The Coolidge examiner., 1943-04-02


at such unadjusted conversion
price available TO such new
shares or obligations.
OO Upon any such compu-
tation each successive Conver-
sion Period subsequent to the
First Conversion Period there
shall be added TO the actual
consideration received upon is
sue of any shares of Common
Stock under the foregoing sub
divisions (c). (dl and (e) in
any preceding Conversion Per
iod, percentage thereof neces-
sary TO equalize the same to
the conversion rate current at
the time of computation, that
is 10 say, in the Second Con
version Period 11.11119e of ac-
tual consideration received
therefrom in the First Conver-
sion Period: in the Third Con
version Period $3.50 Of actual
consideration received there
from in the First Conversion
Period and 12.51129e of actual
consideration received there
from in the Second Conversion
Period: and in the Fourth Con
version Period 1850 of actual
consideration received there
from in the First Conversion
Period. 2S.5S6S9o Of actual con
sideration received therefrom
in the Second Conversion Per
iod and 142SSeo of actual con-
sideration received therefrom
in the Third Conversion Per
iod.
Whenever such average consid
GRAFTON per share so computed is
less than the dollars per share
above specified for the Conversion
Period in which such computation
Is made. then for the remainder
Of such Conversion Period or un
I'll the newt following recomputa.
tion. II that shall happen in the
same Conversion Period. the
OF shares OF Common
Stock TO be issued upon
of shares of Conver,
tible Preferred Stock shall be such
traction of share as is represent
ed by fifty (50). as the numerator
and such average consideration per
share so computed. as the denom-
inator. If such fraction so comput
ed Is less than the conversion rate
current at the time of computation
the shares OF Convertible Prefer
red Stock shall be convertible into
shares OF Common Stock at the
rate then current.
In the event. while any OF the
shares of Convertible Preferred
Stock shall remain outstanding, OF
any capital reorganization or re
of.the capital stock
Of the Company or of the consoli
iation or merger OF the Company
with or into another corporation OF
Of the dissolution. liquidation or
up OF the Company or oi
the sale. lease. conveyance or
transfer OF all or substantially all
Of its assets. then In any one or
more OF said events the Company
shall give TO the record holders OF
the Convertible Preferred Stock
at their last known
addresses according TO the Com.
pany's records, at least twenty
900 days prior written notice
thereof. and OF the date as of OF
after which such reclassificatio1
consolidation, mer
ger. dissolution. liquidation. wind
ing up or sale. lease. conveyance
or transfer shall take place. as the
case may be. and such notice shall
also specify the date as of which
shareholders of record shall be en-
titled TO exchange their shares foi
other stock or securities OF the
Company pursuant 10 such reclas
sification or reorganization or for
such other stock or securities OF
the corporation resulting from
such merger or consolidation or "a
receive their respective distribu
tive shares in the event of such
liquidation. winding W
Or sale. lease, conveyance or trans
fer, as the case may be: to the
end that during such period OF
twenty 600 days the holders OF
the shares of Convertible Prefer
red Stock may at their option sur.
render such shares for conversion
nto shares of Common Stock and
thereby be entitled in respect of
me shares to which they shall be
entitled upon such conversion to
receive such distribution TO the ex-
.ent that holders OF shares of Com
non Stock may at the time be en-
titled to receive the same.
In case the Company at any time
While any of the shares of Con
Preferred Stock shall re
main outstanding shall be consoli-
lated with or merged into any 9th
.r corporation or corporations or
hall sell or lease all or substan-
tally all of its property and bust
less as an entirety to another cor
,oration. lawful provision shall be
made as part of the terms of such
consolidation, merger, sale or lease
hat the holder of any shares of
Preferred Stock may
hereafter receive in lieu of each
ihare of Common Stock otherwise
ssuable TO him upon conversion of
lis shares OF Convertible Preferred
Stock. but at the conversion rate
which would otherwise be in eff
ect at the time of conversion as