Registrable Securities

Example Definitions of "Registrable Securities"
Registrable Securities. Means, as of any date of determination, (a) all shares of Common Stock issuable upon conversion of the Preferred Stock, (b) all Warrant Shares then issuable upon exercise of the Warrants (assuming on such date the Warrants are exercised in full), (c) any additional shares of Common Stock issuable in connection with any anti-dilution provisions in the Certificate of Designation relating to the Preferred Stock or in the Warrants, and (d) any securities issued or then issuable upon any stock... split, dividend or other distribution, recapitalization or similar event with respect to the foregoing; provided, however, that any such Registrable Securities shall cease to be Registrable Securities (and the Company shall not be required to maintain the effectiveness of any, or file another, Registration Statement hereunder with respect thereto) at such time as (i) such Registrable Securities have been disposed of by the Holder pursuant to a Registration Statement declared effective by the Commission under the Securities Act, (ii) such Registrable Securities have been previously sold in accordance with Rule 144, or (iii) such securities become eligible for resale without volume or manner-of-sale restrictions and without current public information pursuant to Rule 144 as set forth in a written opinion letter of counsel to the Company to such effect, addressed, delivered and acceptable to the Transfer Agent and the affected Holders (assuming that such securities and any securities issuable upon exercise, conversion or exchange of which, or as a dividend upon which, such securities were issued or are issuable, were at no time held by any Affiliate of the Company, and all Warrants are exercised by cashless exercise as provided in Section 2(c) of each of the Warrants). For purposes of this Agreement, Warrants shall also include that certain common stock purchase warrant issued to Gilford Securities Incorporated (Gilford) pursuant to that certain Placement Agent Agreement dated as of June 10, 2013, between the Company and Gilford (the Placement Agent Agreement). For the avoidance of doubt, Gilford shall be deemed a Purchaser and a Holder of Registrable Securities for purposes of this Agreement View More
Registrable Securities. Means (i) the Exchange Shares exchangeable pursuant to the terms of the Notes, and (ii) any share capital of Lumera issued or issuable with respect to the Exchange Shares as a result of any share split, share dividend, recapitalization, exchange or similar event or otherwise, without regard to any limitations on exchange of the Notes.
Registrable Securities. The Conversion Shares and the Warrant Shares issuable upon conversion or exercise of the Series D Shares and Warrants purchased or to be purchased pursuant to the Securities Purchase Agreement and any shares of capital stock issued or issuable with respect to or in lieu of Conversion Shares and Warrant Shares as a result of any stock split, stock dividend, recapitalization, exchange or similar event or otherwise, without regard to any limitations on conversions of Preferred D Shares or exercise... of Warrants View More
Registrable Securities. The Offered Securities; provided, however, that the Offered Securities shall cease to be Registrable Securities upon the earliest to occur of (i) the consummation of the Exchange Offer, (ii) a Registration Statement with respect to such Offered Securities having been declared effective under the 1933 Act and such Offered Securities having been disposed of pursuant to such Registration Statement, (iii) such Offered Securities having been sold to the public pursuant to Rule 144(k) (or any similar... provision then in force, but not Rule 144A) under the 1933 Act or (iv) such Offered Securities having ceased to be outstanding View More
Registrable Securities. The New Notes; provided, however, that a New Note shall cease to be a Registrable Security upon the earliest to occur of the following: (i) the New Note has been exchanged for an Exchange Note in a Registered Exchange Offer as contemplated in Section 2 (provided, that any Exchange Note that, pursuant to the last two sentences of Section 2, is included in a Prospectus for use in connection with resales by Exchanging Dealers shall be deemed to be a Registrable Security with respect to Section 8... until resale of such Registrable Security has been effected within the Exchange Offer Registration Period referred to in Section 2(c)(iii) or the Exchange Offer Registration Period has ended; and (ii) in the circumstances contemplated by Section 3, a Shelf Registration Statement registering such New Note under the Securities Act has been declared or becomes effective and such New Note has been sold or otherwise transferred by the holder thereof pursuant to and in a manner contemplated by such effective Shelf Registration Statement View More
Registrable Securities. The Investor's Shares, as defined in the Reserve Equity Financing Agreement, the Commitment Shares and shares of Common Stock issuable to Investors pursuant to the Reserve Equity Financing Agreement
Registrable Securities. The shares of Common Stock issuable to the Investors included within the Units or issuable upon exercise of the warrants included therein (but not the warrants themselves), or any shares of Common Stock issuable upon such shares in connection with a stock dividend, exchange or similar transaction. When used herein, 'Registrable Securities' also includes the other shares of Common Stock described on Schedule I
Registrable Securities. (i) the 403,802 shares of Common Stock owned by Shareholder, (ii) any shares issuable upon any stock split, stock dividend, recapitalization or similar event with respect to such 403,802 shares and (iii) any other dividend or other distribution with respect to, conversion or exchange of, or in replacement of, such 403,802 shares
Registrable Securities. The Shares. Any securities that are (i) distributed as a dividend or otherwise with respect to Registrable Securities, (ii) issuable upon the exercise or conversion of Registrable Securities, or (iii) issued or issuable in exchange for or through conversion of Registrable Securities pursuant to a recapitalization, reorganization, merger, consolidation or other transaction shall also constitute Registrable Securities
Registrable Securities. Means (i) the Common Stock issuable or issued upon conversion of the Preferred Stock; (ii) any Common Stock issued as (or issuable upon the conversion or exercise of any warrant, right, or other security that is issued as) a dividend or other distribution with respect to, or in exchange for or in replacement of, the shares referenced in clause (i) above; (iii) any Common Stock otherwise held by executive-level employees of the Company; and (iv) any Common Stock held by Mason Holland or Shawn... Jenkins or their Affiliates; excluding in all cases, however, any Registrable Securities sold by a Person in a transaction in which the applicable rights under this Agreement are not assigned pursuant to Section 4.1, and any shares of Common Stock held by a Person holding less than 1% of the outstanding capital stock of the Company on an as-converted basis who is able to sell all of such shares of Common Stock within 90 days under SEC Rule 144 on a national stock exchange and for which it is determined that, pursuant to Section 2.12(c) herein, each certificate representing such shares do not require a restrictive legend. View More
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