Additional Shelf Registration Clause Samples
The Additional Shelf Registration clause allows a company to register additional securities for public offering beyond those initially registered, typically under a shelf registration statement. This clause enables the issuer to file supplementary registration statements with the relevant regulatory authority, such as the SEC, to cover new securities or increase the amount of securities available for sale. Its core practical function is to provide flexibility and efficiency in capital raising by allowing the company to respond quickly to market opportunities without undergoing a full registration process each time.
Additional Shelf Registration. In the event that the Securities Act or the rules governing the use of a particular form of Registration Statement prohibit the registration of all Restricted Shares on the Shelf Registration Statement, or if following the Initial Registration Period any Restricted Shares registered thereon remain unsold, the Registrants shall promptly use commercially reasonable efforts to prepare, file with the Commission, and cause to become effective a Registration Statement or Registration Statements (as is necessary) on Form S-3 (or, if such form is unavailable for such a registration, on such other form as is available for such a registration) covering the resale of the then-unsold Restricted Shares, and to keep such Registration Statement Effective until such time as all Restricted Shares have been sold.
Additional Shelf Registration. In addition to the other rights of the holders of Registrable Securities under this Agreement, at any time from and after the date hereof, the Company shall, at the request of the Required REI Shareholders, file and use its best efforts to have declared effective a "shelf" registration statement (the "Shelf Registration") on any appropriate form pursuant to Rule 415 under the Securities Act and/or any similar rule that may be adopted by the Commission, with respect to all Registrable Securities. The Company shall use its best efforts to keep such Shelf Registration continuously effective for a period of two (2) years following the date on which the Shelf Registration is declared effective or until all Registrable Securities included therein have been sold (the "Effective Period"). If necessary, the Company shall supplement or amend the Shelf Registration, as required by the registration form used by the Company or by the instructions applicable to such registration form or by the Securities Act and in any event the Company shall so supplement or amend (including through the incorporation by reference of reports filed by the Company pursuant to the Exchange Act, if permitted by applicable forms) the Shelf Registration at least on a quarterly and annual basis and at any other time if necessary to keep such Shelf Registration current and the Company shall furnish to the holders of the Registrable Securities copies of any such supplement or amendment prior to or simultaneously with its being used and/or filed with the Commission. The Company shall pay all Registration Expenses in connection with the Shelf Registration, whether or not it becomes effective. The Company shall make available to the holders of Registrable Securities, as soon as reasonably practicable, an earnings statement covering a period of twelve (12) months, beginning within three (3) months after the effective date of the Shelf Registration, which earnings statement shall satisfy the provisions of Section 11(a) of the Securities Act and Rule 158 thereunder. The provisions of Articles V, VI, VII, VIII, IX and XI shall apply to such Shelf Registration as if it were a Demand Registration.
Additional Shelf Registration. In addition to the other rights of the holders of Registrable Securities under this Agreement, at any time from and after the date hereof, the Company shall, at the request of the Required REI Shareholders, file and use its best efforts to have declared effective a "shelf" registration statement (the "Shelf Registration") on any appropriate form pursuant to Rule 415 under the Securities Act and/or any similar rule that may be adopted by the Commission, with respect to all Registrable Securities. The Company shall use its best efforts to keep such Shelf Registration continuously effective for a period of two (2) years following the date on which the Shelf Registration is declared effective or until all Registrable Securities included therein have been sold (the "Effective Period"). If necessary, the Company shall supplement or amend the Shelf Registration, as required by the registration form used by the Company or by the instructions applicable to such registration form or by the Securities Act and in any event the Company shall so supplement or amend (including through the incorporation by reference of reports filed by the Company pursuant to the Exchange Act, if permitted by applicable forms) the Shelf Registration at least on a quarterly and annual basis and at any other time if necessary to keep such Shelf Registration current and the Company shall furnish to the holders of the Registrable Securities copies of any such supplement or amendment prior to or simultaneously with its being used and/or
Additional Shelf Registration. If at any time after the Shelf Registration is declared effective by the Commission and prior to the Final Date the Shelf Registration is no longer in effect (except as provided by Section 3(f) above) and the Representative, on behalf of Holders of a majority of the then-outstanding Registrable Securities, so requests in writing, Issuer will prepare an additional shelf registration statement (the "Additional Shelf Registration") on behalf of the Holders on an appropriate form pursuant to Rule 415 (or any similar provision that may be adopted by the Commission) under the Act with respect to all of the then-outstanding Registrable Securities. The terms and provisions of this Agreement that are applicable with respect to the Shelf Registration (except for the first sentence of Section 3(a)) shall be similarly applicable with respect to the Additional Shelf Registration. For the avoidance of doubt, the five-year period in clause (A) of the definition of "Final Date" in Section 3(b)(i) (and the five-year period in clause (X) of the final paragraph of Section 5) shall relate only to the date on which the Shelf Registration, and not the Additional Shelf Registration, was declared effective by the Commission, and any Take-Down Requests pursuant to the Shelf Registration that counted as such pursuant to this Section 3 shall similarly count as Take-Down Requests pursuant to the Additional Shelf Registration.