definiens: means 3,400,000 shares of Purchaser Common Stock ; provided, that, ( A ) if the Maximum Cash Usage Amoun t equals or exceeds $ 3,500,000, such number of shares may be increased from 3,400,000 to a number of shares no greater than 19.9 % of the issued and outstanding shares of Purchaser Common Stock immedi ately prior to the Agreement Date, at the option of Purchaser in its sole discretion in order to ach ieve a plan of reorganization pursuant to Section 368(a)(1)(C ) of the Code ; and ( B ) in the event that the Closing has not occurred on or before July 7, 2020 and the Maximum Cash Usage Amount is below $ 3,500,0 00, Purchaser shall, if so requested by Seller, increase such number of shares to a number not to e xceed 3,630,000 in the aggregate in order to achiev e a plan of reorganization pursuant to Section 368(a ) ( 1)(C ) of the Code