Registrable Securities

Registrable Securities. The Initial Registrable Securities and the Additional Registrable Securities; provided, that any such Registrable Securities shall cease to be Registrable Securities to the extent: (i) a Registration Statement with respect to the sale of such Registrable Securities has become effective under the 1933 Act and such Registrable Securities have been disposed of pursuant to such Registration Statement; (ii) such Registrable Securities are able to be sold pursuant to Rule 144 without regard to the... volume and manner of sale limitations contained thereunder and without the Company's requirement to comply with Rule 144(c)(1); (iii) such Registrable Securities shall have been otherwise transferred and no longer bear a legend restricting transfer under the 1933 Act, and may be resold without registration under the 1933 Act; or (iv) such Registrable Securities cease to be outstanding View More

Registrable Securities. Means (i) all shares of Common Stock held by any of the Investors as of the date hereof, (ii) the Conversion Shares and (iii) any capital stock of the Company issued or issuable with respect to such shares of Common Stock and the Conversion Shares, including, without limitation, as a result of any share split, share dividend, recapitalization, exchange or similar event or otherwise, without regard to any limitations on or conversion of the Series E Preferred Stock or the Series G Preferred... Stock. View More

Registrable Securities. Means (i) the Common Stock previously issued to the Shareholder or issued to the Shareholder pursuant to the Amended Agreement, and (ii) any securities issued or issuable with respect to the Common Stock referred to in clause (i) by way of replacement, share dividend, share split or in connection with a combination of shares, recapitalization, merger, consolidation or other reorganization.

Registrable Securities. Means (a) (i) the 15,000,000 shares of Common Stock to be issued to Investor pursuant to the Purchase Agreement and (ii) any shares of Common Stock issued or issuable upon exercise of the Warrant; and (b) any shares of Common Stock or other securities of the Company issued or issuable with respect to any shares described in subsection (a) 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. View More

Registrable Securities. Means the Shares; provided, however, that Registrable Securities shall not include: (i) any Shares that have been registered under the Securities Act and disposed of pursuant to an effective Registration Statement, (ii) any Shares that are sold or disposed of in accordance with Rule 144 under the Securities Act, (iii) any Shares that become eligible for sale pursuant to Rule 144 without volume or manner-of-sale restrictions and without the requirement for the Company to be in compliance with... the current public information requirement under Rule 144(c)(1), as set forth in a written opinion letter to such effect, addressed, delivered and reasonably acceptable to the applicable transfer agent, (iv) Shares that are otherwise transferred, or (v) any Shares have ceased to be outstanding (whether as a result of repurchase and cancellation, or otherwise). View More

Registrable Securities. Means the Common Stock issued to the Initial Holders pursuant to the Share Exchange Agreement and any other securities issued or issuable with respect to such Common Stock by way of a stock dividend or stock split or in connection with a combination of shares, recapitalization, merger, consolidation or reorganization; provided, that any Registrable Security will cease to be a Registrable Security when (a) a registration statement covering such Registrable Security has become effective, or has... been declared effective by the SEC, and it has been disposed of pursuant to such effective registration statement; (b) it is sold under circumstances in which all of the applicable conditions of Rule 144 (or any similar provisions then in force) under the Securities Act are met and the transferee thereof does not receive restricted securities as defined in Rule 144; (c) it shall have ceased to be outstanding whether as a result of repurchase and cancellation, conversion or otherwise; or (d) it is held by a Person that is not a Holder in accordance with the provisos to the definition of Holder provided for herein View More

Registrable Securities. Means (a) the Common Stock issuable or issued upon conversion of shares of the Preferred Stock held by the Investors (excluding any Common Stock issued upon conversion of the Series A Preferred Stock pursuant to the "Special Mandatory Conversion" provisions of the Restated Certificate), (b) the Common Stock held by Shire and (c) 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 (a); 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 7.1, and excluding for purposes of Section 3 any shares for which registration rights have terminated pursuant to Section 6.2 of this Agreement. Notwithstanding the foregoing, the Company shall in no event be obligated to register any Preferred Stock of the Company, and Holders of Registrable Securities will not be required to convert their Preferred Stock into Common Stock in order to exercise the registration rights granted hereunder, until immediately before the closing of the offering to which the registration relates. "Registrable Securities then outstanding" means the number of shares determined by adding the number of shares of outstanding Common Stock that are Registrable Securities and the number of shares of Common Stock issuable (directly or indirectly) pursuant to then exercisable and/or convertible securities that are Registrable Securities. View More

Registrable Securities. Means (i) the Common Stock issuable or issued upon conversion of the Viking Convertible Note, or upon conversion of any Derivative Securities issuable or issued upon conversion of the Viking Convertible Note; provided, however, that prior to the conversion of the Viking Convertible Note, such Common Stock or Derivative Securities issuable upon conversion thereof shall not be deemed Registrable Securities for purposes of Subsection 7.6; (ii) the Common Stock issuable or issued upon conversion of... the Series Mezzanine Preferred Stock; (iii) the Key Holder Registrable Securities, provided, however, that such Key Holder Registrable Securities shall not be deemed Registrable Securities and the Key Holders shall not be deemed Holders for the purposes of Subsections 2.1 (and any other applicable Section or Subsection with respect to registrations under Subsection 2.1), 2.12, 3.1, 3.2, 4.1 and 7.6; and (iv) 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 (ii) or (iii) above; 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 Subsection 7.1, and excluding for purposes of Section 2 any shares for which registration rights have terminated pursuant to Subsection 2.13 of this Agreement. With respect to the Viking Convertible Note: (i) at any time prior to the conversion of the Viking Convertible Note, the number of Registrable Securities with respect thereto shall be calculated assuming that the holder thereof is permitted to convert the Viking Convertible Note pursuant to a Maturity Date Conversion (as defined therein) as of the date of such calculation; and (ii) at any time after conversion of the Viking Convertible Note, the number of Registrable Securities with respect thereto shall be calculated based on the actual number of shares of Common Stock or Derivative Securities issued upon conversion of the Viking Convertible Note. View More

Registrable Securities. Means the Securities; provided, however, that such Securities shall not be Registrable Securities if as of the applicable date of determination (i) such Securities have ceased to be outstanding; (ii) in the circumstances contemplated by Section 2(a), a registration statement registering such Securities under the Securities Act has been declared or becomes effective and such Securities have been sold or otherwise transferred or disposed of by the Holder thereof pursuant to such effective... registration statement; or (iii) Securities that have been transferred or sold in a transaction in which the Company delivered a new security in place of the Securities and such new security (x) is not subject to transfer restrictions under the Securities Act, (y) does not bear a restrictive legend and (z) is assigned an unrestricted CUSIP View More

Registrable Securities. (i) the Shares, and any shares of capital stock of the Company into which the Shares are convertible or exercisable, (ii) any Common Stock issued or issuable at any time or from time-to-time in respect of the Shares upon a stock split, stock dividend, recapitalization, exchange or other similar event involving the Company, and (iii) the Additional Shares (as defined in Section 2(a), below).