Registration Securities definition
Registration Securities has the meaning set forth in Section 3(a) hereof.
Registration Securities has the meaning given to such term in Section 2.1(a).
Registration Securities means those ordinary shares (which may be represented by American Depositary Shares), debt securities, preference shares, warrants, units and depositary shares that the Issuer may sell and issue from time to time under the Registration Statement.
Examples of Registration Securities in a sentence
The CVRs shall be issued initially in the form of (a) one or more permanent Global Securities, deposited with the Trustee, as the custodian for The Depository Trust Company, its nominees and successors (the “Depositary”), or (b) one or more Direct Registration Securities.
A Holder of Direct Registration Securities may transfer such Direct Registration Securities to a Person who takes delivery thereof in the form of Direct Registration Securities.
Upon the occurrence of either of the preceding events in (1) or (2) above, Direct Registration Securities shall be issued in such names as the Depositary shall instruct the Trustee.
Upon receipt of a request to register such a transfer, the Security Registrar shall register the Direct Registration Securities pursuant to the instructions from the Holder thereof.
Any holder of Registration Securities that has given such a written request may withdraw its Registrable Securities from the related Piggyback Registration by giving written notice to the Company and the managing underwriter, if any, on or before the 30th day prior to the planned effective date of the related Piggyback Registration.
More Definitions of Registration Securities
Registration Securities means any Common Stock (i) issued or issuable ----------------------- upon conversion of the Preferred Shares, (ii) issued as a dividend or other distribution with respect to or in exchange for or other distribution with respect to or in exchange for or in replacement of the shares referenced in (i) above, or (iii) otherwise owned by a Purchaser, provided, however, that -------- ------- Registrable Securities shall not included any shares of Common Stock which have previously been registered or sold to the public.
Registration Securities. The collective reference to the Preferred Securities (including the Guarantee) and the Debentures, and if such securities have been converted into or exchanged for other securities, any such securities into or for which the Preferred Securities (including the Guarantee) or the Debentures have been so converted or exchanged, and any security issued with respect thereto upon any stock dividend, split or similar event.
Registration Securities means (i) the 615,022 shares of Common Stock issued to the Initial Holder pursuant to the Purchase Agreement, and (ii) any other securities of the Company (or any successor or assign of the Company, whether by merger, consolidation, sale of assets or otherwise) which may be issued or issuable with respect to, in exchange for, or in substitution of, Registrable Securities referenced in clause (i) above by reason of any dividend or stock split, combination of shares, merger, consolidation, recapitalization, reclassification, reorganization, sale of assets or similar transaction. As to any particular Registrable Securities, such securities shall cease to be Registrable Securities when (A) a registration statement with respect to the sale of such securities shall have been declared effective under the Securities Act and such securities shall have been disposed of in accordance with such registration statement, (B) such securities are sold pursuant to Rule 144 (or any similar provisions then in force) under the Securities Act, (C) such securities have been otherwise transferred, a new certificate or other evidence of ownership for them not bearing a legend restricting further transfer shall have been delivered by the Company and subsequent public distribution of them shall not require registration under the Securities Act, (D) such securities shall have ceased to be outstanding or (E) such securities are freely tradable under the Securities Act.
Registration Securities means the Shares; provided, however, that the Shares shall cease to be Registrable Securities when (i) an Issuance Registration Statement with respect to all the Shares shall have been declared effective; (ii) a Shelf Registration Statement with respect to the Shares shall have been declared effective under the Securities Act and all such Shares shall have been transferred or otherwise disposed of pursuant to such Shelf Registration Statement; or (iii) the Shares may be distributed to the public pursuant to Rule 144(k) (or any similar provision then in force, but not Rule 144A) under the Securities Act in respect of all beneficial holders of Shares that are not Affiliates of the Company.
Registration Securities means for each Stockholder, all of the shares ----------------------- of Common Stock received by the Stockholder pursuant to the Merger and the shares of Common Stock acquired by the Stockholder from time to time upon exercise of his or her Option, together with any and all additional shares of Common Stock issued or distributed in respect of any such shares by way of stock dividend or distribution or stock split; provided, however that any shares of Registration Securities shall cease to be Registration Securities when (i) a registration statement covering such shares has been declared effective under the Securities Act and such shares have been disposed of pursuant to such registration statement, or (ii) such shares have ceased to be outstanding.
Registration Securities. The Registered Preferred Stock and the Registered Exchange Notes.
Registration Securities means (i) any and all of the shares of AMG Common Stock issued or issuable upon conversion of the AMG Preferred Stock issued to Shareholders as contemplated by this Agreement, and (ii) any other securities AMG may hereafter issue in exchange therefor or in respect thereof in the form of a stock split, dividend, reorganization, merger or similar event. As to any particular Registration Securities, once issued, such Registration Securities shall cease to be Registration Securities when (i) such securities have been registered under the Securities Act, in accordance with the terms of this Agreement, the registration statement in connection therewith has been declared effective, and such securities have been disposed of by Shareholders pursuant to such effective registration statement, (ii) such securities are distributed to the public pursuant to and in accordance with Rule 144 (or any similar provisions then in force under the Securities Act), (iii) such securities are otherwise transferred and AMG has delivered new certificates evidencing ownership and are not subject to legal or other restriction, (iv) such securities have ceased to be subject to restrictions on the public offer and sale thereof by virtue of the application of Rule 144(k) promulgated by the SEC pursuant to the Securities Act or (v) such securities have ceased to be outstanding.