Form F-1 Demand. If at any time after the earlier of April 2, 2018 or one hundred eighty (180) days after the effective date of the registration statement for the IPO, the Company receives a request from (i) Holders of at least sixty percent (60%) of the Preferred B Shares or (ii) the Requisite New Investors that the Company file a Form F-1 registration statement with respect to the Registrable Securities then outstanding having an anticipated aggregate offering price, net of Selling Expenses, of at least $10.0 million, then the Company shall (x) within ten (10) days after the date such request is given, give notice thereof (the “Demand Notice”) to all Holders other than the Initiating Holders; and (y) as soon as practicable, and in any event within sixty (60) days after the date such request is given by the Initiating Holders, file a Form F-1 registration statement under the Securities Act covering all Registrable Securities that the Initiating Holders requested to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by notice given by each such Holder to the Company within twenty (20) days of the date the Demand Notice is given, and in each case, subject to the limitations of Subsections 2.1(c) and 2.3.
Form F-1 Demand. If either (i) at any time following the Lock-up Release Date, the Company receives a request, from a Sponsor or Sponsors holding more than 50% of the Registrable Securities then outstanding other than Registrable Securities held by a Syndicatee, Management LP or Bohai (which shall not be taken into account for this calculation), or (ii) at any time following the expiration of the Bohai Lock-up Period, the Company receives a request, from a Principal Investor or Principal Investors holding more than 50% of the Registrable Securities then outstanding (except that, if the number of Shares owned by the Sponsors is less than the number of Shares owned by Bohai, the Sponsors and Bohai shall separately have the right to make the request described herein) other than Registrable Securities held by a Syndicatee or Management LP (which shall not be taken into account for this calculation), that the Company file a Form F-1 registration statement with respect to the resale of Registrable Securities of such Sponsor or Sponsors, or, if applicable, such Principal Investor or Principal Investors, where the anticipated gross proceeds (before the deduction of any discounts or commissions) would be at least $100 million, the Company shall: (i) within two Business Days after the date such request is given, give notice thereof (the Demand Notice) to all Sponsors, Syndicatees, Management LPs and Bohai other than the Initiating Sponsors; and (ii) as soon as practicable, and in any event within 30 Business Days after the date such request is given by the Initiating Sponsors, file a registration statement (including on or after the Form F-3 Eligibility Date in the event the Company is no longer eligible to use Form F-3, without limitation, a Shelf Registration Statement) on Form F-1 under the Securities Act covering all Registrable Securities that the Initiating Sponsors requested to be registered and any additional Registrable Securities requested to be included in such registration by any other Sponsor or any Syndicatee, Management LP or Bohai, as specified by notice given by each such Sponsor, Syndicatee, Management LP or Bohai to the Company within five Business Days of the date the Demand Notice is given, and in each case, subject to the limitations of Sections 4.1(e) and 4.3. Notwithstanding the foregoing, if any request for filing of an F-1 Registration Statement is for a Shelf Registration Statement and is issued on or after the Form F-3 Eligibility Date as provided above, ...
Form F-1 Demand. If at any time after the earlier of (i) one hundred eighty (180) days following the effective date of the Registration Statement for the IPO and (ii) such date, if any, on which the underwriters for the IPO, pursuant to the lock-up agreements between the Investors and the underwriters for the IPO, consent to the making of a demand for, or the exercise of any right with respect to, the registration of any Registrable Securities, the Company receives a request from MTN and/or Rocket that the Company file a Form F-1 Registration Statement with respect to such number of Registrable Securities that would result in anticipated aggregate offering proceeds, net of Selling Expenses, of at least $20 million, then the Company shall (x) within five (5) Business Days after the date such request is given, give notice thereof (the “Demand Notice”) to all Holders other than the Initiating Holder(s); and (y) as soon as practicable, and in any event within thirty (30) days after the date such request is given by the Initiating Holder(s), file a Form F-1 Registration Statement under the Securities Act covering all Registrable Securities that the Initiating Holder(s) requested to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by notice given by each such Holder to the Company within five (5) Business Days of the date the Demand Notice is given, and in each case, subject to Subsection 2.1(c), Subsection 2.1(d) and Subsection 2.3.
Form F-1 Demand. If at any time after the 180th day after the date of the closing under the Securities Purchase Agreement, (A) the Company does not qualify to register the resale of the Registrable Securities on a continuous basis pursuant to Rule 415 on Form F-3 and (B) the Company receives a request from the Investor that the Company file a Form F-1 registration statement with respect to Registrable Securities with a market value (based on the closing price of the Ordinary Shares on the OTCQB or any national securities exchange on which the Ordinary Shares may be traded from time to time) of over $2,000,000, then the Company shall as soon as practicable, and in any event by the Filing Deadline, file a Form F-1 registration statement under the Securities Act covering the resale on a continuous basis pursuant to Rule 415 of all Registrable Securities that the Investor requested to be registered, and in each case, subject to the limitations set forth herein; provided, however, that the Investor shall only have the right to make one demand for registration of the Registrable Securities on Form F-1 for so long as the Company does not qualify to register the resale of the Registrable Securities on a continuous basis pursuant to Rule 415 on Form F-3.
Form F-1 Demand. If at any time after a date that is 180 (one hundred eighty) days after the effective date of the registration statement for the IPO, the Company receives a request from Initiating Holders that the Company file a Form F-1 registration statement with respect to Preferred Registrable Securities then outstanding with the anticipated gross aggregate offering price of at least US$2,000,000 (two million U.S. Dollars), then the Company shall (i) within 10 (ten) days after the date such request is given, give notice thereof (the “Demand Notice”) to all Holders; and (ii) make its best efforts to file, as soon as practicable, a Form F-1 registration statement under the Securities Act covering all Registrable Securities that the Initiating Holders requested to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by notice given by each such Holder to the Company within 20 (twenty) days of the date the Demand Notice is given, and in each case, subject to the limitations of Section 2.1.3 and Section 2.3.
Form F-1 Demand. If at any time after the IPO, the Company receives a request from Initiating Holders that the Company file a Form F-1 registration statement with respect to Preferred Registrable Securities then outstanding with the anticipated gross aggregate offering price of at least US$2,000,000 (two million U.S. Dollars), then the Company shall (i) within 10 (ten) days after the date such request is given, give notice thereof (the “Demand Notice”) to all Holders; and (ii) use its best efforts to file, as soon as practicable, a Form F-1 registration statement under the Securities Act covering all Registrable Securities that the Initiating Holders requested to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by notice given by each such Holder to the Company within 20 (twenty) days of the date the Demand Notice is given, and in each case, subject to the limitations of Section 2.1.3 and Section 2.3.
Form F-1 Demand. If at any time after 180 days after the effective date of the registration statement for the IPO, the Company receives a request from Holders of at least 30% of the Registrable Securities then outstanding that the Company file a Form F-1 registration statement with respect to Registrable Securities then outstanding having an anticipated aggregate offering price of at least $5,000,000, then the Company shall (i) within 10 days after the date such request is given, give notice thereof (the “Demand Notice”) to all Holders other than the Initiating Holders; and (ii) as soon as practicable, and in any event within 60 days after the date such request is given by the Initiating Holders, file a Form F-1 registration statement under the Securities Act covering all Registrable Securities that the Initiating Holders requested to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by notice given by each such Holder to the Company within 20 days of the date the Demand Notice is given, and in each case, subject to the limitations of Section 2.1(c) and Section 2.3.
Form F-1 Demand. If at any time after the earlier of (i) September 23, 2017 or (ii) six months after a Qualified IPO, the Company receives a request from Holders of more than fifty percent (50%) of the Registrable Securities then outstanding that the Company file with the SEC a Form F-1 registration statement with respect to the Registrable Securities then outstanding (provided, that the anticipated aggregate offering price, net of Selling Expenses, must exceed U.S.$10 million), then the Company shall (x) within ten (10) days after the date such request is given, give notice thereof (the “Demand Notice”) to all Holders other than the Initiating Holders; and (y) as soon as practicable, and in any event within sixty (60) days after the date such request is given by the Initiating Holders, use its best efforts to (A) file with the SEC a Form F-1 registration statement under the Securities Act covering all Registrable Securities that the Initiating Holders requested to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by notice given by each such Holder to the Company within twenty (20) days of the date the Demand Notice is given, and in each case, subject to the limitations of Subsections 2.1 (c) and 2.3 (the “Demand Registration”), and (B) in connection with such Demand Registration, take all necessary actions to effect the listing of (a) the Company’s Ordinary Shares, or (ii) American Depository Shares representing the Ordinary Shares (“ADSs”) on the NYSE, Nasdaq Global Select Market or Nasdaq Global Market or, if listing on none of these stock markets is available, on the Nasdaq Capital Market, (b) take all actions necessary to register such class of securities under the Exchange Act, as well as (c) pay all fees and expenses related to the U.S. Listing (as defined below), and, to the extent permitted by applicable law, all Registration Expenses of the Company and the Holders (exclusive of Selling Expenses), including reasonable legal fees of one counsel for the Holders, and (d) to the extent applicable, to cause the registration of the issuance of such ADSs, if applicable, and obtain all required approvals for the listing of the Ordinary Shares or ADSs representing such Ordinary Shares with the applicable U.S. exchange (collectively, a “U.S. Listing”). The Company shall not be obligated to (i) effect more than two (2) registrations pursuant to Subsection 2.1(a) above or (ii) effect such ...
Form F-1 Demand. If at any time after the earlier of (i) one year after Completion or (ii) six months after the effective date of the registration statement for the IPO, the Company receives a request from Holders of fifty percent (50 per cent.) of the Registrable Securities then outstanding that the Company file a Form F-1 registration statement with respect to the Registrable Securities then outstanding, so long as the aggregate offering price, net of Selling Expenses, would exceed $15 million, then the Company shall (x) within ten (10) days after the date such request is given, give notice thereof (the “Demand Notice”) to all Holders other than the Initiating Holders; and (y) as soon as practicable, and in any event within sixty (60) days after the date such request is given by the Initiating Holders, file a Form F-1 registration statement under the Securities Act covering all Registrable Securities that the Initiating Holders requested to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by notice given by each such Holder to the Company within twenty (20) days of the date the Demand Notice is given, and in each case, subject to the limitations of it being withdrawn at the request of the B Investors, other than as a result of a Material Adverse Change to the Company, and paragraphs 1.3 and 3.
Form F-1 Demand. If at any time after the earlier of (i) one year after Completion or (ii) six months after the effective date of the registration statement for the IPO, the Company receives a request from Holders of fifty percent (50 per cent.) of the Registrable Securities then outstanding that the Company file a Form F-1 registration statement with respect to the Registrable Securities then outstanding, so long as the aggregate offering price, net of Selling Expenses, would exceed $15 million, then the Company shall (x) within ten (10) days after the date such request is given, give notice thereof (the “Demand Notice”) to all Holders other than the Initiating Holders; and (y) as soon as practicable, and in any event within sixty (60) days after the date such request is given by the Initiating Holders, file a Form F-1 registration statement under the Securities Act covering all Registrable Securities that the Initiating Holders requested to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by notice given by each such Holder to the Company within twenty (20) days of the date the Demand Notice is given, and in each case, subject to the limitations of it being withdrawn at the request of the B Investors, other than as a result of a Material Adverse Change to the Company, and paragraphs 1.3 and 3.
