Registrable Securities Definition Example with 171 Variations

This page contains an example definition of Registrable Securities, followed by definitions with minor variations. You can view the differences between the example and variations by selecting the "Show Differences" option.
Registrable Securities. Mean all of the shares of Common Stock, Warrants and Units owned or held by Investors. Registrable Securities include any warrants, shares of capital stock or other securities of the Company issued as a dividend or other distribution with respect to or in exchange for or in replacement of such Registrable Securities. As to any particular Registrable Securities, such securities shall cease to be Registrable Securities when: (a) a Registration Statement with respect to the sale of such securities... shall have become effective under the Securities Act and such securities shall have been sold, transferred, disposed of or exchanged in accordance with such Registration Statement; (b) such securities shall have been otherwise transferred, new certificates for them not bearing a legend restricting further transfer shall have been delivered by the Company and subsequent public distribution of them shall not require registration under the Securities Act; (c) such securities shall have ceased to be outstanding, or (d) the Registrable Securities are saleable under Rule 144(k) of the Securities Act. View More Arrow

Variations

Registrable Securities. Mean all of (i) the shares of Common Stock, Warrants Initial Shares, (ii) the Private Units (and underlying securities), and (iii) the Working Capital Units owned or held by Investors. (and underlying securities), if any. Registrable Securities include any warrants, shares of capital stock or other securities of the Company issued as a dividend or other distribution with respect to or in exchange for or in replacement of such Registrable Securities. Initial Shares, Private Units (and underlying... securities) and Working Capital Units (and underlying securities). As to any particular Registrable Securities, such securities shall cease to be Registrable Securities when: (a) a Registration Statement with respect to the sale of such securities shall have become effective under the Securities Act and such securities shall have been sold, transferred, disposed of or exchanged in accordance with such Registration Statement; (b) such securities shall have been otherwise transferred, new certificates for them not bearing a legend restricting further transfer shall have been delivered by the Company and subsequent public distribution of them shall not require registration under the Securities Act; (c) such securities shall have ceased to be outstanding, or (d) the Registrable Securities are freely saleable under Rule 144(k) of the Securities Act. 144 without volume limitations View More Arrow
Registrable Securities. Mean all shall mean (a) any issued and outstanding Non-Public Warrant Shares and any Non-Public Warrant Shares which may be acquired by the Warrant Holders upon exercise of the shares of Common Stock, Warrants and Units owned or held by Investors. Registrable Securities include (b) any warrants, shares of capital stock or other securities of the Company Issuer (or any successor or assign of the Issuer, whether by merger, consolidation, sale of assets or otherwise) which may be issued as a or... issuable to the Warrant Holders with respect to, in the exchange for, or in substitution of, the Warrants and/or the Registrable Securities referenced in clause (a) above by reason of any dividend or other distribution with respect to stock split, combination of shares, merger, consolidation, recapitalization, reorganization, sale of assets or in exchange for or in replacement of such Registrable Securities. similar transaction. As to any particular Registrable Securities, such securities shall cease to be Registrable Securities when: (a) for so long as (i) a Registration Statement registration statement with respect to the sale of such securities shall have become been declared effective under the Securities Act and such securities shall have been sold, transferred, disposed of or exchanged in accordance with such Registration Statement; (b) registration statement, (ii) such securities shall have been otherwise transferred, new certificates for them not bearing a legend restricting further transfer shall have been delivered by are sold to the Company and subsequent public distribution of them shall not require registration pursuant to Rule 144 (or any similar provisions then in force) under the Securities Act; (c) Act or (iii) such securities shall have ceased to be outstanding, or (d) the Registrable Securities are saleable under Rule 144(k) of the Securities Act. outstanding. View More Arrow
Registrable Securities. Mean all of the shares of Common Stock, Warrants and Units owned or Any Company Securities held by Investors. Registrable Securities include any warrants, shares of capital stock or other securities of the Company issued as a dividend or other distribution with respect Holders from time to or in exchange for or in replacement of such Registrable Securities. time. As to any particular Registrable Securities, such securities shall cease to be Registrable Securities when: when (a) a Registration... Statement registration statement with respect to the sale of such securities shall have become effective under the Securities Act and such securities shall have been sold, transferred, disposed of or exchanged in accordance with such Registration Statement; registration statement, (b) such securities they shall have been otherwise transferred, new certificates for them not bearing a legend restricting further transfer shall have been delivered by distributed to the Company and subsequent public distribution of them shall not require registration pursuant to Rule 144 (or any successor provision) under the Securities Act; Act, or (c) such securities they shall have ceased to be outstanding, or (d) the Registrable Securities are saleable under Rule 144(k) of the Securities Act. outstanding. View More Arrow
Registrable Securities. Mean all shall mean (i) any Common Shares issued to the Initial Holders or any Affiliate thereof pursuant to any of the shares of Stock Purchase Agreements, (ii) any Common Stock, Warrants Shares otherwise or hereafter purchased or acquired by the Holders or their Affiliates and Units owned or held by Investors. Registrable Securities include (iii) any warrants, shares of capital stock or other securities of the Company (or any successor or assign of the Company, whether by merger,... consolidation, sale of assets or otherwise) which may be issued as a or issuable with respect to, in exchange for, or in substitution of, Registrable Securities referenced in clauses (i) and (ii) above by reason of any dividend or other distribution with respect to stock split, combination of shares, merger, consolidation, recapitalization, reclassification, reorganization, sale of assets or in exchange for or in replacement of such Registrable Securities. similar transaction. As to any particular Registrable Securities, such securities shall cease to be Registrable Securities when: (a) when (A) a Registration Statement registration statement with respect to the sale of such securities shall have become been declared effective under the Securities Act and such securities shall have been sold, transferred, disposed of or exchanged in accordance with such Registration Statement; (b) registration statement, (B) such securities shall are sold pursuant to Rule 144 (or any similar provisions then in force) under the Securities Act, (C) such securities have been otherwise transferred, a new certificates certificate or other evidence of ownership for them not bearing a the legend restricting further transfer shall have been delivered by the Company and subsequent public distribution of them shall not require registration under the Securities Act; (c) Act, or (D) such securities shall have ceased to be outstanding, or (d) the Registrable Securities are saleable under Rule 144(k) of the Securities Act. outstanding. View More Arrow
Registrable Securities. Mean all of the shares of Common Stock, Warrants and Units owned or held by Investors. Merger Shares. Registrable Securities include any warrants, shares of capital stock or other securities of the Company issued as a dividend or other distribution with respect to or in exchange for or in replacement of such Registrable Securities. Merger Shares. As to any particular Registrable Securities, such securities shall cease to be Registrable Securities when: (a) a Registration Statement with respect... to the sale of such securities shall have become effective under the Securities Act and such securities shall have been sold, transferred, disposed of or exchanged in accordance with such Registration Statement; (b) such securities shall have been otherwise transferred, new certificates for them not bearing a legend restricting further transfer shall have been delivered by the Company and subsequent public distribution of them shall not require registration under the Securities Act; (c) such securities shall have ceased to be outstanding, outstanding; or (d) the Registrable Securities are freely saleable under Rule 144(k) of the Securities Act. 144 without volume limitations View More Arrow
Registrable Securities. Mean means (i) all of the shares of Class A Common Stock, Warrants and Units owned Stock or Class B Common Stock held by Investors. Registrable an Investor prior to the Closing Date, or issuable upon the exercise of a warrant issued by the Company and held by an Investor prior to the Closing Date, (ii) New Securities include any warrants, and (iii) all shares of capital stock or other Class A Common Stock issued to any Investor with respect to such securities referenced in clauses (i) and (ii)... by way of the Company issued as a any share split, share dividend or other distribution with respect to distribution, recapitalization, share exchange, share reconstruction, amalgamation, contractual control arrangement or in exchange for or in replacement of such Registrable Securities. similar event. As to any particular Registrable Securities, such securities shall cease to be Registrable Securities when: (a) a Registration Statement with respect to the sale of such securities shall have become effective under the Securities Act and such securities shall have been sold, transferred, disposed of or exchanged in accordance with such Registration Statement; (b) such securities shall have been otherwise transferred, new certificates for them such securities not bearing a legend restricting further transfer shall have been delivered by the Company and subsequent public distribution of them such securities shall not require registration under the Securities Act; or (c) such securities shall have ceased to be outstanding, or (d) the Registrable Securities are saleable under Rule 144(k) of the Securities Act. outstanding View More Arrow
Registrable Securities. Mean shall mean (a) all of the shares of Common Stock, Warrants and Units owned or held by Investors. Registrable Securities include any warrants, Class A Stock that are not then subject to vesting (including shares that were at one time subject to vesting to the extent they have vested), (b) all shares of capital stock Class A Stock issuable upon exercise, conversion or other securities exchange of the Company any vested Option, Warrant or Convertible Security and (c) all shares of Class A... Stock directly or indirectly issued as a dividend or other distribution issuable with respect to the securities referred to in clauses (a) or (b) above by way of stock dividend or stock split or in exchange for connection with a combination of shares, recapitalization, merger, consolidation or other reorganization, in replacement of such Registrable Securities. each case constituting Shares. As to any particular Registrable Securities, such securities shares shall cease to be Registrable Securities when: (a) when (i) such securities shall have ceased to be subject to the Stockholders Agreement, (ii) a Registration Statement with respect to the sale of such securities shall have become effective under the Securities Act and such securities shall have been sold, transferred, disposed of or exchanged in accordance with such Registration Statement; (b) Statement, (iii) such securities shall have been Transferred pursuant to Rule 144 or Rule 145, (iv) such securities shall have been otherwise transferred, transferred to a Person that is not an Affiliate of the transferor, new certificates for them not bearing a legend restricting further transfer shall have been delivered by the Company and as part of such transfer, subsequent public distribution disposition of them shall not require registration of them under the Securities Act; (c) Act and such securities may be distributed without volume limitation or other restrictions on transfer under Rule 144 or Rule 145 (including without application of paragraphs (c), (e) (f) and (h) of Rule 144), (v) such securities shall have ceased to be outstanding, outstanding or (d) (vi) such securities are Transferable pursuant to Rule 144 or Rule 145, and the Registrable Securities are saleable under Rule 144(k) holder of such securities, together with all of its Affiliates, holds no more than one percent (1%) of the Securities Act. Shares. View More Arrow
Registrable Securities. Mean all of the Any shares of Common Stock, Warrants Stock held at any time by any Holder and Units owned any shares of Common Stock which may be issued or held distributed in respect thereof by Investors. way of stock dividend or stock split or other distribution, recapitalization or reclassification. Any particular Registrable Securities include any warrants, shares of capital stock or other securities of the Company that are issued as a dividend or other distribution with respect to or in... exchange for or in replacement of such Registrable Securities. As to any particular Registrable Securities, such securities shall cease to be Registrable Securities when: (a) when (i) a Registration Statement registration statement with respect to the sale by the Holder of such securities shall have become effective under the Securities Act and such securities shall have been sold, transferred, disposed of or exchanged in accordance with such Registration Statement; (b) registration statement, (ii) such securities shall have been otherwise transferred, new certificates for them not bearing a legend restricting further transfer shall have been delivered by distributed to the Company and subsequent public distribution of them shall not require registration pursuant to Rule 144 (or any successor provision) under the Securities Act; (c) Act, (iii) all of the Registrable Securities then owned by such Holder could be sold pursuant to Rule 144(k) or (iv) such securities shall have ceased to be outstanding, or (d) the Registrable Securities are saleable under Rule 144(k) of the Securities Act. outstanding. View More Arrow
Registrable Securities. Mean mean all of the shares of Common Stock, Warrants and Units Stock owned or held by Investors. Investors and all of the Units and Warrants owned or held by FBW. Registrable Securities include any warrants, shares of capital stock or other securities of the Company issued as a dividend or other distribution with respect to or in exchange for or in replacement of such Registrable Securities. shares of Common Stock. As to any particular Registrable Securities, such securities shall cease to be... Registrable Securities when: (a) a Registration Statement with respect to the sale of such securities shall have become effective under the Securities Act and such securities shall have been sold, transferred, disposed of or exchanged in accordance with such Registration Statement; (b) such securities shall have been otherwise transferred, new certificates for them not bearing a legend restricting further transfer shall have been delivered by the Company and subsequent public distribution of them shall not require registration under the Securities Act; (c) such securities shall have ceased to be outstanding, or (d) the Securities and Exchange Commission makes a definitive determination to the Company that the Registrable Securities are saleable salable under Rule 144(k) of 144(k), or (e) such securities shall no longer be entitled to registration rights pursuant to the Securities Act. terms hereof. View More Arrow
Registrable Securities. Mean mean all of the shares of Common Stock, Stock and Warrants and Units owned or held by Investors. the Stockholders and all of the shares of Common Stock issuable upon exercise of the Warrants, whether or not such shares of Common Stock or Warrants are then subject to the Escrow Agreement. Registrable Securities include any warrants, shares of capital stock or other securities of the Company issued as a dividend or other distribution with respect to or in exchange for or in replacement of... such Registrable Securities. shares of Common Stock. As to any particular Registrable Securities, such securities shall cease to be Registrable Securities when: (a) a Registration Statement with respect to the sale of such securities shall have become effective under the Securities Act and such securities shall have been sold, transferred, disposed of or exchanged in accordance with such Registration Statement; (b) such securities shall have been otherwise transferred, new certificates for them not bearing a legend restricting further transfer shall have been delivered by the Company and subsequent public distribution of them shall not require registration under the Securities Act; (c) such securities shall have ceased to be outstanding, or (d) the Securities and Exchange Commission makes a definitive determination to the Company that the Registrable Securities are saleable salable under Rule 144(k) of 144(k), or (e) such securities shall no longer be entitled to registration rights pursuant to the Securities Act. terms hereof. View More Arrow
All Definitions