What are demand registration rights?

Demand registration rights, where an investor can force a company to file a registration statement to register the holder's securities so the investor can sell them in the public market without restriction.

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Registration Rights Agreement regarding the purchase of convertible...

Clark Nevada Registration Rights Agreement regarding the purchase of convertible subordinated debentures

Name: Clark Nevada Registration Rights Agreement regarding the purchase of convertible subordinated debentures
Brand: US Legal Forms
Rating: 4.64 (415 reviews)

Category:

Corporations - Public - Rights

State:

Multi-State

County:

Clark

Control #:

US-EG-9287

Format:

Instant download

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

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How to fill out Clark Nevada Registration Rights Agreement Regarding The Purchase Of Convertible Subordinated Debentures?

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FAQ

Investors that own restricted shares of a privately-held company need access to a broader market to eventually sell those shares. Such investors need to have the right or ability to require the company to list the shares publicly.

A registration right is a right entitling an investor who owns restricted stock to require that a company list the shares publicly so that the investor can sell them. Registration rights, if exercised, can force a privately-held company to become a publicly-traded company.

Many convertible notes are sold in reliance on Rule 144A under the Securities Act of 1933. As a result, the convertible notes acquired in these transactions are restricted securities within the meaning of Rule 144 and are initially required to bear a restricted securities legend.

Since convertible notes are securities, they must be registered, or qualify for an exemption from registration, under the Securities Act.

Yes, you need to file your Form D, etc. now. Convertible notes are securities.

Historically, an initial public offering, or IPO, has referred to the first time a company offers its shares of capital stock to the general public. Under the federal securities laws, a company may not lawfully offer or sell shares unless the transaction has been registered with the SEC or an exemption applies.

Demand registration rights, where an investor can force a company to file a registration statement to register the holder's securities so the investor can sell them in the public market without restriction.

In an unregistered securities offering, an agreement between the issuer and the purchasers of the security that creates an obligation for the issuer to register the re-offer and resale of the securities being offered at some time in the future (usually within six months).

No, issuers generally are not required to file resale registration statements with respect to convertible notes issued in a Rule 144A offering, or the underlying shares.

Yes, a convertible note is a security under federal and state securities laws. Accordingly, founders must understand that, even though a convertible note is debt upon issuance, it is no different than issuing shares of common or preferred stock for purposes of securities-law compliance.

More info

The Zero Coupon Convertible Subordinated Notes on October 6, 2003. The underwriters have a 45-day option from the date of this prospectus to purchase up to an additional 1,500,000 units to cover over-allotments, if any.The FINRA Limited Representative-Private Securities Offerings Qualification Examination. A selling stockholder has granted the underwriters the right to purchase up to an additional 1,575,000 shares of Class A common stock at the.

Clark Nevada Registration Rights Agreement regarding the purchase of convertible subordinated debentures

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