Adjustments to Conversion Ratios Sample Clauses

Adjustments to Conversion Ratios. The number of Ordinary Shares that the holders of Rights are entitled to receive as a result of the occurrence of an Exchange Event shall be equitably adjusted to reflect appropriately the effect of any share split, reverse share split, share dividend, reorganization, recapitalization, reclassification, combination, exchange of shares or other like change with respect to the Ordinary Shares occurring on or after the date hereof and prior to the Exchange Event.
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Adjustments to Conversion Ratios. The number of Class A Ordinary Shares that the holders of Rights are entitled to receive as a result of the occurrence of an Exchange Event shall be equitably adjusted to reflect appropriately the effect of any share split, reverse share split, share dividend, reorganization, recapitalization, reclassification, combination, exchange of shares or other like change with respect to the Class A Ordinary Shares occurring on or after the date hereof and prior to the Exchange Event.
Adjustments to Conversion Ratios. The conversion ratios in this Section 2.7 shall be adjusted to reflect fully the appropriate effect of any stock split, reverse stock split, stock dividend (including any dividend or distribution of securities convertible into Parent Common Stock, Lion Common Stock or Company Common Stock), reorganization, recapitalization, reclassification or other like change with respect to Parent Common Stock, Lion Common Stock or Company Common Stock having a record date on or after the date hereof and prior to the Lion Effective Time.
Adjustments to Conversion Ratios. The Conversion Ratio shall be adjusted to reflect fully the effect of any stock split, reverse split, stock dividend (including any dividend or distribution of securities convertible into PNSO Common Stock or VisiJet Capital Stock), reorganization, recapitalization or other like change with respect to PNSO Common Stock or VisiJet Capital Stock occurring after the date hereof and prior to the Effective Time.
Adjustments to Conversion Ratios. The Conversion Ratios will be adjusted to reflect fully the effect of any stock split, reverse split, stock dividend (including any dividend or distribution of securities convertible into Bristol Common Stock, Omaha Common Stock or Omaha Preferred Stock), reorganization, recapitalization or other like change with respect to Bristol Common Stock, Omaha Common Stock or Omaha Preferred Stock occurring after the date hereof and prior to the Effective Time.
Adjustments to Conversion Ratios. The number of Class A Ordinary Shares that the holders of Eagle Share Rights are entitled to receive as a result of the occurrence of an Exchange Event shall be equitably adjusted to reflect appropriately the effect of any share subdivision, consolidation, share dividend, reorganization, recapitalization, reclassification, combination, exchange of shares or other like change with respect to the Class A Ordinary Shares occurring on or after the date hereof and prior to the Exchange Event.
Adjustments to Conversion Ratios. The amount of cash into which each share of Company Capital Stock is to be converted shall be adjusted to reflect fully the effect of any stock split, reverse split, stock dividend (including any dividend or distribution of securities convertible into Company Capital Stock), reorganization, recapitalization or other like change with respect to Company Capital Stock occurring after the date hereof and prior to the Effective Time.
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Adjustments to Conversion Ratios. If, after the date hereof and prior to the Closing Date, there is any increase or decrease in the number of issued and outstanding Cortelco Shares, CIDCO Shares, SLL Shares, or GraphOn Shares by reason of any stock issuances, stock splits, stock dividends, reverse stock splits, or other changes in the number of any such shares, the Parties shall amend this Agreement to adjust the Cortelco Conversion Ratio, the CIDCO Conversion Ratio, and/or the SLL Conversion Ratio, as applicable, so that (a) the total number of Merger Shares equals 70% of the issued and outstanding GraphOn Shares immediately after the consummation of the Mergers, and (b) the stockholders of Cortelco receive 33.33% of the Merger Shares as a result of the Cortelco Merger, the stockholders of CIDCO receive 40.00% of the Merger Shares as a result of the CIDCO Merger, and the stockholders of SLL receive 26.67% of the Merger Shares as a result of the SLL Merger.
Adjustments to Conversion Ratios. If, after the date hereof and prior to the Closing Date, there is any increase or decrease in the number of issued and outstanding Cortelco Shares, CIDCO Shares, SLL Shares, or GraphOn Shares by reason of any stock issuances, stock splits, stock dividends, reverse stock splits, or other changes in the number of any such shares, the Parties shall amend this Agreement to adjust the Cortelco Conversion Ratio, the CIDCO Conversion Ratio, and/or the SLL Conversion Ratio, as applicable, so that (a) the total number of Merger Shares equals 70% of the issued and outstanding GraphOn Shares immediately after the consummation of the Mergers, and (b) the stockholders of Cortelco receive 33.33% of the Merger Shares as a result of the Cortelco Merger, the stockholders of CIDCO receive 40.00% of the Merger Shares as a result of the CIDCO Merger, and the stockholders of SLL receive 26.67% of the Merger Shares as a result of the SLL Merger.

Related to Adjustments to Conversion Ratios

  • Adjustment of Conversion Rate The Conversion Rate shall be adjusted from time to time by the Company if any of the following events occurs, except that the Company shall not make any adjustments to the Conversion Rate if Holders participate (other than in the case of (x) a share split or share combination or (y) a tender or exchange offer), at the same time and upon the same terms as holders of the Common Stock and solely as a result of holding the Notes, in any of the transactions described in this Section 9.04, without having to convert their Notes as if they held a number of shares of Common Stock equal to the Conversion Rate, multiplied by the Principal Amount (expressed in thousands) of Notes held by such Holder. (a) If the Company exclusively issues shares of the Common Stock as a dividend or distribution on shares of the Common Stock, or if the Company effects a share split or share combination, the Conversion Rate shall be adjusted based on the following formula: where, CR0 = the Conversion Rate in effect immediately prior to the close of business on the Record Date of such dividend or distribution, or immediately prior to the open of business on the Effective Date of such share split or share combination, as applicable; CR1 = the Conversion Rate in effect immediately after the close of business on such Record Date or immediately after the open of business on such Effective Date, as applicable; OS0 = the number of shares of the Common Stock outstanding immediately prior to the close of business on such Record Date or immediately prior to the open of business on such Effective Date, as applicable (before giving effect to any such dividend, distribution, split or combination); and OS1 = the number of shares of the Common Stock outstanding immediately after giving effect to such dividend, distribution, share split or share combination. Any adjustment made under this Section 9.04(a) shall become effective immediately after the close of business on the Record Date for such dividend or distribution, or immediately after the open of business on the Effective Date for such share split or share combination, as applicable. If any dividend or distribution of the type described in this Section 9.04(a) is declared but not so paid or made, the Conversion Rate shall be immediately readjusted, effective as of the date the Board of Directors determines not to pay such dividend or distribution, to the Conversion Rate that would then be in effect if such dividend or distribution had not been declared. (b) If the Company distributes to all or substantially all holders of the Common Stock any rights, options or warrants (other than pursuant to a stockholder rights plan) entitling them, for a period of not more than 45 calendar days after the announcement date of such distribution, to subscribe for or purchase shares of the Common Stock at a price per share that is less than the average of the Closing Sale Prices of the Common Stock for the 10 consecutive Trading Day period ending on, and including, the Trading Day immediately preceding the date of announcement of such distribution, the Conversion Rate shall be increased based on the following formula: where, CR0 = the Conversion Rate in effect immediately prior to the close of business on the Record Date for such distribution; CR1 = the Conversion Rate in effect immediately after the close of business on such Record Date; OS0 = the number of shares of the Common Stock outstanding immediately prior to the close of business on such Record Date;

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