Texas Anti-Dilution Adjustments refer to legal provisions in the state of Texas that are designed to protect shareholders from the potential dilution of their ownership stake in a company. Dilution occurs when additional shares are issued by a company, which decreases the percentage of ownership held by existing shareholders. Anti-dilution adjustments aim to compensate existing shareholders for the decrease in their ownership percentage by providing them with additional shares or other forms of compensation. These adjustments serve to maintain the original value and rights of existing shareholders in situations where new shares are issued at a lower price than what was originally paid. There are two main types of Texas Anti-Dilution Adjustments: 1. Price-Based Anti-Dilution: This type of adjustment focuses on the price at which new shares are issued. If new shares are issued at a lower price than what existing shareholders paid, the price-based anti-dilution adjustment kicks in to provide compensation to existing shareholders. The adjustment can be in the form of additional shares issued to existing shareholders or a refund of the difference in price. 2. Full Ratchet Anti-Dilution: Full ratchet anti-dilution provisions offer more extensive protection to existing shareholders. Under this type of adjustment, if new shares are issued at a lower price than what existing shareholders paid, their original purchase price is fully adjusted downwards to match the new share issuance price. This means that existing shareholders receive additional shares to compensate for the decrease in value per share. Texas Anti-Dilution Adjustments are of significant importance in protecting the rights and interests of shareholders in Texas-based companies. These provisions help ensure that existing shareholders are not unfairly affected by the issuance of new shares at a lower price, preserving the value and proportionate ownership of their investments. Companies and investors alike need to understand and comply with these adjustments to maintain a fair and balanced ecosystem for all stakeholders involved.