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.
Other Registrable Securities means (i) any shares of Common Stock issued to a Person that becomes party to this Agreement after the date hereof in accordance with Section 14(e), and (ii) any Common Stock issued or issuable with respect to the securities referred to in clause (i) by way of a stock dividend or stock split or stock conversion or in connection with a combination of shares, recapitalization, merger, consolidation or other reorganization; provided that “Other Registrable Securities” shall not include any shares of Common Stock issued, distributed or otherwise transferred to any Holder (as such term is defined in any CVR Agreement) and/or any of such Holder’s permitted transferee(s) under any CVR Agreement upon exercise of any CVR pursuant to the CVR Agreement. As to any particular Other Registrable Securities, such securities shall cease to be Other Registrable Securities when they have been distributed to the public pursuant to a offering registered under the Securities Act or 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 repurchased by the Company or any Subsidiary. For purposes of this Agreement, a Person shall be deemed to be a holder of Other Registrable Securities whenever such Person has the right to acquire such Other Registrable Securities (upon conversion or exercise in connection with a transfer of securities or otherwise, but disregarding any restrictions or limitations upon the exercise of such right), whether or not such acquisition has actually been effected; provided that such right must be converted or exercised and the Other Registrable Securities acquired not later than immediately prior to the initial closing of an offering in which the Other Registrable Securities issuable upon exchange or conversion of such rights are to be included (although such conversion or exercise may be conditioned upon the occurrence of such closing).
Other Registrable Securities means (i) any Common Stock issued or issuable upon the conversion of any Class B Unit or Class C Unit issued pursuant to the Contribution Agreement, (ii) any Common Stock issued or issuable with respect to the securities referred to in clause (i) above by way of a dividend or split of equity securities or in connection with a combination of equity securities, recapitalization, merger, consolidation or other reorganization, and (iii) any other shares of Common Stock held by Persons holding securities described in clauses (i) and (ii) above (in each case, other than Investor Registrable Securities). As to any particular Other Registrable Securities, such securities shall cease to be Other Registrable Securities when they have (a) been distributed to the public pursuant to an offering registered under the Securities Act, (b) been 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), (c) are eligible for sale under Rule 144 under the Securities Act (or any similar rule then in force), without volume or time limitations, by holders who are not Affiliates of the Company, or (d) been repurchased by the Company or any Subsidiary. As to any particular Other Registrable Securities held by the Other Holders, such securities shall cease to be Other Registrable Securities when they have been distributed by any Other Holder to any of its direct or indirect partners, members, beneficiaries (in the case of a trust) or other owners. As to any particular holder of Other Registrable Securities, during any period when both (x) the Company has completed its IPO, and (y) all Registrable Securities held by Other Holders (and all other Persons whose securities must be aggregated with those of such holder under Rule 144) may be sold without volume limitations pursuant to Rule 144 in a three-month period, the securities held by such Other Holder shall cease to be Registrable Securities during such period and thereafter.
Examples of Other Registrable Securities in a sentence
The Company and any holder of Other Registrable Securities initiating any Piggyback Registration shall have the right to, in its sole discretion, defer, terminate or withdraw any registration initiated by it under this Section 5.5 whether or not the Stockholder has elected to include any Registrable Securities in such registration.
The rights to cause Matador to register Registrable Securities granted to the Investor by Matador under this Article II may be transferred or assigned by the Investor to one or more transferee(s) or assignee(s) of such Registrable Securities, who (a) are Affiliates of the Investor or (b) hold, collectively with its or their Affiliates, after giving effect to such transfer or assignment, at least $50.0 million of Registrable Securities and Other Registrable Securities.
New Mylan and any holder of Other Registrable Securities initiating any registration shall have the right to, in its sole discretion, defer, terminate or withdraw any registration initiated by it under this Section 6.5 whether or not the Abbott Shareholders have elected to include any Registrable Securities in such registration.
Upon receipt of such notice, the Company shall withdraw or terminate such registration whether or not any Other Piggyback Holder has elected to include any Other Registrable Securities in such registration.
In addition, the Company shall have the right to withdraw or terminate any proposed registration initiated by it and a Holder of Other Registrable Securities shall have the right to withdraw or terminate any proposed registration initiated by it, whether or not the OW Group or any Other Piggyback Holder has elected to include Registrable Securities or Other Registrable Securities, as the case may be, in such registration.
More Definitions of Other Registrable Securities
Other Registrable Securities means (a) Company Ordinary Shares (including Company Ordinary Shares beneficially owned as a result of, or issuable upon, the conversion, exercise or exchange of any other Capital Stock), (b) any securities issued or issuable with respect to, on account of or in exchange for Company Ordinary Shares, whether by stock split, stock dividend, recapitalization, merger, consolidation or other reorganization, charter amendment or otherwise, (c) any options, warrants or other rights to acquire Company Ordinary Shares, and (d) any securities received as a dividend or distribution in respect of any of the securities described in clauses (a) and (b) above, in each case beneficially owned by any other Person who has rights to participate in the applicable offering of securities by the Company pursuant to a registration rights agreement or other similar arrangement (other than this Agreement) with the Company relating to the Company Ordinary Shares; provided that in the case of an Underwritten Shelf Takedown or an Underwritten Demand, Other Registrable Securities shall be limited to the securities of the class and series being offered in such Underwritten Shelf Takedown or Demand Registration.
Other Registrable Securities means, with respect to any offering hereunder, the securities that any Person is entitled to request be included in such offering pursuant to any registration rights agreement other than this Agreement or the WCAS Registration Rights Agreement.
Other Registrable Securities means securities of the Company held by holders that are contractually entitled to include such securities in a registration statement of the Company pursuant to a written agreement entered into by the Company in compliance with this Agreement.
Other Registrable Securities means (i) “Registrable Securities” within the meaning of the Series B Notes Registration Rights Agreement and (ii) “Registrable Securities” within the meaning of the Series B Preferred Registration Rights Agreement.
Other Registrable Securities means those shares of Common Stock heretofore or hereafter issued pursuant to one or more agreements granting the purchasers of such securities the right to have the Company register such securities or include such securities in any other registration of the Company's equity securities.
Other Registrable Securities means (i) any shares of Common Stock held as of the date hereof, or acquired hereafter from the Company, by the Other Stockholders and (ii) any shares of Common Stock issued or issuable directly or indirectly with respect to the securities referred to in clause (i) above by way of stock dividend or stock split or in connection with a combination of securities, recapitalization, merger, consolidation, or other reorganization.
Other Registrable Securities has the meaning specified therefor in Section 2.02(b).