Form F-1 Registration Statement definition

Form F-1 Registration Statement means the registration statement on Form F-1 filed by DutchCo with the SEC to effect the registration of the DutchCo Shares under the Securities Act (including all amendments or supplements thereto, in each case filed with the SEC prior to the Distribution Date).
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Form F-1 Registration Statement shall have the meaning given in subsection 2.1(a).
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Examples of Form F-1 Registration Statement in a sentence

  • In August 2022, we submitted a Form F-1 Registration Statement to the U.S. Securities and Exchange Commission and applied to have its common shares listed on Nasdaq.

  • Under the Employer's 2016 Incentive Plan, the Employee shall receive non-qualified stock options to purchase 50,000 shares of common stock of the Company, with an exercise price of $1.25 per share and a five-year expiration time if and when the Company receives notice from the SEC of the effectiveness of its Form F-1 Registration Statement.

  • These options, if awarded, shall be fully vested if and when the Company receives notice from the SEC of the effectiveness of its Form F-1 Registration Statement.

  • As soon as practicable after the Form F-1 Registration Statement becomes effective, DutchCo shall mail the Prospectus to the holders of record of Xxxx Xxx Shares on the Record Date.

  • Subject to and upon effectiveness of the Form F-1 Registration Statement (the “Form F-1 Effective Date”), the Director shall be appointed to serve as a member of the Board.

  • All other information in the Form F-1 Registration Statement, the Prospectus and the European Union Listing Prospectus shall be deemed supplied by the CoffeeCo Business or the CoffeeCo Indemnified Parties.

  • The SEC shall have declared effective the Form F-1 Registration Statement and the AFM shall have approved the European Union Listing Prospectus, and no stop order suspending the effectiveness of the Form F-1 Registration Statement shall be in effect or, to the knowledge of either Xxxx Xxx, DutchCo or CoffeeCo, threatened by the SEC.

  • Under the Employer's 2016 Incentive Plan, the Employee shall receive non-qualified stock options to purchase the following amount of common stock of the Company, with an exercise price of $1.25 per share and a five-year expiration time in accordance with the date in which the Company files its Form F-1 Registration Statement with the SEC: i) if by September 30, 2016, 100,000 shares; ii) if between October 1, 2016 and October 30, 2016, 50,000 shares; and iii) if on November 1, 2016 or later, zero.

  • Under the Employer's 2016 Incentive Plan, the Employee shall receive non-qualified stock options to purchase 250,000 shares of common stock of the Employer, with an exercise price of $1.25 per share and a five-year expiration time if and when the Employer receives notice from the SEC of the effectiveness of its Form F-1 Registration Statement.

  • The Securities are being issued pursuant to a registration statement on Form F-1 (Registration Statement No. 333-214188) (the “Registration Statement”) filed with the Securities and Exchange Commission (the “Commission”) under the Securities Act of 1933, as amended (the “Securities Act”) and the related prospectus which forms a part of and is included in the Registration Statement (the “Prospectus”).

Related to Form F-1 Registration Statement

  • Form S-4 Registration Statement means the registration statement on Form S-4 to be filed with the SEC by Parent in connection with issuance of Parent Common Stock in the Merger, as said registration statement may be amended prior to the time it is declared effective by the SEC.

  • IPO Registration Statement means the Registration Statement on Form S-1 (File No. 333-196099), as amended, filed by the Partnership with the Commission under the Securities Act to register the offering and sale of the Common Units in the Partnership’s initial public offering of such Common Units to the public.

  • Rule 462(b) Registration Statement means a registration statement and any amendments thereto filed pursuant to Rule 462(b) relating to the offering covered by the registration statement referred to in Section 1(a) hereof.

  • New Registration Statement has the meaning set forth in Section 2(a).

  • Additional Registration Statement means a registration statement or registration statements of the Company filed under the 1933 Act covering any Additional Registrable Securities.

  • Company Registration Statement means the Registration Statement, including the Prospectus, amendments and supplements to the Registration Statement or Prospectus, including pre- and post-effective amendments, all exhibits thereto, and all material and exhibits incorporated by reference or deemed to be incorporated by reference in such registration statement.

  • Original Registration Statement. As used in this Agreement, the terms “amendment” or “supplement” when applied to the Registration Statement or the Prospectus shall be deemed to include the filing by the Company with the Commission of any document under the Exchange Act after the date hereof that is or is deemed to be incorporated therein by reference. All references in this Agreement to financial statements and schedules and other information which is “contained,” “included” or “stated” in the Registration Statement or the Prospectus (and all other references of like import) shall be deemed to mean and include all such financial statements and schedules and other information which is or is deemed to be incorporated by reference in or otherwise deemed under the Securities Act to be a part of or included in the Registration Statement or the Prospectus, as the case may be, as of any specified date; and all references in this Agreement to amendments or supplements to the Registration Statement or the Prospectus shall be deemed to mean and include, without limitation, the filing of any document under the Exchange Act which is or is deemed to be incorporated by reference in or otherwise deemed under the Securities Act to be a part of or included in the Registration Statement or the Prospectus, as the case may be, as of any specified date. At the time the Registration Statement was or will be originally declared effective and at the time the Company’s most recent annual report on Form 10-K was filed with the Commission, if later, the Company met the then-applicable requirements for use of Form S-3 under the Securities Act. During the Agency Period, each time the Company files an annual report on Form 10-K the Company will meet the then-applicable requirements for use of Form S-3 under the Securities Act.

  • Demand Registration Statement has the meaning set forth in Section 2.01(a).

  • Initial Registration Statement means the initial Registration Statement filed pursuant to this Agreement.

  • Exchange Registration Statement shall have the meaning assigned thereto in Section 2(a) hereof.

  • Special Registration Statement means (i) a registration statement relating to any employee benefit plan or (ii) with respect to any corporate reorganization or transaction under Rule 145 of the Securities Act, any registration statements related to the issuance or resale of securities issued in such a transaction or (iii) a registration related to stock issued upon conversion of debt securities.

  • Piggyback Registration Statement has the meaning set forth in Section 3(a).

  • Resale Registration Statement means a registration statement under the Securities Act registering the Securities for resale pursuant to the terms of the Registration Rights Agreement.

  • Merger Registration Statement means the registration statement, together with all amendments, filed with the SEC under the Securities Act for the purpose of registering the offer of shares of NBT Common Stock to be offered to holders of CNB Common Stock in connection with the Merger.

  • Registration Statement means any registration statement that covers the Registrable Securities pursuant to the provisions of this Agreement, including the Prospectus included in such registration statement, amendments (including post-effective amendments) and supplements to such registration statement, and all exhibits to and all material incorporated by reference in such registration statement.

  • Exchange Offer Registration Statement means an exchange offer registration statement on Form S-4 (or, if applicable, on another appropriate form) and all amendments and supplements to such registration statement, in each case including the Prospectus contained therein or deemed a part thereof, all exhibits thereto and any document incorporated by reference therein.

  • Form F-3 Shelf shall have the meaning given in Section 2.1.1.

  • Resale Shelf Registration Statement shall have the meaning given in subsection 2.3.1.

  • Automatic Shelf Registration Statement means an “automatic shelf registration statement” as defined in Rule 405 promulgated under the Securities Act.

  • Initial Shelf Registration Statement has the meaning set forth in Section 2(a) hereof.

  • Form F-1 means such form under the Securities Act as in effect on the date hereof or any successor registration form under the Securities Act subsequently adopted by the SEC.

  • Underlying Shares Registration Statement means a registration statement meeting the requirements set forth in the Registration Rights Agreement, covering among other things the resale of the Underlying Shares and naming the Holder as a “selling stockholder” thereunder.

  • Registration Statements means the Initial Registration Statement and the additional registration statement as proposed to be filed or as proposed to be amended by the post-effective amendment to be filed shortly prior to its Effective Time, and (iii) "Prospectus" shall mean the prospectus included in the Registration Statements.

  • Subsequent Shelf Registration Statement has the meaning set forth in Section 2(b) hereof.

  • Shelf Registration Statement means the Shelf Registration Statement as defined in the Registration Rights Agreement.

  • Form F-1 Shelf shall have the meaning given in Section 2.1.1.