Unregistered Warrant Shares definition

Unregistered Warrant Shares means the shares of Common Stock issuable upon exercise of the Unregistered Warrants.
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Examples of Unregistered Warrant Shares in a sentence

  • Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, no registration under the Securities Act is required for the offer and sale of the Unregistered Warrants or the Unregistered Warrant Shares by the Company to the Purchasers as contemplated hereby.

  • The Company agrees to timely file a Form D with respect to the Unregistered Warrants and the Unregistered Warrant Shares as required under Regulation D and to provide a copy thereof, promptly upon request of any Purchaser.

  • The Unregistered Warrant Shares, when issued in accordance with the terms of the Unregistered Warrants, will be validly issued, fully paid and nonassessable, free and clear of all Liens imposed by the Company.

  • The Company has offered the Unregistered Warrants and Unregistered Warrant Shares for sale only to the Purchasers and certain other “accredited investors” within the meaning of Rule 501 under the Securities Act.

  • Neither the Company nor any Person acting on behalf of the Company has offered or sold any of the Unregistered Warrants or Unregistered Warrant Shares by any form of general solicitation or general advertising.

  • Continuing conflict with the local community The SFMP also writes that “APRIL establishes partnerships with local communities as part of its commitment to Corporate Social Responsibility” (Commitment V).

  • The Company shall take such action as the Company shall reasonably determine is necessary in order to obtain an exemption for, or to qualify the Unregistered Warrant and Unregistered Warrant Shares for, sale to the Purchasers at the Closing under applicable securities or “Blue Sky” laws of the states of the United States, and shall provide evidence of such actions promptly upon request of any Purchaser.

  • The Company agrees to timely file a Form D with respect to the Unregistered Warrant and Unregistered Warrant Shares as required under Regulation D and to provide a copy thereof, promptly upon request of any Purchaser.

  • The Company shall use commercially reasonable efforts to cause such registration to become effective within ninety (90) days following the Closing Date and to keep such registration statement effective at all times (except for any periods in connection with the filing of post-effective amendments as reasonably determined by Company’s counsel to be required) until no Purchaser owns any Unregistered Warrants or Unregistered Warrant Shares issuable upon exercise thereof.

  • Neither the Company nor any Person acting on behalf of the Company has offered or sold any of the Unregistered Warrant or Unregistered Warrant Shares by any form of general solicitation or general advertising.

Related to Unregistered Warrant Shares

  • Common Warrant Shares means the shares of Common Stock issuable upon exercise of the Common Warrants.

  • Warrant Stock means Common Stock issuable upon exercise of any Warrant or Warrants or otherwise issuable pursuant to any Warrant or Warrants.

  • Warrant Shares means the shares of Common Stock issuable upon exercise of the Warrants.

  • Registered Warrantholders means the persons who are registered owners of Warrants as such names appear on the register, and for greater certainty, shall include the Depository as well as the holders of Uncertificated Warrants appearing on the register of the Warrant Agent;

  • Pre-Funded Warrant Shares means the shares of Common Stock issuable upon exercise of the Pre-Funded Warrants.

  • U.S. Warrantholder means any (a) Warrantholder that (i) is a U.S. Person, (ii) is in the United States, (iii) received an offer to acquire Warrants while in the United States, or (iv) was in the United States at the time such Warrantholder’s buy order was made or such Warrantholder executed or delivered its purchase order for the Warrants or (b) person who acquired Warrants on behalf of, or for the account or benefit of, any U.S. Person or any person in the United States;

  • Conversion Shares means, collectively, the shares of Common Stock issuable upon conversion of the shares of Preferred Stock in accordance with the terms hereof.

  • Conversion Stock means shares of Common Stock issued upon conversion of the Preferred Stock.

  • Exercise Shares means the shares of Common Stock issuable upon exercise of this Warrant.

  • Common Shares means the common shares in the capital of the Corporation;

  • Series B Preferred Shares means the Series B Preferred Shares of the Company, par value US$0.0001 per share.

  • Series E Preferred Shares means the Series E Preferred Shares of the Company, par value US$0.0001 per share, with the rights and privileges as set forth in the Memorandum and Articles.

  • Series A Preferred Shares means the Series A Preferred Shares of the Company, par value US$0.0001 per share, with the rights and privileges as set forth in the Memorandum and Articles.

  • Series F Preferred Shares means the Series F Preferred Shares of the Company, par value US$0.0001 per share, with the rights and privileges as set forth in the Memorandum and Articles.

  • Series D Preferred Shares means the Company’s series D preferred shares, par value US$0.00001 per share.

  • Warrant Share means the Common Shares issuable upon the exercise of the Warrants.

  • Registered Shares has the meaning set forth in Section 3.01(b).

  • Series C Preferred Shares means the Company’s series C preferred shares, par value US$0.00001 per share.

  • holder of a Warrant Certificate as used herein shall mean any person in whose name at the time any Warrant Certificate shall be registered upon the books to be maintained by the Warrant Agent for that purpose.

  • Warrant Securities means this Warrant and the Warrant Shares, collectively.

  • Conversion Share means any share of Common Stock issued or issuable upon conversion of any Note.

  • Series A-1 Preferred Shares means the Company’s series A-1 preferred shares, par value US$0.00001 per share.

  • Series A Preference Shares means the Series A Preference Shares of £0.05 each in the capital of the Company.

  • Warrant Certificate means a certificate in substantially the form attached as Exhibit 1 hereto, representing such number of Warrant Shares as is indicated therein, provided that any reference to the delivery of a Warrant Certificate in this Agreement shall include delivery of a Definitive Certificate or a Global Warrant (each as defined below). All other capitalized terms used but not otherwise defined herein shall have the meaning ascribed to such terms in the Warrant Certificate.

  • Company Convertible Securities means, collectively, any other options, warrants or rights to subscribe for or purchase any capital shares of the Company or securities convertible into or exchangeable for, or that otherwise confer on the holder any right to acquire any capital shares of the Company.

  • SPAC Warrants means the SPAC Public Warrants and the SPAC Private Placement Warrants.