Common use of Stockholder Rights Plan Clause in Contracts

Stockholder Rights Plan. Each share of Common Stock issued upon exchange of Notes, if any, pursuant to this Article V shall be entitled to receive the appropriate number of rights, if any, and the certificates representing the shares of Common Stock issued upon such exchange shall bear such legends, if any, in each case as may be provided by the terms of any stockholder rights agreement of the Guarantor then in effect. Notwithstanding the foregoing, if, prior to any exchange of Notes, such rights have separated from the shares of Common Stock in accordance with the provisions of the applicable stockholder rights agreement, then, and only then, the Exchange Rate shall be adjusted at the time of separation as if the Guarantor had distributed to all Holders of the Common Stock, shares of the Company’s Capital Stock, evidences of indebtedness, assets, property, rights or warrants as described in Section 5.04(c) above, subject to readjustment in the event of the expiration, termination or redemption of such rights. Any distribution of rights or warrants pursuant to a rights plan that would allow a Holder to receive upon exchange, in addition to shares of Common Stock, the rights described therein with respect to such Common Stock (unless such rights or warrants have separated from the Common Stock) shall not constitute a distribution of rights or warrants that would entitle the Holder to an adjustment to the Exchange Rate.

Appears in 1 contract

Samples: Indenture (Redwood Trust Inc)

AutoNDA by SimpleDocs

Stockholder Rights Plan. Each share of Common Stock issued upon exchange conversion of Notes, if any, Notes pursuant to this Article V 4 shall be entitled to receive the appropriate number of rights, if any, and the certificates representing the shares of Common Stock issued upon such exchange conversion shall bear such legends, if any, in each case as may be provided by the terms of any stockholder rights agreement of adopted by the Guarantor then in effectCompany, as any such agreement may be amended from time to time. Notwithstanding the foregoing, if, if prior to any exchange of Notes, conversion such rights have separated from the shares of Common Stock in accordance with the provisions of the applicable stockholder rights agreement, then, and only then, the Exchange Conversion Rate shall be adjusted at the time of separation as if the Guarantor Company had distributed to all Holders of the Common Stock, shares of the Company’s Capital Stock, evidences of indebtedness, assets, property, rights or warrants as described in Section 5.04(c4.04(c) above, subject to readjustment in the event of the expiration, termination or redemption of such rights. Any distribution of rights or warrants pursuant to a rights plan that would allow a Holder to receive upon exchangeconversion, in addition to shares of Common Stock, the rights described therein with respect to such Common Stock (unless such rights or warrants have separated from the Common Stock) shall not constitute a distribution of rights or warrants that would entitle the Holder to an adjustment to the Exchange Conversion Rate.

Appears in 1 contract

Samples: First Supplemental Indenture (Photronics Inc)

Stockholder Rights Plan. Each share of Common Stock issued upon exchange conversion of Notes, if any, Notes pursuant to this Article V 5 shall be entitled to receive the appropriate number of rights, if any, and the certificates representing the shares of Common Stock issued upon such exchange conversion shall bear such legends, if any, in each case as may be provided by the terms of any subsequent stockholder rights agreement of adopted by the Guarantor then in effectCompany, as any such agreement may be amended from time to time. Notwithstanding the foregoing, if, if prior to any exchange of Notes, conversion such rights have separated from the shares of Common Stock in accordance with the provisions of the applicable stockholder rights agreement, then, and only then, the Exchange Conversion Rate shall be adjusted at the time of separation as if the Guarantor Company had distributed to all Holders of the Common Stock, shares of the Company’s Capital Stock, evidences of indebtedness, assets, property, rights or warrants as described in Section 5.04(c5.05(c) above, subject to readjustment in the event of the expiration, termination or redemption of such rights. Any distribution of rights or warrants pursuant to a rights plan that would allow a Holder to receive upon exchangeconversion, in addition to shares of Common Stock, the rights described therein with respect to such Common Stock (unless such rights or warrants have separated from the Common Stock) shall not constitute a distribution of rights or warrants that would entitle the Holder to an adjustment to the Exchange Conversion Rate.

Appears in 1 contract

Samples: First Supplemental Indenture (Intermune Inc)

Stockholder Rights Plan. Each share of Common Stock issued upon exchange conversion of Notes, if any, pursuant to this Article V 5 shall be entitled to receive the appropriate number of rights, if any, and the certificates representing the shares of Common Stock issued upon such exchange conversion shall bear such legends, if any, in each case as may be provided by the terms of any subsequent stockholder rights agreement of adopted by the Guarantor then in effectCompany, as any such agreement may be amended from time to time. Notwithstanding the foregoing, if, if prior to any exchange of Notes, conversion such rights have separated from the shares of Common Stock in accordance with the provisions of the applicable stockholder rights agreement, then, and only then, the Exchange Conversion Rate shall be adjusted at the time of separation as if the Guarantor Company had distributed to all Holders of the Common Stock, shares of the Company’s Capital Stock, evidences of indebtedness, assets, property, rights or warrants as described in Section 5.04(c5.05(c) above, subject to readjustment in the event of the expiration, termination or redemption of such rights. Any distribution of rights or warrants pursuant to a rights plan that would allow a Holder to receive upon exchangeconversion, in addition to shares of Common Stock, the rights described therein with respect to such Common Stock (unless such rights or warrants have separated from the Common Stock) shall not constitute a distribution of rights or warrants that would entitle the Holder to an adjustment to the Exchange Conversion Rate.

Appears in 1 contract

Samples: Second Supplemental Indenture (Intermune Inc)

Stockholder Rights Plan. Each share of Common Stock issued upon exchange conversion of Notes, if any, pursuant to this Article V shall be entitled to receive the appropriate number of rights, if any, and the certificates representing the shares of Common Stock issued upon such exchange conversion shall bear such legends, if any, in each case as may be provided by the terms of any subsequent stockholder rights agreement of adopted by the Guarantor then in effectCompany, as any such agreement may be amended from time to time. Notwithstanding the foregoing, if, if prior to any exchange of Notes, conversion such rights have separated from the shares of Common Stock in accordance with the provisions of the applicable stockholder rights agreement, then, and only then, the Exchange Conversion Rate shall be adjusted at the time of separation as if the Guarantor Company had distributed to all Holders of the Common Stock, shares of the Company’s Capital Stock, evidences of indebtedness, assets, property, rights or warrants as described in Section 5.04(c) above, subject to readjustment in the event of the expiration, termination or redemption of such rights. Any distribution of rights or warrants pursuant to a rights plan that would allow a Holder to receive upon exchangeconversion, in addition to shares of Common Stock, the rights described therein with respect to such Common Stock (unless such rights or warrants have separated from the Common Stock) shall not constitute a distribution of rights or warrants that would entitle the Holder to an adjustment to the Exchange Conversion Rate.

Appears in 1 contract

Samples: First Supplemental Indenture (Redwood Trust Inc)

AutoNDA by SimpleDocs

Stockholder Rights Plan. Each share of Common Stock issued upon exchange conversion of Notes, if any, Notes pursuant to this Article V 5 shall be entitled to receive the appropriate number of rights, if any, and the certificates representing the shares of Common Stock issued upon such exchange conversion shall bear such legends, if any, in each case as may be provided by the terms of any subsequent stockholder rights agreement of adopted by the Guarantor then in effectCompany, as any such agreement may be amended from time to time. Notwithstanding the foregoing, if, if prior to any exchange of Notes, conversion such rights have separated from the shares of Common Stock in accordance with the provisions of the applicable stockholder rights agreement, then, and only then, the Exchange Conversion Rate shall be adjusted at the time of separation as if the Guarantor Company had distributed to all Holders holders of the Common Stock, shares of the Company’s Capital Stock, evidences of indebtedness, assets, property, rights or warrants as described in Section 5.04(c5.05(c) above, subject to readjustment in the event of the expiration, termination or redemption of such rights. Any distribution of rights or warrants pursuant to a rights plan that would allow a Holder to receive upon exchangeconversion, in addition to shares of Common Stock, the rights described therein with respect to such Common Stock (unless such rights or warrants have separated from the Common Stock) shall not constitute a distribution of rights or warrants that would entitle the Holder to an adjustment to the Exchange Conversion Rate.

Appears in 1 contract

Samples: First Supplemental Indenture (Onyx Pharmaceuticals Inc)

Stockholder Rights Plan. Each share of Common Stock issued upon exchange conversion of Notes, if any, Securities pursuant to this Article V 6 shall be entitled to receive the appropriate number of rights, if any, and the certificates representing the shares of Common Stock issued upon such exchange conversion shall bear such legends, if any, in each case as may be provided by the terms of any subsequent stockholder rights agreement of adopted by the Guarantor then in effectCompany, as any such agreement may be amended from time to time. Notwithstanding the foregoing, if, if prior to any exchange of Notes, conversion such rights have separated from the shares of Common Stock in accordance with the provisions of the applicable stockholder rights agreement, then, and only then, the Exchange Conversion Rate shall be adjusted at the time of separation as if the Guarantor Company had distributed to all Holders of the Common Stock, shares of the Company’s Capital Stock, evidences of indebtedness, assets, property, rights or warrants as described in Section 5.04(c6.04(c) above, subject to readjustment in the event of the expiration, termination or redemption of such rights. Any distribution of rights or warrants pursuant to a rights plan that would allow a Holder to receive upon exchangeconversion, in addition to shares of Common Stock, the rights described therein with respect to such Common Stock (unless such rights or warrants have separated from the Common Stock) shall not constitute a distribution of rights or warrants that would entitle the Holder to an adjustment to the Exchange Conversion Rate.

Appears in 1 contract

Samples: Indenture (THQ Inc)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!