Registrable Securities

Example Definitions of "Registrable Securities"
Registrable Securities. Means the Common Stock owned by each Stockholder or its Affiliates as of the date hereof and other shares of Common Stock otherwise held by such Stockholder or its Affiliates from time to time 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, 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 represents less than 2% 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, or iv such Common Stock ceases to be outstanding. View More
Registrable Securities. (i) the shares of Common Stock of the Company totalling 440,595 shares of Common Stock, delivered to Cowen and Chardan pursuant to the Settlement Agreement, (ii) the shares of Common Stock issued or issuable upon the conversion of convertible notes totalling $2,700,000, with a maturity date of May 1, 2023, delivered to Cowen and Chardan pursuant to the Settlement Agreement, (iii) in the event that the Beneficial Ownership Limitation as defined in the Settlement Agreement would otherwise be... exceeded upon the delivery of Common Stock to Cowen and Chardan pursuant to clause 2(a)(i) of the Settlement Agreement, any shares of Common Stock of the Company issued on exercise of warrants granted pursuant to the Warrant Agreement, and (iv) any shares of Common Stock issued or issuable with respect to any shares described in the foregoing clauses (i) - (iii) by way of a stock dividend or stock split or in exchange for or upon conversion of such shares or otherwise in connection with a combination of shares, distribution, recapitalization, merger, consolidation, other reorganization or other similar event with respect to the Common Stock, and (iv) any outstanding shares of Common Stock or any other equity security (including shares of Common Stock issued or issuable upon the exercise of any such equity security) of the Company held by Cowen or Chardan as of the date of this 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 any of the securities described in the foregoing clauses (i) - (iv). 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) such securities are freely saleable under Rule 144 without volume limitations. View More
Registrable Securities. The (i) Shares issuable upon execution and delivery of the Subscription Agreement and (ii) the Warrant Shares
Registrable Securities. Means, collectively, the Shares and any other securities issued or issuable with respect to or in exchange for the Shares, whether by merger, charter amendment or otherwise; provided that a security shall cease to be a Registrable Security upon (A) a sale pursuant to a Registration Statement or Rule 144 under the Securities Act (in which case, only such security sold by the Investor shall cease to be a Registrable Security); or (B) becoming eligible for sale without restrictions or limitation... by the applicable Investor pursuant to Rule 144 and without the requirement to be in compliance with Rule 144(c)(1) (but only if such shares are permitted to be unlegended under Section 7.2). View More
Registrable Securities. The shares of EdgePoint Common Stock included in a Unit, the Warrants included in a Unit and the shares of EdgePoint Common Stock and the Company's Common Stock that may be issued upon conversion of the Notes and exercise of the Warrants included in a Unit together with any securities issued or issuable upon any stock split, dividend or other distribution, recapitalization or similar event, or any Note conversion rate or Warrant exercise price adjustment with respect thereto.
Registrable Securities. Means, as of any date of determination, (a) any Common Stock, including any Common Stock issued to the Investors pursuant to the conversion of any shares of Preferred Stock, and (b) any securities issued as (or issuable upon the conversion or exercise of any warrant, right or other security that is issued as) a dividend or stock split, or pursuant to a merger, recapitalization or other distribution with respect to, or in exchange for, or in replacement of, the securities referenced in clause... (a) above; provided that the term "Registrable Securities" shall exclude in all cases any securities (i) that shall have ceased to be outstanding; (ii) that are sold pursuant to an effective registration statement under the 1933 Act or publicly resold in compliance with Rule 144; (iii) in the case of an Investor, all shares of Common Stock held by such Investor, on an as converted basis, which are Freely Tradable; or (iv) that have been sold in a private transaction in which the transferor's rights under this Agreement are not assigned to the transferee of the securities. View More
Registrable Securities. (i) any Common Stock issuable or issued upon conversion of the Series B Preferred Stock, Series C Preferred Stock or Series D Preferred Stock and (ii) any Common Stock issued as a dividend or other distribution with respect to or in exchange for or in replacement of the shares referenced in (i) above. Notwithstanding the foregoing, "Registrable Securities" shall exclude any Registrable Securities sold by a person in a transaction in which rights are not assigned in accordance with this... Agreement or any Registrable Securities sold in a public offering, whether sold pursuant to Rule 144 promulgated under the Securities Act, or in a registered offering, or otherwise. View More
Registrable Securities. The 9,644,792 Shares held by Glaxo as of the date hereof and for which the Notes will be exchanged upon exercise by holders of the Notes of their rights under the Notes to exchange such Notes for Shares, together with any shares of the Company issued or issuable with respect to the Shares as a result of any share sub-division, share capitalization, recapitalization, exchange or similar event or otherwise
Registrable Securities. Collectively, the Sponsor Registrable Securities and the Non-Sponsor Registrable Securities
Registrable Securities. Means (a) the Class A Common Units issuable or issued upon conversion of the Preferred Units; (b) any Class A Common Units, or any Class A Common Units issued or issuable (directly or indirectly) upon conversion and/or exercise of any other securities of the Company, acquired by the Investors after the date hereof; (c) any Class A Common Units 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 Class A Common Units referenced in clauses (a) and (b) above (including without limitation, any common equity securities issued or issuable in connection with a combination of securities, recapitalization, merger, consolidation or reorganization of the Company as a corporation as set forth in Article 8 of the LLC Agreement or any other reorganization); 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 6.1, and excluding for purposes of Section 2 any Class A Common Units for which registration rights have terminated pursuant to Section 2.13 of this Agreement. View More
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