S-3 Shelf Registration Statement definition

S-3 Shelf Registration Statement has the meaning set forth in Section 4(a).
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S-3 Shelf Registration Statement means a Registration Statement (including any amendment or supplement thereto) on Form S-3 including Registrable Securities.
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S-3 Shelf Registration Statement has the meaning specified therefor in Section 2.01(d) of this Agreement.
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Examples of S-3 Shelf Registration Statement in a sentence

  • E&Y consented to the inclusion of its 2007 Audit Report in Lehman’s 2007 Form 10-K, and consented to the incorporation of the 2007 Audit Report by reference in registration statements, including Lehman’s May 30, 2006 S-3 Shelf Registration Statement (No. 333−134553), and post effective amendments.

  • The offering materials in connection with the 2014 Debt Offering (“2014 Offering Materials”) included (1) the Form S-3 Shelf Registration Statement and Prospectus filed on July 18, 2014 (“July 2014 Registration Statement”); (2) the Rule 424(b)(5) Preliminary Prospectus Supplement filed on November 3, 2014; (3) the Rule 433 Free Writing Prospectus filed on November 4, 2014; and (4) the Rule 424(b)(2) Prospectus Supplement filed on November 5, 2014.

  • On November 8, 2010, the Issuer filed a Form S-3 Shelf Registration Statement and accompanying Prospectus with the SEC, offering periodically to sell common stock of the Issuer.

  • We filed a second Form S-3 Shelf Registration Statement effective January 10, 2014 providing for the public offer and sale of certain securities of the Company from time to time, at our discretion, up to an aggregate offering of $100 million.

  • The Commitment Fee Shares will be included in an existing Form S-3 Shelf Registration Statement with a resale prospectus through an amendment to such registration statement if permitted or through a new resale registration statement, either of which shall be filed by the Company with the SEC at the Company’s sole expense not later than forty-five (45) days after the Closing Date.

  • Shelf Registration Dear Ladies and Gentlemen: You have requested our opinion in connection with the Form S-3 Shelf Registration Statement, dated September 9, 1996 (the "Registration Statement") being filed by Redwood Trust, Inc.

  • In order to update the Company’s financial information from the December 2001 S-3 Shelf Registration Statement, Friedman’s filed Prospectus Supplements on Form 424(b)(5) on January 24, 2003 and February 6, 2002 (“the 2002 Prospectus Supplements”).

  • King completed a public offering of 4 million shares of its common stock at $41.38 per share for proceeds of approximately $165.5 million (the “April Offering”) pursuant to a Form S-3 Shelf Registration Statement filed with the SEC on January 21, 2000 (“January Registration Statement”) and a Prospectus and Prospectus Supplement filed with the SEC on April 19, 2000 (“April Prospectus Supplement”) (collectively, the “April Prospectus”).

  • We previously filed a Form S-3 Shelf Registration Statement effective September 2, 2011 (the "Shelf") providing for the public offer and sale of certain securities of the Company from time to time, at our discretion, up to an aggregate amount of $50 million.

  • Although the UAE is currently strategising its policies for nuclear energy, there is an absence of clarity on the position or responsibilities of government, in terms of dealing with liability during accidents or misuse.


More Definitions of S-3 Shelf Registration Statement

S-3 Shelf Registration Statement has the meaning specified in Section 2.01(c).
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S-3 Shelf Registration Statement has the meaning set forth in Section 4(a). “SEC” means the Securities and Exchange Commission or any successor agency. “Securities Act” means the Securities Act of 1933, as amended. “Shares” means any shares of Common Stock. If at any time Registrable Shares include securities of the Company other than Common Stock, then, when referring to Shares other than Registrable Shares, “Shares” shall include the class or classes of such other securities of the Company. “Shelf Takedown” has the meaning set forth in Section 4(b). “Suspension Period” has the meaning set forth in Section 5. “Termination Date” means with respect to a particular Investor the first date on which such Investor no longer owns any Registrable Shares or such Investor is no longer an “Investor”. “underwritten offering” means a registered offering in which securities of the Company are sold to one or more underwriters on a firm-commitment basis for reoffering to the public, and “underwritten Shelf Takedown” means an underwritten offering effected pursuant to an S-3 Shelf Registration. “Warrant” or “Warrants” have the meaning set forth in the first Recital hereto. In addition to the above definitions, unless the context requires otherwise: (i) any reference to any statute, regulation, rule or form as of any time shall mean such statute, regulation, rule or form as amended or modified and shall also include any successor statute, regulation, rule or form from time to time; 4
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Related to S-3 Shelf Registration Statement

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

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

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

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

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

  • Initial Shelf Registration See Section 3(a).

  • Subsequent Shelf Registration shall have the meaning given in subsection 2.3.2.

  • Shelf Registration means a registration effected pursuant to Section 2(b) hereof.

  • Shelf Registration Period has the meaning set forth in Section 3(b) hereof.

  • Shelf Registration Event shall have the meaning set forth in Section 2(b) hereof.

  • 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.

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

  • Rule 462(b) Registration Statement means any registration statement prepared by the Company registering additional Securities, which was filed with the Commission on or prior to the date hereof and became automatically effective pursuant to Rule 462(b) promulgated by the Commission pursuant to the Securities Act.

  • 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.

  • 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.

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

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

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

  • Exchange Offer Registration Statement has the meaning set forth in the Registration Rights Agreement.

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

  • 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.

  • 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.

  • 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.