Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 16 contracts
Samples: Consulting Agreement (Cool Holdings, Inc.), Unsecured Convertible Note and Warrant Issuance Agreement (Cool Holdings, Inc.), Unsecured Convertible Note and Warrant Issuance Agreement (Cool Holdings, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Common Stock into a larger number of sharesWarrant Shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, shares or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares Warrant Shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 14 contracts
Samples: Security Agreement (Bionik Laboratories Corp.), Security Agreement (Bionik Laboratories Corp.), Security Agreement (Aralez Pharmaceuticals Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, shares or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged, provided that the Exercise Price per share shall in any case be no lower than the par value of the Common Stock. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 13 contracts
Samples: Warrant Agreement (Elutia Inc.), Pre Funded Common Stock Purchase Warrant (Pyxis Oncology, Inc.), Security Agreement (Elutia Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification (or issues by reorganization) of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) 2.1 shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classificationreclassification (or reorganization).
Appears in 13 contracts
Samples: Securities Purchase Agreement (Odyssey Group International, Inc.), Common Stock Purchase Warrant (BioCorRx Inc.), Common Stock Purchase Warrant (BioCorRx Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of sharesshares of Common Stock, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 12 contracts
Samples: Common Stock Purchase Warrant (Curis Inc), Common Stock Purchase Warrant (Karyopharm Therapeutics Inc.), Common Stock Purchase Warrant (Karyopharm Therapeutics Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrants), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, ; then in each such case (A) the Exercise Price shall will be multiplied adjusted by multiplying the Exercise Price then in effect by a fraction fraction, the numerator of which the numerator shall be equals the number of shares of Common Stock outstanding immediately prior to such event (excluding treasury shares, if any) outstanding immediately before such event ), and the denominator of which the denominator shall be equals the number of shares of Common Stock outstanding immediately after such eventevent (excluding treasury shares, if any), and (B) the number of shares Warrant Shares issuable upon exercise of this Warrant hereunder shall be proportionately concurrently adjusted by multiplying such that number by the aggregate Exercise Price reciprocal of this Warrant shall remain unchangedsuch fraction. Any adjustment made pursuant to this Section 3(aSuch adjustments will take effect (i) shall become effective immediately after the if a record date shall have been fixed for determining the determination stockholders or security holders, as applicable, of stockholders the Company entitled to receive such dividend dividend, distribution or distribution and shall become effective issuance by reclassification, as the case may be, immediately after such record date, (ii) otherwise, immediately after the effective date in of such dividend, distribution, subdivision, combination, or issuance by reclassification, as the case of a subdivision, combination or re-classificationmay be.
Appears in 10 contracts
Samples: Securities Purchase Agreement (Metabolix, Inc.), Warrant Agreement (Hansen Medical Inc), Securities Purchase Agreement (GTX Inc /De/)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on of shares of its Common Stock or any other equity or equity equivalent securities payable in shares to the record holders of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchangedunchanged in the case of an exercise for Common Stock only. In the event that any adjustment of the Exercise Price required herein results in a fraction of a cent, the Exercise Price shall be rounded down to the nearest one hundredth of a cent. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classificationreclassification.
Appears in 10 contracts
Samples: Security Agreement (DPW Holdings, Inc.), Security Agreement (DPW Holdings, Inc.), Securities Transfer Agreement (Digital Power Corp)
Stock Dividends and Splits. If the Company, at any time while this Placement Agent Warrant is outstanding: (ia) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantPlacement Agent Warrant), (iib) subdivides outstanding shares of Common Stock into a larger number of shares, (iiic) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (ivd) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, event and the number of shares Placement Agent Warrant Shares issuable upon exercise of this Placement Agent Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchangedadjusted. Any adjustment made pursuant to this Section 3(a5(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 10 contracts
Samples: Placement Agent Warrant (Qualigen Therapeutics, Inc.), Placement Agent Warrant (Qualigen Therapeutics, Inc.), Placement Agent Warrant (Qualigen Therapeutics, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding and such other capital stock of the Company(excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock such other capital stock of the Company(excluding treasury shares, if any) outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 10 contracts
Samples: Warrant Agent Agreement (Mobiquity Technologies, Inc.), Warrant Agent Agreement (Kiromic Biopharma, Inc.), Common Stock Purchase Warrant (Kiromic Biopharma, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: , (i) pays a stock dividend on its Common Stock or otherwise makes a distribution on any class of capital stock issued and outstanding on the Original Issue Date and in accordance with the terms of such stock on the Original Issue Date or distributions on shares of its Common Stock or any other equity or equity equivalent securities as amended, as described in the Registration Statement, that is payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrant)Stock, (ii) subdivides its outstanding shares of Common Stock into a larger number of sharesshares of Common Stock, (iii) combines (including by way of reverse stock split) its outstanding shares of Common Stock into a smaller number of shares, shares of Common Stock or (iv) issues by reclassification of shares of the capital stock any additional shares of Common Stock any shares of capital stock of the Company, then in each such case the Exercise Price shall be multiplied by a fraction fraction, the numerator of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and the denominator of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to clause (i) of this Section 3(a) paragraph shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution distribution, provided, however, that if such record date shall have been fixed and such dividend is not fully paid on the date fixed therefor, the Exercise Price shall be recomputed accordingly as of the close of business on such record date and thereafter the Exercise Price shall be adjusted pursuant to this paragraph as of the time of actual payment of such dividends. Any adjustment pursuant to clause (ii) or (iii) of this paragraph shall become effective immediately after the effective date in the case of a subdivision, combination such subdivision or re-classificationcombination.
Appears in 9 contracts
Samples: Securities Purchase Agreement (OptiNose, Inc.), Subscription Agreement (Bellerophon Therapeutics, Inc.), Underwriting Agreement (KalVista Pharmaceuticals, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock ADSs or Ordinary Shares or any other equity or equity equivalent securities payable in shares of Common Stock ADSs or Ordinary Shares (which, for avoidance of doubt, shall not include any shares of Common Stock ADSs and underlying Ordinary Shares issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Common Stock ADSs or Ordinary Shares into a larger number of ADSs or shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock ADSs or Ordinary Shares into a smaller number of shares, ADSs or shares or (iv) issues by reclassification of ADSs or Ordinary Shares any capital shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock ADSs or Ordinary Shares, as applicable (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock ADSs or Ordinary Shares, as applicable outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders shareholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 8 contracts
Samples: Warrant to Purchase American Depositary Shares (SOS LTD), Warrant Agreement (SOS LTD), Warrant to Purchase American Depositary Shares (SOS LTD)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (:
i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), (,
ii) subdivides outstanding shares of Common Stock into a larger number of shares, (,
iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (or
iv) issues by reclassification of shares of the Common Stock or any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock and such other capital stock of the Company (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock and such other capital stock of the Company (excluding treasury shares, if any) outstanding immediately after such event, and the number of shares of Common Stock issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders shareholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 8 contracts
Samples: Common Stock Purchase Warrant (Elate Group, Inc.), Common Stock Purchase Warrant (Elate Group, Inc.), Common Stock Purchase Warrant (Elate Group, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (ia) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), (iib) subdivides (including by way of share split) outstanding shares of Common Stock into a larger number of shares, (iiic) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (ivd) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, event and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) 5.1 shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 8 contracts
Samples: Warrant Agreement (Red Cat Holdings, Inc.), Warrant Agreement (Know Labs, Inc.), Warrant Agreement (Ainos, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or and which shall not include any other warrantdividends paid-in-kind in respect to the Series G 1.5% Convertible Preferred Stock), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, shares or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 8 contracts
Samples: Convertible Note and Warrant Purchase Agreement (RespireRx Pharmaceuticals Inc.), Common Stock and Warrant Purchase Agreement (RespireRx Pharmaceuticals Inc.), Common Stock and Warrant Purchase Agreement (RespireRx Pharmaceuticals Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, shares or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged, subject to the limitation on fractional shares in Section 2(d)(iv). Any adjustment made pursuant to this Section 3(a2(b) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 8 contracts
Samples: Common Stock Purchase Warrant (Theralink Technologies, Inc.), Warrant Agreement (Enochian Biosciences Inc), Common Stock Purchase Warrant (Enochian Biosciences Inc)
Stock Dividends and Splits. If the Company, at any time while this Warrant any of the Warrants is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock Warrant Shares issued by the Company upon exercise of pursuant to this Warrant Agreement or any other warrantof the Warrants), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant Shares shall be proportionately adjusted such that the aggregate Exercise Price of this each Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) 4.1 shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification. The Company shall promptly notify Warrant Agent of any such adjustment and give specific instructions to Warrant Agent with respect to any adjustments to the Warrant Register.
Appears in 7 contracts
Samples: Warrant Agreement (ENDRA Life Sciences Inc.), Warrant Agreement (ENDRA Life Sciences Inc.), Warrant Agreement (ENDRA Life Sciences Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrants), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, ; then in each such case (A) the Exercise Price shall will be multiplied adjusted by multiplying the Exercise Price then in effect by a fraction fraction, the numerator of which the numerator shall be equals the number of shares of Common Stock outstanding immediately prior to such event (excluding treasury shares, if any) outstanding immediately before such event ), and the denominator of which the denominator shall be equals the number of shares of Common Stock outstanding immediately after such event, and (B) the number of shares Warrant Shares issuable upon exercise of this Warrant hereunder shall be proportionately concurrently adjusted by multiplying such that number by the aggregate Exercise Price reciprocal of this Warrant shall remain unchangedsuch fraction. Any adjustment made pursuant to this Section 3(aSuch adjustments will take effect (i) shall become effective immediately after the if a record date shall have been fixed for determining the determination stockholders or security holders, as applicable, of stockholders the Company entitled to receive such dividend dividend, distribution or distribution and shall become effective issuance by reclassification, as the case may be, immediately after such record date, (ii) otherwise, immediately after the effective date in of such dividend, distribution, subdivision, combination, or issuance by reclassification, as the case of a subdivision, combination or re-classificationmay be.
Appears in 7 contracts
Samples: Securities Purchase Agreement (Vermillion, Inc.), Securities Purchase Agreement (Accelr8 Technology Corp), Warrant Agreement (Livedeal Inc)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock Shares or any other equity or equity equivalent securities payable in shares of Common Stock Shares (which, for avoidance of doubt, shall not include any shares of Common Stock Shares issued by the Company upon exercise of this Warrant or pursuant to any of the other warrantTransaction Documents), (ii) subdivides outstanding shares of Common Stock Shares into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock Shares into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock Shares any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock Shares (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock Shares outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 6 contracts
Samples: Security Agreement (PishPosh, Inc.), Security Agreement (PishPosh, Inc.), Security Agreement (Sigma Labs, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantshares of Common Stock issued by the Company as a dividend on then-outstanding shares of its Series A Cumulative Convertible Preferred Stock), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 6 contracts
Samples: Common Stock Purchase Warrant (Access Pharmaceuticals Inc), Common Stock Purchase Warrant (Access Pharmaceuticals Inc), Common Stock Purchase Warrant (Access Pharmaceuticals Inc)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged, subject to the limitation on fractional shares in Section 2(d)(v). Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classificationre‑classification.
Appears in 6 contracts
Samples: Underwriting Agreement (Rexahn Pharmaceuticals, Inc.), Common Stock Purchase Warrant (Rexahn Pharmaceuticals, Inc.), Common Stock Purchase Warrant (Rexahn Pharmaceuticals, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged, subject to the limitation on fractional shares in Section 1(d)(v). Any adjustment made pursuant to this Section 3(a2(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 6 contracts
Samples: Common Stock Purchase Warrant (DPW Holdings, Inc.), Common Stock Purchase Warrant (DPW Holdings, Inc.), Purchase Warrant (DPW Holdings, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, shares or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged, subject to the limitation on fractional shares in Section 2(c)(v). Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 6 contracts
Samples: Common Stock Purchase Agreement (Biostage, Inc.), Common Stock Purchase Warrant (Biostage, Inc.), Common Stock Purchase Agreement (Biostage, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Preferred Stock or any other equity or equity equivalent securities payable in shares of Common Preferred Stock (which, for avoidance of doubt, shall not include any shares of Common Preferred Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Common Preferred Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Preferred Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Preferred Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Preferred Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Preferred Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 6 contracts
Samples: Series a Convertible Preferred Stock Purchase Warrant (Akers Biosciences, Inc.), Warrant Agreement (ImmunoCellular Therapeutics, Ltd.), Warrant Agreement (ImmunoCellular Therapeutics, Ltd.)
Stock Dividends and Splits. If the Company, at any time on or after the Initial Exercise Date and while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon (x) exercise of this Warrant or any other Company warrant, (y) conversion of, or payment of interest on, any convertible debentures of the Company or (z) conversion of, or payment of any dividend on, Company preferred stock), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution occurs and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classificationre‑classification.
Appears in 6 contracts
Samples: Warrant Agreement (NovaBay Pharmaceuticals, Inc.), Warrant Agreement (NovaBay Pharmaceuticals, Inc.), Warrant Agreement (NovaBay Pharmaceuticals, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock Stocks or any other equity or equity equivalent securities payable in shares of Common Stock Stocks (which, for avoidance of doubt, shall not include any shares of Common Stock Stocks issued by the Company upon exercise of this Warrant or pursuant to any of the other warrantTransaction Documents), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock Stocks into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock Stocks any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock Stocks (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock Stocks outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 6 contracts
Samples: Security Agreement (Blue Chip Capital Group Inc.), Security Agreement (Blue Chip Capital Group Inc.), Securities Agreement (Blue Chip Capital Group Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), provided that this clause (iii) subdivides outstanding shares of Common Stock into a larger number of shares, (iiiii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iviii) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, event and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchangedadjusted. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 6 contracts
Samples: Securities Agreement (Pimi Agro Cleantech, Inc.), Security Agreement (Pimi Agro Cleantech, Inc.), Security Agreement (Pimi Agro Cleantech, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on its shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of sharesshares of Common Stock, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 6 contracts
Samples: Common Stock Purchase Warrant (Creative Realities, Inc.), Common Stock Purchase Warrant (Creative Realities, Inc.), Common Stock Purchase Warrant (Creative Realities, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrants), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, shares or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, ; then in each such case (A) the Exercise Price shall will be multiplied adjusted by multiplying the Exercise Price then in effect by a fraction fraction, the numerator of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be equals the number of shares of Common Stock outstanding immediately after such eventevent (excluding treasury shares, if any), and the denominator of which equals the number of shares of Common Stock outstanding immediately prior to such event (excluding treasury shares, if any), and (B) the number of Warrant Shares issuable upon exercise of this Warrant hereunder shall be proportionately concurrently adjusted by multiplying such that the aggregate Exercise Price of this Warrant shall remain unchangednumber by such fraction. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after Such adjustments will take effect on the effective date in the case of a such dividend, distribution, subdivision, combination or re-classificationissuance by reclassification, as the case may be.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Vermillion, Inc.), Securities Purchase Agreement (Biolase, Inc), Securities Purchase Agreement (Vermillion, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock Shares or any other equity or equity equivalent securities payable in shares of Common Stock Shares (which, for avoidance of doubt, shall not include any shares of Common Stock Shares issued by the Company upon exercise of this Warrant or pursuant to any of the other warrantTransaction Documents), (ii) subdivides outstanding shares of Common Stock Shares into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock Shares into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock Shares any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock Shares (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock Shares outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classificationre‑classification.
Appears in 6 contracts
Samples: Security Agreement (Alternus Energy Inc.), Common Stock Purchase Warrant (Alternus Energy Inc.), Common Stock Purchase Warrant (Alternus Energy Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (iA) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of pursuant to this Warrant or any other warrantWarrant), (iiB) subdivides outstanding shares of Common Stock into a larger number of shares, (iiiC) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (ivD) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction fraction, of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, event and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that in an inverse manner (e.g., an increase in the aggregate Exercise Price shall result in a decrease in the number of this Warrant shall remain unchangedshares of Common Stock). Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 6 contracts
Samples: Warrant Agreement (Solid Biosciences Inc.), Warrant Agreement (Aileron Therapeutics Inc), Warrant Agreement (Aileron Therapeutics Inc)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (iA) pays a stock dividend or otherwise makes make a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of pursuant to this Warrant or any other warrantWarrant), (iiB) subdivides outstanding shares of Common Stock into a larger number of shares, (iiiC) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (ivD) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Hartville Group Inc), Securities Purchase Agreement (Composite Technology Corp), Securities Purchase Agreement (Composite Technology Corp)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged; provided, that, any reduction in nominal value of Common Stock without any dividend or distribution shall not lead to any such adjustment. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 5 contracts
Samples: Placement Agent Common Stock Purchase Warrant (Salarius Pharmaceuticals, Inc.), Securities Agreement (Salarius Pharmaceuticals, Inc.), Common Stock Purchase Warrant (Vallon Pharmaceuticals, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, which shall not include any shares of Common Stock issued by the Company upon the exercise of this Warrant Warrant, any shares of Common Stock issued as dividends on or upon the conversion of the Preferred Stock, or any other warrantshares of Common Stock issued as dividends on or upon the conversion or exercise of any securities issued by the Company under clause (c) of the definition of Exempt Issuance), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 5 contracts
Samples: Placement Agency Agreement (Oxygen Biotherapeutics, Inc.), Common Stock Purchase Warrant (Oxygen Biotherapeutics, Inc.), Placement Agency Agreement (Oxygen Biotherapeutics, Inc.)
Stock Dividends and Splits. If the Company, at any time or from time to time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price in effect immediately prior to such dividend distribution, subdivision, combination or reclassification shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classificationreclassification.
Appears in 5 contracts
Samples: Common Stock Purchase Warrant (Alphatec Holdings, Inc.), Common Stock Purchase Warrant (Alphatec Holdings, Inc.), Common Stock Purchase Warrant (Alphatec Holdings, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrant)Stock, (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution (provided that if the declaration of such dividend or distribution is rescinded or otherwise cancelled, then such adjustment shall be reversed upon notice to the Holder of the termination of such proposed declaration or distribution as to any unexercised portion of this Warrant at the time of such rescission or cancellation) and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 5 contracts
Samples: Warrant Agreement (Millennium Healthcare Inc.), Security Agreement (PLC Systems Inc), Securities Agreement (Millennium Healthcare Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: , (i) pays a stock dividend on its Common Stock or otherwise makes a distribution or distributions on shares any class of its Common Stock or any other equity or equity equivalent securities capital stock that is payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrant)Stock, (ii) subdivides its outstanding shares of Common Stock into a larger number of sharesshares of Common Stock, (iii) combines (including by way of reverse stock split) its outstanding shares of Common Stock into a smaller number of shares, shares of Common Stock or (iv) issues by reclassification of shares of the capital stock any additional shares of Common Stock any shares of capital stock of the Company, then in each such case the Exercise Price shall be multiplied by a fraction fraction, the numerator of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and the denominator of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to clause (i) of this Section 3(a) paragraph shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution distribution; provided, however, that if such record date shall have been fixed and such dividend is not fully paid on the date fixed therefor, the Exercise Price shall be recomputed accordingly as of the close of business on such record date and thereafter the Exercise Price shall be adjusted pursuant to this paragraph as of the time of actual payment of such dividends. Any adjustment pursuant to clause (ii) or (iii) of this paragraph shall become effective immediately after the effective date in the case of a subdivision, combination such subdivision or re-classificationcombination.
Appears in 5 contracts
Samples: Warrant Agreement (Parkervision Inc), Subscription Receipt Agreement (McEwen Mining Inc.), Warrant Agreement (Innovation Pharmaceuticals Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: , (i) pays a stock dividend on its Common Stock or otherwise makes a distribution or distributions on shares any class of its Common Stock or any other equity or equity equivalent securities capital stock issued and outstanding on the Original Issue Date and in accordance with the terms of such stock on the Original Issue Date, that is payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrant)Stock, (ii) subdivides its outstanding shares of Common Stock into a larger number of sharesshares of Common Stock, (iii) combines (including by way of reverse stock split) its outstanding shares of Common Stock into a smaller number of shares, shares of Common Stock or (iv) issues by reclassification of shares of the capital stock any additional shares of Common Stock any shares of capital stock of the Company, then in each such case the Exercise Price shall be multiplied by a fraction fraction, the numerator of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and the denominator of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to clause (i) of this Section 3(a) paragraph shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution distribution, provided, however, that if such record date shall have been fixed and such dividend is not fully paid on the date fixed therefor, the Exercise Price shall be recomputed accordingly as of the close of business on such record date and thereafter the Exercise Price shall be adjusted pursuant to this paragraph as of the time of actual payment of such dividends. Any adjustment pursuant to clause (ii) or (iii) of this paragraph shall become effective immediately after the effective date in the case of a subdivision, combination such subdivision or re-classificationcombination.
Appears in 5 contracts
Samples: Securities Purchase Agreement (PDL Biopharma, Inc.), Warrant Agreement (Evofem Biosciences, Inc.), Warrant Agreement (Evofem Biosciences, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: , (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities that is payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrant)Stock, (ii) subdivides its outstanding shares of Common Stock into a larger number of sharesshares of Common Stock, (iii) combines (including by way of reverse stock split) its outstanding shares of Common Stock into a smaller number of shares, shares of Common Stock or (iv) issues by reclassification of shares of the capital stock any additional shares of Common Stock any shares of capital stock of the Company, then in each such case the Exercise Price Number of Warrant Shares shall be multiplied by a fraction fraction, the numerator of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, event and the denominator of which shall be the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted Common Stock outstanding immediately before such that the aggregate Exercise Price of this Warrant shall remain unchangedevent. Any adjustment made pursuant to clause (i) of this Section 3(a) paragraph shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution distribution, provided, however, that if such record date shall have been fixed and such dividend is not fully paid on the date fixed therefor, the Number of Warrant Shares shall be recomputed accordingly as of the close of business on such record date and thereafter the Number of Warrant Shares shall be adjusted pursuant to this paragraph as of the time of actual payment of such dividends. Any adjustment pursuant to clause (ii) or (iii) of this paragraph shall become effective immediately after the effective date in the case of a subdivision, combination such subdivision or re-classificationcombination.
Appears in 5 contracts
Samples: Underwriting Agreement (Adicet Bio, Inc.), Warrant to Purchase Common Stock (Adicet Bio, Inc.), Underwriting Agreement (Terns Pharmaceuticals, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (iA) pays a stock dividend or otherwise makes make a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant Warrant, any other warrant or any other warrantoption), (iiB) subdivides outstanding shares of Common Stock into a larger number of shares, (iiiC) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (ivD) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, event and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchangedadjusted. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders shareholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Medicalcv Inc), Secured Note Purchase Agreement (Medicalcv Inc), Security Agreement (Medicalcv Inc)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: , (i) pays a stock dividend on its Common Stock or otherwise makes a distribution on any class of capital stock issued and outstanding on the Original Issue Date and in accordance with the terms of such stock on the Original Issue Date or distributions on shares of its Common Stock or any other equity or equity equivalent securities as amended, that is payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrant)Stock, (ii) subdivides its outstanding shares of Common Stock into a larger number of sharesshares of Common Stock, (iii) combines (including by way of reverse stock split) its outstanding shares of Common Stock into a smaller number of shares, shares of Common Stock or (iv) issues by reclassification of shares of the capital stock any additional shares of Common Stock any shares of capital stock of the Company, then in each such case the Exercise Price number of Warrant Shares then underlying this Warrant shall be multiplied divided by a fraction fraction, the numerator of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and the denominator of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to clause (i) of this Section 3(a) paragraph shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution distribution, provided, however, that if such record date shall have been fixed and such dividend is not fully paid on the date fixed therefor, the number of Warrant Shares shall be recomputed accordingly as of the close of business on such record date and thereafter the Warrant Shares shall be adjusted pursuant to this paragraph as of the time of actual payment of such dividends. Any adjustment pursuant to clause (ii) or (iii) of this paragraph shall become effective immediately after the effective date in the case of a subdivision, combination such subdivision or re-classificationcombination.
Appears in 5 contracts
Samples: Pre Funded Warrant to Purchase Common Stock (Janux Therapeutics, Inc.), Underwriting Agreement (89bio, Inc.), Pre Funded Warrant Agreement (Alimera Sciences Inc)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case on the effective date, the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 5 contracts
Samples: Loan and Security Agreement (Elevation Oncology, Inc.), Common Stock Purchase Warrant (Elevation Oncology, Inc.), Pre Funded Common Stock Purchase Warrant (Elevation Oncology, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantthe conversion of the Debentures), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, shares or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 5 contracts
Samples: Security Agreement (US Dry Cleaning Services Corp), Security Agreement (US Dry Cleaning Services Corp), Security Agreement (US Dry Cleaning Services Corp)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantbut shall include stock of SRM Entertainment, Inc. issuable in connection with the SRM Spin-Off), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such eventevent (including, in the case of the SRM Spin-Off, the shares of SRM Entertainment, Inc. issued in connection with the SRM Spin-Off), and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 4 contracts
Samples: Security Agreement (Jupiter Wellness, Inc.), Security Agreement (Jupiter Wellness, Inc.), Security Agreement (Jupiter Wellness, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (iA) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of pursuant to this Warrant or any other warrantWarrant), (iiB) subdivides outstanding shares of Common Stock into a larger number of shares, (iiiC) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (ivD) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that to a number determined by dividing the aggregate Exercise Price number of shares issuable upon exercise of this Warrant shall remain unchangedimmediately prior to such record date by the above fraction. Any adjustment made pursuant to this Section 3(a) 3.1 shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 4 contracts
Samples: Warrant Agreement (Progressive Gaming International Corp), Warrant Agreement (Progressive Gaming International Corp), Warrant Agreement (Progressive Gaming International Corp)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity security exchangeable or equity equivalent securities convertible into shares of Common Stock payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantwithout payment therefor), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 4 contracts
Samples: Common Stock Purchase Warrant (Rexahn Pharmaceuticals, Inc.), Securities Purchase Agreement (Rexahn Pharmaceuticals, Inc.), Common Stock Purchase Warrant (Rexahn Pharmaceuticals, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Series B Cumulative Preferred Stock, Common Stock or any other equity or equity equivalent securities payable in shares of Series B Cumulative Preferred Stock or Common Stock (which, for avoidance of doubt, shall not include any shares of Series B Cumulative Preferred Stock or any shares of Common Stock issuable upon exercise of the warrants to be issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Series B Cumulative Preferred Stock or Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Series B Cumulative Preferred Stock or Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Series B Cumulative Preferred Stock or Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares Warrant Securities issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 4 contracts
Samples: Selling Agency Agreement (Fat Brands, Inc), Selling Agency Agreement (Fat Brands, Inc), Selling Agency Agreement (Fat Brands, Inc)
Stock Dividends and Splits. If In case the Company, at any time while this Warrant is outstanding: Company shall (i) pays pay a stock dividend or otherwise makes a distribution or distributions on its outstanding shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance or make a distribution of doubt, shall not include any shares of Common Stock issued by the Company upon exercise on its outstanding shares of this Warrant or any other warrant)Common Stock, (ii) subdivides make a distribution on its outstanding shares of Common Stock in shares of its capital stock other than Common Stock, (iii) subdivide its outstanding shares of Common Stock into a larger greater number of sharesshares of Common Stock, (iiiiv) combines (including by way of reverse stock split) combine its outstanding shares of Common Stock into a smaller number of sharesshares of Common Stock, or (ivv) issues issue, by reclassification of its shares of the Common Stock any shares of capital stock Stock, other securities of the CompanyCompany (including any such reclassification in connection with a consolidation or merger in which the Company is the surviving entity), then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable Warrant Shares acquirable upon exercise of this Warrant immediately prior thereto shall be proportionately adjusted such so that the aggregate Exercise Price Warrant Holder shall be entitled to receive the kind and number of this Warrant shall remain unchangedShares or other securities of the Company which such Warrant Holder would have owned or have been entitled to receive upon the happening of any of the events described above had such Warrant been exercised in full immediately prior to the happening of such event or any record date with respect thereto. Any An adjustment made pursuant to this Section 3(aparagraph (a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective event or, if none, immediately after the effective date in the case of a subdivision, combination or re-classificationsuch event. Such adjustment shall be made successively whenever such an event occurs.
Appears in 4 contracts
Samples: Common Stock Purchase Warrant (Jayhawk Energy, Inc.), Common Stock Purchase Warrant (Jayhawk Energy, Inc.), Warrant Purchase Agreement (Jayhawk Energy, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Series A Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantSeries A Warrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Series A Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Series A Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 4 contracts
Samples: Standby Equity Purchase Agreement (Aeva Technologies, Inc.), Warrant Agreement (PureCycle Technologies, Inc.), Subscription Agreement (PureCycle Technologies, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant Greenshoe is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantGreenshoe), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant Greenshoe shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant Greenshoe shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Advanced Battery Technologies, Inc.), Common Stock Purchase Greenshoe Warrant (China Integrated Energy, Inc.), Common Stock Purchase Greenshoe Warrant (China Integrated Energy, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (iA) pays a stock dividend or otherwise makes make a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of pursuant to this Warrant or any the other warrantWarrants), (iiB) subdivides outstanding shares of Common Stock into a larger number of shares, (iiiC) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (ivD) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, event and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchangedadjusted. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 4 contracts
Samples: Securities Purchase Agreement (DARA BioSciences, Inc.), Securities Purchase Agreement (DARA BioSciences, Inc.), Warrant Agreement (DARA BioSciences, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares pro rata to the record holders of its Common Stock Shares of its Common Shares or any other equity or equity equivalent securities payable in shares of Common Stock Shares (which, for avoidance of doubt, shall not include any shares of Common Stock Shares issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides its outstanding shares of Common Stock Shares into a larger number of shares, (iii) combines (including by way of reverse stock split) its outstanding shares of Common Stock Shares into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock Shares any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock Shares (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock Shares outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 4 contracts
Samples: Warrant Agreement (Seanergy Maritime Holdings Corp.), Warrant Agreement (Seanergy Maritime Holdings Corp.), Warrant Agreement (Seanergy Maritime Holdings Corp.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (iA) pays a stock dividend or otherwise makes a distribution one or more distributions on all shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of pursuant to this Warrant or any other warrantWarrant), (iiB) subdivides sub-divides outstanding shares of Common Stock into a larger number of shares, (iiiC) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (ivD) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately after such event, event and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchangedadjusted. Any adjustment made pursuant to this Section 3(a2(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivisionsub-division, combination or re-classificationreclassification.
Appears in 4 contracts
Samples: Securities Agreement (Artistdirect Inc), Securities Agreement (Artistdirect Inc), Securities Agreement (Artistdirect Inc)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding and such other capital stock of the Company(excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock such other capital stock of the Company(excluding treasury shares, if any) outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination combination, or re-classification.
Appears in 4 contracts
Samples: Warrant Agency Agreement (Harbor Custom Development, Inc.), Warrant Agency Agreement (Harbor Custom Development, Inc.), Warrant Agency Agreement (Harbor Custom Development, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend on its Common Stock or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 4 contracts
Samples: Common Stock Purchase Warrant (Telesis Bio Inc.), Pre Funded Common Stock Purchase Agreement (Telesis Bio Inc.), Common Stock Purchase Warrant (Telesis Bio Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock on shares of Common Stock or any other Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), ; (ii) subdivides outstanding shares of Common Stock into a larger number of shares, ; (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares, ; or (iv) issues by issues, in the event of a reclassification of shares of the Common Stock Stock, any shares of capital stock of the Company, then then, in each case case, the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares, if anyshares of the Company) outstanding immediately before such event event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classificationreclassification.
Appears in 4 contracts
Samples: Common Stock Purchase Warrant (Liqtech International Inc), Common Stock Purchase Warrant (Liqtech International Inc), Common Stock Purchase Warrant (Liqtech International Inc)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: , (i) pays a stock dividend on its Common Stock or otherwise makes a distribution or distributions on shares any class of its Common Stock or any other equity or equity equivalent securities capital stock issued and outstanding on the Original Issue Date and in accordance with the terms of such stock on the Original Issue Date that is payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrant)Stock, (ii) subdivides its outstanding shares of Common Stock into a larger number of sharesshares of Common Stock, (iii) combines (including by way of reverse stock split) its outstanding shares of Common Stock into a smaller number of shares, shares of Common Stock or (iv) issues by reclassification of shares of the capital stock any additional shares of Common Stock any shares of capital stock of the Company, then in each such case the Exercise Price shall be multiplied by a fraction fraction, the numerator of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and the denominator of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to clause (i) of this Section 3(a) paragraph shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution distribution, provided, however, that if such record date shall have been fixed and such dividend is not fully paid on the date fixed therefor, the Exercise Price shall be recomputed accordingly as of the close of business on such record date and thereafter the Exercise Price shall be adjusted pursuant to this paragraph as of the time of actual payment of such dividends. Any adjustment pursuant to clause (ii) or (iii) of this paragraph shall become effective immediately after the effective date in the case of a subdivision, combination such subdivision or re-classificationcombination.
Appears in 4 contracts
Samples: Security Agreement (NEUROONE MEDICAL TECHNOLOGIES Corp), Securities Agreement (NEUROONE MEDICAL TECHNOLOGIES Corp), Warrant Agreement (Landos Biopharma, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any In the case of a dividend or distribution, any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution distribution, and in the case of a subdivision, combination or re-classification, any adjustment made pursuant to this Section 3(a) shall become effective immediately after the effective date in the case of a such subdivision, combination or re-classificationre‑classification.
Appears in 4 contracts
Samples: Pre Funded Common Stock Purchase Warrant (Novan, Inc.), Placement Agent Common Stock Purchase Warrant (Novan, Inc.), Warrant Agreement (Novan, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares pro rata to the record holders of its Common Stock Ordinary Shares of its Ordinary Shares or any other equity or equity equivalent securities payable in shares of Common Stock Ordinary Shares (which, for avoidance of doubt, shall not include any shares of Common Stock Ordinary Shares issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides its outstanding shares of Common Stock Ordinary Shares into a larger number of shares, (iii) combines (including by way of reverse stock split) its outstanding shares of Common Stock Ordinary Shares into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock Ordinary Shares any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock Ordinary Shares (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock Ordinary Shares outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 4 contracts
Samples: Warrant Agreement (Golden Bull LTD), Warrant Agreement (Golden Bull LTD), Warrant Agreement (Farmmi, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), provided that this clause (i) shall not apply to shares of Common Stock issued solely in connection with dividends required to be paid under the terms and conditions of the Series C Convertible Preferred Stock, (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, event and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchangedadjusted. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 4 contracts
Samples: Security Agreement (Certified Diabetic Services Inc), Security Agreement (Certified Diabetic Services Inc), Security Agreement (Certified Diabetic Services Inc)
Stock Dividends and Splits. If the Company, at any time while this Class B Warrant is outstanding: (i) pays a stock dividend or otherwise makes make a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock Class B Warrant Shares issued by the Company upon exercise of this Warrant or any other warrantClass B Warrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, shares or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, event and the number of shares issuable upon exercise of this Class B Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Class B Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders shareholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 4 contracts
Samples: Exchange Agreement (Protea Biosciences Group, Inc.), Security Agreement (Protea Biosciences Group, Inc.), Security Agreement (Protea Biosciences Group, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock Shares or any other equity or equity equivalent securities payable in shares of Common Stock Shares (which, for avoidance of doubt, shall not include any shares of Common Stock Shares issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Common Stock Shares into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock Shares into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock Shares any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock Shares (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock Shares outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 4 contracts
Samples: Security Agreement (NLS Pharmaceutics Ltd.), Security Agreement (NLS Pharmaceutics Ltd.), Securities Agreement (NLS Pharmaceutics Ltd.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common _________ Stock or any other equity or equity equivalent securities payable in shares of Common _________ Stock (which, for avoidance of doubt, shall not include any shares of Common _________ Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Common _________ Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common _________ Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common _________ Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common _________ Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common _________ Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders shareholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 4 contracts
Samples: Warrant Agreement (First Business Financial Services, Inc.), Warrant Agreement (Modine Manufacturing Co), Warrant Agreement (Cellular Dynamics International, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: , (i) pays a stock dividend on its Common Stock or otherwise makes a distribution or distributions on shares any class of its Common Stock or any other equity or equity equivalent securities capital stock that is payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrant)Stock, (ii) subdivides outstanding shares of Common Stock into a larger number of shares, or (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each such case (A) the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and (B) the number of Warrant Shares shall be divided by a fraction of which the numerator shall be the number of shares issuable upon exercise of this Warrant Common Stock outstanding immediately before such event and of which the denominator shall be proportionately adjusted the number of shares of Common Stock outstanding immediately after such that the aggregate Exercise Price of this Warrant shall remain unchangedevent. Any adjustment made pursuant to clause (i) of this Section 3(a) paragraph shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution distribution, and any adjustment pursuant to clause (ii) or (iii) of this paragraph shall become effective immediately after the effective date in the case of a subdivision, combination such subdivision or re-classificationcombination.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Neurobiological Technologies Inc /Ca/), Securities Agreement (Neurobiological Technologies Inc /Ca/), Securities Agreement (Neurobiological Technologies Inc /Ca/)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split, including the Reverse Stock Split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classificationre‑classification.
Appears in 4 contracts
Samples: Common Stock Purchase Warrant (Avinger Inc), Placement Agent Common Stock Purchase Warrant (Avinger Inc), Common Stock Purchase Warrant (Avinger Inc)
Stock Dividends and Splits. If In the Company, event the Company shall at any time while after the date of this Warrant is outstanding: Agreement (i) pays pay a stock dividend or otherwise makes make a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, which for the avoidance of doubt, doubt shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantthe Warrants), (ii) subdivides subdivide the outstanding shares of Common Stock into a larger number of sharesshares of Common Stock, (iii) combines combine (including by way of reverse stock share split) the outstanding shares of Common Stock into a smaller number of shares, or (iv) issues issue by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, event and the number of shares issuable upon exercise of this such Warrant shall be proportionately adjusted in an inverse manner (e.g., an increase in the Exercise Price shall result in a decrease in the number of shares of Common Stock), such that the aggregate Exercise Price of this such Warrant shall remain unchanged. In the event that any adjustment of the Exercise Price required herein results in a fraction of a cent, the Exercise Price shall be rounded down to the nearest one hundredth of a cent. Any adjustment made pursuant to this Section 3(a10(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Warrant Agreement (Immunomedics Inc), Warrant Agreement (Argos Therapeutics Inc), Underwriting Agreement (Immunomedics Inc)
Stock Dividends and Splits. If the Company, and whenever at any time while this Warrant is outstandingafter the date hereof and prior to the Expiration Date, the Company: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantof the Warrants), (ii) subdivides subdivides, re-divides or changes its outstanding shares of Common Stock into a larger number of shares, (iii) reduces, combines or consolidates (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock into any shares of capital stock of the CompanyCompany (collectively with the actions described in (i), (ii), (iii) and (iv), a “Share Reorganization”), then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares of Common Stock issuable upon exercise of this Warrant any of the Warrants shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination combination, consolidation or re-classification, but if the Company shall legally abandon any such dividend, distribution, subdivision, combination, consolidation or reclassification prior to effecting such action, no adjustment shall be made pursuant to this Section 3(a) in respect of such action.
Appears in 3 contracts
Samples: Warrant Agreement (Better Choice Co Inc.), Warrant Agreement (Better Choice Co Inc.), Warrant Agreement (Better Choice Co Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares (other than cash) pro rata to the record holders of its Common Stock Shares of its Common Shares or any other equity or equity equivalent securities payable in shares of Common Stock Shares (which, for avoidance of doubt, shall not include any shares of Common Stock Shares issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides its outstanding shares of Common Stock Shares into a larger number of shares, (iii) combines (including by way of reverse stock split) its outstanding shares of Common Stock Shares into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock Shares any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock Shares (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock Shares outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Warrant Agreement (Seanergy Maritime Holdings Corp.), Warrant Agreement (Seanergy Maritime Holdings Corp.), Warrant Agreement (Seanergy Maritime Holdings Corp.)
Stock Dividends and Splits. If the Company, at any time after the date hereof while this Warrant is outstanding: (iA) pays a stock dividend or otherwise makes make a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), (iiB) subdivides outstanding shares of Common Stock into a larger number of shares, (iiiC) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (ivD) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, event and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Security Agreement (Advaxis, Inc.), Security Agreement (Advaxis, Inc.), Securities Agreement (Advaxis, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or Warrant, and which shall not include any other warrantshares of Common Stock issued in connection with dividend payments in respect of the Company’s Series E 7% Senior Convertible Preferred Stock), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Common Stock Purchase Warrant (NeoStem, Inc.), Warrant Agreement (NeoStem, Inc.), Warrant Agreement (NeoStem, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock Shares or any other equity or equity equivalent securities payable in shares of Common Stock Shares (which, for avoidance of doubt, shall not include any shares of Common Stock Shares are issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Common Stock Share into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock Shares into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock Shares, any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock Shares (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock Shares outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders shareholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Pre Funded Common Shares Purchase Warrant (Performance Shipping Inc.), Warrant Agreement (Performance Shipping Inc.), Pre Funded Common Shares Purchase Warrant (Globus Maritime LTD)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock Ordinary Shares or any other equity or equity equivalent securities payable in shares of Common Stock Ordinary Shares (which, for avoidance of doubt, shall not include any shares of Common Stock Ordinary Shares issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Common Stock Ordinary Shares into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock Ordinary Shares into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock Ordinary Shares any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock Ordinary Shares (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock Ordinary Shares outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.; provided that if the Company effectuates a reverse split of its Common Stock for a ratio in excess of 20:1, the resulting adjusted Warrant Shares and Exercise Price shall be limited to a 20:1 ratio
Appears in 3 contracts
Samples: Ordinary Share Purchase Warrant (Todos Medical Ltd.), Ordinary Share Purchase Warrant (Todos Medical Ltd.), Ordinary Share Purchase Warrant (Todos Medical Ltd.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: , (i) pays a stock dividend on its Common Stock or otherwise makes a distribution or distributions on shares any class of its Common Stock or any other equity or equity equivalent securities capital stock that is payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrant)Stock, (ii) subdivides its outstanding shares of Common Stock into a larger number of sharesshares of Common Stock, (iii) combines (including by way of reverse stock split) its outstanding shares of Common Stock into a smaller number of shares, shares of Common Stock or (iv) issues by reclassification of shares of the capital stock any additional shares of Common Stock any shares of capital stock of the Company, then in each such case the Exercise Price shall be multiplied by a fraction fraction, the numerator of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and the denominator of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to clause (i) of this Section 3(a) paragraph shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution distribution, provided, however, that if such record date shall have been fixed and such dividend is not fully paid on the date fixed therefor, the Exercise Price shall be recomputed accordingly as of the close of business on such record date and thereafter the Exercise Price shall be adjusted pursuant to this paragraph as of the time of actual payment of such dividends. Any adjustment pursuant to clause (ii) or (iii) of this paragraph shall become effective immediately after the effective date in the case of a subdivision, combination such subdivision or re-classificationcombination.
Appears in 3 contracts
Samples: Warrant to Purchase Common Stock (Xtant Medical Holdings, Inc.), Warrant to Purchase Common Stock (Xtant Medical Holdings, Inc.), Underwriting Agreement (Omeros Corp)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: , (i) pays a stock dividend on its Common Stock or otherwise makes a distribution on any class of capital stock issued and outstanding on the Original Issue Date and in accordance with the terms of such stock on the Original Issue Date or distributions on shares of its Common Stock or any other equity or equity equivalent securities as amended, that is payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrant)Stock, (ii) subdivides its outstanding shares of Common Stock into a larger number of sharesshares of Common Stock, (iii) combines (including by way of reverse stock split) its outstanding shares of Common Stock into a smaller number of shares, shares of Common Stock or (iv) issues by reclassification of shares of the capital stock any additional shares of Common Stock any shares of capital stock of the Company, then in each such case the Exercise Price shall be multiplied by a fraction fraction, the numerator of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and the denominator of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to clause (i) of this Section 3(a) paragraph shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution distribution, provided, however, that if such record date shall have been fixed and such dividend is not fully paid on the date fixed therefor, the Exercise Price shall be recomputed accordingly as of the close of business on such record date and thereafter the Exercise Price shall be adjusted pursuant to this paragraph as of the time of actual payment of such dividends. Any adjustment pursuant to clause (ii) through (iv) of this paragraph shall become effective immediately after the effective date in the case of a such subdivision, combination or re-classificationissuance.
Appears in 3 contracts
Samples: Security Agreement (Beyond Air, Inc.), Securities Purchase Agreement (Heron Therapeutics, Inc. /De/), Securities Purchase Agreement (Heron Therapeutics, Inc. /De/)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend on its Common Stock or otherwise makes a distribution or distributions on shares any class of its Common Stock or any other equity or equity equivalent securities capital stock that is payable in shares of Common Stock (whichStock, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, ; then in each such case (A) the Exercise Price shall be multiplied adjusted by multiplying the Exercise Price then in effect by a fraction fraction, the numerator of which the numerator shall be equals the number of shares of Common Stock outstanding immediately prior to such event (excluding treasury shares, if any) outstanding immediately before such event ), and the denominator of which the denominator shall be equals the number of shares of Common Stock outstanding immediately after such eventevent (excluding treasury shares, if any), and (B) the number of shares Warrant Shares issuable upon exercise of this Warrant hereunder shall be proportionately concurrently adjusted by multiplying such that number by the aggregate Exercise Price reciprocal of this Warrant such fraction. Such adjustments shall remain unchanged. Any adjustment made pursuant to this Section 3(atake effect (i) shall become effective immediately after the if a record date shall have been fixed for determining the determination shareholders or security holders, as applicable, of stockholders the Company entitled to receive such dividend dividend, distribution or distribution and shall become effective issuance by reclassification, as the case may be, immediately after such record date, or (ii) otherwise, immediately after the effective date in of such dividend, distribution, subdivision, combination, or issuance by reclassification, as the case of a subdivision, combination or re-classificationmay be.
Appears in 3 contracts
Samples: Warrant Agreement (OncoCyte Corp), Warrant Agreement (OncoCyte Corp), Warrant Agreement (OncoCyte Corp)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on of shares of its Common Stock or any other equity or equity equivalent securities payable in shares to the record holders of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or pursuant to any of the other warrantTransaction Documents), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchangedunchanged in the case of an exercise for Common Stock only. In the event that any adjustment of the Exercise Price required herein results in a fraction of a cent, the Exercise Price shall be rounded down to the nearest one hundredth of a cent. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classificationreclassification.
Appears in 3 contracts
Samples: Securities Agreement (Adamis Pharmaceuticals Corp), Securities Agreement (Adamis Pharmaceuticals Corp), Securities Agreement (Adamis Pharmaceuticals Corp)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock Shares or any other equity or equity equivalent securities payable in shares of Common Stock Shares (which, for avoidance of doubt, shall not include any shares of Common Stock Shares issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Common Stock Shares into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock Shares into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock Shares any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock Shares (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock Shares outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.; provided that if the Company effectuates a reverse split of its Common Stock for a ratio in excess of 50:1, the resulting adjusted Warrant Shares and Exercise Price shall be limited to a 50:1 ratio
Appears in 3 contracts
Samples: Common Stock Purchase Warrant (SANUWAVE Health, Inc.), Common Stock Purchase Warrant (SANUWAVE Health, Inc.), Common Stock Purchase Warrant (SANUWAVE Health, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification (or issues by reorganization) of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) 2.1 shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classificationreclassification (or reorganization). Notwithstanding anything to the contrary herein, the payment of any required dividend to the holders of the Company’s Series A Preferred Stock shall not cause any adjustments pursuant to this Article 2.
Appears in 3 contracts
Samples: Common Stock Purchase Warrant (iCoreConnect Inc.), Common Stock Purchase Warrant (iCoreConnect Inc.), Common Stock Purchase Warrant (iCoreConnect Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), provided that this clause (i) shall not apply to shares of Common Stock issued solely in connection with dividends required to be paid under the terms and conditions of the Series A Preferred Stock, provided that the terms of such Series A Preferred Stock shall not have been amended since the date of this Agreement, (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, event and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchangedadjusted. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Securities Agreement (Omnireliant Holdings, Inc.), Securities Agreement (Omnireliant Holdings, Inc.), Securities Agreement (Omnireliant Holdings, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend on its Common Stock or otherwise makes a distribution or distributions on shares any class of its Common Stock or any other equity or equity equivalent securities capital stock that is payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrant)Stock, (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, ; then in each such case (A) the Exercise Price shall be multiplied adjusted by multiplying the Exercise Price then in effect by a fraction fraction, the numerator of which the numerator shall be equals the number of shares of Common Stock outstanding immediately prior to such event (excluding treasury shares, if any) outstanding immediately before such event ), and the denominator of which the denominator shall be equals the number of shares of Common Stock outstanding immediately after such eventevent (excluding treasury shares, if any), and (B) the number of shares Warrant Shares issuable upon exercise of this Warrant hereunder shall be proportionately concurrently adjusted by multiplying such that number by the aggregate Exercise Price reciprocal of this Warrant such fraction. Such adjustments shall remain unchanged. Any adjustment made pursuant to this Section 3(atake effect (x) shall become effective immediately after the if a record date shall have been fixed for determining the determination shareholders or security holders, as applicable, of stockholders the Company entitled to receive such dividend dividend, distribution or distribution and shall become effective issuance by reclassification, as the case may be, immediately after such record date, or (y) otherwise, immediately after the effective date in of such dividend, distribution, subdivision, combination, or issuance by reclassification, as the case of a subdivision, combination or re-classificationmay be.
Appears in 3 contracts
Samples: Warrant Agreement (OncoCyte Corp), Warrant Agreement (OncoCyte Corp), Warrant Agreement (OncoCyte Corp)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues to the holders of its Common Stock by reclassification re-classification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Warrant Agreement (Bellicum Pharmaceuticals, Inc), Warrant Agreement (Bellicum Pharmaceuticals, Inc), Warrant Agreement (Benitec Biopharma Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged, subject to the limitation on fractional shares in Section 2(d)(v). Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Common Stock Purchase Warrant (Seelos Therapeutics, Inc.), Common Stock Purchase Agreement (Seelos Therapeutics, Inc.), Pre Funded Common Stock Purchase Warrant (Seelos Therapeutics, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price and the Target Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Common Stock Purchase Warrant (RXR Realty LLC), Common Stock Purchase Warrant (View, Inc.), Common Stock Purchase Warrant (View, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Series B Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantSeries B Warrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Series B Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Series B Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Warrant Agreement (PureCycle Technologies, Inc.), Warrant Agreement (PureCycle Technologies, Inc.), Series B Common Stock Purchase Warrant (MICT, Inc.)
Stock Dividends and Splits. If Without limiting any provision of Section 4, if the Company, at any time while this Warrant is outstanding: on or after the date of the Securities Purchase Agreement, (i) pays a stock dividend on one or more classes of its then outstanding shares of Common Stock or otherwise makes a distribution or distributions on shares any class of its Common Stock or any other equity or equity equivalent securities capital stock that is payable in shares of Common Stock (which, for the avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides (by any stock split, stock dividend, recapitalization or otherwise) one or more classes of its then outstanding shares of Common Stock into a larger number of shares, shares or (iii) combines (including by way of combination, reverse stock splitsplit or otherwise) one or more classes of its then outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each such case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to clause (i) of this Section 3(a) paragraph shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution distribution, and any adjustment pursuant to clause (ii) or (iii) of this paragraph shall become effective immediately after the effective date in of such subdivision or combination. If any event requiring an adjustment under this paragraph occurs during the case period that an Exercise Price is calculated hereunder, then the calculation of a subdivision, combination or re-classificationsuch Exercise Price shall be adjusted appropriately to reflect such event.
Appears in 3 contracts
Samples: Warrant Agreement (xG TECHNOLOGY, INC.), Warrant Agreement (xG TECHNOLOGY, INC.), Warrant Agreement (xG TECHNOLOGY, INC.)
Stock Dividends and Splits. If the Company, at any time while this Warrant Preferred Investment Option is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantPreferred Investment Option), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant Preferred Investment Option shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant Preferred Investment Option shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classificationre‑classification.
Appears in 3 contracts
Samples: Security Agreement (Avinger Inc), Placement Agent Agreement (Avinger Inc), Securities Agreement (Avinger Inc)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: , (i) pays a stock dividend on its Common Stock or otherwise makes a distribution on any class of capital stock issued and outstanding on the Original Issue Date and in accordance with the terms of such stock on the Original Issue Date or distributions on shares of its Common Stock or any other equity or equity equivalent securities as amended, that is payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrant)Stock, (ii) subdivides its outstanding shares of Common Stock into a larger number of sharesshares of Common Stock, (iii) combines (including by way of reverse stock split) its outstanding shares of Common Stock into a smaller number of shares, shares of Common Stock or (iv) issues by reclassification of shares of the capital stock any additional shares of Common Stock any shares of capital stock of the Company, then in each such case the Exercise Price shall be multiplied by a fraction fraction, the numerator of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and the denominator of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to clause (i) of this Section 3(a) paragraph shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution distribution, provided, however, that if such record date shall have been fixed and such dividend is not fully paid on the date fixed therefor, the Exercise Price shall be recomputed accordingly as of the close of business on such record date and thereafter the Exercise Price shall be adjusted pursuant to this paragraph as of the time of actual payment of such dividends. Any adjustment pursuant to clause (ii), (iii) or (iv) of this paragraph shall become effective immediately after the effective date in the case of a such subdivision, combination or re-classificationissuance.
Appears in 3 contracts
Samples: Warrant Agreement (CervoMed Inc.), Securities Purchase Agreement (Baker Bros. Advisors Lp), Underwriting Agreement (Monte Rosa Therapeutics, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (iA) pays a stock dividend or otherwise makes make a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant Warrant, the Company’s Series A Convertible Preferred Stock, the Company’s Series B 9% Convertible Preferred Stock or any other warrantthe Company’s Series C 7% Convertible Preferred Stock), (iiB) subdivides outstanding shares of Common Stock into a larger number of shares, (iiiC) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (ivD) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, event and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchangedadjusted. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Security Agreement (Crestview Capital Master LLC), Securities Agreement (Siebert Lawrence A.), Security Agreement (Chembio Diagnostics, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged, subject to the limitation on fractional shares in Section 2(d)(iv). Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Common Stock Purchase Warrant (Urban-Gro, Inc.), Common Stock Purchase Warrant (Agrify Corp), Common Stock Purchase Warrant (Applied Dna Sciences Inc)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on its shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any the other warrantWarrants of this class), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Security Agreement (Avenue Therapeutics, Inc.), Placement Agent Agreement (Avenue Therapeutics, Inc.), Security Agreement (Avenue Therapeutics, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (iA) pays a stock dividend or otherwise makes make a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of pursuant to this Warrant Warrant, the Company’s Series A Convertible Preferred Stock or any other warrantthe Company’s Series B Convertible Preferred Stock), (iiB) subdivides outstanding shares of Common Stock into a larger number of shares, (iiiC) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (ivD) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, event and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchangedadjusted. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Securities Agreement (Siebert Lawrence A.), Warrant Agreement (Chembio Diagnostics Inc.), Securities Agreement (Chembio Diagnostics, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (:
i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock Ordinary Shares or any other equity or equity equivalent securities Equivalent Securities payable in shares of Common Stock Ordinary Shares (which, for avoidance of doubt, shall not include any shares of Common Stock Warrant ADSs issued by the Company upon exercise of this Warrant or any other warrantWarrant), (,
ii) subdivides outstanding shares of Common Stock Ordinary Shares into a larger number of shares, (,
iii) combines (including by way of reverse stock split) outstanding shares of Common Stock Ordinary Shares into a smaller number of shares, or (or
iv) issues by reclassification of shares of the Common Stock Ordinary Shares any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares Ordinary Shares and such other capital stock of Common Stock the Company (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares Ordinary Shares and such other capital stock of Common Stock the Company (excluding treasury shares, if any) outstanding immediately after such event, and the number of shares ADSs issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a5(a) shall become effective immediately after the record date for the determination of stockholders shareholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Warrant Agent Agreement (TC BioPharm (Holdings) PLC), Warrant Agent Agreement (TC BioPharm (Holdings) PLC), Warrant Agent Agreement (TC BioPharm (Holdings) PLC)
Stock Dividends and Splits. If the Company, at any time while this a Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantsuch Warrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this such Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this such Warrant shall remain unchanged, subject to the limitation on fractional shares in Section 4.8. Any adjustment made pursuant to this Section 3(a) 4.1 shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Warrant Agreement (Applied Dna Sciences Inc), Warrant Agreement (Applied Dna Sciences Inc), Warrant Agreement (Applied Dna Sciences Inc)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock Stocks or any other equity or equity equivalent securities payable in shares of Common Stock Stocks (which, for avoidance of doubt, shall not include any shares of Common Stock Stocks issued by the Company upon exercise of this Warrant or pursuant to any of the other warrantTransaction Documents), (ii) subdivides outstanding shares of Common Stock Stocks into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock Stocks into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock Stocks any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock Stocks (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock Stocks outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 2 contracts
Samples: Security Agreement (Accelerated Pharma, Inc.), Security Agreement (Accelerated Pharma, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the CompanyCompany (each, a “Share Combination Event”, and such date thereof, the “Share Combination Event Date”), then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 2 contracts
Samples: Common Stock Purchase Warrant (Guardion Health Sciences, Inc.), Warrant Agent Agreement (Guardion Health Sciences, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities (other than its Preferred Stock) payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 2 contracts
Samples: Common Stock Purchase Warrant (Bioanalytical Systems Inc), Common Stock Purchase Warrant (Bioanalytical Systems Inc)
Stock Dividends and Splits. If the Company, at any time while this Class A Warrant is outstanding: (i) pays a stock dividend or otherwise makes make a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock Class A Warrant Shares issued by the Company upon exercise of this Warrant or any other warrantClass A Warrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, shares or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, event and the number of shares issuable upon exercise of this Class A Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Class A Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders shareholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 2 contracts
Samples: Security Agreement (Protea Biosciences Group, Inc.), Security Agreement (Protea Biosciences Group, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, shares or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common ___________________ 1 Insert percentage set forth by the Holder on its signature page to the Purchase Agreement. Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 2 contracts
Samples: Common Stock Purchase Warrant (Duos Technologies Group, Inc.), Common Stock Purchase Warrant (Duos Technologies Group, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrantWarrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock outstanding immediately after such that event and of which the aggregate Exercise Price denominator shall be the number of this Warrant shall remain unchangedshares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event. Any adjustment made pursuant to this Section 3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 2 contracts
Samples: Purchase Agreement (Quotient LTD), Fourth Supplemental Indenture (Quotient LTD)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: , (i) pays a stock dividend on its Common Stock or otherwise makes a distribution on any class of capital stock issued and outstanding on the Original Issue Date and in accordance with the terms of such stock on the Original Issue Date (or distributions on shares of its Common Stock or any other equity or equity equivalent securities as amended) that is payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrant)Stock, (ii) subdivides its outstanding shares of Common Stock into a larger number of sharesshares of Common Stock, (iii) combines (including by way of reverse stock split) its outstanding shares of Common Stock into a smaller number of shares, shares of Common Stock or (iv) issues by reclassification of shares of the capital stock any additional shares of Common Stock any shares of capital stock of the Company, then in each such case the Exercise Price shall be multiplied by a fraction fraction, the numerator of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and the denominator of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to clause (i) of this Section 3(a) paragraph shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution distribution, provided, however, that if such record date shall have been fixed and such dividend is not fully paid on the date fixed therefor, the Exercise Price shall be recomputed accordingly as of the close of business on such record date and thereafter the Exercise Price shall be adjusted pursuant to this paragraph as of the time of actual payment of such dividends. Any adjustment pursuant to clause (ii) or (iii) of this paragraph shall become effective immediately after the effective date in the case of a subdivision, combination such subdivision or re-classificationcombination.
Appears in 2 contracts
Samples: Merger Agreement (Neoleukin Therapeutics, Inc.), Securities Purchase Agreement (Leap Therapeutics, Inc.)
Stock Dividends and Splits. If the Company, at any time while this Warrant is outstanding: , (i) pays a stock dividend on its Ordinary Shares or otherwise makes a distribution or distributions on shares any class of its Common Stock or any other equity or equity equivalent securities capital stock that is payable in shares of Common Stock (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon exercise of this Warrant or any other warrant)Ordinary Shares, (ii) subdivides outstanding shares of Common Stock Ordinary Shares into a larger number of shares, or (iii) combines (including by way of reverse stock split) outstanding shares of Common Stock Ordinary Shares into a smaller number of shares, or (iv) issues by reclassification of shares of the Common Stock any shares of capital stock of the Company, then in each such case the Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock Ordinary Shares outstanding immediately before such event (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock Ordinary Shares outstanding immediately after such eventevent (excluding treasury shares, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchangedif any). Any adjustment made pursuant to clause (i) of this Section 3(a) paragraph shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution (provided, however, that if such record date is fixed and such dividend is not fully paid or if such distribution is not fully made on the date fixed therefor, the Exercise Price shall be recomputed accordingly as of the close of business on such record date and thereafter the Exercise Price shall be adjusted pursuant to this Section as of the time of the actual payment of such dividends or distribution), and any adjustment pursuant to clause (ii) or (iii) of this paragraph shall become effective immediately after the effective date in the case of a subdivision, combination such subdivision or re-classificationcombination.
Appears in 2 contracts
Samples: Securities Agreement (Silicom LTD), Security Agreement (Silicom LTD)