Common use of Shell Company Status Clause in Contracts

Shell Company Status. The Company is not, and has not been since July 14, 2013, an issuer identified in Rule 144(i)(1) of the 1933 Act. As of July 14, 2013, the Company filed current “Form 10 information” (as defined in Rule 144 (i)(3)) with the SEC reflecting its status as an entity that was no longer an issuer described in Rule 144(i)(1)(i).

Appears in 8 contracts

Samples: Securities Purchase Agreement (Ener-Core, Inc.), Securities Purchase Agreement (Ener-Core, Inc.), Securities Purchase Agreement (Ener-Core, Inc.)

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Shell Company Status. The Company is notnot currently, and since October 27, 2011, has not been since July 14, 2013been, an issuer identified in Rule 144(i)(1) of under the 1933 Act. As of July 14, 2013, Securities Act and has filed with the Company filed SEC current “Form 10 information” (as defined in Rule 144 (i)(3)144(i)(3) with under the SEC Securities Act) at least 12 calendar months prior to the date of this Agreement reflecting its status as an entity that was is no longer an issuer described identified in Rule 144(i)(1)(i)144(i)(1) under the Securities Act.

Appears in 7 contracts

Samples: Purchase Agreement (Tonix Pharmaceuticals Holding Corp.), Purchase Agreement (Tonix Pharmaceuticals Holding Corp.), Purchase Agreement (Tonix Pharmaceuticals Holding Corp.)

Shell Company Status. The Company is not, and has not been since July 14, 2013for a period of at least one year from the date hereof, an issuer identified in Rule 144(i)(1) of the 1933 Act. As of July 14, 2013, the The Company has filed current “Form 10 information” (as defined in Rule 144 (i)(3144(i)(3)) with the SEC reflecting its status as an entity that was no longer an issuer described in Rule 144(i)(1)(i)) more than one year ago from the date hereof.

Appears in 6 contracts

Samples: Securities Purchase Agreement (Taronis Technologies, Inc.), Securities Purchase Agreement (Taronis Technologies, Inc.), Securities Purchase Agreement (Taronis Technologies, Inc.)

Shell Company Status. The Company is not, and has not been since July 14, 2013, currently an issuer identified in Rule 144(i)(1) of under the 1933 Act. As of July 14, 2013, the Company Securities Act and has filed current all “Form 10 information” (as defined in required by Rule 144 (i)(3)144(i)(1) under the Securities Act with the SEC reflecting its status as an entity that was no longer an issuer described in Rule 144(i)(1)(i)of December 31, 2022.

Appears in 6 contracts

Samples: Strata Purchase Agreement (Clean Vision Corp), Strata Purchase Agreement (Clean Vision Corp), Strata Purchase Agreement (Foxo Technologies Inc.)

Shell Company Status. The Company is not, and has not been since July 14, 2013, an issuer identified in Rule 144(i)(1) of the 1933 Act. As of July 14, 2013, the Company filed current "Form 10 information" (as defined in Rule 144 (i)(3)) with the SEC reflecting its status as an entity that was no longer an issuer described in Rule 144(i)(1)(i).

Appears in 5 contracts

Samples: Securities Purchase Agreement (Ener-Core Inc.), Securities Purchase Agreement (Ener-Core Inc.), Securities Purchase Agreement (Ener-Core Inc.)

Shell Company Status. The Company is not, and has not been since July 14September 4, 2013, an issuer identified in Rule 144(i)(1) of the 1933 Act. As of July 14September 4, 2013, the Company filed current “Form 10 information” (as defined in Rule 144 (i)(3)) with the SEC reflecting its status as an entity that was no longer an issuer described in Rule 144(i)(1)(i).

Appears in 4 contracts

Samples: Securities Purchase Agreement (Enerpulse Technologies, Inc.), Securities Purchase Agreement (Enerpulse Technologies, Inc.), Securities Purchase Agreement (Enerpulse Technologies, Inc.)

Shell Company Status. The Company is notnot currently, and since January 31, 2013 has not been since July 14, 2013been, an issuer identified in Rule 144(i)(1) of under the 1933 Act. As of July 14, 2013, Securities Act and has filed with the Company filed SEC current “Form 10 information” (as defined in Rule 144 (i)(3)144(i)(3) with under the SEC Securities Act) at least 12 calendar months prior to the date of this Agreement reflecting its status as an entity that was is no longer an issuer described identified in Rule 144(i)(1)(i)144(i)(1) under the Securities Act.

Appears in 3 contracts

Samples: Common Stock Purchase Agreement (XOMA Corp), Common Stock Purchase Agreement (Rezolute, Inc.), Purchase Agreement (Rezolute, Inc.)

Shell Company Status. The Company is not, and has not been since July 14October 5, 20132012, an issuer identified in Rule 144(i)(1) of the 1933 Act. As On of July 14October 5, 20132012, the Company filed a Current Report on Form 8-K (as amendment by a Current Report on Form 8-K/A filed by the Company with the SEC on November 19, 2012) containing current "Form 10 information" (as defined in Rule 144 (i)(3)) with the SEC reflecting its status as an entity that was no longer an issuer described in Rule 144(i)(1)(i).

Appears in 3 contracts

Samples: Securities Purchase Agreement (Net Element, Inc.), Securities Purchase Agreement (Net Element, Inc.), Securities Purchase Agreement (Net Element, Inc.)

Shell Company Status. The Company is not, and has not been since July 14, 2013, an issuer identified in Rule 144(i)(1) of under the 1933 Act. As of July 14Securities Act and has filed with the SEC on September 18, 2013, the Company filed 2017 current “Form 10 information” (as defined in Rule 144 (i)(3)144(i)(3) with under the SEC Securities Act) reflecting its status as an entity that was no longer is not an issuer described identified in Rule 144(i)(1)(i)) under the Securities Act.

Appears in 2 contracts

Samples: Purchase Agreement (Enveric Biosciences, Inc.), Purchase Agreement (Enveric Biosciences, Inc.)

Shell Company Status. The Company is not, and since November 4, 2015 has not been since July 14, 2013been, an issuer identified in Rule 144(i)(1in, or subject to, paragraph (i) of the 1933 ActRule 144. As of July 14, 2013, the The Company filed current "Form 10 information" (as defined in Rule 144 (i)(3)144(i)(3) under the Securities Act) with the SEC Commission on November 13, 2015 reflecting its status as an entity that was no longer an issuer described in Rule 144(i)(1)(i)is not a shell company.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Gold Lakes Corp.), Securities Purchase Agreement (Gold Lakes Corp.)

Shell Company Status. The Company is not, and has not been at any time since July 14at least January 13, 20132017, an issuer identified in Rule 144(i)(1) of under the 1933 Act. As of July 14, 2013, Securities Act and has filed with the Company filed SEC current “Form 10 information” (as defined in Rule 144 (i)(3)144(i)(3) with under the SEC Securities Act) at least 12 calendar months prior to the date of this Agreement reflecting its status as an entity that was is no longer an issuer described identified in Rule 144(i)(1)(i)144(i)(1) under the Securities Act.

Appears in 2 contracts

Samples: Purchase Agreement (Beyond Air, Inc.), Purchase Agreement (AIT Therapeutics, Inc.)

Shell Company Status. The Company is not, and has not been since July 14, 2013in the past five (5) years been, an issuer identified in Rule 144(i)(1). More than (1) of the 1933 Act. As of July 14, 2013, year has lapsed since the Company filed current “Form 10 information” (as defined in Rule 144 (i)(3144(i)(3)) with the SEC reflecting its status as an entity that was no longer an issuer described in Rule 144(i)(1)(i).

Appears in 2 contracts

Samples: Securities Purchase Agreement (Cleanspark, Inc.), Securities Purchase Agreement (Altimmune, Inc.)

Shell Company Status. The Company is not, and has not been since July 14September 26, 20132017, an issuer identified in Rule 144(i)(1) of the 1933 Securities Act. As of July 14, 2013, the The Company filed current “Form 10 information” (as defined in Rule 144 (i)(3)) with the SEC reflecting its status as an entity that was no longer an issuer described in Rule 144(i)(1)(i)) more than one (1) year ago from the date hereof.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Exicure, Inc.), Securities Purchase Agreement (Exicure, Inc.)

Shell Company Status. The Company is not, and since January 25, 2022 has not been since July 14, 2013been, an issuer identified in Rule 144(i)(1) of the 1933 Act). As of July 14January 31, 20132022, the Company filed current “Form 10 informationInformation” (as defined in Rule 144 (i)(3144(i)(3)) with the SEC reflecting its status as an entity that was no longer an issuer described in Rule 144(i)(1)(i).

Appears in 1 contract

Samples: Securities Purchase Agreement (Sky Harbour Group Corp)

Shell Company Status. The Company is notnot currently, and since June 13, 2014, has not been since July 14, 2013been, an issuer identified in Rule 144(i)(1) of under the 1933 Act. As of July 14, 2013, Securities Act and has filed with the Company filed SEC current “Form 10 information” (as defined in Rule 144 (i)(3)144(i)(3) with under the SEC Securities Act) at least 12 calendar months prior to the date of this Agreement reflecting its status as an entity that was is no longer an issuer described identified in Rule 144(i)(1)(i)144(i)(1) under the Securities Act.

Appears in 1 contract

Samples: Purchase Agreement (Helius Medical Technologies, Inc.)

Shell Company Status. The Company is not, and since June 1, 2005 has not been since July 14, 2013been, an issuer identified in in, or subject to, Rule 144(i)(1144(i). More than one (1) of year has elapsed from the 1933 Act. As of July 14, 2013, date that the Company filed current “its "Form 10 information” (as defined in Rule 144 (i)(3)) " with the SEC Commission reflecting its status as an entity that was is no longer an issuer described in Rule 144(i)(1)(i).

Appears in 1 contract

Samples: Exchange Agreement (Nanoviricides, Inc.)

Shell Company Status. The Company is not, and has not been at any time since July 14at least February 3,, 20132016, an issuer identified in Rule 144(i)(1) of under the 1933 Act. As of July 14, 2013, Securities Act and has filed with the Company filed SEC current “Form 10 information” (as defined in Rule 144 (i)(3)144(i)(3) with under the SEC Securities Act) at least 12 calendar months prior to the date of this Agreement reflecting its status as an entity that was is no longer an issuer described identified in Rule 144(i)(1)(i)144(i)(1) under the Securities Act.

Appears in 1 contract

Samples: Purchase Agreement (Biotricity Inc.)

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Shell Company Status. The Company is notnot currently, and since July 21, 2021, has not been since July 14, 2013been, an issuer identified in Rule 144(i)(1) of under the 1933 Act. As of July 14, 2013, Securities Act and has filed with the Company filed SEC current “Form 10 information” (as defined in Rule 144 (i)(3)144(i)(3) with under the SEC Securities Act) at least 12 calendar months prior to the date of this Agreement reflecting its status as an entity that was is no longer an issuer described identified in Rule 144(i)(1)(i)144(i)(1) under the Securities Act.

Appears in 1 contract

Samples: Purchase Agreement (Berkshire Grey, Inc.)

Shell Company Status. The Company is not, and has not been since July 14, 2013never been, an issuer identified in Rule 144(i)(1) of under the 1933 Act. As of July 14Securities Act and has filed with the SEC on August 25, 2013, the Company filed 2022 current "Form 10 information" (as defined in Rule 144 (i)(3)144(i)(3) with under the SEC Securities Act) reflecting its status as an entity that was no longer is not an issuer described identified in Rule 144(i)(1)(i)) under the Securities Act.

Appears in 1 contract

Samples: Purchase Agreement (PaxMedica, Inc.)

Shell Company Status. The Company is not, and has not been since July 14, 2013, an issuer identified in Rule 144(i)(1) of under the 1933 Act. As of July 14Securities Act and has filed with the SEC on February 9, 2013, the Company filed 2021 current “Form 10 information” (as defined in Rule 144 (i)(3)144(i)(3) with under the SEC Securities Act) reflecting its status as an entity that was is no longer an issuer described identified in Rule 144(i)(1)(i)) under the Securities Act.

Appears in 1 contract

Samples: Purchase Agreement (Advent Technologies Holdings, Inc.)

Shell Company Status. The Company is not, and has not been since July 14January 1, 20132014, an issuer identified in Rule 144(i)(1) of the 1933 Securities Act. As of July 14January 1, 20132014, the Company filed current "Form 10 information" (as defined in Rule 144 (i)(3)) with the SEC reflecting its status as an entity that was no longer an issuer described in Rule 144(i)(1)(i).

Appears in 1 contract

Samples: Securities Purchase Agreement (Root9B Technologies, Inc.)

Shell Company Status. The Company is not, and has not been since July 14September 4, 2013, an issuer identified in Rule 144(i)(1) of the 1933 Act. As of July 14September 4, 2013, the Company filed current "Form 10 information" (as defined in Rule 144 (i)(3)) with the SEC reflecting its status as an entity that was no longer an issuer described in Rule 144(i)(1)(i).

Appears in 1 contract

Samples: Form of Securities Purchase Agreement (Enerpulse Technologies, Inc.)

Shell Company Status. The Company is notnot currently, and since May 6, 2021, has not been since July 14, 2013been, an issuer identified in Rule 144(i)(1) of under the 1933 Act. As of July 14, 2013, Securities Act and has filed with the Company filed SEC current “Form 10 information” (as defined in Rule 144 (i)(3)144(i)(3) with under the SEC Securities Act) at least 12 calendar months prior to the date of this Agreement reflecting its status as an entity that was is no longer an issuer described identified in Rule 144(i)(1)(i)144(i)(1) under the Securities Act.

Appears in 1 contract

Samples: Purchase Agreement (Lightning eMotors, Inc.)

Shell Company Status. The Company is notnot currently, and since August 19, 2020, has not been since July 14, 2013been, an issuer identified in Rule 144(i)(1) of under the 1933 Act. As of July 14, 2013, Securities Act and has filed with the Company filed SEC current “Form 10 information” (as defined in Rule 144 (i)(3)144(i)(3) with under the SEC Securities Act) at least 12 calendar months prior to the date of this Agreement reflecting its status as an entity that was is no longer an issuer described identified in Rule 144(i)(1)(i)144(i)(1) under the Securities Act.

Appears in 1 contract

Samples: Purchase Agreement (Kintara Therapeutics, Inc.)

Shell Company Status. The Company is notnot currently, and since October 4, 2017, has not been since July 14, 2013been, an issuer identified in Rule 144(i)(1) of under the 1933 Act. As of July 14, 2013, Securities Act and has filed with the Company filed SEC current “Form 10 information” (as defined in Rule 144 (i)(3)144(i)(3) with under the SEC Securities Act) at least 12 calendar months prior to the date of this Agreement reflecting its status as an entity that was is no longer an issuer described identified in Rule 144(i)(1)(i)144(i)(1) under the Securities Act.

Appears in 1 contract

Samples: Purchase Agreement (Processa Pharmaceuticals, Inc.)

Shell Company Status. The Company is not, and has not been since July 14April 7, 20132020, an issuer identified in Rule 144(i)(1144(i)(1)(i) of the 1933 Act. As of July April 14, 20132020, the Company filed current “Form 10 information” (as defined in Rule 144 (i)(3)) with the SEC reflecting its status as an entity that was no longer an issuer described in Rule 144(i)(1)(i).

Appears in 1 contract

Samples: Subscription Agreement (American Virtual Cloud Technologies, Inc.)

Shell Company Status. The Company is not, and has not been since July 14October 5, 20132012, an issuer identified in Rule 144(i)(1) of the 1933 Act. As of July 14On October 5, 20132012, the Company filed a Current Report on Form 8-K (as amended by a Current Report on Form 8-K/A filed by the Company with the SEC on November 19, 2012) containing current "Form 10 information" (as defined in Rule 144 (i)(3)) with the SEC reflecting its status as an entity that was no longer an issuer described in Rule 144(i)(1)(i).

Appears in 1 contract

Samples: Securities Purchase Agreement (Net Element, Inc.)

Shell Company Status. The Company is not, and has not been since July 14, 2013, currently an issuer identified in Rule 144(i)(1) of under the 1933 Act. As of July 14, 2013, the Company Securities Act and has filed current all “Form 10 information” (as defined in required by Rule 144 (i)(3)144(i)(1) under the Securities Act with the SEC reflecting its status as an entity that was no longer an issuer described in Rule 144(i)(1)(i)of June 26, 2019.

Appears in 1 contract

Samples: Purchase Agreement (PECK Co HOLDINGS, INC.)

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