement (Rosetta Genomics Ltd.), Purchase Option Agreement (Rosetta Genomics Ltd.), Purchase Option Agreement (Rosetta Genomics Ltd.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an in its entirety or substantially as an in its entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers.
Appears in 4 contracts
Samples: Asia Special Situation Acquisition Corp, Asia Special Situation Acquisition Corp, Asia Special Situation Acquisition Corp
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesthe Common Stock, or in the case of any share reconstruction or amalgamation or consolidation or merger of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding SharesCommon Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of the Company Common Stock obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares the Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 4 contracts
Samples: Nano Nuclear Energy Inc., Nano Nuclear Energy Inc., Nano Nuclear Energy Inc.
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or Section 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or Section 6.1.2, then such adjustment shall be made pursuant to Sections Section 6.1.1, Section 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 4 contracts
Samples: Manhattan Bridge Capital, Inc, Manhattan Bridge Capital, Inc, Manhattan Bridge Capital, Inc
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant Option immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers.
Appears in 4 contracts
Samples: Underwriting Agreement (Scopus BioPharma Inc.), Share Purchase (AeroClean Technologies, LLC), Share Purchase (Scopus BioPharma Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Company Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such the Company Ordinary Shares, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Company Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares ordinary share of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in the number of Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers.
Appears in 3 contracts
Samples: Underwriting Agreement (Sentage Holdings Inc.), Underwriting Agreement (Sentage Holdings Inc.), Underwriting Agreement (Goxus, Inc)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 5.1.1 or 6.1.2 5.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2 and this Section 6.1.35.1.3. The provisions of this Section 6.1.3 5.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 3 contracts
Samples: Agreement to Buyout and Release (Kingsway Financial Services Inc), Performance Shares Grant Agreement (1347 Property Insurance Holdings, Inc.), 1347 Property Insurance Holdings, Inc.
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares Units (or Component Securities) other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such SharesUnits (or Component Securities), or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding SharesUnits (or Component Securities)), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares Units (or Component Securities) of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares Units (or Component Securities) covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 3 contracts
Samples: Common Stock Purchase Warrant (Eastside Distilling, Inc.), Common Stock Purchase Warrant (Eastside Distilling, Inc.), Common Stock Purchase Warrant (Eastside Distilling, Inc.)
Replacement of Securities upon Reorganization, etc. In Subject to the provisions of Section 6.3 below, in case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 3 contracts
Samples: Underwriting Agreement (BioRestorative Therapies, Inc.), Underwriting Agreement (BioRestorative Therapies, Inc.), Underwriting Agreement (BioRestorative Therapies, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 5.1.1 or 6.1.2 5.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 and this Section 6.1.35.1.3. The provisions of this Section 6.1.3 5.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 3 contracts
Samples: Subscription Agreement (Alliance MMA, Inc.), Common Stock Purchase Warrant (Alliance MMA, Inc.), Common Stock Purchase Warrant (Alliance MMA, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Common Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Common Shares, or in the case of any share reconstruction or amalgamation or consolidation or merger of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Common Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 3 contracts
Samples: Libera Gaming Operations, Inc, Metros Development Co., Ltd., Metros Development Co., Ltd.
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock Ordinary Shares or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 3 contracts
Samples: GoodFaith Technology Inc., Medlab Clinical Ltd., Medlab Clinical Ltd.
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, Ordinary Share or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers.
Appears in 3 contracts
Samples: Infinity Cross Border Acquisition Corp, Infinity Cross Border Acquisition Corp, Infinity Cross Border Acquisition Corp
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Common Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Common Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Common Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock Common Shares or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 3 contracts
Samples: Common Share Purchase Warrant (XORTX Therapeutics Inc.), S Warrant Agreement (XORTX Therapeutics Inc.), XORTX Therapeutics Inc.
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 3 contracts
Samples: Underwriting Agreement (Acasti Pharma Inc.), Underwriting Agreement (Acasti Pharma Inc.), Common Share Purchase Warrant (Acasti Pharma Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 5.1.1 or 6.1.2 5.1.2 hereof or that solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of the Company Common Stock obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares the number of shares of Common Stock covered by Section 6.1.1 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2 and this Section 6.1.35.1.3. The provisions of this Section 6.1.3 5.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers.
Appears in 3 contracts
Samples: S Warrant Agreement (SONDORS Inc.), S Warrant Agreement (SONDORS Inc.), Warrant Agreement (NutriBand Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares or a variation of share capital of the Company, other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 3 contracts
Samples: Underwriting Agreement (Glucose Health, Inc.), Castellum, Inc., Onfolio Holdings, Inc
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of the Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesshares of the Common Stock, or in the case of any share reconstruction or amalgamation or consolidation or merger of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of the Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a the Holder of the number of the Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares shares of the Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 3 contracts
Samples: Underwriting Agreement (Signing Day Sports, Inc.), Underwriting Agreement (Signing Day Sports, Inc.), Underwriting Agreement (Signing Day Sports, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamationmerger, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamationsmergers, or consolidations, sales or other transfers.
Appears in 3 contracts
Samples: Underwriting Agreement (SeqLL, Inc.), Underwriting Agreement (Guardion Health Sciences, Inc.), Underwriting Agreement (YayYo, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an in its entirety or substantially as an in its entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 3 contracts
Samples: Common Stock Purchase Warrant (ShiftPixy, Inc.), Common Stock Purchase Warrant (American Battery Metals Corp), IM Cannabis Corp.
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers.
Appears in 3 contracts
Samples: Distoken Acquisition Corp, Distoken Acquisition Corp, Distoken Acquisition Corp
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation or consolidation or merger of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation or merger in which the Company is the continuing corporation company and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 3 contracts
Samples: BioLife4D Corp, Curative Biotechnology Inc, Curative Biotechnology Inc
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation or merger of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.1 and 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 3 contracts
Samples: Common Stock Purchase Warrant (Autonomix Medical, Inc.), IntelGenx Technologies Corp., Mivium, Inc.
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate applicable Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 3 contracts
Samples: Underwriting Agreement (Mapi - Pharma LTD), Underwriting Agreement (Alcobra Ltd.), Alcobra Ltd.
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 7.1.1 or 6.1.2 Section 7.1.2 hereof or that solely affects the par nominal value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 7.1.1 or 6.1.2Section 7.1.2, then such adjustment shall be made pursuant to Sections 6.1.1Section 7.1.1, 6.1.2 Section 7.1.2 and this Section 6.1.37.1.3. The provisions of this Section 6.1.3 7.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 2 contracts
Samples: Underwriting Agreement (Check-Cap LTD), Underwriting Agreement (Check-Cap LTD)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.and
Appears in 2 contracts
Samples: North Shore Acquisition Corp., North Shore Acquisition Corp.
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers.
Appears in 2 contracts
Samples: Inter-Atlantic Financial, Inc., Inter-Atlantic Financial, Inc.
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares Units of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 2 contracts
Samples: FlatWorld Acquisition Corp., FlatWorld Acquisition Corp.
Replacement of Securities upon Reorganization, etc. In the case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section Sections 6.1.1 above or 6.1.2 hereof or a change that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant Option immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2above, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.1 above and this Section 6.1.36.1.2. The provisions of this Section 6.1.3 6.1.2 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers. Notwithstanding anything to the contrary in this Purchase Option, in the event of (i) an all cash transaction where the Company is not the survivor (the “Successor Entity”), (ii) a “Rule 13e-3 transaction” as defined in Rule 13e-3 under the Exchange Act where the Company is not the Successor Entity, or (iii) a transaction involving a person or entity not traded on a national securities exchange, including, but not limited to, The Nasdaq Global Select Market, The Nasdaq Global Market, or The Nasdaq Capital Market where the Company is not the Successor Entity (collectively, a “Fundamental Transaction”), such Successor Entity shall, at the option of the Holder, exercisable at any time concurrently with, or within 30 days after, the consummation of the Fundamental Transaction, purchase this Purchase Option from the Holder by paying to the Holder an amount of cash equal to the Black Scholes Value (as defined below) of the remaining unexercised portion of this Purchase Option on the date of the consummation of such Fundamental Transaction.
Appears in 2 contracts
Samples: Underwriting Agreement (D. Medical Industries Ltd.), D. Medical Industries Ltd.
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 5.1.1 or 6.1.2 Section 5.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction reorganization or merger or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolvedentirety, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction reconstruction, merger or amalgamation, or consolidation, or upon a dissolution following any such asset or property sale or transfer, by a Holder holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 5.1.1 or 6.1.2Section 5.1.2, then such adjustment shall be made pursuant to Sections 6.1.1Section 5.1.1, 6.1.2 and Section 5.1.2 or this Section 6.1.35.1.3. The provisions of this Section 6.1.3 5.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions mergers or amalgamations, or consolidations, sales or other transfers.
Appears in 2 contracts
Samples: Underwriting Agreement (BG Staffing, Inc.), Underwriting Agreement (Air Industries Group)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock (other than a change covered by Section 6.1.1 3.1 or 6.1.2 3.2 hereof or that solely affects the par value of such Sharesshares of Common Stock), or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Underwriter Warrant holders shall thereafter have the right thereafter (until to purchase and receive, upon the expiration basis and upon the terms and conditions specified in the Underwriter Warrants and in lieu of the right shares of exercise Common Stock of this Purchase Warrant) to receive the Company immediately theretofore purchasable and receivable upon the exercise hereof, for of the same aggregate Exercise Price payable hereunder immediately prior to such eventrights represented thereby, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder Warrant holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant the Underwriter Warrants immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 3.1 or 6.1.23.2, then such adjustment shall be made pursuant to Sections 6.1.13.1, 6.1.2 3.2, 3.3 and this Section 6.1.33.4. The provisions of this Section 6.1.3 3.4 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers.
Appears in 2 contracts
Samples: ’s Warrant Agreement (NeoStem, Inc.), Underwriter’s Warrant Agreement (NeoStem, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock (other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesshares of Common Stock), or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant Option immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 6.1.4 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers.
Appears in 2 contracts
Samples: Tii Industries Inc, Video Network Communications Inc
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or Section 6.1.2 hereof or a change that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or Section 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, Section 6.1.1 or Section 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive such reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 2 contracts
Samples: Underwriting Agreement (Applied UV, Inc.), Underwriting Agreement (HyreCar Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Unit Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Unit Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company Warrant Units obtainable upon exercise of this Purchase Unit Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 2 contracts
Samples: Frankly Inc, Frankly Inc
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares or ADSs other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding SharesOrdinary Shares or ADSs), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares or ADSs of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares or ADSs covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 2 contracts
Samples: Underwriting Agreement (BiondVax Pharmaceuticals Ltd.), Lock Up Agreement (BiondVax Pharmaceuticals Ltd.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such SharesCommon Stock, or in the case of any share reconstruction or amalgamation or consolidation or merger of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation or merger in which the Company is the continuing corporation company and that does not result in any reclassification or reorganization of the outstanding SharesCommon Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares number of shares of Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 2 contracts
Samples: Underwriting Agreement (Felicitex Therapeutics Inc.), Felicitex Therapeutics Inc.
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares or a variation of share capital of the Company, other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this (including those represented by ADSs) for which such Purchase Warrant might have been exercised immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 2 contracts
Samples: Underwriting Agreement (TC BioPharm (Holdings) PLC), TC BioPharm (Holdings) PLC
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares ADSs other than a change covered by Section 6.1.1 or Section 6.1.2 hereof or that solely affects the par value of such SharesADSs, or in the case of any share reconstruction or amalgamation or consolidation or merger of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding SharesADSs), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock ADSs or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, consolidation or consolidationmerger, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares ADSs of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares ADSs covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, mergers, sales or other transferssimilar transactions.
Appears in 2 contracts
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamationmerger, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamationsmergers, or consolidations, sales or other transfers.
Appears in 2 contracts
Samples: Digital Cinema Destinations Corp., Digital Cinema Destinations Corp.
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this (including those represented by ADSs) for which such Purchase Warrant might have been exercised immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 2 contracts
Samples: RanMarine Technology B.V., TC BioPharm (Holdings) PLC
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 5.1.1 hereof or that which solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety entirely or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamationmerger, or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2, 5.1.3, and this Section 6.1.35.1.4. The provisions of this Section 6.1.3 5.1.4 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales sales, or other transfers.
Appears in 2 contracts
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; Option and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.the underlying
Appears in 2 contracts
Samples: Israel Technology Acquisition Corp., Israel Technology Acquisition Corp.
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.such
Appears in 2 contracts
Samples: China Healthcare Acquisition Corp., Manhattan Maritime Enterprises, Inc.
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that which solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 or 6.1.26.1.1, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.2, 6.1.3 and this Section 6.1.36.1.4. The provisions of this Section 6.1.3 6.1.4 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers.
Appears in 2 contracts
Samples: Humascan Inc, Humascan Inc
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding ADSs or Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such ADS or Ordinary Shares, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares)ADSs, or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Underwriter’s Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Underwriter’s Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of ADSs or Ordinary Shares of the Company obtainable upon exercise of this Purchase Underwriter’s Warrant immediately prior to such event; and if any reclassification also results in a change in the number of ADSs or Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers.
Appears in 2 contracts
Samples: Underwriting Agreement (Hailiang Education Group Inc.), Underwriting Agreement (Hailiang Education Group Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder Holders of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder Holders of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant Option, the underlying Warrants and the underlying Rights immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers.
Appears in 2 contracts
Samples: I-Am CAPITAL ACQUISITION Co, I-Am CAPITAL ACQUISITION Co
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 5.1.1 hereof or that which solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety entirely or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamationmerger, or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2, 5.1.3, and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.this
Appears in 2 contracts
Samples: Rita Medical Systems Inc, Horizon Medical Products Inc
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesthe shares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares)shares of Common Stock, or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Placement Agent’s Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Placement Agent’s Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Placement Agent’s Warrant immediately prior to such event; and if any reclassification also results in a change in Shares the number of shares of Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers.
Appears in 2 contracts
Samples: Placement Agency Agreement (Addentax Group Corp.), Placement Agency Agreement (Greenpro Capital Corp.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 7.1.1 hereof or that which solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 Sections 7.1.1 or 6.1.27.1.2, then such adjustment shall be made pursuant to Sections 6.1.17.1.1, 6.1.2 7.1.2, 7.1.3 and this Section 6.1.37.1.4. The provisions of this Section 6.1.3 7.1.4 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers.
Appears in 2 contracts
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares Units of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 2 contracts
Samples: Underwriter’s Option Agreement (Aquasition Corp.), Selway Capital Acquisition Corp.
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.to
Appears in 2 contracts
Samples: KBL Healthcare Acquisition Corp. II, KBL Healthcare Acquisition Corp. II
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Common Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Common Shares, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Common Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Common Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Common Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.2, 6.1.3 and this Section 6.1.36.1.4. The provisions of this Section 6.1.3 6.1.4 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers.
Appears in 2 contracts
Samples: Cpi Aerostructures Inc, Cpi Aerostructures Inc
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares or a variation of share capital of the Company, other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 1 contract
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 8.1.1 hereof or that which solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant the Warrants shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrantthe Warrants) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant the Warrants immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 Sections 8.1.1 or 6.1.28.1.2, then such adjustment shall be made pursuant to Sections 6.1.18.1.1, 6.1.2 8.1.2, 8.1.3 and this Section 6.1.38.1.4. The provisions of this Section 6.1.3 8.1.4 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers.
Appears in 1 contract
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 5.1 or 6.1.2 5.2 hereof or that solely affects the par value of such the Ordinary Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation entity (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation entity and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Seller shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereofof the Call Option, for the same aggregate Exercise Price Call Price, as applicable, payable hereunder immediately prior to such event, in exchange for the kind and amount of shares of stock or other securities or property (including cash) receivable received by the Seller upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 5.1 or 6.1.25.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 5.1 and 5.2 and this Section 6.1.35.3. The provisions of this Section 6.1.3 5.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 1 contract
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that which solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section Sections 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.2, 6.1.3 and this Section 6.1.36.1.4. The provisions of this Section 6.1.3 6.1.4 shall similarly apply to successive reclassifications, reclassifications reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers.
Appears in 1 contract
Samples: Metalico Inc
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that which solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder holder of the number of Warrant Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section Sections 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.2, 6.1.3 and this Section 6.1.36.1.4. The provisions of this Section 6.1.3 6.1.4 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers.
Appears in 1 contract
Samples: Big City Bagels Inc
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation or merger of the Company with or into another company, corporation or other entity (other than a consolidation or share reconstruction or amalgamation or merger in which the Company is the suriving or continuing company, corporation or other entity and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another company, corporation or other entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is liquidated and dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares, shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a the lqiudiation and dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 1 contract
Samples: Share Purchase Warrant (Skillful Craftsman Education Technology LTD)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 6. 1.1 hereof or that which solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in In connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; : and if If any reclassification also results in a change in Shares shares of Common Stock covered by Section Sections 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.2, 6.1.3 and this Section 6.1.36.1.4. The provisions of this Section 6.1.3 6.1.4 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers.
Appears in 1 contract
Samples: Chesapeake Energy Corp
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or a change that solely affects the par value of such SharesCommon Stock, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding SharesCommon Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock Common Stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Warrant Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive such reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 1 contract
Samples: Prometheum, Inc.
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such SharesCommon Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding SharesCommon Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Rights and Warrants immediately prior to such event; and if any reclassification also results in a change in Shares Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, mergers or consolidations, sales or other transfers.
Appears in 1 contract
Samples: Registration Rights Agreement (MTech Acquisition Corp)
