Minimum Number of Registrable Securities definition

Minimum Number of Registrable Securities means 1,000,000 Registrable Securities; provided, however, that such number of Registrable Securities shall be appropriately adjusted in connection with any event described in Section 6.5.
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Minimum Number of Registrable Securities means (i) solely with respect to a Shelf Underwritten Offering Request made prior to the one-year anniversary of the date of this Agreement, 1 Registrable Security and (ii) in all other cases, 500,000 Registrable Securities; provided, however, that in each case such numbers of Registrable Securities shall be appropriately adjusted in connection with any event described in Section 6.05.
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Minimum Number of Registrable Securities means the number of Registrable Securities for which a total offering price would reasonably be expected to exceed, in the aggregate, $10 million.
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Examples of Minimum Number of Registrable Securities in a sentence

  • The rights to registration and other rights under this Agreement may be assigned to a Transferee of Registrable Securities if (i) such Transferee is a Permitted Transferee or (ii) such Transferee is acquiring at least the Minimum Number of Registrable Securities and such Transferee has delivered to the Company a duly executed Adoption Agreement.

  • The rights to registration and other rights granted to a Holder under this Agreement may be assigned to a Transferee of Registrable Securities if (a) such Transferee is a Permitted Transferee or (b) such Transferee is acquiring at least the Minimum Number of Registrable Securities and such Transferee has delivered to the Company a duly executed Adoption Agreement.

  • The rights to registration and other rights under this Agreement may be assigned to a Transferee of Registrable Securities if (a) such Transferee is a Permitted Transferee or (b) such Transferee is acquiring at least the Minimum Number of Registrable Securities and such Transferee has delivered to the Company a duly executed Adoption Agreement.

  • Any stock split, stock dividend, recapitalization, reclassification, stock combination or other change in the terms of Stock occurring after the date hereof affecting the number of shares of Stock held by or issuable to ABI shall increase or reduce the Minimum Number of Registrable Securities in the same proportion as the shares of Stock held by or issuable to ABI were increased or decreased by such stock split, stock dividend, recapitalization, reclassification, stock combination or change.

  • This Agreement shall terminate, and the parties shall have no further rights or obligations hereunder, as to any Holder, on such earlier date on which both (i) such Holder, together with such Holder’s Affiliates, owns less than the Minimum Number of Registrable Securities and(ii) all Registrable Securities owned by such Holder and such Holder’s Affiliates may be sold without restriction pursuant to Rule 144 under the Securities Act.

  • The rights to registration and other rights under this Agreement may be assigned to a Transferee of Registrable Securities if (a) such Transferee is a Permitted Transferee or (b) such Transferee is acquiring at least the Minimum Number of Registrable Securities and such Transferee has delivered to Holdings a duly executed Adoption Agreement.

  • This Agreement shall terminate, and the parties shall have no further rights or obligations hereunder, as to any Holder, on such earlier date on which both (i) such Holder, together with such Holder’s Affiliates, owns less than the Minimum Number of Registrable Securities and (ii) all Registrable Securities owned by such Holder and such Holder’s Affiliates may be sold without restriction pursuant to Rule 144 under the Securities Act.

  • Any Holder may transfer all or any portion of its rights under Article II to any other transferee in respect of the Minimum Number (defined below) of Registrable Securities owned by such Holder at the time of the transfer (each transferee that receives such Minimum Number of Registrable Securities shall be referred to herein as a “Transferee”).


More Definitions of Minimum Number of Registrable Securities

Minimum Number of Registrable Securities means either (i) if Redhook is not eligible to file a registration statement on Form S-3 (or other comparable short form) under the Securities Act, 250,000 shares of Registrable Securities, (ii) if Redhook is eligible to file a registration statement on Form S-3 (or other comparable short form) under the Securities Act, 150,000 shares of Registrable Securities, or (iii) if fewer than 250,000 shares of Registrable Securities or 150,000 shares of Registrable Securities, as the case may be, are outstanding, all of the remaining outstanding Registrable Securities. Any stock split, stock dividend, recapitalization, reclassification, stock combination or other change in the terms of Stock occurring after the date hereof affecting the number of shares of Stock held by or issuable to ABI shall increase or reduce the Minimum Number of Registrable Securities in the same proportion as the shares of Stock held by or issuable to ABI were increased or decreased by such stock split, stock dividend, recapitalization, reclassification, stock combination or change. "NASD" shall mean the National Association of Securities Dealers, Inc., or any successor corporation thereto. "Person" shall mean any individual, sole proprietorship, partnership, joint venture, trust, unincorporated organization, association, corporation, institution, public benefit corporation, entity or government (whether federal, state, county, city, municipal or otherwise, including, without limitation, any instrumentality, division, agency, body or department thereof). "Registrable Securities" shall mean all shares of Common Stock and other securities issued by Redhook or any Subsidiary of Redhook held by ABI from time to time. "Securities Act" shall mean the Securities Act of 1933, as amended and all rules and regulations promulgated thereunder. "Stock" shall mean all shares, options, warrants, rights, general or limited partnership interests, participations or other equivalents (regardless of how designated) of or in a corporation, partnership or equivalent entity whether voting or nonvoting, including, without limitation, common stock, preferred stock, or any other "equity security" (as such term is defined in Rule 3a11-1 of the General Rules and Regulations promulgated by the Commission under the Exchange Act). "Termination Date" shall mean any date (i) on which the Distribution Agreement is duly terminated or expires in accordance with its terms, (ii) on which the CBA Distribution Agreement is duly te...
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Minimum Number of Registrable Securities means (i) during the six-month period following the date of this Agreement, for the purposes of Section 2.2 of this Agreement, one Registrable Security and (ii) in all other circumstances, 100,000 Registrable Securities; provided, however, that in the case of the preceding clause (ii), such number of Registrable Securities shall be appropriately adjusted in connection with any event described in Section 6.4.
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Minimum Number of Registrable Securities means either (i) if Redhook is not eligible to file a registration statement on Form S-3 (or other comparable short form) under the Securities Act, 250,000 shares of Registrable Securities, (ii) if Redhook is eligible to file a registration statement on Form S-3 (or other comparable short form) under the Securities Act, 150,000 shares of Registrable Securities, or (iii) if fewer than 250,000 shares of Registrable Securities or 150,000 shares of Registrable Securities, as the case may be, are outstanding, all of the remaining outstanding Registrable Securities. Any stock split, stock dividend, recapitalization, reclassification, stock combination or other change in the terms of Stock occurring after the date hereof affecting the number of shares of Stock held by or issuable to ABI shall increase or reduce the Minimum Number of Registrable Securities in the same proportion as the shares of Stock held by or issuable to ABI were increased or decreased by such stock split, stock dividend, recapitalization, reclassification, stock combination or change.
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Related to Minimum Number of Registrable Securities

  • Registrable Shares means the shares of Common Stock (or such stock or securities as at the time are receivable upon the exercise of these Warrants) issuable upon exercise of the Warrants and shares or securities issued as a result of stock split, stock dividend or reclassification of such shares.

  • Initial Registrable Securities means (i) the Common Shares issued or issuable upon conversion of the Notes issued pursuant to the terms of the Securities Purchase Agreement, and (ii) any capital stock of the Company issued or issuable with respect to the Common Shares, or the Notes as a result of any stock split, stock dividend, recapitalization, exchange or similar event or otherwise without regard to any limitations on conversion of the Notes.

  • Registrable Securities means (i) the Shares (if Common Stock) or all shares of Common Stock of the Company issuable or issued upon conversion of the Shares and (ii) any Common Stock of the Company issued as (or issuable upon the conversion or exercise of any warrant, right or other security which is issued as) a dividend or other distribution with respect to, or in exchange for or in replacement of, any stock referred to in (i).

  • Additional Registrable Securities means, (i) any Cutback Shares not previously included on a Registration Statement and (ii) any capital stock of the Company issued or issuable with respect to the Common Shares, the Warrants, the Warrant Shares, or the Cutback Shares, as applicable, as a result of any stock split, stock dividend, recapitalization, exchange or similar event or otherwise without regard to any limitations on exercise of the warrants.

  • Key Holder Registrable Securities means (i) the shares of Common Stock held by the Key Holders, and (ii) 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 such shares.

  • Included Registrable Securities has the meaning specified therefor in Section 2.02(a) of this Agreement.

  • Registrable Stock means (i) any shares of Common Stock issued or issuable upon the conversion of any of the Shares (ii) any Common Stock issued by way of a stock split, reorganization, merger or consolidation, and (iii) any Common Stock issued as a dividend on the Shares. For purposes of this Agreement, any Registrable Stock shall cease to be Registrable Stock when (v) a registration statement covering such Registrable Stock has been declared effective and such Registrable Stock has been disposed of pursuant to such effective registration statement, (w) such Registrable Stock is sold pursuant to Rule 144 (or any similar provision then in force) under the 1933 Act, (x) such Registrable Stock is eligible to be sold pursuant to Rule 144(k) under the 1933 Act, (y) such Registrable Stock has been otherwise transferred, no stop transfer order affecting such stock is in effect and the Company has delivered new certificates or other evidences of ownership for such Registrable Stock not bearing any legend indicating that such shares have not been registered under the 1933 Act, or (z) such Registrable Stock is sold by a person in a transaction in which the rights under the provisions of this Agreement are not assigned.

  • Investor Registrable Securities means (i) any Common Equity held (directly or indirectly) by an Investor or any of its Affiliates, and (ii) any equity securities of the Company or any Subsidiary issued or issuable with respect to the securities referred to in clause (i) above by way of dividend, distribution, split or combination of securities, or any recapitalization, merger, consolidation or other reorganization.

  • Registerable Securities means (i) the Common Stock issued or issuable to the Shareholder upon conversion of the Series A Shares issued in accordance with the terms of the Loan 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 Common Stock means (i) any shares of Common Stock issued as Stock Consideration, (ii) any other security into or for which the Common Stock referred to in clause (i) has been converted, substituted or exchanged, and any security issued or issuable with respect thereto upon any stock dividend or stock split or in connection with a combination of shares, reclassification, recapitalization, merger, consolidation or other reorganization or otherwise.

  • Other Registrable Securities means (i) any Common Equity held (directly or indirectly) by any Other Holders or any of their Affiliates, and (ii) any equity securities of the Company or any Subsidiary issued or issuable with respect to the securities referred to in clause (i) above by way of dividend, distribution, split or combination of securities, or any recapitalization, merger, consolidation or other reorganization.

  • Demand Registration Notice has the meaning set forth in Section 2.1.

  • 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.

  • Registrable Amount means a number of shares of Common Stock equal to 1% of the Common Stock issued and outstanding immediately after the consummation of the Initial Public Offering.

  • Takedown Requesting Holder shall have the meaning given in subsection 2.3.3.

  • Registrable Security means (a) the Founder Shares and the shares of Common Stock issued or issuable upon the conversion of the Founder Shares, (b) the Private Placement Warrants (including any shares of Common Stock issued or issuable upon the exercise of the Private Placement Warrants), (c) any outstanding shares of Common Stock or any other equity security (including the shares of Common Stock issued or issuable upon the exercise of any other equity security) of the Company held by a Holder as of the date of this Agreement, (d) any equity securities (including the shares of Common Stock issued or issuable upon the exercise of any such equity security) of the Company issuable upon conversion of any working capital loans in an amount up to $1,500,000 made to the Company by a Holder (including the Working Capital Warrants and shares of Common Stock issued or issuable upon the exercise of the Working Capital Warrants) and (e) any other equity security of the Company issued or issuable with respect to any such share of 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, however, that, as to any particular Registrable Security, such securities shall cease to be Registrable Securities when: (A) a Registration Statement with respect to the sale of such securities shall have become effective under the Securities Act and such securities shall have been sold, transferred, disposed of or exchanged in accordance with such Registration Statement; (B) such securities shall have been otherwise transferred, new certificates for such securities not bearing a legend restricting further transfer shall have been delivered by the Company and subsequent public distribution of such securities shall not require registration under the Securities Act; (C) such securities shall have ceased to be outstanding; (D) such securities may be sold without registration pursuant to Rule 144 promulgated under the Securities Act (or any successor rule promulgated thereafter by the Commission) (but with no volume or other restrictions or limitations); or (E) such securities have been sold to, or through, a broker, dealer or underwriter in a public distribution or other public securities transaction.

  • Shelf Takedown means an Underwritten Shelf Takedown or any proposed transfer or sale using a Registration Statement, including a Piggyback Registration.

  • Required Registration Amount means either the Initial Required Registration Amount or the Additional Required Registration Amount, as applicable.

  • Requesting Holders shall have the meaning given in Section 2.1.5.

  • Demand Registration shall have the meaning given in subsection 2.1.1.

  • Shelf Registrable Securities has the meaning set forth in Section 1(d)(i).

  • Underwritten Shelf Takedown shall have the meaning given in subsection 2.3.3.

  • Piggy-Back Registration is defined in Section 2.2.1.

  • Insider Shares means all shares of Common Stock of the Company owned by an Insider immediately prior to the Company’s IPO. For the avoidance of doubt, Insider Shares shall not include any IPO Shares purchased by Insiders in connection with or subsequent to the Company’s IPO.

  • Demand Registration Request shall have the meaning set forth in Section 3.1.1(a).

  • Underwriters’ Maximum Number means, for any Piggyback Registration, Demand Registration or other registration which is an underwritten registration, that number of securities to which such registration should, in the opinion of the managing underwriters of such registration in the light of marketing factors, be limited.