Common use of New Shares Clause in Contracts

New Shares. In the event that (a) any SPAC Common Shares, SPAC Warrants or other equity securities of SPAC are issued to the Sponsor after the date of this Sponsor Agreement pursuant to any stock dividend, stock split, recapitalization, reclassification, combination or exchange of SPAC Common Shares or SPAC Warrants of, on or affecting the SPAC Common Shares or SPAC Warrants owned by the Sponsor or otherwise, (b) the Sponsor purchases or otherwise acquires beneficial ownership of any SPAC Common Shares, SPAC Warrants or other equity securities of SPAC after the date of this Sponsor Agreement, or (c) the Sponsor acquires the right to vote or share in the voting of any SPAC Common Shares or other equity securities of SPAC after the date of this Sponsor Agreement (such SPAC Common Shares, SPAC Warrants or other equity securities of SPAC referred to in clauses (a) through (c) collectively, the “New Securities”), then, to the extent of the Sponsor’s control of such New Securities, such New Securities acquired or purchased by the Sponsor shall be subject to the terms of this Sponsor Agreement to the same extent as if they constituted the Subject Securities owned by the Sponsor as of the date hereof.

Appears in 2 contracts

Samples: Sponsor Support Agreement (FAST Acquisition Corp. II), Sponsor Support Agreement (FAST Acquisition Corp. II)

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New Shares. In the event that (a) any SPAC Common Shares, SPAC Warrants or other equity securities of SPAC are issued to the a Sponsor Party after the date of this Sponsor Support Agreement pursuant to any stock share dividend, stock share split, recapitalization, reclassification, combination or exchange of SPAC Common Shares or SPAC Warrants of, on or affecting the SPAC Common Shares or SPAC Warrants owned by the such Sponsor Party or otherwise, (b) the a Sponsor Party purchases or otherwise acquires beneficial ownership Beneficial Ownership of any SPAC Common Shares, SPAC Warrants or other equity securities of SPAC after the date of this Sponsor Support Agreement, or (c) the a Sponsor Party acquires the right to vote or share in the voting of any SPAC Common Shares or other equity securities of SPAC after the date of this Sponsor Support Agreement (such SPAC Common Shares, SPAC Warrants or other equity securities of SPAC referred to in clauses (a) through (c) collectivelySPAC, collectively the “New Securities”), then, to the extent of the Sponsor’s control of such New Securities, then such New Securities acquired or purchased by the such Sponsor Party shall be subject to the terms of this Sponsor Support Agreement to the same extent as if they constituted the Subject Securities owned by the such Sponsor Party as of the date hereof.

Appears in 2 contracts

Samples: Sponsor Support Agreement (LAMF Global Ventures Corp. I), Sponsor Support Agreement (Holdco Nuvo Group D.G Ltd.)

New Shares. In the event that (a) any SPAC Common SharesInterest, SPAC Warrants or other equity securities of SPAC are issued to the Sponsor a SPAC Holder Party after the date of this Sponsor Agreement pursuant to any stock dividenddividend or distribution, stock split, recapitalization, reclassification, combination combination, conversion, exercise or exchange of SPAC Common Shares Interests or SPAC Warrants of, on or affecting the SPAC Common Shares Interests or SPAC Warrants owned by the Sponsor such SPAC Holder Party or otherwise, (b) the Sponsor a SPAC Holder Party purchases or otherwise acquires beneficial ownership of any SPAC Common SharesInterest, SPAC Warrants or other equity securities of SPAC after the date of this Sponsor Agreement, or (c) Agreement and prior to the Sponsor acquires the right to vote or share in the voting of any SPAC Common Shares or other equity securities of SPAC after the date of this Sponsor Agreement Closing (such SPAC Common SharesInterests, SPAC Warrants or other equity securities of SPAC referred to in clauses (a) through (c) collectivelySPAC, collectively the “New Securities”), then, to the extent of the Sponsor’s control of such New Securities, then such New Securities acquired or purchased by the Sponsor such SPAC Holder Party shall be subject to the terms of this Sponsor Agreement to the same extent as if they constituted the Subject Securities SPAC Interests or SPAC Warrants owned by the Sponsor such SPAC Holder Party as of the date hereof.

Appears in 1 contract

Samples: Sponsor Letter Agreement (Chavant Capital Acquisition Corp.)

New Shares. In the event that (a) any shares of SPAC Common SharesStock, SPAC Warrants or other equity securities of SPAC are issued to the a Sponsor Party after the date of this Sponsor Agreement pursuant to any stock dividend, stock split, recapitalization, reclassification, combination or exchange of shares of SPAC Common Shares Stock or SPAC Warrants of, on or affecting the shares of SPAC Common Shares Stock or SPAC Warrants owned by the such Sponsor Party or otherwise, (b) the a Sponsor Party purchases or otherwise acquires beneficial ownership of any shares of SPAC Common SharesStock, SPAC Warrants or other equity securities of SPAC after the date of this Sponsor Agreement, or (c) the a Sponsor Party acquires the right to vote or share in the voting of any shares of SPAC Common Shares Stock or other equity securities of SPAC after the date of this Sponsor Agreement (such shares of SPAC Common SharesStock, SPAC Warrants or other equity securities of SPAC referred to in clauses (a) through (c) collectivelySPAC, collectively the “New Securities”), then, to the extent of the Sponsor’s control of such New Securities, then such New Securities acquired or purchased by the such Sponsor Party shall be subject to the terms of Section 1, Section 2 and Section 3 of this Sponsor Agreement to the same extent as if they constituted the Subject Securities shares of SPAC Common Stock or SPAC Warrants owned by the such Sponsor Party as of the date hereof.

Appears in 1 contract

Samples: Sponsor Support Agreement (Concord Acquisition Corp III)

New Shares. In the event that (a) any SPAC Common Ordinary Shares, SPAC Warrants or other equity securities of SPAC are issued to the Sponsor after the date of this Sponsor Agreement pursuant to any stock dividend, stock split, recapitalization, reclassification, combination or exchange of SPAC Common Ordinary Shares or SPAC Warrants of, on or affecting the SPAC Common Ordinary Shares or SPAC Warrants owned by the Sponsor or otherwise, (b) the Sponsor purchases or otherwise acquires beneficial ownership of any SPAC Common Ordinary Shares, SPAC Warrants or other equity securities of SPAC after the date of this Sponsor Agreement, or (c) the Sponsor acquires the right to vote or share in the voting of any SPAC Common Ordinary Shares or other equity securities of SPAC after the date of this Sponsor Agreement (such SPAC Common Ordinary Shares, SPAC Warrants or other equity securities of SPAC referred to in clauses (a) through (c) collectivelySPAC, collectively the “New Securities”), then, to the extent of the Sponsor’s control of such New Securities, then such New Securities acquired or purchased by the Sponsor shall be subject to the terms of this Sponsor Agreement (other than Section 2, Section 3 and Section 5 of this Agreement) to the same extent as if they constituted the Subject Securities SPAC Ordinary Shares or SPAC Warrants owned by the Sponsor as of the date hereof.

Appears in 1 contract

Samples: Sponsor Support Agreement (Cartesian Growth Corp)

New Shares. In the event that (a) any SPAC Common Shares, SPAC Public Warrants or other equity securities of SPAC are issued to the Sponsor after the date of this Sponsor Agreement pursuant to any stock dividend, stock split, distribution, recapitalization, reclassification, combination combination, conversion or exchange of SPAC Common Shares or SPAC Public Warrants of, on or affecting the SPAC Common Shares or SPAC Public Warrants owned by the Sponsor or otherwise, (b) the Sponsor purchases or otherwise acquires beneficial ownership of any SPAC Common Shares, SPAC Public Warrants or other equity securities of SPAC after the date of this Sponsor Agreement, or (c) the Sponsor acquires the right to vote or share in the voting of any SPAC Common Shares or other equity securities of SPAC after the date of this Sponsor Agreement (such SPAC Common Shares, SPAC Public Warrants or other equity securities of SPAC referred to in clauses (a) through (c) collectivelySPAC, collectively the “New Securities”), then, to the extent of the Sponsor’s control of such New Securities, such New Securities acquired or purchased by the Sponsor shall be subject to the terms of this Sponsor Agreement to the same extent as if they constituted the Subject Securities owned by the Sponsor as of the date hereof.

Appears in 1 contract

Samples: Sponsor Support Agreement (Sizzle Acquisition Corp.)

New Shares. In the event that (a) any SPAC Common Ordinary Shares, SPAC Warrants or other equity securities of SPAC are issued to the Sponsor after the date of this Sponsor SPAC Investor Support Agreement pursuant to any stock dividend, stock split, recapitalization, reclassification, combination or exchange of SPAC Common Ordinary Shares or SPAC Warrants of, on or affecting the SPAC Common Ordinary Shares or SPAC Warrants owned by the Sponsor or otherwise, (b) the Sponsor purchases or otherwise acquires beneficial ownership of any SPAC Common Ordinary Shares, SPAC Warrants or other equity securities of SPAC after the date of this Sponsor SPAC Investor Support Agreement, or (c) the Sponsor acquires the right to vote or share in the voting of any SPAC Common Ordinary Shares or other equity securities of SPAC after the date of this Sponsor SPAC Investor Support Agreement (such SPAC Common Ordinary Shares, SPAC Warrants or other equity securities of SPAC referred to in clauses (a) through (c) collectivelySPAC, collectively the “New Securities”), then, to the extent of the Sponsor’s control of such New Securities, then such New Securities acquired or purchased by the Sponsor shall be subject to the terms of this Sponsor SPAC Investor Support Agreement to the same extent as if they constituted the Subject Securities SPAC Ordinary Shares or SPAC Warrants owned by the Sponsor as of the date hereof.

Appears in 1 contract

Samples: Joinder Agreement (SC Health Corp)

New Shares. In the event that (a) any SPAC Common Ordinary Shares, SPAC Warrants or other equity securities of SPAC are issued to the Sponsor after the date of this Sponsor Agreement pursuant to any stock dividend, stock split, recapitalization, reclassification, combination or exchange of SPAC Common Ordinary Shares or SPAC Warrants of, on or affecting the SPAC Common Ordinary Shares or SPAC Warrants owned by the Sponsor or otherwiseSponsor, (b) the Sponsor purchases or otherwise acquires beneficial ownership of any SPAC Common Ordinary Shares, SPAC Warrants or other equity securities of SPAC after the date of this Sponsor AgreementAgreement and prior to the Closing, or (c) the Sponsor acquires the right to vote or share in the voting of any SPAC Common Ordinary Shares or other equity securities of SPAC after the date of this Sponsor Agreement (such SPAC Common Ordinary Shares, SPAC Warrants or other equity securities of SPAC referred to in clauses (a) through (c) collectivelySPAC, collectively the “New Securities”), then, to the extent of the Sponsor’s control of such New Securities, then such New Securities acquired or purchased by the Sponsor shall be subject to the terms of this Sponsor Agreement to the same extent as if they constituted the Subject Securities SPAC Ordinary Shares or SPAC Warrants owned by the Sponsor as of the date hereof, subject to compliance with applicable Laws of the relevant Governmental Authority.

Appears in 1 contract

Samples: Sponsor Support Agreement (Chenghe Acquisition Co.)

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New Shares. In the event that (a) any SPAC Common SharesStock, SPAC Warrants or other equity securities of SPAC are issued to the a Sponsor Party after the date of this Sponsor Support Agreement pursuant to any stock dividend, stock split, recapitalization, reclassification, combination or exchange of SPAC Common Shares Stock or SPAC Warrants of, on or affecting the SPAC Common Shares Stock or SPAC Warrants owned by the such Sponsor Party or otherwise, (b) the a Sponsor Party purchases or otherwise acquires beneficial ownership of any SPAC Common SharesStock, SPAC Warrants or other equity securities of SPAC after the date of this Sponsor Support Agreement, or (c) the a Sponsor Party acquires the right to vote or share in the voting of any SPAC Common Shares Stock or other equity securities of SPAC after the date of this Sponsor Support Agreement (such SPAC Common SharesStock, SPAC Warrants or other equity securities of SPAC referred to in clauses (a) through (c) collectivelySPAC, collectively the “New Securities”), then, to the extent of the Sponsor’s control of such New Securities, then such New Securities acquired or purchased by the such Sponsor Party shall be subject to the terms of this Sponsor Support Agreement to the same extent as if they constituted the Subject Securities owned by the such Sponsor Party as of the date hereof.

Appears in 1 contract

Samples: Sponsor Support Agreement (Maxpro Capital Acquisition Corp.)

New Shares. In the event that (a) any SPAC Common Ordinary Shares, SPAC Warrants or other equity securities of SPAC are issued to either of the Sponsor Sponsors after the date of this Sponsor Agreement pursuant to any stock dividend, stock split, recapitalization, reclassification, combination or exchange of SPAC Common Ordinary Shares or SPAC Warrants of, on or affecting the SPAC Common Ordinary Shares or SPAC Warrants owned by the Sponsor or otherwiseSponsors, (b) either of the Sponsor Sponsors purchases or otherwise acquires beneficial ownership of any SPAC Common Ordinary Shares, SPAC Warrants or other equity securities of SPAC after the date of this Sponsor AgreementAgreement and prior to the Closing, or (c) either of the Sponsor Sponsors acquires the right to vote or share in the voting of any SPAC Common Ordinary Shares or other equity securities of SPAC after the date of this Sponsor Agreement (such SPAC Common Ordinary Shares, SPAC Warrants or other equity securities of SPAC referred to in clauses (a) through (c) collectivelySPAC, collectively the “New Securities”), then, to the extent of the Sponsor’s control of such New Securities, then such New Securities acquired or purchased by the Sponsor Sponsors, as applicable, shall be subject to the terms of this Sponsor Agreement to the same extent as if they constituted the Subject Securities SPAC Ordinary Shares or SPAC Warrants owned by the Sponsor Sponsors respectively, as of the date hereof, subject to compliance with applicable Laws of the relevant Governmental Authority.

Appears in 1 contract

Samples: Sponsor Support Agreement (Chenghe Acquisition I Co.)

New Shares. In the event that (a) any SPAC Common Shares, SPAC Warrants or other equity securities of SPAC are issued to the Sponsor after the date of this Sponsor Agreement pursuant to any stock dividend, stock split, distribution, recapitalization, reclassification, combination combination, conversion or exchange of SPAC Common Shares or SPAC Warrants of, on or affecting the SPAC Common Shares or SPAC Warrants owned by the Sponsor or otherwise, (b) the Sponsor purchases or otherwise acquires beneficial ownership of any SPAC Common Shares, SPAC Warrants or other equity securities of SPAC after the date of this Sponsor Agreement, or (c) the Sponsor acquires the right to vote or share in the voting of any SPAC Common Shares or other equity securities of SPAC after the date of this Sponsor Agreement (such SPAC Common Shares, SPAC Warrants or other equity securities of SPAC referred to in clauses (a) through (c) collectivelySPAC, collectively the “New Securities”), then, to the extent of the Sponsor’s control of such New Securities, such New Securities acquired or purchased by the Sponsor shall be subject to the terms of this Sponsor Agreement to the same extent as if they constituted the Subject Securities owned by the Sponsor as of the date hereof.

Appears in 1 contract

Samples: Sponsor Support Agreement (Artemis Strategic Investment Corp)

New Shares. In the event that (a) any SPAC Common Shares, SPAC Warrants or other equity securities of SPAC SPAC, including all securities exchangeable for the foregoing, are issued to the a Sponsor Party after the date of this Sponsor Agreement pursuant to any stock dividend, stock split, recapitalization, reclassification, combination or exchange of SPAC Common Shares or SPAC Warrants of, on or affecting the SPAC Common Shares or SPAC Warrants owned by the such Sponsor Party or otherwise, (b) the a Sponsor Party purchases or otherwise acquires beneficial ownership of any SPAC Common Shares, SPAC Warrants or other equity securities of SPAC after the date of this Sponsor Agreement, or (c) Agreement and prior to the Sponsor acquires the right to vote or share in the voting of any SPAC Common Shares or other equity securities of SPAC after the date of this Sponsor Agreement Closing (such SPAC Common Shares, SPAC Warrants or other equity securities of SPAC referred to in clauses (a) through (c) collectivelySPAC, collectively the “New Securities”), then, to the extent of the Sponsor’s control of such New Securities, then such New Securities acquired or purchased by the such Sponsor Party shall be subject to the terms of this Sponsor Agreement (other than the provisions of Section 1.9, which, for the avoidance of doubt, shall only apply to the same extent as if they constituted Company Ordinary Shares constituting Closing Share Consideration issuable in respect of the Subject Securities owned by Shares (and, with respect to Section 1.9(a)(i), the Sponsor as of the date hereofSubject Shares referred to therein).

Appears in 1 contract

Samples: Sponsor Support Agreement (TWC Tech Holdings II Corp.)

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