WHICH SHALL APPLY TO SUCCESSIVE RECLASSIFICATIONS,
REORGANIZATIONS, AMALGAMATIONS, MERGERS, OTHER FORMS OF BUSINESS COMBINATION OR
OTHER EVENTS. THE CORPORATION, ITS SUCCESSOR OR SUCH CORPORATION OR OTHER
ENTITY, AS THE CASE MAY BE, SHALL ALSO, PRIOR TO OR CONTEMPORANEOUSLY WITH ANY
SUCH EVENT, ENTER INTO A SUPPLEMENTAL INDENTURE SUBSTANTIALLY IN THE FORM OF THE
WARRANT INDENTURE WITH RESPECT TO THE RIGHTS AND INTEREST THEREAFTER OF THE
HOLDERS OF THE WARRANTS TO THE END OF THE PROVISIONS SET FORTH IN THE WARRANT
INDENTURE SHALL THEREAFTER CORRESPONDINGLY BE MADE APPLICABLE, AS NEARLY AS
REASONABLY BE, WITH ANY SHARES OR OTHER SECURITIES OR PROPERTY TO WHICH THE
HOLDERS OF THE WARRANTS WOULD BE ENTITLED ON EXERCISE OF ACQUISITION RIGHTS
THEREUNDER.
22
(D)
DEFERRAL OF ADJUSTMENT:
IN ANY CASE IN
WHICH THIS SECTION 4.06 SHALL REQUIRE THAT AN ADJUSTMENT SHALL BECOME EFFECTIVE
IMMEDIATELY AFTER A RECORD DATE FOR OR AN EFFECTIVE DATE OF AN EVENT REFERRED TO
HEREIN, THE CORPORATION MAY DEFER, UNTIL THE OCCURRENCE AND CONSUMMATION OF SUCH
EVENT, ISSUING TO THE HOLDER OF ANY SUBSCRIPTION RECEIPT EXCHANGED AFTER SUCH
RECORD DATE OR EFFECTIVE DATE AND BEFORE THE OCCURRENCE AND CONSUMMATION OF SUCH
EVENT THE ADDITIONAL COMMON SHARES, WARRANTS OR OTHER SECURITIES OR PROPERTY
ISSUABLE UPON SUCH EXCHANGE BY REASON OF THE ADJUSTMENT REQUIRED BY SUCH EVENT,
PROVIDED, HOWEVER, THAT THE CORPORATION WILL DELIVER TO SUCH HOLDER AN
APPROPRIATE INSTRUMENT EVIDENCING SUCH HOLDER'S RIGHT TO RECEIVE SUCH ADDITIONAL
COMMON SHARES, WARRANTS OR OTHER SECURITIES OR PROPERTY UPON THE OCCURRENCE AND
CONSUMMATION OF SUCH EVENT AND THE RIGHT TO RECEIVE ANY DIVIDEND OR OTHER
DISTRIBUTION IN RESPECT OF SUCH ADDITIONAL COMMON SHARES, WARRANTS OR OTHER
SECURITIES OR PROPERTY DECLARED IN FAVOUR OF THE HOLDERS OF RECORD OF COMMON
SHARES, WARRANTS OR OF SUCH OTHER SECURITIES OR PROPERTY ON OR AFTER THE
CONVERSION DATE OR SUCH LATER DATE AS SUCH HOLDER WOULD, BUT FOR THE PROVISIONS
OF THIS SUBSECTION, HAVE BECOME THE HOLDER OF RECORD OF SUCH ADDITIONAL COMMON
SHARES, WARRANTS OR OF SUCH OTHER SECURITIES OR PROPERTY PURSUANT TO
SUBSECTION 4.02(A) HEREOF.
(E)
ADJUSTMENTS CUMULATIVE:
THE ADJUSTMENTS
PROVIDED FOR IN THIS SECTION 4.06 ARE CUMULATIVE, SHALL, IN THE CASE OF ANY
ADJUSTMENT TO THE SHARE RATE, BE COMPUTED TO THE NEAREST ONE ONE-HUNDREDTH OF A
COMMON SHARE AND WILL APPLY (WITHOUT DUPLICATION) TO SUCCESSIVE SUBDIVISIONS,
CONSOLIDATIONS, DISTRIBUTIONS, ISSUES OR OTHER EVENTS RESULTING IN ANY
ADJUSTMENT UNDER THE PROVISIONS OF THIS SECTION 4.06, PROVIDED THAT,
NOTWITHSTANDING ANY OTHER PROVISION OF THIS SECTION, NO ADJUSTMENT OF THE SHARE
RATE WILL BE REQUIRED (I) UNLESS SUCH ADJUSTMENT WOULD REQUIRE AN INCREASE OR
DECREASE OF AT LEAST 1% IN THE SHARE RATE THEN IN EFFECT (PROVIDED, HOWEVER,
THAT ANY ADJUSTMENT WHICH BY REASON OF THIS SUBSECTION 4.06(E) IS NOT REQUIRED
TO BE MADE WILL BE CARRIED FORWARD AND TAKEN INTO ACCOUNT IN ANY SUBSEQUENT
ADJUSTMENT), (II) IF, IN RESPECT OF ANY EVENT DESCRIBED IN THIS SECTION 4.06
(OTHER THAN THE EVENTS REFERRED TO IN CLAUSES (A) AND (B) OF CLAUSE
4.06(B)(I) HEREOF AND IN SUBSECTION 4.06(C) HEREOF), THE