definiens: means ( i ) ( [COMPANY] Equity Value ÷ [COMPANY] Outstanding Shares ) ÷ ( [COMPANY] Equity Value÷ [COMPANY] Outstanding Shares ), subject to adjustment to reflect the Reverse Split ( with such ratio beingcalculated to the nearest 1/10,000 of a share); except that if, as of the Determination Date, either or bothof ( a ) [COMPANY] Net Cash is greater than $ 36,750,000 or less than $ 33,250,000 and ( b ) [COMPANY] Net Cashis greater than $ 6,750,000 or less than $ 3,250,000, then shall instead mean thequotient obtained by dividing ( A÷C ) ÷ ( B÷D ), where : · A = ( i ) if the [COMPANY] Net Cash is greater than $ 6,750,000 or less than $ 3,250,000, ( x ) the ArcturusNet Cash minus $ 5,000,000 plus ( y ) [COMPANY] Equity Value, or ( ii ) if the [COMPANY] Cash is equal to orgreater than $ 3,250,000 and equal to or less than $ 6,750,000, the [COMPANY] Equity Value;·B = ( i ) if the [COMPANY] Net Cash is greater than $ 36,750,000 or less than $ 33,250,000, ( x ) the AlcobraNet Cash minus $ 35,000,000 plus ( y ) [COMPANY] Equity Value, or ( ii ) if the [COMPANY] Cash is equal to orgreater than $ 33,250,000 and equal to or less than $ 36,750,000, the [COMPANY] Equity Value;·C = [COMPANY] Outstanding Shares; and·D = [COMPANY] Outstanding Shares, subject to adjustment to reflect the Reverse Split