Pennsylvania 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 The Pennsylvania Registration Rights Agreement is a legal agreement that governs the registration process for the purchase of convertible subordinated debentures in the state of Pennsylvania. This agreement outlines the rights and obligations of both the issuer of the debentures and the holder of the debentures regarding the registration of the securities with the Securities and Exchange Commission (SEC) and compliance with relevant state securities laws. The purpose of the Pennsylvania Registration Rights Agreement is to ensure transparency and fairness in the purchasing process of these convertible subordinated debentures. It provides the holder of the debentures with certain rights to have their investment registered with the SEC, which enables them to freely sell or transfer their securities in the public market. By having the debentures registered, the holder gains access to a broader pool of potential buyers and increases the liquidity of their investment. This agreement typically consists of various provisions and clauses, which may include: 1. Demand Registration: This provision allows the holder of the debentures to request the issuer to register their securities with the SEC within a specified time frame. The issuer is obligated to comply with this request and file the necessary registration statements and comply with applicable regulations. 2. Piggyback Registration: This provision permits the holder to include their debentures in a registration statement that the issuer files for other securities, such as common stock or preferred stock. The holder has the right to have their debentures registered alongside these other securities if the issuer decides to make a public offering. 3. Form S-3 Registration: This provision grants the holder the right to request the use of Form S-3, a simplified registration form, for the registration of their debentures. This form is typically used by well-established issuers who have already registered securities with the SEC. 4. Hold back Agreements: This clause may be included to restrict the holder from selling or transferring their debentures for a specific period after the registration becomes effective. This allows the issuer to stabilize the market and avoid fluctuations in the debenture's price immediately after registration. It is important to note that while the Pennsylvania Registration Rights Agreement generally refers to the overall agreement governing the registration process, there may be different variations or specific agreements tailored to individual transactions or issuers. For example, there might be separate agreements for demand registration, piggyback registration, or usage of Form S-3 registration. In conclusion, the Pennsylvania Registration Rights Agreement is a crucial legal document that outlines the rights and obligations of both the issuer and the holder of convertible subordinated debentures during the registration process. It ensures transparency, provides liquidity for the holder's investment, and promotes compliance with state and federal securities laws.

The Pennsylvania Registration Rights Agreement is a legal agreement that governs the registration process for the purchase of convertible subordinated debentures in the state of Pennsylvania. This agreement outlines the rights and obligations of both the issuer of the debentures and the holder of the debentures regarding the registration of the securities with the Securities and Exchange Commission (SEC) and compliance with relevant state securities laws. The purpose of the Pennsylvania Registration Rights Agreement is to ensure transparency and fairness in the purchasing process of these convertible subordinated debentures. It provides the holder of the debentures with certain rights to have their investment registered with the SEC, which enables them to freely sell or transfer their securities in the public market. By having the debentures registered, the holder gains access to a broader pool of potential buyers and increases the liquidity of their investment. This agreement typically consists of various provisions and clauses, which may include: 1. Demand Registration: This provision allows the holder of the debentures to request the issuer to register their securities with the SEC within a specified time frame. The issuer is obligated to comply with this request and file the necessary registration statements and comply with applicable regulations. 2. Piggyback Registration: This provision permits the holder to include their debentures in a registration statement that the issuer files for other securities, such as common stock or preferred stock. The holder has the right to have their debentures registered alongside these other securities if the issuer decides to make a public offering. 3. Form S-3 Registration: This provision grants the holder the right to request the use of Form S-3, a simplified registration form, for the registration of their debentures. This form is typically used by well-established issuers who have already registered securities with the SEC. 4. Hold back Agreements: This clause may be included to restrict the holder from selling or transferring their debentures for a specific period after the registration becomes effective. This allows the issuer to stabilize the market and avoid fluctuations in the debenture's price immediately after registration. It is important to note that while the Pennsylvania Registration Rights Agreement generally refers to the overall agreement governing the registration process, there may be different variations or specific agreements tailored to individual transactions or issuers. For example, there might be separate agreements for demand registration, piggyback registration, or usage of Form S-3 registration. In conclusion, the Pennsylvania Registration Rights Agreement is a crucial legal document that outlines the rights and obligations of both the issuer and the holder of convertible subordinated debentures during the registration process. It ensures transparency, provides liquidity for the holder's investment, and promotes compliance with state and federal securities laws.