Lima Arizona Registration Rights Agreement is a legal document that outlines the rights and obligations of the parties involved in the purchase of convertible subordinated debentures. This agreement specifically addresses the registration process for these securities. Convertible subordinated debentures are financial instruments that can be converted into a predetermined number of common shares of the issuing company. They typically carry a lower priority in case of bankruptcy or liquidation, making them a riskier investment. The Registration Rights Agreement is designed to protect the interests of the purchasers of these debentures by ensuring that they have the opportunity to register and sell their securities. It outlines the terms and conditions under which the issuing company is required to register the debentures with the appropriate regulatory authorities, typically the Securities and Exchange Commission (SEC). By registering the debentures, the issuing company enables the purchasers to freely trade their securities in the secondary market, enhancing liquidity and potentially increasing the value of the investment. The Lima Arizona Registration Rights Agreement may include several types depending on the specific provisions and conditions outlined. Some common types of these agreements related to the purchase of convertible subordinated debentures may include: 1. Demand Registration Rights: This type of agreement grants the debenture holders the right to request the company to register their securities for sale within a specified time frame. The company is obligated to comply with these requests, subject to certain conditions outlined in the agreement. 2. Piggyback Registration Rights: This provision enables the debenture holders to include their securities in any registration statement filed by the company for the sale of its own securities. By piggybacking on the company's registration, debenture holders can take advantage of the registration process without initiating it themselves. 3. Form S-3 Registration Rights: Form S-3 is a simplified registration form provided by the SEC for companies that meet specific requirements. This provision grants debenture holders the right to demand that the company use Form S-3 to register their debentures, provided certain conditions are met. 4. Shelf Registration Rights: A shelf registration allows the debenture holders to register their securities with the SEC in advance, without immediately selling them. This type of registration provides flexibility, as the holders can later decide when to sell their securities within a designated period. In summary, the Lima Arizona Registration Rights Agreement facilitates the registration and trading of convertible subordinated debentures. By outlining the different types of registration rights, this agreement ensures transparency and protection for both the issuing company and the debenture holders.