definiens: shall mean any equity securities of Licensee, inc luding, without limitation, equity securities of Licensee issued upon conversion of convertible debt of Licensee . The term shall mean ( i ) all of the issued and outstanding shares of Com mon Stock, preferred stock ( calculated on an as - con verted to Common Stock basis ) and other capital stock or equi ty security of Licensee ( calculated on an as - conver ted to Common Stock basis ) ; ( ii ) any security convertible, with or without consideration, into any Common Sto ck, preferred stock or other equity security of License e ; ( iii ) any security carrying any warrant or right to subscribe to or purchase any Common Stock, preferred stock or other equity security of Licensee ; and ( iv ) any is sued and outstanding options and warrants to purchase Common Stock, preferred stock or other equity security of Licensee ( calculated on an as - exercised, as convert ed to Common Stock basis )