Notice of Warrant Adjustment between Princeton Video Image, Inc. and PVI Holding, LLC

Summary

Princeton Video Image, Inc. (PVI) notifies PVI Holding, LLC of an adjustment to the number of shares purchasable under a Warrant Certificate dated September 20, 2001. Due to PVI's sale of shares to Presencia en Medios, S.A. de C.V., the number of warrant shares increases by 427,513.422 to a total of 11,899,421.422 shares. The purchase price per share remains unchanged. All other terms of the original warrant remain in effect.

EX-10.25 6 w59045ex10-25.txt WARRANT ADJUSTMENT EXHIBIT 10.25 PRINCETON VIDEO IMAGE, INC. 15 Princess Road Lawrenceville, New Jersey 08648 February 13, 2002 VIA REGISTERED MAIL PVI Holding, LLC c/o Cablevision Systems Corporation 1111 Stewart Avenue, Bethpage, New York 11714 Attn: General Counsel Re: Notice of Warrant Adjustment Dear Sirs: This Notice of Warrant Adjustment is being delivered to you pursuant to Section 6.3 of that certain Warrant Certificate (the "Warrant") dated September 20, 2001 from Princeton Video Image, Inc. ("PVI") to PVI Holding, LLC ("PVI Holding"). On November 8, 2001, PVI sold 615,385 shares of Common Stock to Presencia en Medios, S.A. de C.V. for the purchase price of $3.25 per share (the "Presencia Sale"). In accordance with Section 6.1(e) of the Warrant, upon the closing of the Presencia Sale, the number of Warrant Shares purchasable under the Warrant was adjusted upward by 427,513.422 shares (the "Adjustment") to a total of 11,899,421.422 shares. The method used to calculate the Adjustment is set forth on Schedule A attached hereto. The Presencia Sale did not trigger any adjustment to the Purchase Price of the Warrant Shares under Section 6.1(f) of the Warrant. Except as expressly set forth above, the terms of the Warrant remain in full force and effect as the same were in effect immediately prior to the effectiveness of the Adjustment. Capitalized terms used but not defined herein shall have the respective meanings ascribed to them in the Warrant. Sincerely, /s/ Lawrence L. Epstein Lawrence L. Epstein Chief Financial Officer cc: Brian Tang, Esq. Schedule A Calculation of Warrant Adjustment A = A+X - --- B B+Y A = Original number of Warrant Shares underlying the Warrant B = Number of Shares of Common Stock outstanding immediately prior to Presencia Sale X = Number of additional Warrant Shares to be received upon exercise of the Warrant Y = Number of shares of Common Stock issued to Presencia in Presencia Sale 11,471,908 = 11,471,908 + X ---------- -------------------- 16,513,258 16,513,258 + 615,385 .69470894 = 11,471,908 + X -------------- 17,128,643 11,899 ###-###-#### = 11,471,908 + X 427 ###-###-#### = X 427 ###-###-#### = X - -------- (1) Pursuant to Section 6.2 of the Warrant, all final results of adjustments to the number of Warrant Shares shall be rounded to the nearest one thousandth of a share.