Description of Units. We may issue units consisting of any combination of the other types of securities offered under this prospectus in one or more series. We may evidence each series of units by unit certificates that we will issue under a separate agreement. We may enter into unit agreements with a unit agent. Each unit agent will be a bank or trust company that we select. We will indicate the name and address of the unit agent in the applicable prospectus supplement relating to a particular series of units. The terms of any units offered under a prospectus supplement may differ from the terms described below. We urge you to read the applicable prospectus supplement and any related free writing prospectus, as well as the complete unit certificate that contains the terms of the units. The following description, together with the additional information included in any applicable prospectus supplement, summarizes the general features of the units that we may offer under this prospectus. You should read any prospectus supplement and any free writing prospectus that we may authorize to be provided to you related to the series of units being offered, as well as the complete unit agreements that contain the terms of the units. Specific unit agreements will contain additional important terms and provisions and we will file as an exhibit to the registration statement of which this prospectus is a part, or will incorporate by reference from another report that we file with the SEC, the form of each unit agreement relating to units offered under this prospectus. If we offer any units, certain terms of that series of units will be described in the applicable prospectus supplement, including, without limitation, the following, as applicable: • the title of the series of units; • identification and description of the separate constituent securities comprising the units; • the price or prices at which the units will be issued; • the date, if any, on and after which the constituent securities comprising the units will be separately transferable; • a discussion of certain United States federal income tax considerations applicable to the units; and • any other terms of the units and their constituent securities.
Appears in 3 contracts
Sources: Distribution Agency Agreement, At Market Issuance Sales Agreement, Distribution Agency Agreement
Description of Units. We The following description, together with the additional information we may issue units consisting include in any applicable prospectus supplements, summarizes the material terms and provisions of the Units that we may offer under this prospectus. While the terms we have summarized below will apply generally to any Units that we may offer under this prospectus, we will describe the particular terms of any combination of the other types of securities offered under this prospectus Units in one or more series. We may evidence each series of units by unit certificates that we will issue under a separate agreement. We may enter into unit agreements with a unit agent. Each unit agent will be a bank or trust company that we select. We will indicate the name and address of the unit agent detail in the applicable prospectus supplement relating to a particular series of unitssupplement. The terms of any units Units offered under a prospectus supplement may differ from the terms described below. We urge you to read the applicable However, no prospectus supplement and any related free writing prospectus, as well as the complete unit certificate that contains will fundamentally change the terms that are set forth in this prospectus or offer a security that is not registered and described in this prospectus at the time of the unitsits effectiveness. The following description, together with the additional information included in any applicable prospectus supplement, summarizes the general features of the units that we may offer under this prospectus. You should read any prospectus supplement and any free writing prospectus that we may authorize to be provided to you related to the series of units being offered, as well as the complete unit agreements that contain the terms of the units. Specific unit agreements will contain additional important terms and provisions and we We will file as an exhibit exhibits to the registration statement of which this prospectus is a part, or will incorporate by reference from another a current report on Form 8-K that we file with the SEC, the form of each unit agreement relating that describes the terms of the Units we are offering, and any supplemental agreements, before the issuance of the related Units. The following summaries of material terms and provisions of the Units are subject to, and qualified in their entirety by reference to, all the provisions of the unit agreement and any supplemental agreements applicable to units offered the particular Units. We urge you to read the applicable prospectus supplements related to the particular Units that we sell under this prospectus. If we offer , as well as the complete unit agreement and any units, certain supplemental agreements that contain the terms of that series the Units. We may issue Units comprised of units one or more shares of our Common Stock, shares of our Preferred Stock and Warrants in any combination. Each Unit will be described issued so that the holder of the Unit is also the holder of each security included in the Unit. Thus, the holder of a Unit will have the rights and obligations of a holder of each included security. The unit agreement under which a Unit is issued may provide that the securities included in the Unit may not be held or transferred separately, at any time or at any time before a specified date. We will describe in the applicable prospectus supplement, including, without limitation, supplement the following, as applicable: • the title terms of the series of units; Units, including: • identification the designation and description terms of the separate constituent Units and of the securities comprising the unitsUnits, including whether and under what circumstances those securities may be h or transferred separately; • any provisions of the price or prices at which the units will be issued; • the date, if any, on and after which the constituent securities comprising the units will be separately transferable; • a discussion of certain United States federal income tax considerations applicable to the unitsgoverning unit agreement that differ from those described below; and • any other terms provisions for the issuance, payment, settlement, transfer or exchange of the units Units or of the securities comprising the Units. The provisions described in this section, as well as those described under “Description of Common Stock," “Description of Preferred Stock” and their constituent securities“Description of Warrants” will apply to each Unit and to any Common Stock, Preferred Stock, or Warrant included in each Unit, respectively.
Appears in 3 contracts
Sources: At Market Issuance Sales Agreement, At Market Issuance Sales Agreement, At Market Issuance Sales Agreement
Description of Units. We The following description, together with the additional information we include in any applicable prospectus supplement, summarizes the material terms and provisions of the units that we may issue offer under this prospectus. Units may be offered independently or together with common or preferred stock, and warrants offered by any prospectus supplement, and may be attached to or separate from those securities. While the terms we have summarized below will generally apply to any future units consisting that we may offer under this prospectus, we will describe the particular terms of any combination of the other types of securities offered under this prospectus in one or more series. We may evidence each series of units by unit certificates that we will issue under a separate agreement. We may enter into unit agreements with a unit agent. Each unit agent will be a bank or trust company that we select. We will indicate the name and address of the unit agent offer in more detail in the applicable prospectus supplement relating to a particular series of unitssupplement. The terms of any units offered under a prospectus supplement may differ from the terms described below. We will incorporate by reference into the registration statement of which this prospectus forms a part the form of unit agreement, including a form of unit certificate, if any, that describes the terms of the series of units we are offering before the issuance of the related series of units. The following summaries of material provisions of the units and the unit agreements are subject to, and qualified in their entirety by reference to, all the provisions of the unit agreement applicable to a particular series of units. We urge you to read the applicable prospectus supplement and any supplements related free writing prospectus, as well as the complete unit certificate that contains the terms of the units. The following description, together with the additional information included in any applicable prospectus supplement, summarizes the general features of to the units that we may offer sell under this prospectus. You should read any prospectus supplement and any free writing prospectus that we may authorize to be provided to you related to the series of units being offered, as well as the complete unit agreements that contain the terms of the units. Specific We may issue units consisting of one or more shares of common stock or preferred stock, warrants or any combination of such securities. Each unit agreements will contain additional important terms and provisions and be issued so that the holder of the unit is also the holder of each security included in the unit. Additionally, we will file as an exhibit to the registration statement of which this prospectus is a part, or will incorporate by reference from another report that we file with the SEC, the form of each unit agreement relating to units offered under this prospectus. If we offer any units, certain terms of that series of units will be described describe in the applicable prospectus supplement, including, without limitation, supplement the following, as applicable: • the title terms of the series of units; • identification , including the following: · the designation and description terms of the separate constituent units and the securities comprising included in the units; • · any provision for the price issuance, payment, settlement, transfer or prices at which exchange of the units will be issuedunits; • · the date, if any, on and after which the constituent securities comprising units may be transferable separately; · whether we will apply to have the units will be separately transferabletraded on a securities exchange or securities quotation system; • a discussion of certain · any material United States federal income tax considerations applicable to the unitsconsequences; and • any other terms of · how, for United States federal income tax purposes, the purchase price paid for the units and their constituent is to be allocated among the component securities.
Appears in 2 contracts
Sources: Equity Distribution Agreement, Equity Distribution Agreement
Description of Units. We The following description, together with the additional information we include in any applicable prospectus supplement, summarizes the material terms and provisions of the units that we may issue offer under this prospectus. Units may be offered independently or together with common or preferred stock, and warrants offered by any prospectus supplement, and may be attached to or separate from those securities. While the terms we have summarized below will generally apply to any future units consisting that we may offer under this prospectus, we will describe the particular terms of any combination of the other types of securities offered under this prospectus in one or more series. We may evidence each series of units by unit certificates that we will issue under a separate agreement. We may enter into unit agreements with a unit agent. Each unit agent will be a bank or trust company that we select. We will indicate the name and address of the unit agent offer in more detail in the applicable prospectus supplement relating to a particular series of unitssupplement. The terms of any units offered under a prospectus supplement may differ from the terms described below. We will incorporate by reference into the registration statement of which this prospectus forms a part the form of unit agreement, including a form of unit certificate, if any, that describes the terms of the series of units we are offering before the issuance of the related series of units. The following summaries of material provisions of the units and the unit agreements are subject to, and qualified in their entirety by reference to, all the provisions of the unit agreement applicable to a particular series of units. We urge you to read the applicable prospectus supplement and any supplements related free writing prospectus, as well as the complete unit certificate that contains the terms of the units. The following description, together with the additional information included in any applicable prospectus supplement, summarizes the general features of to the units that we may offer sell under this prospectus. You should read any prospectus supplement and any free writing prospectus that we may authorize to be provided to you related to the series of units being offered, as well as the complete unit agreements that contain the terms of the units. Specific We may issue units consisting of one or more shares of common stock or preferred stock, warrants or any combination of such securities. Each unit agreements will contain additional important terms and provisions and be issued so that the holder of the unit is also the holder of each security included in the unit. Additionally, we will file as an exhibit to the registration statement of which this prospectus is a part, or will incorporate by reference from another report that we file with the SEC, the form of each unit agreement relating to units offered under this prospectus. If we offer any units, certain terms of that series of units will be described describe in the applicable prospectus supplement, including, without limitation, supplement the following, as applicable: • the title terms of the series of units; • identification and description , including the following: · any provision for the issuance, payment, settlement, transfer or exchange of the separate constituent securities comprising the units; • the price or prices at which the units will be issued; • · the date, if any, on and after which the constituent securities comprising units may be transferable separately; · whether we will apply to have the units will be separately transferabletraded on a securities exchange or securities quotation system; • a discussion of certain · any material United States federal income tax considerations applicable to the unitsconsequences; and • any other terms of · how, for United States federal income tax purposes, the purchase price paid for the units and their constituent is to be allocated among the component securities.
Appears in 1 contract
Sources: At the Market Offering Agreement
Description of Units. We may issue units consisting of any combination of the other types of securities offered under this prospectus in one or more series. We may evidence each series of units by unit certificates that we will issue under a separate agreement. We may enter into unit agreements with a unit agent. Each unit agent will be a bank or trust company that we select. We will indicate the name and address of the unit agent in the applicable prospectus supplement relating to a particular series of units. The terms of any units offered under a prospectus supplement may differ from the terms described below. We urge you to read the applicable prospectus supplement and any related free writing prospectus, as well as the complete unit certificate that contains the terms of the units. The following description, together with units will be contained in the additional information included in any applicable prospectus supplement, summarizes the general features of the units that we may offer under this prospectus. You should read any prospectus supplement unit agreement and any free writing prospectus that we may authorize to be provided to you related document applicable to the series of units being offered, as well as the complete unit agreements that contain the terms of securities comprising the units. Specific unit agreements These documents will contain additional important terms and provisions and we will file be included or incorporated by reference as an exhibit exhibits to the registration statement of which this prospectus is a part. You should read the unit agreement and any related documents. You also should read the prospectus supplement, which will contain additional information and which may update or change some of the information below. This section describes the general terms of the units that we may offer using this prospectus. Further terms of the units will incorporate be stated in the applicable prospectus supplement. The following description and any description of the units in a prospectus supplement may not be complete and is subject to and qualified in its entirety by reference from another report that we file with to the SEC, the form terms of each unit any agreement relating to the units offered under and the related documents applicable to the securities constituting the units. We may issue units, in one or more series, consisting of any combination of one or more of the other securities described in this prospectus. If we offer any units, certain we will describe the terms in a prospectus supplement. Units may be issued under a written unit agreement to be entered into between us and the holder or beneficial owner, or we could issue units under a written unit agreement with a unit agent specified in a prospectus supplement. A unit agent would act solely as our agent in connection with the units of a particular series and would not assume any obligation or relationship of agency or trust for or with any holders or beneficial owners of those units. Each unit will be issued so that series the holder of units the unit is also the holder of each security included in the unit. Thus, the holder of a unit will have the rights and obligations of a holder of each included security. The following are some of the unit terms that could be described in the applicable a prospectus supplement, including, without limitation, the following, as applicable: • the ● title of the series units; ● aggregate number of units; • identification and description of the separate constituent securities comprising the units; • the ● price or prices at which the units will be issued; • ● designation and terms of the date, if any, on units and after which of the constituent securities comprising the units, including whether and under what circumstances those securities may be held or transferred separately; ● effect of any merger, consolidation, sale or other transfer of our business on the units will be separately transferableand the applicable unit agreement; • a discussion ● name and address of certain the unit agent; ● information with respect to book-entry procedures; ● any material United States federal income tax considerations applicable considerations; and ● other material terms, including terms relating to transferability, exchange, exercise or amendments of the units; . The provisions described in this section, as well as those described under “Description of Capital Stock,” “Description of Preferred Stock,” “Description of Debt Securities,” and • “Description of Warrants,” will apply to each unit and to any other common stock, preferred stock, debt security or warrant included in each unit, respectively. Unless otherwise provided in the applicable prospectus supplement, the unit agreements will be governed by the laws of the State of New York. The unit agreement under which a unit is issued may provide that the securities included in the unit may not be held or transferred separately, at any time or at any time before a specified date. We will file as an exhibit to a filing with the SEC that is incorporated by reference into this prospectus the forms of the unit agreements containing the terms of the units and their constituent securitiesbeing offered. The description of units in any prospectus supplement will not necessarily describe all of the terms of the units in detail. You should read the applicable unit agreements for a complete description of all of the terms.
Appears in 1 contract
Sources: At Market Issuance Sales Agreement
Description of Units. We may issue units consisting of any combination of the other types of securities offered under this prospectus in one or more series. We may evidence each series of units by unit certificates that we will issue under a separate agreement. We may enter into unit agreements with a unit agent. Each unit agent will be a bank or trust company that we select. We will indicate the name and address of the unit agent in the applicable prospectus supplement relating to a particular series of units. The terms of any units offered under a prospectus supplement may differ from the terms described below. We urge you to read the applicable prospectus supplement and any related free writing prospectus, as well as the complete unit certificate that contains the terms of the units. The following description, together with units will be contained in the additional information included in any applicable prospectus supplement, summarizes the general features of the units that we may offer under this prospectus. You should read any prospectus supplement unit agreement and any free writing prospectus that we may authorize to be provided to you related document applicable to the series of units being offered, as well as the complete unit agreements that contain the terms of securities comprising the units. Specific unit agreements These documents will contain additional important terms and provisions and we will file be included or incorporated by reference as an exhibit exhibits to the registration statement of which this prospectus is a part. You should read the unit agreement and any related documents. You also should read the prospectus supplement, which will contain additional information and which may update or change some of the information below. This section describes the general terms of the units that we may offer using this prospectus. Further terms of the units will incorporate be stated in the applicable prospectus supplement. The following description and any description of the units in a prospectus supplement may not be complete and is subject to and qualified in its entirety by reference from another report that we file with to the SEC, the form terms of each unit any agreement relating to the units offered under and the related documents applicable to the securities constituting the units. We may issue units, in one or more series, consisting of any combination of one or more of the other securities described in this prospectus. If we offer any units, certain we will describe the terms in a prospectus supplement. Units may be issued under a written unit agreement to be entered into between us and the holder or beneficial owner, or we could issue units under a written unit agreement with a unit agent specified in a prospectus supplement. A unit agent would act solely as our agent in connection with the units of a particular series and would not assume any obligation or relationship of agency or trust for or with any holders or beneficial owners of those units. Each unit will be issued so that series the holder of units the unit is also the holder of each security included in the unit. Thus, the holder of a unit will have the rights and obligations of a holder of each included security. The following are some of the unit terms that could be described in the applicable a prospectus supplement, including, without limitation, the following, as applicable: • the title of the series units; • aggregate number of units; • identification and description of the separate constituent securities comprising the units; • the price or prices at which the units will be issued; • designation and terms of the date, if any, on units and after which of the constituent securities comprising the units will units, including whether and under what circumstances those securities may be separately transferableheld or transferred separately; • a discussion effect of certain any merger, consolidation, sale or other transfer of our business on the units and the applicable unit agreement; • name and address of the unit agent; • information with respect to book-entry procedures; • any material United States federal income tax considerations applicable to the unitsconsiderations; and • other material terms, including terms relating to transferability, exchange, exercise or amendments of the units. The provisions described in this section, as well as those described under “Description of Capital Stock,” “Description of Debt Securities,” and “Description of Warrants,” will apply to each unit and to any other Common Stock, Preferred Stock, debt security or warrant included in each unit, respectively. Unless otherwise provided in the applicable prospectus supplement, the unit agreements will be governed by the laws of the State of New York. The unit agreement under which a unit is issued may provide that the securities included in the unit may not be held or transferred separately, at any time or at any time before a specified date. We will file as an exhibit to a filing with the SEC that is incorporated by reference into this prospectus the forms of the unit agreements containing the terms of the units and their constituent securitiesbeing offered. The description of units in any prospectus supplement will not necessarily describe all of the terms of the units in detail. You should read the applicable unit agreements for a complete description of all of the terms.
Appears in 1 contract
Sources: Sales Agreement
Description of Units. We may issue units consisting of any combination of the other types of securities offered under this prospectus in one or more series. We may evidence each series of units by unit certificates that we will issue under a separate agreement. We may enter into unit agreements with a unit agent. Each unit agent will be a bank or trust company that we select. We will indicate the name and address of the unit agent in the applicable prospectus supplement relating to a particular series of units. The terms of any units offered under a prospectus supplement may differ from the terms described below. We urge you to read the applicable prospectus supplement and any related free writing prospectus, as well as the complete unit certificate that contains the terms of the units. The following description, together with units will be contained in the additional information included in any applicable prospectus supplement, summarizes the general features of the units that we may offer under this prospectus. You should read any prospectus supplement unit agreement and any free writing prospectus that we may authorize to be provided to you related document applicable to the series of units being offered, as well as the complete unit agreements that contain the terms of securities comprising the units. Specific unit agreements These documents will contain additional important terms and provisions and we will file be included or incorporated by reference as an exhibit exhibits to the registration statement of which this prospectus is a part. You should read the unit agreement and any related documents. You also should read the prospectus supplement, which will contain additional information and which may update or change some of the information below. This section describes the general terms of the units that we may offer using this prospectus. Further terms of the units will incorporate be stated in the applicable prospectus supplement. The following description and any description of the units in a prospectus supplement may not be complete and is subject to and qualified in its entirety by reference from another report that we file with to the SEC, the form terms of each unit any agreement relating to the units offered under and the related documents applicable to the securities constituting the units. We may issue units, in one or more series, consisting of any combination of one or more of the other securities described in this prospectus. If we offer any units, certain we will describe the terms in a prospectus supplement. Units may be issued under a written unit agreement to be entered into between us and the holder or beneficial owner, or we could issue units under a written unit agreement with a unit agent specified in a prospectus supplement. A unit agent would act solely as our agent in connection with the units of a particular series and would not assume any obligation or relationship of agency or trust for or with any holders or beneficial owners of those units. Each unit will be issued so that series the holder of units the unit is also the holder of each security included in the unit. Thus, the holder of a unit will have the rights and obligations of a holder of each included security. The following are some of the unit terms that could be described in the applicable a prospectus supplement, including, without limitation, the following, as applicable: • the ● title of the series units; ● aggregate number of units; • identification and description of the separate constituent securities comprising the units; • the ● price or prices at which the units will be issued; • ● designation and terms of the date, if any, on units and after which of the constituent securities comprising the units, including whether and under what circumstances those securities may be held or transferred separately; ● effect of any merger, consolidation, sale or other transfer of our business on the units will be separately transferableand the applicable unit agreement; • a discussion ● name and address of certain the unit agent; ● information with respect to book-entry procedures; ● any material United States federal income tax considerations applicable considerations; and ● other material terms, including terms relating to transferability, exchange, exercise or amendments of the units; . The provisions described in this section, as well as those described under “Description of Capital Stock,” “Description of Debt Securities,” and • “Description of Warrants,” will apply to each unit and to any other Common Stock, preferred stock, debt security or warrant included in each unit, respectively. Unless otherwise provided in the applicable prospectus supplement, the unit agreements will be governed by the laws of the State of New York. The unit agreement under which a unit is issued may provide that the securities included in the unit may not be held or transferred separately, at any time or at any time before a specified date. We will file as an exhibit to a filing with the SEC that is incorporated by reference into this prospectus the forms of the unit agreements containing the terms of the units and their constituent securitiesbeing offered. The description of units in any prospectus supplement will not necessarily describe all of the terms of the units in detail. You should read the applicable unit agreements for a complete description of all of the terms.
Appears in 1 contract
Sources: Equity Distribution Agreement
Description of Units. We The following description, together with the additional information we may issue units consisting include in any applicable prospectus supplements, summarizes the material terms and provisions of the Units that we may offer under this prospectus. While the terms we have summarized below will apply generally to any Units that we may offer under this prospectus, we will describe the particular terms of any combination of the other types of securities offered under this prospectus Units in one or more series. We may evidence each series of units by unit certificates that we will issue under a separate agreement. We may enter into unit agreements with a unit agent. Each unit agent will be a bank or trust company that we select. We will indicate the name and address of the unit agent detail in the applicable prospectus supplement relating to a particular series of unitssupplement. The terms of any units Units offered under a prospectus supplement may differ from the terms described below. We urge you to read the applicable However, no prospectus supplement and any related free writing prospectus, as well as the complete unit certificate that contains will fundamentally change the terms that are set forth in this prospectus or offer a security that is not registered and described in this prospectus at the time of the unitsits effectiveness. The following description, together with the additional information included in any applicable prospectus supplement, summarizes the general features of the units that we may offer under this prospectus. You should read any prospectus supplement and any free writing prospectus that we may authorize to be provided to you related to the series of units being offered, as well as the complete unit agreements that contain the terms of the units. Specific unit agreements will contain additional important terms and provisions and we We will file as an exhibit exhibits to the registration statement of which this prospectus is a part, or will incorporate by reference from another a current report on Form 8-K that we file with the SEC, the form of each unit agreement relating that describes the terms of the Units we are offering, and any supplemental agreements, before the issuance of the related Units. The following summaries of material terms and provisions of the Units are subject to, and qualified in their entirety by reference to, all the provisions of the unit agreement and any supplemental agreements applicable to units offered the particular Units. We urge you to read the applicable prospectus supplements related to the particular Units that we sell under this prospectus. If we offer , as well as the complete unit agreement and any units, certain supplemental agreements that contain the terms of that series the Units. We may issue Units comprised of units one or more shares of our Common Stock, shares of our Preferred Stock and Warrants in any combination. Each Unit will be described issued so that the holder of the Unit is also the holder of each security included in the Unit. Thus, the holder of a Unit will have the rights and obligations of a holder of each included security. The unit agreement under which a Unit is issued may provide that the securities included in the Unit may not be held or transferred separately, at any time or at any time before a specified date. We will describe in the applicable prospectus supplement, including, without limitation, supplement the following, as applicable: • the title terms of the series of units; • identification Units, including: ● the designation and description terms of the separate constituent Units and of the securities comprising the unitsUnits, including whether and under what circumstances those securities may be held or transferred separately; • ● any provisions of the price governing unit agreement that differ from those described below; and ● any provisions for the issuance, payment, settlement, transfer or prices at which exchange of the units will be issued; • Units or of the date, if any, on and after which the constituent securities comprising the units Units. The provisions described in this section, as well as those described under “Description of Common Stock,” “Description of Preferred Stock” and “Description of Warrants” will be separately transferable; • a discussion of certain United States federal income tax considerations applicable apply to the units; each Unit and • to any other terms of the units and their constituent securitiesCommon Stock, Preferred Stock, or Warrant included in each Unit, respectively.
Appears in 1 contract
Sources: Equity Distribution Agreement