Company Registration Statement definition

Company Registration Statement means the Registration Statement, including the Prospectus, amendments and supplements to the Registration Statement or Prospectus, including pre- and post-effective amendments, all exhibits thereto, and all material and exhibits incorporated by reference or deemed to be incorporated by reference in such registration statement.

Company Registration Statement shall have the meaning set forth in Section 3.5(a).

Company Registration Statement means the Registration Statement of the Company relating to the registration for sale of shares of the Company's Common Stock contemplated by Section 2.3, including the Prospectus included therein, all amendments and supplements thereto (including post-effective amendments) and all exhibits and material incorporated by reference therein.

Examples of Company Registration Statement in a sentence

• The Shares are registered under the Securities Act by the Company Registration Statement.

• The Company Registration ------------------------------ Statement is effective and the Company has not received notice that the Commission has issued or intends to issue a stop order with respect to the Company Registration Statement or that the Commission otherwise has suspended or withdrawn the effectiveness of the Company Registration Statement, either temporarily or permanently, or intends or has threatened in writing to do so.

• The Company will indemnify the Purchaser as --------------- provided in Exhibit "A" attached hereto against liability with respect to the Company Registration Statement (including, without limitation, the prospectus supplement) relating to the Shares sold by the Company to the Purchaser hereunder.

• Payee shall have the right, which may be exercised at Payee’s sole discretion, to convert any amount due under this Note into shares at a 20% discount to any effective Company Registration Statement on Form S-1 under the Securities Act during the term of the Offering.

• The Company ------------------------------ Registration Statement is effective and the Company has not received notice that the Commission has issued or intends to issue a stop order with respect to the Company Registration Statement or that the Commission otherwise has suspended or withdrawn the effectiveness of the Company Registration Statement, either temporarily or permanently, or intends or has threatened in writing to do so.

More Definitions of Company Registration Statement

Company Registration Statement means a registration statement and any amendments thereto filed pursuant to Rule 462(b) relating to the offering covered by the initial registration statement referred to in Section 2(a) above.

Company Registration Statement shall have the meaning specified in Section 7.5.

Company Registration Statement means the registration statement on Form S-4, including the Proxy Statement/Prospectus forming a part thereof, to be filed by the Company with the SEC to effect the registration under the Securities Act of the issuance of the shares of Company Common Stock into which shares of Spinco Common Stock will be converted pursuant to the Merger (as amended and supplemented from time to time).

Company Registration Statement means the registration statement referred to in Section 2(a) above including incorporated documents, exhibits and financial statements, as amended at the Execution Time (or, if not effective at the Execution Time, in the form in which it shall become effective) and, in the event any post-effective amendment thereto or any Rule 462(b) Company Registration Statement becomes effective prior to the Closing Date, shall also mean such registration statement as so amended or such Rule 462(b) Company Registration Statement, as the case may be. Such term shall include any Rule 430A Information deemed to be included therein at the Company Effective Date as provided by Rule 430A.

Company Registration Statement shall have the meaning set forth in Section 2(b).

Company Registration Statement means the registration statement on Form S-4, including without limitation the Proxy Statement/Prospectus, forming a part thereof, to be filed by the Company with the SEC to effect the registration under the Securities Act of the issuance of the shares of Company Common Stock into which shares of Spinco Common Stock will be converted pursuant to the Merger (as amended and supplemented from time to time).

Company Registration Statement at any particular time means such registration statement in the form then filed by the Company with the Commission, including any amendment thereto, any document incorporated by reference therein and all 430B Information and all 430C Information with respect to such registration statement, that in any case has not been superseded or modified. “Company Registration Statement” without reference to a time means the Company Registration Statement as of the Effective Time. For purposes of this definition, 430B Information shall be considered to be included in the Company Registration Statement as of the time specified in Rule 430B.