Anti-Dilution Adjustments definition

Anti-Dilution Adjustments shall have the meaning set forth in Section 2.41.
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Anti-Dilution Adjustments o Note conversion price and Warrant exercise price subject to customary anti-dilution adjustments for stock splits and dividends, recapitalizations, mergers and reclassifications.
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Anti-Dilution Adjustments. Adjustment provisions substantially similar with Dynegy’s warrant agreement dated as of October 1, 2012.
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Examples of Anti-Dilution Adjustments in a sentence

  • In the event the Merger fails to qualify for the tax treatment described in Section 1.07, then FFED may, in its sole discretion, increase the number of shares of ACB Common Stock entitled to receive the Per Share Stock Consideration by the minimum amount necessary for the Merger to qualify for the tax treatment described in Section 1.07.2.03 Anti-Dilution Adjustments.

  • Anti-Dilution Adjustments The number of and kind of securities purchasable upon exercise of any NFL Warrants and the NFL Exercise Price shall be subject to adjustment from time to time.

  • Such waiver shall be in a form acceptable to the Lead Purchaser and shall include waivers of the right of such holders to adjustments in the exercise or conversion price of such instruments and the amount of Common Stock or Common Stock Equivalents issuable upon the conversion or exercise thereof upon the application of such Anti-Dilution Adjustments, whether the right of such application arose prior to the date hereof or arises on or after the date hereof.

  • Anti-Dilution Adjustments The conversion rate may be adjusted if certain events occur.

  • For the purpose of clarification, the Parties observe that in case of an issue of new Shares, the provisions of Article 9 hereof (Anti-Dilution Adjustments) will apply in preference to the provisions of this Article 20 (Future Pre-emptive rights).

  • All adjustments to be made by the Calculation Agent pursuant to these Ordinary Cash Dividend and Anti-Dilution Adjustments pro- visions will be subject to agreement by Buyer.

  • Notwithstanding the foregoing, in the event that there is a Compensation Share Default that remains uncured for a fifteen (15) days, then in addition to the right to Equity Anti-Dilution Adjustments, Consultant shall also be entitled to similar Equity Anti-Dilution Adjustments for a period of two (2) years from the date hereof so that Consultant shall be issued additional shares of Common Stock of the Company so that Consultant shall own 4.2% of the Company on a fully diluted (as converted basis).

  • Anti-Dilution Adjustments If the number of outstanding shares of Class A common stock is increased by a stock dividend payable in shares of Class A common stock, or by a split-up of shares of Class A common stock or other similar event, then, on the effective date of such stock dividend, split-up or similar event, the number of shares of Class A common stock issuable on exercise of each warrant will be increased in proportion to such increase in the outstanding shares of Class A common stock.

  • Except for the Anti-Dilution Adjustments, there are no outstanding securities or instruments of the Company or any Subsidiary with any provision that adjusts the exercise, conversion, exchange or reset price of such security or instrument upon an issuance of securities by the Company or any Subsidiary.

  • Section 4(c) (Anti-Dilution Adjustments) of the November 2010 Warrant Agreement states that the exercise price is to be adjusted for distributions to all holders of Common Stock (“including cash, and including ordinary cash dividends”).


More Definitions of Anti-Dilution Adjustments

Anti-Dilution Adjustments means an adjustment to a number of shares of Common Stock in the event the Company declares or pays, or experiences, a stock dividend (payable in shares of Common Stock, or securities convertible into or exchangeable for shares of Common Stock), stock split, recapitalization, reclassification, recombination, or like transaction, in accordance with customary anti-dilution principles, as determined in the good-faith judgment of the Board of Directors of the Company.
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Related to Anti-Dilution Adjustments

  • Dilution Adjustment means any fraction or number by which the Exchange Rate shall be multiplied pursuant to Section 6.1(a), (b), (c) or (d).

  • Capitalization Adjustment means any change that is made in, or other events that occur with respect to, the Common Stock subject to the Plan or subject to any Purchase Right after the date the Plan is adopted by the Board without the receipt of consideration by the Company through merger, consolidation, reorganization, recapitalization, reincorporation, stock dividend, dividend in property other than cash, large nonrecurring cash dividend, stock split, liquidating dividend, combination of shares, exchange of shares, change in corporate structure or other similar equity restructuring transaction, as that term is used in Financial Accounting Standards Board Accounting Standards Codification Topic 718 (or any successor thereto). Notwithstanding the foregoing, the conversion of any convertible securities of the Company will not be treated as a Capitalization Adjustment.

  • Inflation adjustment means that term as defined in the master settlement agreement.

  • Substitution Adjustment As defined in Section 2.03(d) hereof.

  • Substitution Adjustment Amount As defined in Section 2.03.

  • Buy In Adjustment Amount shall have the meaning specified in Section 6.

  • CPI Adjustment means the quotient of (i) the CPI for the month of January in the calendar year for which the CPI Adjustment is being determined, divided by (ii) the CPI for January of 2007.

  • True-Up Adjustment means any Annual True-Up Adjustment or Interim True-Up Adjustment, as the case may be.

  • SOFR Adjustment means 0.10% (10 basis points).

  • Adjustments are all discounts, allowances, returns, disputes, counterclaims, offsets, defenses, rights of recoupment, rights of return, warranty claims, or short payments, asserted by or on behalf of any Account Debtor for any Financed Receivable.

  • Adjusted means lost values are not included in the calculation of the prior year’s taxes and new values are not included in the current year’s taxable values.

  • SOFR Adjustment Conforming Changes means, with respect to any SOFR Rate, any technical, administrative or operational changes (including changes to the interest period, timing and frequency of determining rates and making payments of interest, rounding of amounts or tenors, and other administrative matters) that the Administrator decides, from time to time, may be appropriate to adjust such SOFR Rate in a manner substantially consistent with or conforming to market practice (or, if the Administrator decides that adoption of any portion of such market practice is not administratively feasible or if the Administrator determines that no market practice exists, in such other manner as the Administrator determines is reasonably necessary).

  • Equity Adjustment means the dollar amount resulting by subtracting the Book Value, as of Bank Closing, of all Liabilities Assumed under this Agreement by the Assuming Bank from the purchase price, as determined in accordance with this Agreement, as of Bank Closing, of all Assets acquired under this Agreement by the Assuming Bank, which may be a positive or a negative number.

  • Related Adjustment means, in determining any LIBOR Successor Rate, the first relevant available alternative set forth in the order below that can be determined by the Administrative Agent applicable to such LIBOR Successor Rate:

  • Tax Adjustment has the meaning set forth in Section 4.7.

  • Adjustment means each form of adjustment to consideration provided for in this clause.The parties acknowledge that the consideration under this Contract is inclusive of GST, where GST is calculated using the GST rate at the time of forming this Contract.The Contractor shall provide the Recipient with a Tax Invoice and/or adjustment notes in relation to the supply prior to an amount being paid by the Recipient under this Contract, and shall do all things reasonably necessary to assist the Recipient to enable it to claim and obtain any Input Tax Credit available to it in respect of a Supply.Where the GST rate is changed after the date of formation of this Contract the consideration under this Contract will be increased or decreased so that the consideration remains inclusive of GST, with GST calculated using the new GST Rate from the date of the change of the GST Rate that applies at the date of formation of this Contract. PrivacyFor the purposes of this Clause unless the context otherwise requires:

  • Change in Capitalization means any increase or reduction in the number of Shares, or any change (including, but not limited to, a change in value) in the Shares or exchange of Shares for a different number or kind of shares or other securities of the Company, by reason of a reclassification, recapitalization, merger, consolidation, reorganization, spin-off, split-up, issuance of warrants or rights or debentures, stock dividend, stock split or reverse stock split, cash dividend, property dividend, combination or exchange of shares, repurchase of shares, change in corporate structure or otherwise.

  • Term SOFR Adjustment means a percentage equal to 0.10% per annum.

  • Lot line adjustment means the relocation of the property boundary line in a

  • Market Value Adjustment means, on a given date, an amount equal to the lesser of (x) 98% and (y) a percentage determined according to the following formula: Market Value Adjustment = 98% – [(10yrCMTt – 10yrCMTlaunch) ×Duration], where 10yrCMTt = the 10-Year Treasury Constant Maturity Rate published each business day by the Board of Governors of the Federal Reserve System, or, if such rate ceases to be published, a successor rate reasonably determined by the Trustees (the “10-Year CMT”), on such repurchase date; 10yrCMTlaunch = the 10-Year CMT as of the end of the Initial Offering Period; and Duration = an estimate of the duration of the periodic interest payments of a hypothetical coupon-paying U.S. Government Security with a 25-year maturity, calculated by the Trust’s Investment Manager as of the end of the Initial Offering Period;

  • Purchase Price Adjustment shall have the meaning specified in Section 3.02.

  • Share Dilution Amount means the increase in the number of diluted shares outstanding (determined in accordance with GAAP applied on a consistent basis, and as measured from the date of the Issuer’s most recent consolidated financial statements prior to the Signing Date) resulting from the grant, vesting or exercise of equity-based compensation to employees and equitably adjusted for any stock split, stock dividend, reverse stock split, reclassification or similar transaction.