Arizona Registration Rights Agreement between Chief Consolidated Mining Company and Dimeling

• Category: Corporations - Public - Registration
• State: Multi-State
• Control #: US-EG-9169
• Format: Word; Rich Text

Description

Registration Rights Agreement between Chief Consolidated Mining Company and Dimeling, Schreiber and Park dated November 19, 1999. 20 pages Title: Understanding the Arizona Registration Rights Agreement between Chief Consolidated Mining Company and Dimpling Introduction: The Arizona Registration Rights Agreement is a legal contract between Chief Consolidated Mining Company (CCC) and Dimpling, an investor or shareholders of CCC. It grants Dimpling certain rights and privileges related to the registration of their securities with the Securities and Exchange Commission (SEC) or any other regulatory body. This article aims to provide a detailed description of the Arizona Registration Rights Agreement, shedding light on its purpose, key provisions, and potential variations between different types of agreements. 1. Overview of the Agreement: The Arizona Registration Rights Agreement serves the purpose of protecting Dimpling's investment by providing them the opportunity to register and sell their shares in a public offering alongside or after CCC's own offering. This agreement enhances Dimpling's ability to liquidate their investment as they desire, while providing CCC with necessary timing limitations and regulatory compliance requirements. 2. Key Provisions: a. Demand Registration Rights: Under this provision, Dimpling maintains the right to request that CCC register their shares if certain conditions and requirements are met. For instance, Dimpling may exercise this right when they wish to sell their shares publicly or increase the liquidity of their investment. b. Piggyback Registration Rights: This provision enables Dimpling to include their shares in CCC's registration statement if CCC decides to undertake a public offering, subject to certain restrictions. This provision allows Dimpling to take advantage of CCC's efforts while reducing costs and administrative complexities associated with separate registrations. c. Registration Expenses: The agreement typically outlines the allocation of expenses related to the registration process, including filing fees, legal expenses, and other administrative costs. It establishes whether Dimpling or CCC will bear these expenses and in what proportion. d. Lock-Up Period: In certain cases, the agreement may include a lock-up provision that restricts Dimpling from selling or transferring their registered securities for a specified period after the effective date of registration. 3. Potential Variations: Different types of Arizona Registration Rights Agreements may exist between CCC and Dimpling, depending on their specific needs and negotiations, including: a. Single Investor Agreement: If Dimpling is the sole investor, a separate agreement may be created tailored to their requirements. b. Multiple Investor Agreement: In situations where there are multiple investors, a collective agreement may be drafted, providing registration rights to all involved parties while addressing the unique circumstances and preferences of each investor. c. Series-based Agreement: In case Dimpling's investment is divided into multiple series or classes of securities, separate registration rights agreements might be designed to address the rights and conditions pertinent to each series individually. Conclusion: The Arizona Registration Rights Agreement between Chief Consolidated Mining Company and Dimpling serves as a vital mechanism for protecting investor interests and providing flexibility in the registration and sale of securities. The agreement's provisions regarding demand registration, piggyback registration, expenses, and lock-up periods enable both parties to navigate the complexities of the registration process more effectively. Understanding the various types of agreements can further facilitate negotiations based on the specific circumstances of the investment and parties involved.

Title: Understanding the Arizona Registration Rights Agreement between Chief Consolidated Mining Company and Dimpling Introduction: The Arizona Registration Rights Agreement is a legal contract between Chief Consolidated Mining Company (CCC) and Dimpling, an investor or shareholders of CCC. It grants Dimpling certain rights and privileges related to the registration of their securities with the Securities and Exchange Commission (SEC) or any other regulatory body. This article aims to provide a detailed description of the Arizona Registration Rights Agreement, shedding light on its purpose, key provisions, and potential variations between different types of agreements. 1. Overview of the Agreement: The Arizona Registration Rights Agreement serves the purpose of protecting Dimpling's investment by providing them the opportunity to register and sell their shares in a public offering alongside or after CCC's own offering. This agreement enhances Dimpling's ability to liquidate their investment as they desire, while providing CCC with necessary timing limitations and regulatory compliance requirements. 2. Key Provisions: a. Demand Registration Rights: Under this provision, Dimpling maintains the right to request that CCC register their shares if certain conditions and requirements are met. For instance, Dimpling may exercise this right when they wish to sell their shares publicly or increase the liquidity of their investment. b. Piggyback Registration Rights: This provision enables Dimpling to include their shares in CCC's registration statement if CCC decides to undertake a public offering, subject to certain restrictions. This provision allows Dimpling to take advantage of CCC's efforts while reducing costs and administrative complexities associated with separate registrations. c. Registration Expenses: The agreement typically outlines the allocation of expenses related to the registration process, including filing fees, legal expenses, and other administrative costs. It establishes whether Dimpling or CCC will bear these expenses and in what proportion. d. Lock-Up Period: In certain cases, the agreement may include a lock-up provision that restricts Dimpling from selling or transferring their registered securities for a specified period after the effective date of registration. 3. Potential Variations: Different types of Arizona Registration Rights Agreements may exist between CCC and Dimpling, depending on their specific needs and negotiations, including: a. Single Investor Agreement: If Dimpling is the sole investor, a separate agreement may be created tailored to their requirements. b. Multiple Investor Agreement: In situations where there are multiple investors, a collective agreement may be drafted, providing registration rights to all involved parties while addressing the unique circumstances and preferences of each investor. c. Series-based Agreement: In case Dimpling's investment is divided into multiple series or classes of securities, separate registration rights agreements might be designed to address the rights and conditions pertinent to each series individually. Conclusion: The Arizona Registration Rights Agreement between Chief Consolidated Mining Company and Dimpling serves as a vital mechanism for protecting investor interests and providing flexibility in the registration and sale of securities. The agreement's provisions regarding demand registration, piggyback registration, expenses, and lock-up periods enable both parties to navigate the complexities of the registration process more effectively. Understanding the various types of agreements can further facilitate negotiations based on the specific circumstances of the investment and parties involved.