Stock Dividends and Other Distributions. If the Company at any time while this Warrant is outstanding and unexpired shall (i) pay a dividend with respect to Series E Preferred payable in Series E Preferred, then the Warrant Exercise Price shall be adjusted, from and after the date of determination of stockholders entitled to receive such dividend or distribution, to that price determined by multiplying the Warrant Exercise Price in effect immediately prior to such date of determination by a fraction (A) the numerator of which shall be the total number of shares of Series E Preferred outstanding immediately prior to such dividend or distribution, and (B) the denominator of which shall be the total number of shares of Series E Preferred outstanding immediately after such dividend or distribution; or (ii) make any other distribution with respect to Series E Preferred (except any distribution specifically provided for in Sections 6(a) and 6(b) above), then, in each such case, provision shall be made by the Company such that the holder of this Warrant shall receive upon exercise of this Warrant a proportionate share of any such dividend or distribution as though it were the holder of Series E Preferred as of the record date fixed for the determination of the stockholders of the Company entitled to receive such dividend or distribution. The provisions of this subparagraph (c) shall similarly apply to successive stock dividends and other distributions by the Company. Upon each adjustment in the Warrant Exercise Price specified in Sections 6(a), (b) or (c) above, the number of shares of Series E Preferred purchasable hereunder shall be adjusted, to the nearest whole share, to the product obtained by multiplying the number of shares of Series E Preferred purchasable immediately prior to such adjustment in the Warrant Exercise Price by a fraction, the numerator of which shall be the Warrant Exercise Price immediately prior to such adjustment and the denominator of which shall be the Warrant Exercise Price immediately thereafter.
Appears in 2 contracts
Samples: Warrant Agreement (New Focus Inc), Warrant Agreement (New Focus Inc)
Stock Dividends and Other Distributions. If the Company at any time while this Warrant is outstanding and unexpired shall (i) pay a dividend with respect to Series E Preferred Common Stock payable in Series E PreferredCommon Stock, then (A) the Warrant Exercise Price shall be adjusted, from and after the date of determination of stockholders entitled to receive such dividend or distributiondistribution (the “Record Date”), to that price determined by multiplying the Warrant Exercise Price in effect immediately prior to such date of determination by a fraction (A1) the numerator of which shall be the total number of shares of Series E Preferred Common Stock outstanding immediately prior to such dividend or distribution, and (B2) the denominator of which shall be the total number of shares of Series E Preferred Common Stock outstanding immediately after such dividend or distribution and (B) the number of shares of Common Stock issuable upon exercise of this Warrant shall be proportionately adjusted, to the nearest whole share, from and after the Record Date by multiplying the number of shares of Common Stock purchasable hereunder immediately prior to such Record Date by a fraction (1) the numerator of which shall be the total number of shares of Common Stock outstanding immediately after such dividend or distribution, and (2) the denominator of which shall be the total number of shares of Common Stock outstanding immediately prior to such dividend or distribution; or (ii) make any other distribution with respect to Series E Preferred Common Stock (except any distribution specifically provided for in Sections 6(a4(a) and 6(bor 4(b) above), then, in each such case, provision shall be made by the Company such that the holder of this Warrant shall receive upon exercise of this Warrant a proportionate share of any such dividend or distribution as though it were the holder of Series E Preferred Common Stock as of the record date Record Date fixed for the determination of the stockholders of the Company entitled to receive such dividend or distribution. The provisions of this subparagraph (cSection 4(c) shall similarly apply to successive stock dividends and other distributions by the Company. Upon each adjustment in the Warrant Exercise Price specified in Sections 6(a), (b) or (c) above, the number of shares of Series E Preferred purchasable hereunder shall be adjusted, to the nearest whole share, to the product obtained by multiplying the number of shares of Series E Preferred purchasable immediately prior to such adjustment in the Warrant Exercise Price by a fraction, the numerator of which shall be the Warrant Exercise Price immediately prior to such adjustment and the denominator of which shall be the Warrant Exercise Price immediately thereafter.
Appears in 2 contracts
Samples: Warrant Agreement (S&W Seed Co), Warrant Agreement (S&W Seed Co)
Stock Dividends and Other Distributions. If the Company at any time while this Warrant is outstanding and unexpired shall (i) pay a dividend with respect to Series E Preferred Common Stock payable in Series E PreferredCommon Stock, then the Warrant Exercise Price shall be adjusted, from and after the date of determination of stockholders entitled to receive such dividend or distribution, to that price determined by multiplying the Warrant Exercise Price in effect immediately prior to such date of determination by a fraction (A) the numerator of which shall be the total number of shares of Series E Preferred Common Stock outstanding immediately prior to such dividend or distribution, and (B) the denominator of which shall be the total number of shares of Series E Preferred Common Stock outstanding immediately after such dividend or distribution; or (ii) make any other distribution with respect to Series E Preferred Common Stock (except any distribution specifically provided for in Sections 6(a5(a) and 6(b5(b) above), then, in each such case, provision shall be made by the Company such that the holder of this Warrant shall receive upon exercise of this Warrant a proportionate share of any such dividend or distribution as though it were the holder of Series E Preferred Common Stock as of the record date fixed for the determination of the stockholders of the Company entitled to receive such dividend or distribution. The provisions of this subparagraph (c) shall similarly apply to successive stock dividends and other distributions by the Company. Upon each adjustment in the Warrant Exercise Price specified in Sections 6(a5(a), (b) or (c) above, the number of shares of Series E Preferred Common Stock purchasable hereunder shall be adjusted, to the nearest whole share, to the product obtained by multiplying the number of shares of Series E Preferred Common Stock purchasable immediately prior to such adjustment in the Warrant Exercise Price by a fraction, the numerator of which shall be the Warrant Exercise Price immediately prior to such adjustment and the denominator of which shall be the Warrant Exercise Price immediately thereafter.
Appears in 2 contracts
Samples: Warrant Agreement (New Focus Inc), Warrant Agreement (New Focus Inc)
Stock Dividends and Other Distributions. If the Company at any time while this Warrant is outstanding and unexpired shall (i) pay a dividend with respect to Series E Preferred Warrant Stock payable in Series E PreferredWarrant Stock, then (A) the Warrant Exercise Price shall be adjusted, from and after the date of determination of stockholders entitled to receive such dividend or distributiondistribution (the “Record Date”), to that price determined by multiplying the Warrant Exercise Price in effect immediately prior to such date of determination by a fraction (A1) the numerator of which shall be the total number of shares of Series E Preferred Warrant Stock outstanding immediately prior to such dividend or distribution, and (B2) the denominator of which shall be the total number of shares of Series E Preferred Warrant Stock outstanding immediately after such dividend or distribution and (B) the number of shares of Warrant Stock issuable upon exercise of this Warrant shall be proportionately adjusted, to the nearest whole share, from and after the Record Date by multiplying the number of shares of Warrant Stock purchasable hereunder immediately prior to such Record Date by a fraction (1) the numerator of which shall be the total number of shares of Warrant Stock outstanding immediately after such dividend or distribution, and (2) the denominator of which shall be the total number of shares of Warrant Stock outstanding immediately prior to such dividend or distribution; or (ii) make any other dividend or distribution with respect to Series E Preferred Warrant Stock (except any distribution specifically provided for in Sections 6(a4(a) and 6(b4(b) above), then, in each such case, provision shall to this Warrant be made by the Company such that the holder Holder of this Warrant shall receive upon exercise of this Warrant (in addition to the number of shares of stock receivable upon exercise of this Warrant) a proportionate share of any such dividend or distribution (without payment of any additional consideration therefor) as though it were the holder of Series E Preferred all share of Warrant Stock remaining issuable upon exercise of this Warrant as of the record date Record Date fixed for the determination of the stockholders of the Company entitled to receive such dividend or distribution. The provisions of this subparagraph (c) shall similarly apply to successive stock dividends and other distributions by the Company. Upon each If the Company shall take a record of the holders of its Warrant Stock for the purpose of entitling them to receive a dividend or other distribution (which results in an adjustment in to the Warrant Exercise Price specified in Sections 6(a), (b) or (c) above, the number of shares of Series E Preferred purchasable hereunder Warrant Stock under the terms of this Warrant) and shall, thereafter, and before such dividend or distribution is paid or delivered to shareholders entitled thereto, legally abandon its plan to pay or deliver such dividend or distribution, then any adjustment made to the shares of Warrant Stock by reason of the taking of such record shall be adjustedreversed, to the nearest whole shareand any subsequent adjustments, to the product obtained by multiplying the number of shares of Series E Preferred purchasable immediately prior to such adjustment in the Warrant Exercise Price by a fractionbased thereon, the numerator of which shall be the Warrant Exercise Price immediately prior to such adjustment and the denominator of which shall be the Warrant Exercise Price immediately thereafterrecomputed.
Appears in 2 contracts
Samples: Warrant Agreement (Pacific Asia Petroleum Inc), Warrant Agreement (AE Biofuels, Inc.)
Stock Dividends and Other Distributions. If the Company at any time while this Warrant is outstanding and unexpired shall (i) pay a dividend with respect to Series E Preferred Common Stock payable in Series E PreferredCommon Stock, then (A) the Warrant Exercise Price shall be adjusted, from and after the date of determination of stockholders entitled to receive such dividend or distributiondistribution (the “Record Date”), to that price determined by multiplying the Warrant Exercise Price in effect immediately prior to such date of determination by a fraction (A1) the numerator of which shall be the total number of shares of Series E Preferred Common Stock outstanding immediately prior to such dividend or distribution, and (B2) the denominator of which shall be the total number of shares of Series E Preferred Common Stock outstanding immediately after such dividend or distribution and (B) the number of shares of Common Stock issuable upon exercise of this Warrant shall be proportionately adjusted, to the nearest whole share, from and after the Record Date by multiplying the number of shares of Common Stock purchasable hereunder immediately prior to such Record Date by a fraction (1) the numerator of which shall be the total number of shares of Common Stock outstanding immediately after such dividend or distribution, and (2) the denominator of which shall be the total number of shares of Common Stock outstanding immediately prior to such dividend or distribution; or (ii) make any other distribution with respect to Series E Preferred Common Stock (except any distribution specifically provided for in Sections 6(a4(a) and 6(bor 4(b) above), then, in each such case, provision shall be made by the Company such that the holder of this Warrant shall receive upon exercise of this Warrant a proportionate share of any such dividend or distribution as though it were the holder of Series E Preferred Common Stock as of the record date Record Date fixed for the determination of the stockholders of the Company entitled to receive such dividend or distributiondistribution (and the Company shall not pay a dividend or make any distributions to the stockholders after the exercise of the Warrant (in whole or part) unless and until the Company pays in full such proportionate share to the Holder). The provisions of this subparagraph (cSection 4(c) shall similarly apply to successive stock dividends and other distributions by the Company. Upon each adjustment in the Warrant Exercise Price specified in Sections 6(a), (b) or (c) above, the number of shares of Series E Preferred purchasable hereunder shall be adjusted, to the nearest whole share, to the product obtained by multiplying the number of shares of Series E Preferred purchasable immediately prior to such adjustment in the Warrant Exercise Price by a fraction, the numerator of which shall be the Warrant Exercise Price immediately prior to such adjustment and the denominator of which shall be the Warrant Exercise Price immediately thereafter.
Appears in 1 contract
Stock Dividends and Other Distributions. If the Company at any time while this Warrant is outstanding and unexpired shall (i) pay a dividend with respect to Series E Preferred Warrant Stock payable in Series E PreferredWarrant Stock, then (A) the Warrant Exercise Price shall be adjusted, from and after the date of determination of stockholders entitled to receive such dividend or distributiondistribution (the “Record Date”), to that price determined by multiplying the Warrant Exercise Price in effect immediately prior to such date of determination by a fraction (A1) the numerator of which shall be the total number of shares of Series E Preferred Warrant Stock outstanding immediately prior to such dividend or distribution, and (B2) the denominator of which shall be the total number of shares of Series E Preferred Warrant Stock outstanding immediately after such dividend or distribution and (B) the number of shares of Warrant Stock issuable upon exercise of this Warrant shall be proportionately adjusted, to the nearest whole share, from and after the Record Date by multiplying the number of shares of Warrant Stock purchasable hereunder immediately prior to such Record Date by a fraction (1) the numerator of which shall be the total number of shares of Warrant Stock outstanding immediately after such dividend or distribution, and (2) the denominator of which shall be the total number of shares of Warrant Stock outstanding immediately prior to such dividend or distribution; or (ii) make any other dividend or distribution with respect to Series E Preferred Warrant Stock (except any distribution specifically provided for in Sections 6(a4(a) and 6(b4(b) above), then, in each such case, provision shall to this Warrant be made by the Company such that the holder Holder of this Warrant shall receive upon exercise of this Warrant (in addition to the number of shares of stock receivable upon exercise of this Warrant) a proportionate share of any such dividend or distribution (without payment of any additional consideration therefor) as though it were the holder of Series E Preferred all share of Warrant Stock remaining issuable upon exercise of this Warrant as of the record date Record Date fixed for the determination of the stockholders of the Company entitled to receive such dividend or distribution. The provisions of this subparagraph (cd) shall similarly apply to successive stock dividends and other distributions by the Company. Upon each If the Company shall take a record of the holders of its Warrant Stock for the purpose of entitling them to receive a dividend or other distribution (which results in an adjustment in to the Warrant Exercise Price specified in Sections 6(a), (b) or (c) above, the number of shares of Series E Preferred purchasable hereunder Warrant Stock under the terms of this Warrant) and shall, thereafter, and before such dividend or distribution is paid or delivered to shareholders entitled thereto, legally abandon its plan to pay or deliver such dividend or distribution, then any adjustment made to the shares of Warrant Stock by reason of the taking of such record shall be adjustedreversed, to the nearest whole shareand any subsequent adjustments, to the product obtained by multiplying the number of shares of Series E Preferred purchasable immediately prior to such adjustment in the Warrant Exercise Price by a fractionbased thereon, the numerator of which shall be the Warrant Exercise Price immediately prior to such adjustment and the denominator of which shall be the Warrant Exercise Price immediately thereafterrecomputed.
Appears in 1 contract
Samples: Warrant Agreement (Players Network)
Stock Dividends and Other Distributions. If the Company at any time while this Warrant is outstanding and unexpired shall (i) pay a dividend with respect to Series E Preferred Warrant Stock payable in Series E PreferredWarrant Stock, then (A) the Warrant Exercise Price shall be adjusted, from and after the date of determination of stockholders entitled to receive such dividend or distributiondistribution (the “Record Date”), to that price determined by multiplying the Warrant Exercise Price in effect immediately prior to such date of determination by a fraction (A1) the numerator of which shall be the total number of shares of Series E Preferred Warrant Stock outstanding immediately prior to such dividend or distribution, and (B2) the denominator of which shall be the total number of shares of Series E Preferred Warrant Stock outstanding immediately after such dividend or distribution and (B) the number of shares of Warrant Stock issuable upon exercise of this Warrant shall be proportionately adjusted, to the nearest whole share, from and after the Record Date by multiplying the number of shares of Warrant Stock purchasable hereunder immediately prior to such Record Date by a fraction (1) the numerator of which shall be the total number of shares of Warrant Stock outstanding immediately after such dividend or distribution, and (2) the denominator of which shall be the total number of shares of Warrant Stock outstanding immediately prior to such dividend or distribution; or (ii) make any other dividend or distribution with respect to Series E Preferred Warrant Stock (except any distribution specifically provided for in Sections 6(a4(b) and 6(b4(c) above), then, in each such case, provision shall to this Warrant be made by the Company such that the holder Holder of this Warrant shall receive upon exercise of this Warrant (in addition to the number of shares of stock receivable upon exercise of this Warrant) a proportionate share of any such dividend or distribution (without payment of any additional consideration therefor) as though it were the holder of Series E Preferred all share of Warrant Stock remaining issuable upon exercise of this Warrant as of the record date Record Date fixed for the determination of the stockholders of the Company entitled to receive such dividend or distribution. The provisions of this subparagraph (cd) shall similarly apply to successive stock dividends and other distributions by the Company. Upon each If the Company shall take a record of the holders of its Warrant Stock for the purpose of entitling them to receive a dividend or other distribution (which results in an adjustment in to the Warrant Exercise Price specified in Sections 6(a), (b) or (c) above, the number of shares of Series E Preferred purchasable hereunder Warrant Stock under the terms of this Warrant) and shall, thereafter, and before such dividend or distribution is paid or delivered to shareholders entitled thereto, legally abandon its plan to pay or deliver such dividend or distribution, then any adjustment made to the shares of Warrant Stock by reason of the taking of such record shall be adjustedreversed, to the nearest whole shareand any subsequent adjustments, to the product obtained by multiplying the number of shares of Series E Preferred purchasable immediately prior to such adjustment in the Warrant Exercise Price by a fractionbased thereon, the numerator of which shall be the Warrant Exercise Price immediately prior to such adjustment and the denominator of which shall be the Warrant Exercise Price immediately thereafterrecomputed.
Appears in 1 contract
Stock Dividends and Other Distributions. (i) If the Company at any time while when this Warrant Agreement is outstanding effective Pledgors shall become entitled to receive, or shall receive by reason of their ownership of any Med Subsidiaries Debenture Collateral, any additional Interests (including without limitation any Interests representing a stock dividend or a distribution in connection with any reclassification, increase or reduction of capital, or reorganization) whether as an addition to, in substitution of, or in exchange for any of the Med Subsidiaries Debenture Collateral, whether by declared dividend, stock split or other method, Pledgors agree it shall accept the same as Holder's agent and unexpired hold the same in trust for Holder and deliver the same forthwith to Holder in the exact form received, with the endorsement of Pledgors when requested by Holder and/or appropriate undated stock powers duly executed in blank, to be held by Holder as additional collateral security for the Liabilities. Any sums or property paid upon or in respect of the Med Subsidiaries Debenture Collateral or any other securities received under this SECTION 3.5 upon the reorganization, liquidation (whether complete or partial) or dissolution of the issuer of any of the Med Subsidiaries Debenture Collateral or any such other securities shall immediately be paid over to Holder to be held by Holder as additional collateral security for the Liabilities.
(iii) pay a dividend Unless an Event of Default shall have occurred and be continuing, Pledgors shall be entitled to receive all cash dividends or distributions declared and paid with respect to Series E Preferred payable in Series E Preferredany Med Subsidiaries Debenture Collateral. Upon the occurrence and during the continuation of any Event of Default, then the Warrant Exercise Price Holder shall be adjusted, from and after the date of determination of stockholders entitled to receive any and all such dividend cash dividends or distributiondistributions, and Pledgors shall promptly deliver to that price determined by multiplying Holder any such cash dividends or distributions which Pledgors subsequently receive. Holder shall hold any such cash dividends or distributions as Med Subsidiaries Debenture Collateral pursuant to this Agreement or, at the Warrant Exercise Price election of Holder and the Pledgors, may apply any such cash dividends to the reduction of any Liabilities then due and owing.
(iii) Nothing contained in effect immediately prior to such date of determination by a fraction (A) the numerator of which this SECTION 3.5 or elsewhere in this Agreement shall be deemed to permit any stock dividends, issuance of additional stock, reclassification, readjustment, change in the total number of shares of Series E Preferred outstanding immediately prior to such dividend or distribution, and (B) the denominator of which shall be the total number of shares of Series E Preferred outstanding immediately after such dividend or distribution; or (ii) make any other distribution with respect to Series E Preferred (except any distribution specifically provided for in Sections 6(a) and 6(b) above), then, in each such case, provision shall be made by the Company such that the holder of this Warrant shall receive upon exercise of this Warrant a proportionate share capital structure of any such dividend person, or distribution as though it were the holder issuance of Series E Preferred as of the record date fixed for the determination of the stockholders of the Company entitled any warrants, options or other rights by any person which are otherwise prohibited pursuant to receive such dividend or distribution. The provisions of this subparagraph (c) shall similarly apply to successive stock dividends and other distributions by the Company. Upon each adjustment in the Warrant Exercise Price specified in Sections 6(a), (b) or (c) above, the number of shares of Series E Preferred purchasable hereunder shall be adjusted, to the nearest whole share, to the product obtained by multiplying the number of shares of Series E Preferred purchasable immediately prior to such adjustment in the Warrant Exercise Price by a fraction, the numerator of which shall be the Warrant Exercise Price immediately prior to such adjustment and the denominator of which shall be the Warrant Exercise Price immediately thereafterAgreement.
Appears in 1 contract
Samples: Pledge and Security Agreement (Med Diversified Inc)