Antidilution Provisions definition

Antidilution Provisions. The Purchase Price payable, and the number of shares of Preferred Stock or other securities or property issuable upon exercise of the Rights are subject to adjustment from time to time to prevent dilution (1) in the event of a stock dividend on, or a subdivision, combination or reclassification of, the Preferred Stock, (2) upon the grant to holders of the Preferred Stock of certain rights or warrants to subscribe for or purchase Preferred Stock at a price, or securities convertible into Preferred Stock with a conversion price, less than the then-current market price of the Preferred Stock, or (3) upon the distribution to holders of the Preferred Stock of evidences of indebtedness or assets (excluding regular periodic cash dividends paid out of earnings or retained earnings) or of subscription rights or warrants. The number of outstanding Rights and the number of 1/100ths of a share of Preferred Stock issuable upon exercise of each Right are also subject to adjustment in the event of a stock split of the Common Stock or a stock dividend on the Common Stock payable in Common Stock or subdivisions, consolidations or combinations of the Common Stock occurring prior to the Distribution Date. With certain exceptions, no adjustment in the Purchase Price will be required until cumulative adjustments amount to at least 2% of the Purchase Price. No fractional shares of Preferred Stock will be issued (other than fractions which are integral multiples of 1/100th of a share of a Preferred Stock), and in lieu thereof, an adjustment in cash will be made based on the market price of the Preferred Stock on the last trading date prior to the date of exercise.
Antidilution Provisions. The Rights Agreement includes antidilution provisions designed to prevent efforts to diminish the efficacy of the Rights.
Antidilution Provisions. Proportional antidilution protection shall be provided for reorganizations, stock splits, stock dividends, combinations, consolidations, stock distributions, recapitalizations, reclassifications or other similar events. The conversion ratio shall be adjusted on a weighted average basis for issuances below the conversion price of the Preferred Stock or below the then current market price of the Common Stock, and for redemptions above the then current market price of the Common Stock, other than (i) the sale of shares pursuant to the exercise of options or warrants outstanding as of the closing or options issued after the closing under the Company's existing incentive plans and (ii) shares issued as consideration in permitted acquisitions.

Examples of Antidilution Provisions in a sentence

  • As used in these Antidilution Provisions, the following terms have the following respective meanings: (a) “Option” means any right, option, or warrant to subscribe for, purchase, or otherwise acquire common stock or Convertible Securities.

  • Antidilution Provisions The Plan includes antidilution provisions designed to prevent efforts to diminish the efficacy of the Rights.

  • In the event of a partial conversion of the Term Note, the Conversion Price shall thereafter be subject to adjustment as provided in the Antidilution Provisions with respect to future conversions.

  • Antidilution Provisions The Rights Agreement includes standard antidilution provisions designed to protect the efficacy of the Rights.

  • The Series D conversion price will be subject to adjustment as set forth in the "Antidilution Provisions." Automatic Conversion The Series D automatically converts into Common Stock at the then applicable conversion rate in the event of: (i) the closing of an underwritten public offering of shares of Common Stock by Company; or (ii) upon consent of or conversion by holders of 66 2/3 percent of the outstanding Series C.

  • At least two Business Days prior to the occurrence, the Borrower shall give notice to the Lender of any event that would cause either (a) an adjustment to the Conversion Price pursuant to the Antidilution Provisions, or (b) an adjustment to the exercise price provided in the Amended and Restated Warrant or the Second Warrant pursuant to Sections 4 or 5 of those instruments.

  • The Borrower agrees to comply with all of the covenants and other provisions set forth in the Antidilution Provisions.

  • At least two Business Days prior to the occurrence, the Borrower shall give notice to the Lender of any event that would cause either (a) an adjustment to the Conversion Price pursuant to the Antidilution Provisions, or (b) an adjustment to the exercise price provided in the Second Amended and Restated Warrant, the Amended and Restated Second Warrant or the Amended and Restated Third Warrant pursuant to Sections 4 or 5 of those instruments.

  • Anti-dilution Provisions In the event of any subdivisions, reclassifications, recapitalizations, splits, combinations or distributions in the form of equity interests with respect to NSH units or common units (in each case, as permitted pursuant to the merger agreement), the number of new common units to be issued in the merger and the common unit price will be correspondingly adjusted.

  • Anti-dilution Provisions: The rights will have the benefit of certain customary anti-dilution protections.


More Definitions of Antidilution Provisions

Antidilution Provisions means the provisions of SECTION XI of EXHIBIT C hereto.
Antidilution Provisions. The Conversion Price of the Preferred Stock shall be adjusted proportionally upon the occurrence of any stock dividend, stock split, reverse stock split, combination or other similar recapitalization affecting the Common Stock. PROTECTIVE The consent of the holders of a majority of the outstanding Shares shall be required PROVISIONS: for any action which (i) authorizes or issues additional shares of Preferred Stock or any shares of capital stock having rights (in terms of voting or otherwise) or liquidation, dividend or other preferences equal or senior to the Preferred Stock, (ii) involves the sale of Common Stock at a per share price below $0.32, or (iii) involves the Company's incurrence of indebtedness for borrowed money in excess of $1,000,000 in the aggregate. EXHIBIT B FORM OF COMPANY COUNSEL OPINION
Antidilution Provisions. The conversion price will initially be $.66 for Series A. The conversion price will be automatically adjusted proportionately for stock splits, stock dividends, recapitalizations, and similar circumstances and will be subject to a weighted-average adjustment (based on the outstanding shares of Common Stock and Preferred Stock) to reduce dilution in the event the Company issues additional equity securities at a price lower than Series A (other than the reserved employee shares on Exhibit I)
Antidilution Provisions. The Series B Preferred Purchase Price will be subject to proportional antidilution protection for Splits.
Antidilution Provisions means those provisions relating to the adjustment of the Conversion Price provided in the Antidilution Provisions attached as Exhibit XII.
Antidilution Provisions means the provisions of Section XI of Exhibit C hereto.

Related to Antidilution Provisions

  • ESG Pricing Provisions has the meaning specified in Section 2.18.

  • Subordination Provisions has the meaning specified in Section 8.01(l).

  • MFN Provision has the meaning specified in Section 2.14(b).

  • Redemption Provisions Initial Redemption Date: Initial Redemption Percentage: Annual Redemption Percentage Reduction, if any: Repayment Provisions: Optional Repayment Date(s):

  • Specific Redemption Provisions means, with respect to a Special Dividend Period either, or any combination of, (i) a period (a "Non-Call Period") determined by the Board of Directors of the Corporation, after consultation with the Auction Agent and the Broker-Dealers, during which the shares of AMPS subject to such Dividend Period shall not be subject to redemption at the option of the Corporation and (ii) a period (a "Premium Call Period"), consisting of a number of whole years and determined by the Board of Directors of the Corporation, after consultation with the Auction Agent and the Broker-Dealers, during each year of which the shares of AMPS subject to such Dividend Period shall be redeemable at the Corporation's option at a price per share equal to $25,000 plus accumulated but unpaid dividends plus a premium expressed as a percentage of $25,000, as determined by the Board of Directors of the Corporation after consultation with the Auction Agent and the Broker-Dealers.