Registrable Securities

Example Definitions of "Registrable Securities"
Registrable Securities. Means (i) the shares of Common Stock issued to the Investor under the Purchase Agreement, (ii) the shares of Common Stock underlying the Warrants issued to the Investor under the Purchase Agreement, (iii) the shares of Common Stock issued to an Eligible Investor under the Concurrent SPA, (iv) the shares of Common Stock underlying the Warrants issued to an Eligible Investor under the Concurrent SPA, (v) any other shares of Common Stock and shares of Common Stock underlying warrants to purchase... shares of Common Stock, to the extent issued to an Eligible Investor prior to the date hereof, and (vi) any other securities issued or issuable with respect to or in exchange for such shares of Common Stock or the shares of Common Stock underlying such warrants, whether by merger, charter amendment, or otherwise; provided, that, a security shall cease to be a Registrable Security (and the Company shall not be required to maintain the effectiveness of any, or file another, Registration Statement hereunder with respect thereto) for so long as (a) a Registration Statement with respect to the sale of such Registrable Securities is declared effective by the SEC under the Securities Act, (b) such Registrable Securities have been previously sold in accordance with Rule 144, or (c) 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 to such effect, addressed, delivered and acceptable to the Transfer Agent and the affected holders, as reasonably determined by the Company, upon the advice of counsel to the Company and the Transfer Agent has issued certificates for such Registrable Securities to the holder thereof, or as such holder may direct, without any restrictive legend. View More
Registrable Securities. Means (i) any shares of Common Stock issued or issuable upon exercise of the Warrant in accordance with the terms of the Warrant (the "Warrant Shares"), and (ii) any shares of capital stock issued or issuable with respect to the Warrant Shares as a result of any stock split, stock dividend, recapitalization, exchange or similar event.
Registrable Securities. Means the Purchased Common Stock beneficially owned by the Stockholder or a Permitted Assignee; provided, however, that such Common Stock shall cease to be Registrable Securities when (i) such Common Stock has been disposed of pursuant to an effective Registration Statement and the recipient thereof may trade such shares of Common Stock without restriction, (ii) such Common Stock is sold under circumstances in which all of the applicable conditions of Rule 144 under the Securities Act (or any... successor rule under the Securities Act) are met and all restrictive legends have been removed from such Common Stock, (iii) such Common Stock beneficially owned by the Stockholder or a Permitted Assignee, on an individual basis, represents less than three percent (3%) of the aggregate number of shares of Common Stock then issued and outstanding and such Common Stock becomes eligible for immediate sale pursuant to Rule 144 (or any successor rule under the Securities Act) without time, volume or manner of sale restrictions, (iv) such Common Stock has been disposed of in a private transaction pursuant to which the Stockholder's rights have not been assigned in accordance with Section 4(f), or (v) such Common Stock ceases to be outstanding View More
Registrable Securities. All Exchange Shares and any securities issued or issuable upon any stock split, dividend or other distribution, recapitalization, exchange or similar event with respect to the foregoing
Registrable Securities. (i) the Purchase Shares, (ii) the Warrant Shares and (iii) any capital stock of the Company issued or issuable with respect to such Purchase Shares, the Warrant Shares, the Preferred Stock or the Warrants, including, without limitation, (1) as a result of any stock split, stock dividend, recapitalization, exchange or similar event or otherwise and (2) shares of capital stock of the Company into which the Common Stock is converted or exchanged and shares of capital stock of a Successor Entity... (as defined in the Warrants) into which the Common Stock are converted or exchanged, in each case, without regard to any limitations on exercise or exchange of the Warrants. As to any 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; or (c) such securities are freely saleable under Rule 144 under the Securities Act without the requirement for current public information and without volume or manner of sale limitations. View More
Registrable Securities. Shall mean the ADI Notes; provided that the ADI Notes shall cease to be Registrable Securities upon the earliest to occur of the following: (i) when a Registration Statement with respect to such ADI Notes has become effective under the Securities Act and such ADI Notes have been exchanged or disposed of pursuant to such Registration Statement, (ii) when such ADI Notes cease to be outstanding, (iii) except in the case of ADI Notes that otherwise remain Registrable Securities and that are held by... a Holder and that are ineligible to be exchanged in the Exchange Offer, when such Exchange Offer is consummated, and (iv) when such ADI Notes have been resold pursuant to Rule 144 under the Securities Act (but not Rule 144A) without regard to volume restrictions; provided that the Company shall have removed or caused to be removed any restrictive legend on the ADI Notes. View More
Registrable Securities. All Purchaser Common Stock that may be issued to the Sellers upon exchange of the Preferred Units or conversion of the Seller Notes issued and issuable to them under the Purchase Agreement and any securities issued or then issuable upon any stock split, dividend or other distribution, recapitalization or similar event with respect to the foregoing.
Registrable Securities. Means the Shares issued at the Closing (as defined in the Purchase Agreement) and any Common Stock issued as (or issuable upon the conversion or exercise of any warrant, right or other security which is issued as) a dividend or other distribution with respect to, or in exchange for or in replacement of, such Shares. Notwithstanding the foregoing, Shares shall cease to be Registrable Securities for all purposes hereunder upon the earliest to occur of the following: (A) the sale by any Person of... such Shares to the public either pursuant to a registration statement under the Securities Act or under Rule 144 (in which case, only such Shares sold shall cease to be Registrable Securities) or (B) such Shares becoming eligible for sale by the Holder pursuant to Rule 144 without restriction View More
Registrable Securities. Means all of (i) the Conversion Shares (assuming the Notes are converted in full without regard to any conversion limitations therein), (ii) all shares of Common Stock issued and issuable as interest or principal on the Notes assuming all permissible interest and principal payments are made in shares of Common Stock and the Notes are held until maturity, (iii) any additional shares of Common Stock issued and issuable in connection with any anti-dilution provisions in the Notes (without giving... effect to any limitations on conversion set forth in the Notes), (iv) any shares of Common Stock issued or issuable with respect to any shares described in clauses (i), (ii) or (iii) as a result of any stock split, stock dividend, recapitalization, exchange or similar event and (v) shares of capital stock of the Company into which the shares of Common Stock described in clauses (i), (ii), (iii) or (iv) are converted or exchanged and shares of capital stock of a successor entity into which the shares of Common Stock described in clauses (i), (ii), (iii) or (iv) are converted or exchanged. View More
Registrable Securities. The Note Shares, but excluding any otherwise Registrable Securities that (i) have been sold pursuant to a registration statement or Rule 144 of the Securities Act, or (ii) may be sold at the time pursuant to Rule 144 under the Securities Act without restriction, including manner of sale, current information requirements or volume limitations. . Registration Effectiveness Date means the date that is ninety (90) calendar days after the Registration Filing Date. Registration Filing Date means the... date that is sixty (60) calendar days after the final closing of the Offering. Registration Statement means the registration statement that the Company is required to file pursuant to Section 3(a) of this Agreement to register the Registrable Securities. Rule 144 means Rule 144 promulgated by the Commission under the Securities Act, as such rule may be amended or supplemented from time to time, or any similar successor rule that may be promulgated by the Commission. Rule 145 means Rule 145 promulgated by the Commission under the Securities Act, as such rule may be amended or supplemented from time to time, or any similar successor rule that may be promulgated by the Commission. Rule 415 means Rule 415 promulgated by the Commission under the Securities Act, as such rule may be amended or supplemented from time to time, or any similar successor rule that may be promulgated by the Commission. Securities Act means the Securities Act of 1933, as amended, or any similar federal statute promulgated in replacement thereof, and the rules and regulations of the Commission thereunder, all as the same shall be in effect at the time. SEC Effective Date means the date the Registration Statement is declared effective by the Commission. Trading Day means any day on which such national securities exchange, the OTC Markets Group or such other securities market or quotation system, which at the time constitutes the principal securities market for the Common Stock, is open for general trading of securities View More
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