Registered Shares definition

Registered Shares has the meaning set forth in Section 3.01(b).

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Registered Shares means the shares of Common Stock issued to each Purchaser pursuant to this Agreement whose offer and sale are registered pursuant to the Registration Statement.

Registered Shares shall have the meaning assigned thereto in Section 6.9(a) of this Agreement.

Examples of Registered Shares in a sentence

The Company covenants that it will not, unless it obtains the prior written consent of the Placement Agent, make any offer relating to the Registered Shares that would constitute a Company Free Writing Prospectus or that would otherwise constitute a “free writing prospectus” (as defined in Rule 405 of the Securities Act) required to be filed by the Company with the Commission or retained by the Company under Rule 433 of the Securities Act.
Neither the Company nor any of its directors and officers has distributed and none of them will distribute, prior to each Closing Date, any offering material in connection with the offering and sale of the Registered Shares other than the Base Prospectus, the Prospectus Supplement, the Registration Statement, copies of the documents incorporated by reference therein and any other materials permitted by the Securities Act.
The Company has filed with the Securities and Exchange Commission (the “Commission”) the Registration Statement under the Securities Act, which was filed on May 24, 2024 and declared effective on July 23, 2024 for the registration of the Registered Shares under the Securities Act.
The Company will comply with the Securities Act and the Exchange Act, and the rules and regulations of the Commission thereunder, so as to permit the completion of the distribution of the Registered Shares as contemplated in this Agreement, the Incorporated Documents and any Prospectus Supplement.

More Definitions of Registered Shares

Registered Shares means Subject Shares the issuance of which to Stock Purchaser has been registered under the Securities Act.

Registered Shares has the meaning set forth in Section 2(b)(iii) below.

Registered Shares means Shares which are issued in registered form of which the

Registered Shares shall have the meaning assigned to such term in Section 3.4(a)(xviii).

Registered Shares has the meaning set forth in Section 6.1(b)(i).

Registered Shares means (i) the Shares and (ii) any shares of capital stock issued with respect to or in exchange for the shares referred to in the preceding clause (i) by way of a stock dividend or stock split or in connection with a recapitalization or a merger, consolidation or other reorganization. As to any particular Registered Shares, such shares shall cease to be Registered Shares when (i) the Cendant Registration Statement shall have become effective under the Securities Act and such Registered Shares shall have been disposed of in accordance with the Cendant Registration Statement, (ii) such shares shall have been distributed pursuant to Rule 144 (or any successor provision then in force) under the Securities Act, (iii) such shares shall have been otherwise transferred, new certificates or other evidences of ownership for them not bearing a legend restricting further transfer and not subject to any stop transfer order or other restrictions on transfer shall have been delivered by Cendant or the transfer agent for such shares and subsequent disposition of such shares shall not require registration or qualification under the Securities Act or any state securities laws then in force, (iii) such shares shall be eligible for sale pursuant to Rule 144(k) (or any successor provision then in force) or (iv) such shares shall cease to be outstanding.

Registered Shares means Shares which are issued in registered form of which the ownership is registered and documented in the ICAV’s Register.