Common use of Stock Dividends, Stock Distributions and Subdivisions Clause in Contracts

Stock Dividends, Stock Distributions and Subdivisions. In the event the Corporation at any time or from time to time after the Original Issue Date shall declare or pay any dividend or make any other distribution on the Common Stock payable in Common Stock or effect a subdivision of the outstanding shares of Common Stock (by reclassification or otherwise than by payment of a dividend in Common Stock), then and in any such event, Additional Shares of Common Stock shall be deemed to have been issued with respect to the Preferred Stock: (A) in the case of any such dividend or distribution, immediately after the close of business on the record date for the determination of holders of any class of securities entitled to receive such dividend or distribution, or (B) in the case of any such subdivision, at the close of business on the date immediately prior to the date upon which such corporate action becomes effective. If such record date shall have been fixed and no part of such dividend or distribution shall have been paid on the date fixed therefor, the adjustment previously made to the applicable Preferred Conversion Price which became effective on such record date shall be canceled as of the close of business on such record date, and thereafter the applicable Preferred Conversion Price shall be adjusted pursuant to this Section 2(e)(iii) of this Article FOURTH as of the time of actual payment of such dividend or distribution.

Appears in 2 contracts

Samples: Preferred Stock Purchase Warrant (Genocea Biosciences, Inc.), Preferred Stock Purchase Warrant (Genocea Biosciences, Inc.)

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Stock Dividends, Stock Distributions and Subdivisions. In the event the Corporation at any time or from time to time after the applicable Original Issue Date shall declare or pay any dividend or make any other distribution on the Common Stock payable in Common Stock or effect a subdivision of the outstanding shares of Common Stock (by reclassification or otherwise than by payment of a dividend in Common Stock), then and in any such event, Additional Shares of Common Stock shall be deemed to have been issued with respect to the Preferred Stockissued: (A) in the case of any such dividend or distribution, immediately after the close of business on the record date for the determination of holders of any class of securities entitled to receive such dividend or distribution, or (B) in the case of any such subdivision, at the close of business on the date immediately prior to the date upon which such corporate action becomes effective. If such record date shall she have been fixed and no part of such dividend or distribution shall have been paid on the date fixed therefor, the adjustment previously made to in the applicable Preferred Conversion Price of any series of Preferred Stock which became effective on such record date shall be canceled cancelled as of the close of business business; on such record date, and thereafter the applicable Preferred Conversion Price of such series of Preferred Stock shall be adjusted pursuant to this Section 2(e)(iii) of this Article FOURTH as of the time of actual payment of such dividend or distributiondividend.

Appears in 2 contracts

Samples: Series C Convertible Preferred Stock Purchase Agreement (Sequenom Inc), Series C Convertible Preferred Stock Purchase Agreement (Sequenom Inc)

Stock Dividends, Stock Distributions and Subdivisions. In the event the Corporation at any time or from time to time after the Original Issue Date shall declare or pay any dividend or make any other distribution on the Common Stock payable in Common Stock or effect a subdivision of the outstanding shares of Common Stock (by reclassification or otherwise than by payment of a dividend in Common Stock), then and in any such event, Additional Shares of Common Stock shall be deemed to have been issued with respect to the Preferred Stock: (A) in the case of any such dividend or distribution, immediately after the close of business on the record date for the determination of holders of any class of securities entitled to receive such dividend or distribution, or (B) in the case of any such subdivision, at the close of business on the date immediately prior to the date upon which such corporate action becomes effective. If such record date shall have been fixed and no part of such dividend or distribution shall have been paid on the date fixed therefor, the adjustment previously made to the applicable Preferred Conversion Price which became effective on such record date shall be canceled as of the close of business on such record date, and thereafter the applicable Preferred Conversion Price shall be adjusted pursuant to this Section Subsection 2(e)(iii) of this Article FOURTH as of the time of actual payment of such dividend or distribution.

Appears in 2 contracts

Samples: Preferred Stock Purchase Warrant (Genocea Biosciences, Inc.), Preferred Stock Purchase Warrant (Genocea Biosciences, Inc.)

Stock Dividends, Stock Distributions and Subdivisions. In the event the Corporation at any time or from time to time after the Original Issue Date shall declare or pay any dividend or make any other distribution on the Common Stock payable in Common Stock or effect a subdivision of the outstanding shares of Common Stock (by reclassification or otherwise than by payment of a dividend in Common Stock), then and in any such event, Additional Shares of Common Stock shall be deemed to have been issued with respect to the Preferred Stock: (A) in the case of any such dividend or distribution, immediately after the close of business on the record date for the determination of holders of any class of securities entitled to receive such dividend or distribution, ; or (B) in the case of any such subdivision, at the close of business on the date immediately prior to the date upon which such corporate action becomes effective. If such record date shall have been fixed and no part of such dividend or distribution shall have been paid on the date fixed therefor, the adjustment previously made to in the applicable Preferred Conversion Price which became effective on such record date shall be canceled cancelled as of the close of business on such record date, and thereafter the applicable Preferred Conversion Price shall be adjusted pursuant to this Section Subsection 2(e)(iii) of this Article FOURTH as of the time of actual payment of such dividend or distribution.

Appears in 2 contracts

Samples: Loan and Security Agreement (AtriCure, Inc.), Common Stock Purchase Warrant (AtriCure, Inc.)

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Stock Dividends, Stock Distributions and Subdivisions. In the event the Corporation Company at any time or from time to time after the Original Issue Date shall declare or pay any dividend or make any other distribution on the Common Stock payable in Common Stock or effect a subdivision of the outstanding shares of Common Stock (by reclassification or otherwise than by payment of a dividend in Common Stock), then and in any such event, Additional Shares of Common Stock shall be deemed to have been issued with respect to the Preferred Stockissued: (Ai) in the case of any such dividend or distribution, immediately after the close of business on the record date for the determination of holders of any class of securities entitled to receive such dividend or distribution, or (Bii) in the case of any such subdivision, at the close of business on the date immediately prior to the date upon which such corporate action becomes effective. If such record date shall have been fixed and no part of such dividend or distribution shall have been paid on on, the date fixed therefor, the adjustment previously made to for the applicable Preferred Conversion Purchase Price which became effective on such record date shall be canceled cancelled as of the close of business on such record date, and thereafter the applicable Preferred Conversion Purchase Price shall be adjusted pursuant to this Section 2(e)(iii3.3(b) of this Article FOURTH as of the time of actual payment of such dividend or distributiondividend.

Appears in 1 contract

Samples: Warrant Agreement (Exelixis Inc)

Stock Dividends, Stock Distributions and Subdivisions. In the event the Corporation Company at any time or from time to time after the Original Issue Date shall declare or pay any dividend or make any other distribution on the Common Stock payable in Common Stock Stock, or effect a subdivision of the outstanding shares of Common Stock (by reclassification or otherwise than by payment of a dividend in Common Stock), then and in any such event, Additional Shares of Common Stock shall be deemed to have been issued with respect to the Preferred Stockissued: (A1) in the case of any such dividend or distribution, immediately after the close of business on the record date for the determination of holders of any class of securities entitled to receive such dividend or distribution, or (B2) in the case of any such subdivision, at the close of business on the date immediately prior to the date upon which such corporate action becomes effective. If such record date shall have been fixed and no part of such dividend or distribution shall not have been paid on the date fixed thereforfor the payment thereof, the adjustment previously made to in the applicable Preferred Applicable Conversion Price which became effective on such record date shall be canceled as of the close of business on such record date, and thereafter the applicable Preferred Applicable Conversion Price shall be adjusted pursuant to this Section 2(e)(iii2.3(c) of this Article FOURTH as of the time of actual payment of such dividend or distributiondividend.

Appears in 1 contract

Samples: Subscription Agreement (Transgenomic Inc)

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