Common use of DESCRIPTION OF WARRANTS Clause in Contracts

DESCRIPTION OF WARRANTS. The following description, together with the additional information we include in any applicable prospectus supplement or free writing prospectus, summarizes the material terms and provisions of the warrants that we may offer under this prospectus, which may consist of warrants to purchase common stock, preferred stock and/or debt securities in one or more series. Warrants may be offered independently or together with common stock, preferred stock and/or debt securities offered by any prospectus supplement or free writing prospectus, and may be attached to or separate from those securities. While the terms we have summarized below will generally apply to any future warrants we may offer under this prospectus, we will describe the particular terms of any warrants that we may offer in more detail in the applicable prospectus supplement or free writing prospectus. The terms of any warrants we offer under a prospectus supplement or free writing prospectus may differ from the terms we describe below. We may issue the warrants under a warrant agreement which we may enter into with a warrant agent to be selected by us. We use the term “warrant agreement” to refer to any of these warrant agreements. We use the term “warrant agent” to refer to the warrant agent under any of these warrant agreements. The warrant agent will act solely as an agent of ours in connection with the warrants and will not act as an agent for the holders or beneficial owners of the warrants. The following summaries of material provisions of the warrants and the warrant agreements are subject to, and qualified in their entirety by reference to, all the provisions of the warrant agreement applicable to a particular series of warrants. We urge you to read the applicable prospectus supplement or free writing prospectus related to the warrants that we sell under this prospectus, as well as the complete warrant agreements that contain the terms of the warrants.

DESCRIPTION OF WARRANTS. The following description, together with the additional information we may include in any applicable prospectus supplement or and in any related free writing prospectusprospectus that we may authorize to be distributed to you, summarizes the material terms and provisions of the warrants that we may offer under this prospectus, which may consist of warrants to purchase common stock, preferred stock and/or or debt securities and may be issued in one or more series. Warrants may be offered independently or together in combination with common stock, preferred stock and/or or debt securities offered by any prospectus supplement or free writing prospectus, and may be attached to or separate from those securitiessupplement. While the terms we have summarized below will apply generally apply to any future warrants that we may offer under this prospectus, we will describe the particular terms of any series of warrants that we may offer in more detail in the applicable prospectus supplement or free writing prospectussupplement. The following description of warrants will apply to the warrants offered by this prospectus unless we provide otherwise in the applicable prospectus supplement. The applicable prospectus supplement for a particular series of warrants may specify different or additional terms. We have filed forms of the warrant agreements and forms of warrant certificates listing the terms of any the warrants that may be offered as exhibits to the registration statement of which this prospectus is a part. We will file as exhibits to the registration statement of which this prospectus is a part, or will incorporate by reference from reports that we file with the SEC, the form of warrant or the warrant agreement and warrant certificate, as applicable, that contain the terms of the particular series of warrants we offer under a prospectus supplement or free writing prospectus may differ from are offering, as well as any supplemental agreements, before the terms we describe below. We may issue the warrants under a warrant agreement which we may enter into with a warrant agent to be selected by us. We use the term “warrant agreement” to refer to any issuance of these warrant agreements. We use the term “warrant agent” to refer to the warrant agent under any of these warrant agreements. The warrant agent will act solely as an agent of ours in connection with the warrants and will not act as an agent for the holders or beneficial owners of the such warrants. The following summaries of material terms and provisions of the warrants and the warrant agreements are subject to, and qualified in their entirety by reference to, all the provisions of the form of warrant or the warrant agreement and warrant certificate, as applicable, and any supplemental agreements applicable to a particular series of warrantswarrants that we may offer under this prospectus. We urge you to read the applicable prospectus supplement or free writing prospectus related to the particular series of warrants that we sell may offer under this prospectus, as well as any related free writing prospectus, and the complete form of warrant agreements or the warrant agreement and warrant certificate, as applicable, and any supplemental agreements, that contain list the terms of the warrants.

DESCRIPTION OF WARRANTS. The following description, together with describes the additional information we include in any applicable prospectus supplement or free writing prospectus, summarizes the material general terms and provisions of the warrants that we may offer. When we offer under to sell particular warrants, we will describe the specific terms of any warrants offered from time to time in a supplement to this prospectus, which may consist supplement or change the terms outlined below. We may issue warrants for the purchase of common stock, preferred stock, debt securities, additional warrants, units or any combination thereof. We may issue warrants independently or together with common stock, preferred stock, debt securities or units and the warrants may be attached to or separate from these securities. We will evidence warrants by warrant certificates that we may issue under a separate agreement. We may enter into the warrant agreement with a warrant agent. We will indicate the name and address of any such warrant agent in the applicable prospectus supplement relating to particular warrants. Before we issue any warrants, the forms of warrant agreement, if any, and warrant certificates will be filed with the SEC and incorporated by reference as exhibits to the registration statement of which this prospectus is a part or as exhibits to a current report on Form 8-K. For the complete terms of the warrants, you should refer to the applicable prospectus supplement and the forms of warrant agreement, if any, and warrant certificate for those particular warrants. We encourage you to read the applicable prospectus supplement and the forms of warrant agreement, if any, and warrant certificate for those particular warrants before you purchase any of our warrants. If we offer warrants, we will describe the specific terms of the warrants in a prospectus supplement, including: the offering price and aggregate number of warrants offered; the currency for which the warrants may be purchased; if applicable, the designation and terms of the securities with which the warrants are issued and the number of warrants issued with each such security or each principal amount of such security; if applicable, the date on and after which the warrants and the related securities will be separately transferable; in the case of warrants to purchase debt securities, the principal amount of debt securities purchasable upon exercise of one warrant and the price at, and currency, in which, this principal amount of debt securities may be purchased upon such exercise; in the case of warrants to purchase common stock, preferred stock and/or debt securities in one stock, units or more series. Warrants may be offered independently or together with additional warrants, the number of shares of common stock, shares of preferred stock and/or debt stock, units or additional warrants purchasable upon the exercise of one warrant and the price at which these securities offered by any prospectus supplement or free writing prospectus, and may be attached to purchased upon such exercise; the effect of any merger, consolidation, sale or separate from those securities. While other disposition of our business on the terms we have summarized below will generally apply to any future warrants we may offer under this prospectus, we will describe warrants; the particular terms of any warrants that we may offer in more detail rights to redeem or call the warrants; any provisions for changes to or adjustments in the applicable prospectus supplement exercise price or free writing prospectus. The terms number of any warrants we offer under a prospectus supplement or free writing prospectus may differ from the terms we describe below. We may issue the warrants under a warrant agreement which we may enter into with a warrant agent to be selected by us. We use the term “warrant agreement” to refer to any of these warrant agreements. We use the term “warrant agent” to refer to the warrant agent under any of these warrant agreements. The warrant agent will act solely as an agent of ours in connection with the warrants and will not act as an agent for the holders or beneficial owners securities issuable upon exercise of the warrants. The following summaries of material provisions of ; the dates on which the right to exercise the warrants will commence and expire; the manner in which the warrant agreements are subject toagreement, if any, and qualified in their entirety by reference to, all the provisions of the warrant agreement applicable to a particular series of warrants. We urge you to read the applicable prospectus supplement or free writing prospectus related to the warrants that we sell under this prospectus, as well as the complete warrant agreements that contain may be modified; the terms of the securities issuable upon exercise of the warrants; and any other specific terms, preferences, rights or limitations of or restrictions on the warrants.

DESCRIPTION OF WARRANTS. The following description, together with the additional information we may include in any applicable prospectus supplement or related free writing prospectus, summarizes the material terms and provisions of the warrants that we may offer under this prospectus, which may consist of warrants to purchase common stock, preferred stock and/or or debt securities and may be issued in one or more series. Warrants may be offered issued independently or together with common stock, preferred stock and/or or debt securities offered by any prospectus supplement or free writing prospectussupplement, and may be attached to or separate from those securities. While the terms we have summarized below will apply generally apply to any future warrants that we may offer under this prospectus, we will describe the particular terms of any series of warrants that we may offer in more detail in the applicable prospectus supplement or and any applicable free writing prospectus. The terms of any warrants we offer offered under a prospectus supplement or free writing prospectus may differ from the terms we describe described below. We may issue However, no prospectus supplement or related free writing prospectus will fundamentally change the warrants under terms that are set forth in this prospectus or offer a warrant agreement which we may enter into with a warrant agent to be selected by ussecurity that is not registered and described in this prospectus at the time of its effectiveness. We use have filed forms of the term “warrant agreements as exhibits to the registration statement of which this prospectus is a part. We will file as exhibits to the registration statement of which this prospectus is a part, or will incorporate by reference from reports that we file with the SEC, the form of warrant agreement” to refer to any , if any, including a form of these warrant agreements. We use certificate, that describes the term “warrant agent” to refer to the warrant agent under any of these warrant agreements. The warrant agent will act solely as an agent of ours in connection with the warrants and will not act as an agent for the holders or beneficial owners terms of the warrantsparticular series of warrants we are offering. The following summaries of material provisions of the warrants and the warrant agreements are subject to, and qualified in their entirety by reference to, all the provisions of the warrant agreement and warrant certificate applicable to a the particular series of warrantswarrants that we may offer under this prospectus. We urge you to read the applicable prospectus supplement or free writing prospectus supplements related to the particular series of warrants that we sell may offer under this prospectus, as well as any related free writing prospectuses, and the complete warrant agreements and warrant certificates that contain the terms of the warrants.

DESCRIPTION OF WARRANTS. References to “us,” “our,” “we” and the “Company” in this section refer to Rani Therapeutics Holdings, Inc. only. The following description, together with the additional information we may include in any applicable prospectus supplement or and free writing prospectus, summarizes the material terms and provisions of the warrants that we may offer under this prospectus, which may consist of warrants to purchase Class A common stock, preferred stock and/or or debt securities and may be issued in one or more series. Warrants may be offered independently or together in combination with Class A common stock, preferred stock and/or or debt securities offered by any prospectus supplement or free writing prospectus, and may be attached to or separate from those securitiessupplement. While the terms we have summarized below will apply generally apply to any future warrants that we may offer under this prospectus, we will describe the particular terms of any series of warrants that we may offer in more detail in the applicable prospectus supplement or free writing prospectussupplement. The following description of warrants will apply to the warrants offered by this prospectus unless we provide otherwise in the applicable prospectus supplement. The applicable prospectus supplement for a particular series of warrants may specify different or additional terms. We have filed forms of the warrant agreements and forms of warrant certificates containing the terms of any the warrants that may be offered as exhibits to the registration statement of which this prospectus is a part. We will file as exhibits to the registration statement of which this prospectus is a part, or will incorporate by reference from reports that we file with the SEC, the form of warrant and/or the warrant agreement and warrant certificate, as applicable, that contain the terms of the particular series of warrants we offer under a prospectus supplement or free writing prospectus may differ from are offering, and any supplemental agreements, before the terms we describe below. We may issue the warrants under a warrant agreement which we may enter into with a warrant agent to be selected by us. We use the term “warrant agreement” to refer to any issuance of these warrant agreements. We use the term “warrant agent” to refer to the warrant agent under any of these warrant agreements. The warrant agent will act solely as an agent of ours in connection with the warrants and will not act as an agent for the holders or beneficial owners of the such warrants. The following summaries of material terms and provisions of the warrants and the warrant agreements are subject to, and qualified in their entirety by reference to, all the provisions of the form of warrant and/or the warrant agreement and warrant certificate, as applicable, and any supplemental agreements applicable to a particular series of warrantswarrants that we may offer under this prospectus. We urge you to read the applicable prospectus supplement or free writing prospectus related to the particular series of warrants that we sell may offer under this prospectus, as well as any related free writing prospectus, and the complete form of warrant agreements and/or the warrant agreement and warrant certificate, as applicable, and any supplemental agreements, that contain the terms of the warrants.

DESCRIPTION OF WARRANTS. The following description, together with the additional information we may include in any applicable prospectus supplement or related free writing prospectus, summarizes the material terms and provisions of the warrants that we may offer under this prospectus, which may consist of warrants to purchase common stock, preferred stock and/or or debt securities securities, or a combination thereof, and may be issued in one or more series. Warrants may be offered issued independently or together with common stock, preferred stock and/or or debt securities offered by any prospectus supplement or free writing prospectussupplement, and may be attached to or separate from those securities. While the terms we have summarized below will apply generally apply to any future warrants that we may offer under this prospectus, we will describe the particular terms of any series of warrants that we may offer in more detail in the applicable prospectus supplement or and any applicable free writing prospectus. The terms of any warrants we offer offered under a prospectus supplement or free writing prospectus may differ from the terms we describe described below. We may issue However, no prospectus supplement or related free writing prospectus will fundamentally change the warrants under terms that are set forth in this prospectus or offer a warrant agreement which we may enter into with a warrant agent to be selected by ussecurity that is not registered and described in this prospectus at the time of its effectiveness. We use will file as exhibits to the term “registration statement of which this prospectus is a part, or will incorporate by reference from reports that we file with the SEC, the form of warrant agreement” to refer to any , if any, or a form of these warrant agreements. We use warrant, that describes the term “warrant agent” to refer to the warrant agent under any of these warrant agreements. The warrant agent will act solely as an agent of ours in connection with the warrants and will not act as an agent for the holders or beneficial owners terms of the warrantsparticular series of warrants we are offering. The following summaries of material provisions of the warrants and the warrant agreements are subject to, and qualified in their entirety by reference to, all the provisions of the warrant agreement and warrant applicable to a the particular series of warrantswarrants that we may offer under this prospectus. We urge you to read the applicable prospectus supplement or free writing prospectus supplements related to the particular series of warrants that we sell may offer under this prospectus, as well as any related free writing prospectuses, and the complete warrant agreements agreement or the form of warrant that contain contains the terms of the warrants.

DESCRIPTION OF WARRANTS. The following description, together with the additional information that we include in any applicable prospectus supplement or and in any related free writing prospectusprospectus that we may authorize to be distributed to you, summarizes the material terms and provisions of the warrants that we may offer under this prospectus, which may consist of warrants to purchase common stock, preferred stock and/or debt securities be issued in one or more series. Warrants may be offered independently or together in combination with common stock, preferred stock and/or debt other securities offered by any prospectus supplement or free writing prospectus, and may be attached to or separate from those securitiessupplement. While the terms we have summarized below will apply generally apply to any future warrants that we may offer under this prospectus, we will describe the particular terms of any series of warrants that we may offer in more detail in the applicable prospectus supplement or free writing prospectussupplement. The terms following description of any warrants will apply to the warrants offered by this prospectus unless we offer under a provide otherwise in the applicable prospectus supplement. The applicable prospectus supplement for a particular series of warrants may specify different or free writing additional terms. Any warrants issued under this prospectus may differ from the terms we describe belowbe evidenced by warrant certificates. We Warrants also may issue the warrants be issued under a an applicable warrant agreement which that we may enter into with a warrant agent to be selected by usagent. We use will indicate the term “name and address of the warrant agreement” agent, if applicable, in the prospectus supplement relating to refer to any the particular series of these warrant agreementswarrants being offered. We use the term “warrant agent” to refer will file as exhibits to the warrant agent under any registration statement of these warrant agreements. The warrant agent which this prospectus is a part, or will act solely as an agent of ours in connection incorporate by reference from reports that we file with the warrants SEC, the form of warrant and/or the warrant agreement and will not act warrant certificate, as an agent for applicable, that contain the holders or beneficial owners terms of the particular series of warrants we are offering, and any supplemental agreements, before the issuance of such warrants. The following summaries of description summarizes the material terms and provisions of the warrants and the warrant agreements are is subject to, and qualified in their its entirety by reference to, all the provisions of the form of warrant and/or the warrant agreement and warrant certificate, as applicable, and any supplemental agreements applicable to a particular series of warrantswarrants that we may offer under this prospectus. We urge you to read the applicable prospectus supplement or free writing prospectus related to the particular series of warrants that we sell may offer under this prospectus, as well as any related free writing prospectuses, and the complete form of warrant agreements and/or the warrant agreement and warrant certificate, as applicable, and any supplemental agreements, that contain the terms of the warrants.

DESCRIPTION OF WARRANTS. The following description, together with the additional information we may include in any applicable prospectus supplement or and free writing prospectus, summarizes the material terms and provisions of the warrants that we may offer under this prospectus, which may consist of warrants to purchase Class A common stock, preferred stock and/or or debt securities and may be issued in one or more series. Warrants may be offered independently or together in combination with Class A common stock, preferred stock and/or or debt securities offered by any prospectus supplement or free writing prospectus, and may be attached to or separate from those securitiessupplement. While the terms we have summarized below will apply generally apply to any future warrants that we may offer under this prospectus, we will describe the particular terms of any series of warrants that we may offer in more detail in the applicable prospectus supplement or free writing prospectussupplement. The following description of warrants will apply to the warrants offered by this prospectus unless we provide otherwise in the applicable prospectus supplement. The applicable prospectus supplement for a particular series of warrants may specify different or additional terms. We have filed forms of the warrant agreements and forms of warrant certificates containing the terms of any the warrants that may be offered as exhibits to the registration statement of which this prospectus is a part. We will file as exhibits to the registration statement of which this prospectus is a part, or will incorporate by reference from reports that we file with the SEC, the form of warrant and/or the warrant agreement and warrant certificate, as applicable, that contain the terms of the particular series of warrants we offer under a prospectus supplement or free writing prospectus may differ from are offering, and any supplemental agreements, before the terms we describe below. We may issue the warrants under a warrant agreement which we may enter into with a warrant agent to be selected by us. We use the term “warrant agreement” to refer to any issuance of these warrant agreements. We use the term “warrant agent” to refer to the warrant agent under any of these warrant agreements. The warrant agent will act solely as an agent of ours in connection with the warrants and will not act as an agent for the holders or beneficial owners of the such warrants. The following summaries of material terms and provisions of the warrants and the warrant agreements are subject to, and qualified in their entirety by reference to, all the provisions of the form of warrant and/or the warrant agreement and warrant certificate, as applicable, and any supplemental agreements applicable to a particular series of warrantswarrants that we may offer under this prospectus. We urge you to read the applicable prospectus supplement or free writing prospectus related to the particular series of warrants that we sell may offer under this prospectus, as well as any related free writing prospectus, and the complete form of warrant agreements and/or the warrant agreement and warrant certificate, as applicable, and any supplemental agreements, that contain the terms of the warrants.

DESCRIPTION OF WARRANTS. The following description, together with the additional information we may include in any applicable prospectus supplement or supplements and free writing prospectusprospectuses, summarizes the material terms and provisions of the warrants that we may offer under this prospectus, which may consist of warrants to purchase common stock, preferred stock and/or or debt securities and may be issued in one or more series. Warrants may be offered issued independently or together with common stock, preferred stock and/or or debt securities offered by any prospectus supplement or free writing prospectussupplement, and may be attached to or separate from those securities. While the terms we have summarized below will apply generally apply to any future warrants that we may offer under this prospectus, we will describe the particular terms of any series of warrants that we may offer in more detail in the applicable prospectus supplement or and any applicable free writing prospectus. The terms of any warrants we offer offered under a prospectus supplement or free writing prospectus may differ from the terms we describe described below. We may issue However, no prospectus supplement will fundamentally change the warrants under terms that are set forth in this prospectus or offer a warrant agreement which we may enter into with a warrant agent to be selected by ussecurity that is not registered and described in this prospectus at the time of its effectiveness. We use have filed forms of the term “warrant agreements as exhibits to the registration statement of which this prospectus is a part. We will file as exhibits to the registration statement of which this prospectus is a part, or will incorporate by reference from reports that we file with the SEC, the form of warrant agreement” to refer to any , if any, including a form of these warrant agreements. We use certificate, that describes the term “warrant agent” to refer to the warrant agent under any of these warrant agreements. The warrant agent will act solely as an agent of ours in connection with the warrants and will not act as an agent for the holders or beneficial owners terms of the warrantsparticular series of warrants we are offering. The following summaries of material provisions of the warrants and the warrant agreements are subject to, and qualified in their entirety by reference to, all the provisions of the warrant agreement and warrant certificate applicable to a the particular series of warrantswarrants that we may offer under this prospectus. We urge you to read the applicable prospectus supplement or free writing prospectus supplements related to the particular series of warrants that we sell may offer under this prospectus, as well as any related free writing prospectuses, and the complete warrant agreements and warrant certificates that contain the terms of the warrants.

DESCRIPTION OF WARRANTS. The following description, together with the additional information we may include in any applicable prospectus supplement or supplements and free writing prospectusprospectuses, summarizes the material terms and provisions of the warrants that we may offer under this prospectus, which may consist of warrants to purchase common stock, preferred stock and/or or debt securities and may be issued in one or more series. Warrants may be offered issued independently or together with common stock, preferred stock and/or or debt securities offered by any prospectus supplement or free writing prospectussupplement, and may be attached to or separate from those securities. While the terms we have summarized below will apply generally apply to any future warrants that we may offer under this prospectus, we will describe the particular terms of any series of warrants that we may offer in more detail in the applicable prospectus supplement or and any applicable free writing prospectus. The terms of any warrants we offer offered under a prospectus supplement or free writing prospectus may differ from the terms we describe described below. We may issue However, no prospectus supplement will fundamentally change the warrants under terms that are set forth in this prospectus or offer a warrant agreement which we may enter into with a warrant agent to be selected by ussecurity that is not registered and described in this prospectus at the time of its effectiveness. We use will file as exhibits to the term “registration statement of which this prospectus is a part, or will incorporate by reference from reports that we file with the SEC, the form of warrant agreement” to refer to any , if any, including a form of these warrant agreements. We use certificate, that describes the term “warrant agent” to refer to the warrant agent under any of these warrant agreements. The warrant agent will act solely as an agent of ours in connection with the warrants and will not act as an agent for the holders or beneficial owners terms of the warrantsparticular series of warrants we are offering. The following summaries of material provisions of the warrants and the warrant agreements are subject to, and qualified in their entirety by reference to, all the provisions of the warrant agreement and warrant certificate applicable to a the particular series of warrantswarrants that we may offer under this prospectus. We urge you to read the applicable prospectus supplement or free writing prospectus supplements related to the particular series of warrants that we sell may offer under this prospectus, as well as any related free writing prospectuses, and the complete warrant agreements and warrant certificates that contain the terms of the warrants.

DESCRIPTION OF WARRANTS. Warrants As of April 20, 2020, we had warrants outstanding to purchase an aggregate of 5,771,564 shares of our common stock that have a weighted average exercise price of $2.04 and expire between March 10, 2021 and November 26, 2023. We may issue warrants for the purchase of common stock or preferred stock. We may issue warrants independently or in combination with common stock or preferred stock. In this prospectus, we have summarized certain general features of the warrants. We urge you, however, to read the applicable prospectus supplement (and any related free writing prospectus that we may authorize to be provided to you) related to the particular series of warrants being offered, as well as any warrant agreements and warrant certificates that contain the terms of the warrants. We will file as exhibits to the registration statement of which this prospectus is a part, or will incorporate by reference from reports that we file with the SEC, the form of warrant and/or the warrant agreement and warrant certificate, as applicable, that contain the terms of the particular series of warrants we are offering, and any supplemental agreements, before the issuance of such warrants. Any warrants issued under this prospectus may be evidenced by warrant certificates. Warrants also may be issued under an applicable warrant agreement that we enter into with a warrant agent. We will indicate the name and address of the warrant agent, if applicable, in the prospectus supplement relating to the particular series of warrants being offered. The following description, together with the additional information that we include in any applicable prospectus supplement or and in any related free writing prospectusprospectus that we may authorize to be distributed to you, summarizes the material terms and provisions of the warrants that we may offer under this prospectus, which may consist of warrants to purchase common stock, preferred stock and/or debt securities be issued in one or more series. Warrants may be offered independently or together with common stock, preferred stock and/or debt securities offered by any prospectus supplement or free writing prospectus, and may be attached to or separate from those securities. While the terms we have summarized below will apply generally apply to any future warrants that we may offer under this prospectus, we will describe the particular terms of any series of warrants that we may offer in more detail in the applicable prospectus supplement or free writing prospectus. The terms of and in any warrants we offer under a prospectus supplement or related free writing prospectus that we may differ authorize to be distributed to you. The following description of warrants will apply to the warrants offered by this prospectus unless we provide otherwise in the applicable prospectus supplement. The applicable prospectus supplement for a particular series of warrants may specify different or additional terms. We will file as exhibits to the registration statement of which this prospectus is a part, or will incorporate by reference from reports that we file with the SEC, the form of warrant and/or the warrant agreement and warrant certificate, as applicable, that contain the terms we describe below. We may issue the warrants under a warrant agreement which we may enter into with a warrant agent to be selected by us. We use the term “warrant agreement” to refer to any of these warrant agreements. We use the term “warrant agent” to refer to the warrant agent under any of these warrant agreements. The warrant agent will act solely as an agent of ours in connection with the warrants and will not act as an agent for the holders or beneficial owners of the particular series of warrants we are offering, and any supplemental agreements, before the issuance of such warrants. The following summaries of material provisions of the warrants summary below and the warrant agreements are subject to, and that contained in any prospectus supplement is qualified in their its entirety by reference to, to all of the provisions of the warrant and/or the warrant agreement and warrant certificate, as applicable, applicable to a particular series of warrantsdebt securities. We urge you to read the applicable prospectus supplement or supplements and any related free writing prospectus prospectuses related to the warrants that we sell may offer under this prospectus, as well as the complete warrant agreements and/or the warrant agreement and warrant certificate, as applicable, that contain contains the terms of the warrants.

DESCRIPTION OF WARRANTS. The following description, together with the additional information we may include in any applicable prospectus supplement or supplements and free writing prospectusprospectuses, summarizes the material terms and provisions of the warrants that we may offer under this prospectus, which may consist of warrants to purchase common stock, preferred stock and/or stock, and debt securities securities, and may be issued in one or more series. Warrants may be offered issued independently or together with common stock, preferred stock and/or stock, or debt securities offered by any prospectus supplement or free writing prospectussupplement, and may be attached to or separate from those securities. While the terms we have summarized below will apply generally apply to any future warrants that we may offer under this prospectus, we will describe the particular terms of any series of warrants that we may offer in more detail in the any applicable prospectus supplement or and any free writing prospectus. The terms of any warrants we offer offered under a any applicable prospectus supplement or free writing prospectus may differ from the terms we describe described below. We may issue However, no prospectus supplement will fundamentally change the warrants under terms that are set forth in this prospectus or offer a warrant agreement which we may enter into with a warrant agent to be selected by ussecurity that is not registered and described in this prospectus at the time of its effectiveness. We use have filed forms of the term “warrant agreements and forms of warrant certificates as exhibits to the registration statement of which this prospectus is a part. We will file as an exhibit to the registration statement of which this prospectus is a part, or will incorporate by reference from reports that we file with the SEC, the form of warrant agreement” to refer to any , if any, including a form of these warrant agreements. We use certificate, that describes the term “warrant agent” to refer to the warrant agent under any of these warrant agreements. The warrant agent will act solely as an agent of ours in connection with the warrants and will not act as an agent for the holders or beneficial owners terms of the warrantsparticular series of warrants we are offering. The following summaries of material provisions of the warrants and the warrant agreements are subject to, and qualified in their entirety by reference to, all the provisions of the warrant agreement and warrant certificate applicable to a the particular series of warrantswarrants that we may offer under this prospectus. We urge you to read the any applicable prospectus supplement or free writing prospectus supplements related to the particular series of warrants that we sell may offer under this prospectus, as well as any related free writing prospectuses, and the complete warrant agreements and warrant certificates that contain the terms of the warrants.

DESCRIPTION OF WARRANTS. The following description, together with the additional information we may include in any applicable prospectus supplement or and free writing prospectus, summarizes the material terms and provisions of the warrants that we may offer under this prospectus, which may consist of warrants to purchase common stock, preferred stock and/or or debt securities and may be issued in one or more series. Warrants may be offered independently or together in combination with common stock, preferred stock and/or or debt securities offered by any prospectus supplement or free writing prospectus, and may be attached to or separate from those securitiessupplement. While the terms we have summarized below will apply generally apply to any future warrants that we may offer under this prospectus, we will describe the particular terms of any series of warrants that we may offer in more detail in the applicable prospectus supplement or free writing prospectussupplement. The following description of warrants will apply to the warrants offered by this prospectus unless we provide otherwise in the applicable prospectus supplement. The applicable prospectus supplement for a particular series of warrants may specify different or additional terms. We have filed forms of the warrant agreements and forms of warrant certificates containing the terms of any the warrants that may be offered as exhibits to the registration statement of which this prospectus is a part. We will file as exhibits to the registration statement of which this prospectus is a part, or will incorporate by reference from reports that we file with the SEC, the form of warrant and/or the warrant agreement and warrant certificate, as applicable, that contain the terms of the particular series of warrants we offer under a prospectus supplement or free writing prospectus may differ from are offering, and any supplemental agreements, before the terms we describe below. We may issue the warrants under a warrant agreement which we may enter into with a warrant agent to be selected by us. We use the term “warrant agreement” to refer to any issuance of these warrant agreements. We use the term “warrant agent” to refer to the warrant agent under any of these warrant agreements. The warrant agent will act solely as an agent of ours in connection with the warrants and will not act as an agent for the holders or beneficial owners of the such warrants. The following summaries of material terms and provisions of the warrants and the warrant agreements are subject to, and qualified in their entirety by reference to, all the provisions of the form of warrant and/or the warrant agreement and warrant certificate, as applicable, and any supplemental agreements applicable to a particular series of warrantswarrants that we may offer under this prospectus. We urge you to read the applicable prospectus supplement or free writing prospectus related to the particular series of warrants that we sell may offer under this prospectus, as well as any related free writing prospectus, and the complete form of warrant agreements and/or the warrant agreement and warrant certificate, as applicable, and any supplemental agreements, that contain the terms of the warrants.

DESCRIPTION OF WARRANTS. The following description, together with the additional information that we include in any applicable prospectus supplement or and in any related free writing prospectusprospectus that we may authorize to be distributed to you, summarizes the material terms and provisions of the warrants that we may offer under this prospectus, which may consist of warrants to purchase common stock, preferred stock and/or debt securities be issued in one or more series. Warrants may be offered independently or together in combination with common stock, preferred stock and/or debt other securities offered by any prospectus supplement or free writing prospectus, and may be attached to or separate from those securitiessupplement. While the terms we have summarized below will apply generally apply to any future warrants that we may offer under this prospectus, we will describe the particular terms of any series of warrants that we may offer in more detail in the applicable prospectus supplement or free writing prospectussupplement. The following description of warrants will apply to the warrants offered by this prospectus unless we provide otherwise in the applicable prospectus supplement. The applicable prospectus supplement for a particular series of warrants may specify different or additional terms. We have filed forms of the warrant agreements and forms of warrant certificates containing the terms of any the warrants that may be offered as exhibits to the registration statement of which this prospectus is a part. We will file as exhibits to the registration statement of which this prospectus is a part, or will incorporate by reference from reports that we file with the SEC, the form of warrant and/or the warrant agreement and warrant certificate, as applicable, that contain the terms of the particular series of warrants we offer under a prospectus supplement or free writing prospectus may differ from are offering, and any supplemental agreements, before the terms we describe below. We may issue the warrants under a warrant agreement which we may enter into with a warrant agent to be selected by us. We use the term “warrant agreement” to refer to any issuance of these warrant agreements. We use the term “warrant agent” to refer to the warrant agent under any of these warrant agreements. The warrant agent will act solely as an agent of ours in connection with the warrants and will not act as an agent for the holders or beneficial owners of the such warrants. The following summaries of material terms and provisions of the warrants and the warrant agreements are subject to, and qualified in their entirety by reference to, all the provisions of the form of warrant and/or the warrant agreement and warrant certificate, as applicable, and any supplemental agreements applicable to a particular series of warrantswarrants that we may offer under this prospectus. We urge you to read the applicable prospectus supplement or free writing prospectus related to the particular series of warrants that we sell may offer under this prospectus, as well as any related free writing prospectuses, and the complete form of warrant agreements and/or the warrant agreement and warrant certificate, as applicable, and any supplemental agreements, that contain the terms of the warrants.

DESCRIPTION OF WARRANTS. The following description, together with the additional information we may include in any applicable prospectus supplement or and free writing prospectus, summarizes the material terms and provisions of the warrants that we may offer under this prospectus, which may consist of warrants to purchase common stock, preferred stock and/or or debt securities and may be issued in one or more series. Warrants may be offered independently or together in combination with common stock, preferred stock and/or or debt securities offered by any prospectus supplement or free writing prospectus, and may be attached to or separate from those securitiessupplement. While the terms we have summarized below will apply generally apply to any future warrants that we may offer under this prospectus, we will describe the particular terms of any series of warrants that we may offer in more detail in the applicable prospectus supplement or free writing prospectussupplement. The following description of warrants will apply to the warrants offered by this prospectus unless we provide otherwise in the applicable prospectus supplement. The applicable prospectus supplement for a particular series of warrants may specify different or additional terms. We will file as exhibits to the registration statement of which this prospectus is a part, or will incorporate by reference from reports that we file with the SEC, the form of warrant and/or the warrant agreement and warrant certificate, as applicable, that contain the terms of any the particular series of warrants we offer under a prospectus supplement or free writing prospectus may differ from are offering, and any supplemental agreements, before the terms we describe below. We may issue the warrants under a warrant agreement which we may enter into with a warrant agent to be selected by us. We use the term “warrant agreement” to refer to any issuance of these warrant agreements. We use the term “warrant agent” to refer to the warrant agent under any of these warrant agreements. The warrant agent will act solely as an agent of ours in connection with the warrants and will not act as an agent for the holders or beneficial owners of the such warrants. The following summaries of material terms and provisions of the warrants and the warrant agreements are subject to, and qualified in their entirety by reference to, all the provisions of the form of warrant and/or the warrant agreement and warrant certificate, as applicable, and any supplemental agreements applicable to a particular series of warrantswarrants that we may offer under this prospectus. We urge you to read the applicable prospectus supplement or free writing prospectus related to the particular series of warrants that we sell may offer under this prospectus, as well as any related free writing prospectus, and the complete form of warrant agreements and/or the warrant agreement and warrant certificate, as applicable, and any supplemental agreements, that contain the terms of the warrants.

DESCRIPTION OF WARRANTS. The following description, together with the additional information we may include in any applicable prospectus supplement or supplements and free writing prospectusprospectuses, summarizes the material terms and provisions of the warrants that we may offer under this prospectus, which may consist of warrants to purchase common stock, preferred stock and/or or debt securities and may be issued in one or more series. Warrants may be offered independently or together with common stock, preferred stock and/or or debt securities offered by any prospectus supplement or free writing prospectussupplement, and may be attached to or separate from those securities. While the terms we have summarized below will apply generally apply to any future warrants that we may offer under this prospectus, we will describe the particular terms of any series of warrants that we may offer in more detail in the applicable prospectus supplement or and any applicable free writing prospectus. The terms of any warrants we offer offered under a prospectus supplement or free writing prospectus may differ from the terms we describe described below. However, no prospectus supplement will fundamentally change the terms that are set forth in this prospectus or offer a security that is not registered and described in this prospectus at the time of its effectiveness. We may issue the warrants under a warrant agreement which that we may will enter into with a warrant agent to be selected by us. We use If selected, the term “warrant agreement” to refer to any of these warrant agreements. We use the term “warrant agent” to refer to the warrant agent under any of these warrant agreements. The warrant agent will act solely as an agent of ours in connection with the warrants and will not act as an agent for the holders or beneficial owners of the warrants. If applicable, we will file as exhibits to the registration statement of which this prospectus is a part, or will incorporate by reference from a Current Report on Form 8-K that we file with the SEC, the form of warrant agreement, including a form of warrant certificate, that describes the terms of the particular series of warrants we are offering before the issuance of the related series of warrants. The following summaries of material provisions of the warrants and the warrant agreements are subject to, and qualified in their entirety by reference to, all the provisions of the warrant agreement and warrant certificate applicable to a particular series of warrants. We urge you to read the applicable prospectus supplement or and any applicable free writing prospectus related to the particular series of warrants that we sell under this prospectus, as well as the complete warrant agreements and warrant certificates that contain the terms of the warrants.

DESCRIPTION OF WARRANTS. The following description, together with We may issue warrants for the additional information we include in any applicable prospectus supplement purchase of shares of our common stock or free writing prospectus, summarizes the material terms and provisions of the warrants that we may offer under this prospectus, which may consist of warrants to purchase common stock, preferred stock and/or or of debt securities in one or more seriessecurities. Warrants We may be offered issue warrants independently or together with common stock, preferred stock and/or debt securities offered by any prospectus supplement or free writing prospectusother securities, and the warrants may be attached to or separate from those any offered securities. While the terms we have summarized below Each series of warrants will generally apply to any future warrants we may offer under this prospectus, we will describe the particular terms of any warrants that we may offer in more detail in the applicable prospectus supplement or free writing prospectus. The terms of any warrants we offer be issued under a prospectus supplement separate warrant agreement to be entered into between us and the investors or free writing prospectus may differ from the terms we describe below. We may issue the warrants under a warrant agreement which we may enter into with a warrant agent to be selected by us. We use the term “warrant agreement” to refer to any of these warrant agreements. We use the term “warrant agent” to refer to the warrant agent under any of these warrant agreements. The warrant agent will act solely as an agent of ours in connection with the warrants and will not act as an agent for the holders or beneficial owners of the warrants. The following summaries summary of material provisions of the warrants and the warrant agreements are is subject to, and qualified in their its entirety by reference to, all the provisions of the warrant agreement and warrant certificate applicable to a particular series of warrants. The terms of any warrants offered under a prospectus supplement may differ from the terms described below. We urge you to read the applicable prospectus supplement or and any related free writing prospectus related to the warrants that we sell under this prospectus, as well as the complete warrant agreements and warrant certificates that contain the terms of the warrants.. The particular terms of any issue of warrants will be described in the prospectus supplement relating to the issue. Those terms may include: †the number of shares of common stock or preferred stock purchasable upon the exercise of warrants to purchase such shares and the ¢ price at which such number of shares may be purchased upon such exercise; †the designation, stated value and terms (including, without limitation, liquidation, dividend, conversion and voting rights) of the ¢ series of preferred stock purchasable upon exercise of warrants to purchase preferred stock; †the principal amount of debt securities that may be purchased upon exercise of a debt warrant and the exercise price for the warrants, ¢ which may be payable in cash, securities or other property; †the date, if any, on and after which the warrants and the related debt securities, preferred stock or common stock will be separately ¢ transferable; †¢ the terms of any rights to redeem or call the warrants; †¢ the date on which the right to exercise the warrants will commence and the date on which the right will expire;

DESCRIPTION OF WARRANTS. The following description, together with the additional information we may include in any applicable prospectus supplement or supplements and in any related free writing prospectusprospectuses that we may authorize to be distributed to you, summarizes the material terms and provisions of the warrants that we may offer under this prospectus, which may consist of warrants to purchase common stock, preferred stock and/or or debt securities and be issued in one or more series. Warrants may be offered independently or together in combination with common stock, preferred stock and/or or debt securities offered by any prospectus supplement or free writing prospectus, and may be attached to or separate from those securitiessupplement. While the terms we have summarized below will apply generally apply to any future warrants that we may offer under this prospectus, we will describe the particular terms of any series of warrants that we may offer in more detail in the applicable prospectus supplement or free writing prospectussupplement. The following description of warrants will apply to the warrants offered by this prospectus unless we provide otherwise in the applicable prospectus supplement. The applicable prospectus supplement for a particular series of warrants may specify different or additional terms. We have filed forms of the warrant agreements and forms of warrant certificates containing the terms of any the warrants that may be offered as exhibits to the registration statement of which this prospectus is a part. We will file as exhibits to the registration statement of which this prospectus is a part, or will incorporate by reference from reports that we file with the SEC, the form of warrant and/or the warrant agreement and warrant certificate, as applicable, that describe the terms of the particular series of warrants we offer under a prospectus supplement or free writing prospectus may differ from are offering, and any supplemental agreements, before the terms we describe below. We may issue the warrants under a warrant agreement which we may enter into with a warrant agent to be selected by us. We use the term “warrant agreement” to refer to any issuance of these warrant agreements. We use the term “warrant agent” to refer to the warrant agent under any of these warrant agreements. The warrant agent will act solely as an agent of ours in connection with the warrants and will not act as an agent for the holders or beneficial owners of the such warrants. The following summaries of material terms and provisions of the warrants and the warrant agreements are subject to, and qualified in their entirety by reference to, all the provisions of the form of warrant and/or the warrant agreement and warrant certificate, as applicable, and any supplemental agreements applicable to a particular series of warrantswarrants that we may offer under this prospectus. We urge you to read the applicable prospectus supplement or free writing prospectus related to the particular series of warrants that we sell may offer under this prospectus, as well as any related free writing prospectuses, and the complete form of warrant agreements and/or the warrant agreement and warrant certificate, as applicable, and any supplemental agreements, that contain the terms of the warrants.

DESCRIPTION OF WARRANTS. The following description, together with the additional information we may include in any applicable prospectus supplement or supplements and free writing prospectusprospectuses, summarizes the material terms and provisions of the warrants that we may offer under this prospectus, which may consist of warrants to purchase common stock, preferred stock and/or or debt securities and may be issued in one or more series. Warrants may be offered issued independently or together with common stock, preferred stock and/or or debt securities offered by any prospectus supplement or free writing prospectussupplement, and may be attached to or separate from those securities. While the terms we have summarized below will apply generally apply to any future warrants that we may offer under this prospectus, we will describe the particular terms of any series of warrants that we may offer in more detail in the applicable prospectus supplement or and any applicable free writing prospectus. The terms of any warrants we offer offered under a prospectus supplement or free writing prospectus may differ from the terms we describe described below. However, no prospectus supplement will fundamentally change the terms that are set forth in this prospectus or offer a security that is not registered and described in this prospectus at the time of its effectiveness. We may issue have filed forms of the warrant agreements and forms of warrant certificates containing the terms of the warrants under being offered as exhibits to the registration statement of which this prospectus is a warrant agreement which we may enter into with a warrant agent to be selected by uspart. We use will incorporate by reference from reports that we file with the term “SEC, the form of warrant agreement” to refer to any , if any, including a form of these warrant agreements. We use certificate, that describes the term “warrant agent” to refer to the warrant agent under any of these warrant agreements. The warrant agent will act solely as an agent of ours in connection with the warrants and will not act as an agent for the holders or beneficial owners terms of the warrantsparticular series of warrants we are offering. The following summaries of material provisions of the warrants and the warrant agreements are subject to, and qualified in their entirety by reference to, all the provisions of the warrant agreement and warrant certificate applicable to a the particular series of warrantswarrants that we may offer under this prospectus. We urge you to read the applicable prospectus supplement or free writing prospectus supplements related to the particular series of warrants that we sell may offer under this prospectus, as well as any related free writing prospectuses, and the complete warrant agreements and warrant certificates that contain the terms of the warrants.

DESCRIPTION OF WARRANTS. The following description, together with the additional information we include in any the applicable prospectus supplement or free writing prospectussupplement, summarizes the material terms and provisions of the warrants that we may offer under this prospectus, which . We may consist issue warrants for the purchase of warrants to purchase shares of common stock, preferred stock and/or debt securities in one or more seriespreferred stock. Warrants We may be offered issue warrants independently or together with shares of common stock and/or shares of preferred stock, preferred stock and/or debt securities offered by any prospectus supplement or free writing prospectus, and the warrants may be attached to or separate from those these securities. While the terms we have summarized below will apply generally apply to any future warrants that we may offer under this prospectusoffer, we will describe the particular terms of any series of warrants that we may offer in more detail in the applicable prospectus supplement or free writing prospectussupplement. The terms of any warrants we offer offered under a prospectus supplement or free writing prospectus may differ from the terms we describe described below. We may issue Before the warrants under issuance of a warrant agreement which we may enter into with a warrant agent to be selected by us. We use series of warrants, the term “form of warrant agreement” to refer to any , including a form of these warrant agreements. We use certificate, if applicable, that describes the term “warrant agent” to refer terms of the particular series of warrants we are offering will be filed as an exhibit to the warrant agent under any registration statement of these warrant agreements. The warrant agent will act solely as an agent of ours in connection which this prospectus is a part, or incorporated by reference from reports that we file with the warrants and will not act as an agent for the holders or beneficial owners of the warrantsSEC. The following summaries of material provisions of the warrants and the warrant agreements are subject to, and qualified in their entirety by reference to, all the provisions of the warrant agreement and warrant certificate applicable to a the particular series of warrantswarrants that we may offer under this prospectus and the applicable prospectus supplement. We urge you to read the applicable prospectus supplement or free writing prospectus supplements related to the particular series of warrants that we sell may offer under this prospectus, as well as any related free writing prospectuses, and the complete warrant agreements and warrant certificates that contain the terms of the warrants.