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Full Ratchet

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Full Ratchet
The option for existing shareholders in some publicly-traded companies to exchange their shares for more shares in a new issue of stock where the newly issued stock is made at a lower price. For example, if one purchases shares for $60 per share and the company later makes a new issue at $20 per share, the shareholder may exchange the shares purchased at $60 for an equivalent amount in $20 shares. This will triple his/her number of shares. This is an anti-dilution provision.
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01 per share, and CAMOFI will give up the provisions in the warrant respecting rights to full ratchet anti-dilution protection and most favored nation status.
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The current October 2009 Investors will have full ratchet anti-dilution protection and, if the event of a subsequent financing, the October 2009 Investors may elect, in their own discretion, to exchange all or some of the October 2009 Debentures (but not the Warrants) for any securities or units issued on a dollar-for-dollar basis or to have any particular provisions of the subsequent financing legal documents apply to the documents utilized for the October 2009 Financing.
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