Common use of Authorized Capital; Options, etc Clause in Contracts

Authorized Capital; Options, etc. The capitalization of the Company is as set forth in the Registration Statement, the Disclosure Package and the Prospectus. The Company has not issued any capital stock except as disclosed in the Registration Statement, the Disclosure Package and the Prospectus, other than pursuant to the exercise of employee stock options under the Company’s stock option plans and the vesting of restricted stock units under the Company’s equity compensation plans, the issuance of shares of Common Stock to employees and directors pursuant to the Company’s officer and director stock purchase plan and pursuant to the conversion and/or exercise of securities convertible into or exercisable for shares of Common Stock outstanding as of the date hereof. No person has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement. Except as disclosed in the Registration Statement, the Disclosure Package and the Prospectus and except as a result of the purchase and sale of the Public Securities, there are no outstanding options, warrants, scrip rights to subscribe to, calls or commitments of any character whatsoever relating to, or securities, rights or obligations convertible into or exercisable or exchangeable for, or giving any person any right to subscribe for or acquire, any shares of Common Stock, or contracts, commitments, understandings or arrangements by which the Company or any Subsidiary is or may become bound to issue additional shares of Common Stock or securities convertible into or exercisable for shares of Common Stock. The issuance and sale of the Public Securities will not obligate the Company to issue shares of Common Stock or other securities to any person (other than the Underwriters) and, except as disclosed in the Registration Statement, the Disclosure Package and the Prospectus, will not result in a right of any holder of Company securities to adjust the exercise, conversion, exchange or reset price under any of such securities. Except as disclosed in the Registration Statement, the Disclosure Package and the Prospectus, there are no stockholders agreements, voting agreements or other similar agreements with respect to the Company’s capital stock to which the Company is a party or, to the knowledge of the Company, between or among any of the Company’s stockholders.

Authorized Capital; Options, etc. The capitalization of the Company is as set forth in the Registration Statement, the Disclosure Package and the Prospectus. The Company has not issued any capital stock except as disclosed in the Registration Statement, the Disclosure Package and the Prospectus, other than pursuant to the exercise of employee stock options under the Company’s stock option plans and the vesting of restricted stock units under the Company’s equity compensation plans, the issuance of shares of Common Stock to employees and directors pursuant to the Company’s officer and director stock purchase plan and pursuant to the conversion and/or exercise of securities convertible into or exercisable for shares of Common Stock outstanding as of the date hereof. No person has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement. The entities set forth on Schedule 2.9 have waived their rights of participation. Except as disclosed in the Registration Statement, the Disclosure Package and the Prospectus and except as a result of the purchase and sale of the Public Securities, there are no outstanding options, warrants, scrip rights to subscribe to, calls or commitments of any character whatsoever relating to, or securities, rights or obligations convertible into or exercisable or exchangeable for, or giving any person any right to subscribe for or acquire, any shares of Common Stock, or contracts, commitments, understandings or arrangements by which the Company or any Subsidiary is or may become bound to issue additional shares of Common Stock or securities convertible into or exercisable for shares of Common Stock. The issuance and sale of the Public Securities will not obligate the Company to issue shares of Common Stock or other securities to any person (other than the Underwriters) and, except as disclosed in the Registration Statement, the Disclosure Package and the Prospectus, will not result in a right of any holder of Company securities to adjust the exercise, conversion, exchange or reset price under any of such securities. Except as disclosed in the Registration Statement, the Disclosure Package and the Prospectus, there are no stockholders agreements, voting agreements or other similar agreements with respect to the Company’s capital stock to which the Company is a party or, to the knowledge of the Company, between or among any of the Company’s stockholders.

Authorized Capital; Options, etc. The Company has an authorized, issued and outstanding capitalization of the Company is as set forth in the Registration Statement, the Disclosure Package and the Prospectus. The Prospectus as of the dates referred to therein (other than the grant of additional options or other share awards under the Company’s existing incentive share option plans, or changes in the number of outstanding shares of Common Stock of the Company has not issued any capital stock except as disclosed due to the issuance of shares upon the exercise or conversion of securities exercisable for, or convertible into, shares of Common Stock outstanding on the dates referred to in the Registration Statement, the Disclosure Package and the Prospectus, other than pursuant to the exercise of employee stock options under the Company’s stock option plans and the vesting of restricted stock units under the Company’s equity compensation plans, the issuance of shares of Common Stock to employees and directors pursuant to the Company’s officer and director stock purchase plan and pursuant to the conversion and/or exercise of securities convertible into or exercisable for shares of Common Stock outstanding as of the date hereof). No person has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement. Except as disclosed in the Registration Statement, the Disclosure Package and the Prospectus and except as a result of the purchase and sale of the Public Securities, there are no outstanding options, warrants, scrip rights to subscribe to, calls or commitments of any character whatsoever relating to, or securities, rights or obligations convertible into or exercisable or exchangeable for, or giving any person any right to subscribe for or acquire, any shares of Common Stock, or contracts, commitments, understandings or arrangements by which the Company or any Subsidiary is or may become bound to issue additional shares of Common Stock or securities convertible into or exercisable for shares of Common Stock. The issuance and sale of the Public Securities will not obligate the Company to issue shares of Common Stock or other securities to any person (other than the Underwriters) and, except as disclosed in the Registration Statement, the Disclosure Package and the Prospectus, will not result in a right of any holder of Company securities to adjust the exercise, conversion, exchange or reset price under any of such securities. Except as disclosed in the Registration Statement, the Disclosure Package and the Prospectus, there are no stockholders agreements, voting agreements or other similar agreements with respect to the Company’s capital stock to which the Company is a party or, to the knowledge of the Company, between or among any of the Company’s stockholders.

Authorized Capital; Options, etc. The capitalization of the Company is as set forth in the Registration Statement, the Disclosure Package and the Prospectus. The Company has not issued any capital stock except as disclosed in the Registration Statement, the Disclosure Package and the Prospectus, other than pursuant to the exercise of employee stock options under the Company’s stock option plans and the vesting of restricted stock units under the Company’s equity compensation plans, the issuance of shares of Common Stock to employees and directors pursuant to the Company’s officer and director stock purchase plan and pursuant to the conversion and/or exercise of securities convertible into or exercisable for shares of Common Stock outstanding as of the date hereof. No Except with respect to the right of first refusal granted to Lake Street Capital Markets, LLC (“Lake Street”) under the engagement agreement between the Company and Lake Street, dated January 22, 2021 (the “Lake Street Agreement”), no person has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement. Except as disclosed in the Registration Statement, the Disclosure Package and the Prospectus and except as a result of the purchase and sale of the Public Securities, there are no outstanding options, warrants, scrip rights to subscribe to, calls or commitments of any character whatsoever relating to, or securities, rights or obligations convertible into or exercisable or exchangeable for, or giving any person any right to subscribe for or acquire, any shares of Common Stock, or contracts, commitments, understandings or arrangements by which the Company or any Subsidiary is or may become bound to issue additional shares of Common Stock or securities convertible into or exercisable for shares of Common Stock. The issuance and sale of the Public Securities will not obligate the Company to issue shares of Common Stock or other securities to any person (other than the Underwriters) and, except as disclosed in the Registration Statement, the Disclosure Package and the Prospectus, will not result in a right of any holder of Company securities to adjust the exercise, conversion, exchange or reset price under any of such securities. Except as disclosed in the Registration Statement, the Disclosure Package and the Prospectus, there are no stockholders agreements, voting agreements or other similar agreements with respect to the Company’s capital stock to which the Company is a party or, to the knowledge of the Company, between or among any of the Company’s stockholders.

Authorized Capital; Options, etc. The Company had, at the date or dates indicated in the Prospectus, duly authorized, issued and outstanding capitalization as set forth in the Registration Statement and the Sale Preliminary Prospectus. All of the issued shares conform in all material respects to the description of the Shares contained in the Registration Statement and the Sale Preliminary Prospectus. Based on the assumptions and adjustments stated in the Registration Statement and the Sale Preliminary Prospectus, the Company is will have on the Closing Date the adjusted stock capitalization set forth therein. Except as set forth in the Registration Statement, the Disclosure Package and the Prospectus. The Company has not issued any capital stock except as disclosed in the Registration Statement, the Disclosure Package Sale Preliminary Prospectus and the Prospectus, on the Effective Date and on the Closing Date there will be no outstanding or authorized subscriptions, options, warrants or other than rights to purchase or otherwise acquire, or preemptive rights with respect to the issuance or sale of any Common Stock of the Company, including any obligations to issue any shares pursuant to the exercise of employee stock options under the Company’s stock option plans and the vesting of restricted stock units under the Company’s equity compensation plansanti-dilution provisions, the issuance of or any security convertible into shares of Common Stock to employees and directors pursuant to of the Company’s officer and director stock purchase plan and pursuant to the conversion and/or exercise of securities convertible into or exercisable for shares of Common Stock outstanding as of the date hereof. No person has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement. Except as disclosed in the Registration Statement, the Disclosure Package and the Prospectus and except as a result of the purchase and sale of the Public Securities, there are no outstanding options, warrants, scrip rights to subscribe to, calls contracts or commitments of any character whatsoever relating to, or securities, rights or obligations convertible into or exercisable or exchangeable for, or giving any person any right to subscribe for or acquire, any shares of Common Stock, or contracts, commitments, understandings or arrangements by which the Company or any Subsidiary is or may become bound to issue additional or sell shares of Common Stock or securities any such options, warrants, rights or convertible into securities. All of the issued share capital of Allied Moral Holdings, Ltd. (“Allied Moral”) is owned by the Company and have been duly and validly authorized and issued, and are fully paid and non-assessable. Other than Allied Moral, the Company does not own, directly or exercisable for indirectly, any shares of Common Stockstock or any other equity interests or long-term debt securities of any corporation or other entity. The issuance and sale Allied Moral owns all of the Public Securities will issued share capital of Changdu Huiheng Development Co., Ltd. (“Changdu Huiheng”), which shares have been duly and validly authorized and issued, and are fully paid and non-assessable. Other than Changdu Huiheng, Allied Moral does not obligate the Company to issue own, directly or indirectly, any shares of Common Stock stock or any other equity interests or long-term debt securities of any corporation or other securities to any person entity. All of issued share capital of Wuhan Kanqiao Medical New Technology Co., Ltd. (other than “Wuhan Kanqiao”) are owned by Changdu Huiheng and each such shares been duly and validly authorized and issued, and are fully paid and non-assessable. Changdu Huiheng duly and validly owns the Underwritersequity interest of Shenzhen Hyper Technology Co., Ltd. (“Shenzhen Hyper”) andand Beijing Yuankang Kbeta Nuclear Technology Co., except as disclosed Ltd. (“Beijing Kbeta”) in the Registration Statementpercentages set forth in the Prospectus under the caption “Business-Huiheng’s Background,” free and clear of all liens, the Disclosure Package encumbrances, equities or claims. Other than Shenzhen Hyper and the ProspectusBeijing Kbeta, will Changdu Huiheng does not result in a right own, directly or indirectly, any shares of stock or any other equity interests or long-term debt securities of any holder of Company securities to adjust the exercise, conversion, exchange or reset price under any of such securities. Except as disclosed in the Registration Statement, the Disclosure Package and the Prospectus, there are no stockholders agreements, voting agreements corporation or other similar agreements with respect entity. Allied Moral, Changdu Huiheng, Wuhan Kanqiao, Shenzhen Hyper and Beijing Kbeta are referred to herein as the Company’s capital stock to which the Company is “Subsidiaries” and each individually as a party or, to the knowledge of the Company, between or among any of the Company’s stockholders“Subsidiary.”

Authorized Capital; Options, etc. The capitalization of the Company is as set forth in the Registration Statement, the Disclosure Package and the Prospectus. The Company has not issued any capital stock except as disclosed had, at the date or dates indicated in the Registration Statement, the Disclosure Package and the Prospectus, other than pursuant to the exercise of employee stock options under duly authorized, issued and outstanding capitalization as set forth therein. Based on the Company’s stock option plans assumptions stated in the Registration Statement, the Disclosure Package and the vesting of restricted stock units under the Company’s equity compensation plansProspectus, the issuance Company will have on the Closing Date the adjusted share capitalization set forth therein. Except as set forth in, or contemplated by, the Registration Statement, the Disclosure Package and the Prospectus, as of the Applicable Time, on the Closing Date and any Option Closing Date, there will be no stock options, warrants, or other rights to purchase or otherwise acquire any authorized, but unissued shares of Common Stock to employees and directors pursuant to the Company’s officer and director stock purchase plan and pursuant to the conversion and/or exercise of securities or any security convertible into or exercisable for into shares of Common Stock, or any contracts or commitments to issue or sell shares of Common Stock outstanding as of the date hereofor any such options, warrants, rights or convertible securities. No person individual or corporation, partnership, trust, incorporated or unincorporated association, joint venture, limited liability company, joint stock company, government (or an agency or subdivision thereof) or other entity of any kind (a “Person”) has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement. Except as disclosed in Agreement or the Registration Statement, the Disclosure Package and the Prospectus and except as a result of the purchase and sale of the Public Securities, there are no outstanding options, warrants, scrip rights to subscribe to, calls or commitments of any character whatsoever relating to, or securities, rights or obligations convertible into or exercisable or exchangeable for, or giving any person any right to subscribe for or acquire, any shares of Common Stock, or contracts, commitments, understandings or arrangements by which the Company or any Subsidiary is or may become bound to issue additional shares of Common Stock or securities convertible into or exercisable for shares of Common StockRepresentative’s Warrant. The issuance and sale of the Public Securities will not obligate the Company to issue shares of Common Stock or other securities to any person Person (other than the Underwriters) and, except as disclosed in the Registration Statement, the Disclosure Package and the Prospectus, will not result in a right of any holder of Company securities to adjust the exercise, conversion, exchange or reset price under any of such securities. Except as disclosed in the Registration Statement, the Disclosure Package and the Prospectus, there There are no stockholders shareholders agreements, voting agreements or other similar agreements with respect to the Company’s capital stock to which the Company is a party or, to the knowledge of the Company, between or among any of the Company’s stockholdersshareholders.

Authorized Capital; Options, etc. The capitalization of the Company is as set forth in the Registration Statement, the Disclosure Package and the Prospectus. The Company has not issued any capital stock except as disclosed in the Registration Statement, the Disclosure Package and the Prospectus, other than pursuant to the exercise of employee stock options under the Company’s stock option plans and the vesting of restricted stock units under the Company’s equity compensation plans, the issuance of shares of Common Stock to employees and directors pursuant to the Company’s officer and director stock purchase plan equity compensation plans and pursuant to the conversion and/or exercise of securities convertible into or exercisable for shares of Common Stock outstanding as of the date hereof. No person has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement. Except as disclosed in the Registration Statement, the Disclosure Package and the Prospectus and except as a result of the purchase and sale of the Public Securities, there are no outstanding options, warrants, scrip rights to subscribe to, calls or commitments of any character whatsoever relating to, or securities, rights or obligations convertible into or exercisable or exchangeable for, or giving any person any right to subscribe for or acquire, any shares of Common Stock, or contracts, commitments, understandings or arrangements by which the Company or any Subsidiary is or may become bound to issue additional shares of Common Stock or securities convertible into or exercisable for shares of Common Stock. The issuance and sale of the Public Securities will not obligate the Company to issue shares of Common Stock or other securities to any person (other than the Underwriters) and, except as disclosed in the Registration Statement, the Disclosure Package and the Prospectus, will not result in a right of any holder of Company securities to adjust the exercise, conversion, exchange or reset price under any of such securities. Except as disclosed in the Registration Statement, the Disclosure Package and the Prospectus, there There are no stockholders agreements, voting agreements or other similar agreements with respect to the Company’s capital stock to which the Company is a party or, to the knowledge of the Company, between or among any of the Company’s stockholders.