Houston Texas Anti-Dilution Adjustments are an important aspect of corporate finance and investment agreements. These adjustments are implemented to protect the interests of existing shareholders when new shares are issued at a lower price, thereby diluting their ownership percentage and potentially reducing the value of their existing shares. In Houston, Texas, like in many jurisdictions, there are several types of anti-dilution adjustments employed to mitigate the impact of dilution. Here are some of the common types: 1. Full Ratchet: Full ratchet is a strong form of anti-dilution protection. Under this adjustment, if new shares are issued at a lower price than the existing shares, the conversion price of existing shares is retroactively adjusted to match the lower price. This ensures that existing shareholders are fully protected from any dilution. 2. Weighted Average: Weighted average anti-dilution adjustments are more flexible than full ratchet provisions. The conversion price of existing shares is adjusted based on a formula that takes into account both the price and the number of new shares issued. This adjustment is typically calculated using a weighted average of the new and old share prices. 3. Broad-Based: Broad-based anti-dilution adjustments protect not only common shareholders but also preferred shareholders, convertible debt holders, and other security holders. Under this adjustment, the conversion price of existing shares is adjusted based on the weighted average of the new share price and other security prices. 4. Price-Based: Price-based anti-dilution adjustments focus solely on the price at which new shares are issued. They do not take into account the number of shares issued, making them a simpler form of protection. If new shares are issued at a lower price, the conversion price of existing shares is adjusted accordingly. 5. Pay-to-Play: Pay-to-play anti-dilution adjustments incentivize existing investors to participate in future funding rounds. If an investor chooses not to participate, their conversion price may be significantly adjusted, effectively penalizing them and giving preferential treatment to those who continue to invest. Houston Texas Anti-Dilution Adjustments are crucial for maintaining the fairness and value of existing shareholders' investments in the face of new issuance sat lower prices. These adjustments help ensure that shareholders' ownership stakes and returns remain intact, promoting confidence and stability in the local business and investment community.