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Registrable Shares definition

Registrable SharesÌýmeans the Common Stock owned by the Holders, whether owned on the date hereof or acquired hereafter; provided, however, that shares of Common Stock that, pursuant to Section 3.1, no longer have registration rights hereunder shall not be considered Registrable Shares.
Registrable SharesÌýmeans the Shares owned by Holders from time to time, including Shares issuable to Holders on the conversion of securities convertible, exchangeable or exercisable into Shares owned by a Holder, together with any securities owned by Holders issued with respect to such Shares by way of dividend or split or in connection with a combination of shares, recapitalization, merger, consolidation, amalgamation, arrangement or other reorganization; provided, however, that Shares that, pursuant to Section 3.1, no longer have registration rights hereunder shall not be considered Registrable Shares;

Examples of Registrable Shares in a sentence

  • Notwithstanding the foregoing, in no event shall the number of Registrable Shares included in the registered offering be reduced unless all other securities are also reduced proportionately in the offering.

  • The Company shall indemnify the underwriters, and any brokers, sales agents or placement agents executing sales or distributions of Registrable Shares, and their officers and directors and each person or entity who controls such underwriters, brokers, sales agents or placement agents (within the meaning of the Securities Act), to the same extent as provided in the foregoing with respect to the indemnification of the Investor.

  • The Company shall use its reasonable efforts to keep such Registration Statement continuously effective, available for use to permit the Investor to sell their Registrable Shares included therein and in compliance with the provisions of the Securities Act until such time as there are no longer any Registrable Shares.

  • The inclusion of any Registrable Shares in a Piggyback Registration shall be subject to Investor’s agreement to enter into an underwriting agreement in customary form with the underwriter(s) selected for such underwritten public offering.


More Definitions of Registrable Shares

Registrable SharesÌýmeans (i) all Ordinary Shares (as such term is defined in the Articles) (the “Ordinary Sharesâ€�) owned by any Holder party hereto as of immediately after the Closing, including any Ordinary Shares issuable upon conversion or exercise of warrants, options or any other securities or instruments issued or assumed by the Company and any Ordinary Shares issued to holders of Class A ordinary shares, par value US$0.0001 per share, of the SPAC in connection with the Business Combination at Closing and (ii) any Ordinary Shares issuable upon conversion or exercise of warrants, options or any other securities or instruments issued or assumed by the Company to the extent that such securities are â€�restricted securitiesâ€� (as defined in Rule 144) or are otherwise held by an “affiliateâ€� (as defined in Rule 144) of the Company; provided that, (x) no Holder who holds Registrable Shares that remain (i) subject to restriction on Transfer as set forth in Section 4.1, (ii) subject to restriction on Transfer or forfeiture as set forth in the Sponsor Letter Agreement or (iii) held in escrow pursuant to that certain Unit Subscription Agreement (collectively, the “Sale Limited Securitiesâ€�), shall have any right to have such Registrable Shares participate in (1) an offering pursuant to Section 2.2 (although such shares may be registered on any shelf registration pursuant to Section 2.2 so long as they are not transferred thereunder in violation of such restrictions) or (2) a registration or offering pursuant to Section 2.3, unless such restrictions lapse before the effectiveness of the Registration Statement, and (y) for the avoidance of doubt, any PIPE Warrants and Ordinary Shares purchased by the EDNCU Holder pursuant to that certain Unit Subscription Agreement, shall not be Registrable Shares hereunder but shall be entitled to the registration rights as set forth therein; provided, further, that, Ordinary Shares shall cease to be Registrable Shares (1) on the later of (x) as to any Holder (other than Catalyst) that holds more than 5% of then-outstanding Ordinary Shares, two years after the date of the Business Combination, as to Catalyst, when it owns less than 1% of the outstanding Ordinary Shares and (y) when they are freely saleable without registration by the Holder thereof pursuant to Rule 144 (without the need for any manner of sale requirement or volume limitation and without the requirement for the Company to be in compliance with the current public information requirement...
Registrable SharesÌýmeans the shares of Common Stock issuable upon conversion of the Notes and exercise of the Warrants and shares or securities issued as a result of stock split, stock dividend or reclassification of such shares.
Registrable SharesÌýmeans the Sellers' Registrable Shares. All such securities shall cease to be Registrable Shares when they (i) have been distributed to the public pursuant to an offering registered under the Securities Act, (ii) become eligible to be sold to the public through a broker, dealer or market maker in compliance with Rule 144 under the Securities Act (or any similar rule then in force), or (iii) are sold by Sellers.
Registrable SharesÌýmeans at any time, with respect to any Stockholder, the Restricted Shares held by such Stockholder which constitute Common Stock.
Registrable SharesÌýmeans 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 any other Warrants and or other securities issued to Holder in respect of the Warrants as a result of stock split, stock dividend or reclassification of such shares.
Registrable SharesÌýhas the meaning set forth in Section 8.6D(2) hereof.
Registrable SharesÌýwhen used with respect to a Holder, shall mean ------------------ the Shares of such Holder, excluding (i) Shares for which a Registration Statement relating to the sale thereof shall have become effective under the Securities Act and which have been issued or disposed of under such Registration Statement, (ii) Shares sold pursuant to Rule 144 or (iii) Shares eligible for sale pursuant to Rule 144(k) (or any successor provision) and (b) when used without reference to a Holder, shall mean the Registrable Shares of all Holders.