Maine Registration Rights Agreement regarding the purchase of convertible subordinated debentures

• Category: Corporations - Public - Rights
• State: Multi-State
• Control #: US-EG-9287
• Format: Word; Rich Text

Description

Resale Registration Rights Agreement between Inhale Therapeutic Systems, Inc., Lehman Brothers, Inc., Deutsche Bank Securities, Inc. and U.S. Bankcorp Piper Jeffay, Inc. regarding the purchase of 6 3/4% convertible subordinated debentures dated October Maine Registration Rights Agreement, also known as Maine ERA, is a legally-binding contract between the issuer of convertible subordinated debentures and private investors. This agreement outlines the rights and obligations of the parties involved in the purchase and registration of these debentures in the state of Maine. The Maine ERA provides the investor with certain registration rights related to the convertibility of their subordinated debentures into common stock or other securities. These registration rights allow the investor to freely sell or transfer the securities acquired through the debentures, subject to certain conditions and restrictions. Key terms and provisions of the Maine Registration Rights Agreement may include: 1. Demand Registration Rights: This type of registration right allows the investor to request the issuer to register their convertible debentures with the Securities and Exchange Commission (SEC) for a public offering. The investor has the right to demand registration within a specified period, provided the minimum offering size is met. 2. Piggyback Registration Rights: In a piggyback registration, the investor has the right to include their securities in a registration filing made by the issuer for a public offering of its securities. By exercising this right, the investor can sell their debentures alongside the issuer's offering, enhancing their marketability. 3. Shelf Registration Rights: This type of registration right allows the investor to register their convertible debentures for later sale, without immediate plans for a public offering. The investor can file a shelf registration statement with the SEC, allowing them to sell the securities at their discretion within a specific timeframe. 4. Lock-Up Agreements: Lock-up agreements are often included in Maine Eras, which restrict the investor from selling or transferring their securities for a specified period following an initial public offering by the issuer. This agreement aims to prevent excessive volatility in the stock price immediately after the offering. 5. Indemnification: The Maine ERA typically includes provisions for indemnification, where the issuer agrees to compensate the investor for any losses, liabilities, or expenses incurred due to any material misrepresentation or omission made by the issuer in connection with the registration statement. 6. Confidentiality and Information Rights: The agreement may include provisions that require the issuer to provide regular financial and business updates to the investor, ensuring continued transparency and access to relevant information. It is important to note that while the key provisions mentioned here are common in Maine Eras for convertible subordinated debentures, the specific terms and conditions may vary depending on the negotiation between the parties and the particular circumstances of the offering.

Maine Registration Rights Agreement, also known as Maine ERA, is a legally-binding contract between the issuer of convertible subordinated debentures and private investors. This agreement outlines the rights and obligations of the parties involved in the purchase and registration of these debentures in the state of Maine. The Maine ERA provides the investor with certain registration rights related to the convertibility of their subordinated debentures into common stock or other securities. These registration rights allow the investor to freely sell or transfer the securities acquired through the debentures, subject to certain conditions and restrictions. Key terms and provisions of the Maine Registration Rights Agreement may include: 1. Demand Registration Rights: This type of registration right allows the investor to request the issuer to register their convertible debentures with the Securities and Exchange Commission (SEC) for a public offering. The investor has the right to demand registration within a specified period, provided the minimum offering size is met. 2. Piggyback Registration Rights: In a piggyback registration, the investor has the right to include their securities in a registration filing made by the issuer for a public offering of its securities. By exercising this right, the investor can sell their debentures alongside the issuer's offering, enhancing their marketability. 3. Shelf Registration Rights: This type of registration right allows the investor to register their convertible debentures for later sale, without immediate plans for a public offering. The investor can file a shelf registration statement with the SEC, allowing them to sell the securities at their discretion within a specific timeframe. 4. Lock-Up Agreements: Lock-up agreements are often included in Maine Eras, which restrict the investor from selling or transferring their securities for a specified period following an initial public offering by the issuer. This agreement aims to prevent excessive volatility in the stock price immediately after the offering. 5. Indemnification: The Maine ERA typically includes provisions for indemnification, where the issuer agrees to compensate the investor for any losses, liabilities, or expenses incurred due to any material misrepresentation or omission made by the issuer in connection with the registration statement. 6. Confidentiality and Information Rights: The agreement may include provisions that require the issuer to provide regular financial and business updates to the investor, ensuring continued transparency and access to relevant information. It is important to note that while the key provisions mentioned here are common in Maine Eras for convertible subordinated debentures, the specific terms and conditions may vary depending on the negotiation between the parties and the particular circumstances of the offering.