Common use of Placement Warrants Clause in Contracts

Placement Warrants. Simultaneously with the Closing, Mallard Founders Holdings, LLC (“Sponsor”) shall purchase from the Company, pursuant to the Subscription Agreement (as defined in Section 2.23.2 hereof) an aggregate of 10,000,000 warrants (the “Placement Warrants”) at a purchase price of $0.50 per Placement Warrant in a private placement (the “Private Placement”). The Placement Warrants and the Common Stock underlying the Placement Warrants are hereinafter referred to collectively as the “Placement Securities.” Each Placement Warrant shall be identical to the warrants included as part of the Units sold in the Offering except that the Placement Warrants shall be non-redeemable by the Company and may be exercised for cash or on a cashless basis, as described in the Prospectus, in each case so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Warrants or their permitted transferees (as described in the Subscription Agreement and the Warrant Agreement (as defined in Section 2.22 hereof)). There will be no placement agent in the Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Placement Securities.

Appears in 3 contracts

Samples: Underwriting Agreement (Mallard Acquisition Corp.), Underwriting Agreement (Mallard Acquisition Corp.), Underwriting Agreement (Mallard Acquisition Corp.)

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Placement Warrants. Simultaneously with the Closing, Mallard Founders Holdings, LLC the sponsor of the Company (the “Sponsor”) shall purchase from the Company, Company pursuant to the Subscription Agreement (as defined in Section 2.23.2 2.24.2 hereof) an aggregate of 10,000,000 5,000,000 warrants (the “Placement Warrants”) at a purchase price of $0.50 1.00 per Placement Warrant in a private placement (the “Private Placement”). The Placement Warrants and the Common Stock underlying the Placement Warrants are hereinafter referred to collectively as the “Placement Securities.” Each The Placement Warrant Warrants shall be identical to the warrants Warrants included as part of in the Units sold in the Offering except that the Placement Warrants shall be (i) non-redeemable by the Company Company, and (ii) may be exercised for on a cash or on a cashless basis, as described in the Prospectus, in each case so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Warrants or their permitted transferees (as described in the Subscription Agreement and the Warrant Agreement (as defined in Section 2.22 hereof)). There will be no placement agent in the Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Placement Securities.

Appears in 2 contracts

Samples: Underwriting Agreement (Proficient Alpha Acquisition Corp), Underwriting Agreement (Proficient Alpha Acquisition Corp)

Placement Warrants. Simultaneously with the Closingconsummation of the Offering, Mallard Founders Holdings, OceanTech Acquisitions I Sponsor LLC (the “Sponsor”) and the Representative shall purchase from the Company, Company pursuant to the Subscription Agreement (as defined in Section 2.23.2 2.25.2 hereof) an aggregate of 10,000,000 warrants 4,571,000 Warrants (the “Placement Warrants”) at a purchase price of $0.50 1.00 per Placement Warrant in a private placement (the “Private Placement”). The Placement Warrants and the Class A Common Stock underlying the Placement Warrants are hereinafter referred to collectively as the “Placement Securities.” Each Placement Warrant shall be identical to the warrants included as part of Warrants underlying the Firm Units sold in the Offering except that the Placement Warrants shall be non-redeemable by the Company and may be exercised for cash or on a cashless basis, as described in the Prospectus, in each case so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Warrants or their permitted transferees (as described in the Subscription Agreement and the Warrant Agreement (as defined in Section 2.22 2.24 hereof)). There Except as disclosed in the Registration Statement, there will be no placement agent in the Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Placement Securities.

Appears in 2 contracts

Samples: Underwriting Agreement (OceanTech Acquisitions I Corp.), Underwriting Agreement (OceanTech Acquisitions I Corp.)

Placement Warrants. Simultaneously with the Closingconsummation of the Offering, Mallard Founders HoldingsAmerican Opportunity Ventures, LLC (the “Sponsor”) shall purchase from the Company, Company pursuant to the Subscription Agreement (as defined in Section 2.23.2 2.25.2 hereof) an aggregate of 10,000,000 warrants 3,800,000 Warrants (the “Placement Warrants”) at a purchase price of $0.50 1.00 per Placement Warrant in a private placement (the “Private Placement”). The Placement Warrants and the Class A Common Stock underlying the Placement Warrants are hereinafter referred to collectively as the “Placement Securities.” Each Placement Warrant shall be identical to the warrants included as part of Warrants underlying the Firm Units sold in the Offering except that the Placement Warrants shall be non-redeemable by the Company and may be exercised for cash or on a cashless basis, as described in the Prospectus, in each case so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Warrants or their permitted transferees (as described in the Subscription Agreement and the Warrant Agreement (as defined in Section 2.22 2.24 hereof)). There Except as disclosed in the Registration Statement, there will be no placement agent in the Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Placement Securities.

Appears in 2 contracts

Samples: Warrant Agreement (American Acquisition Opportunity Inc.), Warrant Agreement (American Acquisition Opportunity Inc.)

Placement Warrants. Simultaneously with the Closingconsummation of the Offering, Mallard Founders HoldingsAesther Healthcare Sponsor, LLC (the “Sponsor”) shall purchase from the Company, Company pursuant to the Subscription Agreement (as defined in Section 2.23.2 2.25.2 hereof) an aggregate of 10,000,000 warrants 5,261,000 Warrants (the “Placement Warrants”) at a purchase price of $0.50 1.00 per Placement Warrant in a private placement (the “Private Placement”). The Placement Warrants Warrants, and the Class A Common Stock underlying issuable upon exercise of the Placement Warrants are hereinafter referred to collectively as the “Placement Securities.” Each Placement Warrant shall be identical to the warrants included Except as part of the Units sold disclosed in the Offering except that the Placement Warrants shall be non-redeemable by the Company and may be exercised for cash or on a cashless basisRegistration Statement, as described in the Prospectus, in each case so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Warrants or their permitted transferees (as described in the Subscription Agreement and the Warrant Agreement (as defined in Section 2.22 hereof)). There there will be no placement agent in the Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Placement Securities. The Subscription Agreement shall state that the Sponsor has agreed (i) to waive its redemption rights with respect to the Placement Securities in connection with the completion of the initial Business Combination and (ii) to waive its rights to liquidating distributions from the trust account with respect to the Placement Securities if the Company fails to complete the initial Business Combination within 12 months from the closing of the Offering (or up to 18 months from the closing of this Offering if the Company extends the period of time to consummate an initial Business Combination by the full amount of time).

Appears in 2 contracts

Samples: Underwriting Agreement (Aesther Healthcare Acquisition Corp.), Underwriting Agreement (Aesther Healthcare Acquisition Corp.)

Placement Warrants. Simultaneously with the Closing, Mallard Founders Holdingscertain of the Company’s stockholders, LLC (“Sponsor”) affiliates, and Chardan and I-Bankers shall purchase from the Company, Company pursuant to the Subscription Agreement Agreements (as defined in Section 2.23.2 2.24.2 hereof) an aggregate of 10,000,000 3,450,000 warrants (the “Placement Warrants”) at a purchase price of $0.50 1.00 per Placement Warrant in a private placement (the “Private Placement”). The Placement Warrants and the Common Stock underlying the Placement Warrants are hereinafter referred to collectively as the “Placement Securities.” Each The Placement Warrant Warrants shall be identical to the warrants Warrants included as part of in the Units sold in the Offering except that the Placement Warrants shall be (i) non-redeemable by the Company Company, and (ii) may be exercised for on a cash or on a cashless basis, as described in the Prospectus, in each case so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Warrants or their permitted transferees (as described in the Subscription Agreement Agreements and the Warrant Agreement (as defined in Section 2.22 hereof)). There will be no placement agent in the Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Placement Securities.

Appears in 2 contracts

Samples: Underwriting Agreement (EdtechX Holdings Acquisition Corp.), Underwriting Agreement (EdtechX Holdings Acquisition Corp.)

Placement Warrants. Simultaneously with the Closingconsummation of the Offering, Mallard Founders Holdings, U.N. SDG Support LLC (the “Sponsor”) shall purchase from the Company, Company pursuant to the Subscription Agreement (as defined in Section 2.23.2 2.25.2 hereof) an aggregate of 10,000,000 warrants 3,650,000 Warrants (the “Placement Warrants”) at a purchase price of $0.50 1.00 per Placement Warrant in a private placement (the “Private Placement”). The Placement Warrants and the Common Stock Class A Ordinary Shares underlying the Placement Warrants Warrant are hereinafter referred to collectively as the “Placement Securities.” Each Placement Warrant shall be identical to the warrants included as part of the Units sold in the Offering Warrants, except that the Placement Warrants shall be non-redeemable by the Company and may be exercised for cash or on a cashless basis, as described in the Prospectus, in each case so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Warrants or their permitted transferees (as described in the Subscription Agreement and the Warrant Agreement (as defined in Section 2.22 2.24 hereof)). There Except as disclosed in the Registration Statement, there will be no placement agent in the Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Placement Securities. The Subscription Agreement shall state that the Sponsor has agreed to waive its redemption rights with respect to the Placement Securities in connection with the completion of the initial Business Combination and (ii) to waive its rights to liquidating distributions from the trust account with respect to the Placement Securities if the Company fails to complete the initial Business Combination within 12 months from the closing of the Offering (or up to 18 months from the closing of this Offering if the Company extends the period of time to consummate an initial Business Combination by the full amount of time).

Appears in 2 contracts

Samples: Underwriting Agreement (ClimateRock), Underwriting Agreement (ClimateRock)

Placement Warrants. Simultaneously with the Closing, Mallard Founders Holdingscertain of the Company’s stockholders and affiliates, LLC (“Sponsor”) shall purchase from the Company, Company pursuant to the Subscription Agreement Agreements (as defined in Section 2.23.2 2.24.2 hereof) an aggregate of 10,000,000 6,500,000 warrants at a purchase price of $1.00 per warrant (the “Placement Warrants”) at a purchase price of $0.50 per Placement Warrant in a private placement (the “Private Placement”). The Placement Warrants and the Common Stock underlying the Placement Warrants are hereinafter referred to collectively as the “Placement Securities.” Each The Placement Warrant Warrants shall be identical to the warrants Warrants included as part of in the Units sold in the Offering except that the each Placement Warrants shall be non-redeemable by the Company and may be exercised for on a cash or on a cashless basis, as described in the Prospectus, in each case so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Warrants or their permitted transferees (as described in the Subscription Agreement and the Warrant Agreement (as defined in Section 2.22 hereof)). The Placement Warrants will not be exercisable more than five (5) years from the Effective Date, in accordance with FINRA Rule 5110(f)(2)(G)(i), as long as Chardan or any of its related persons beneficially own these warrants. There will be no placement agent in the Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Placement Securities.

Appears in 2 contracts

Samples: Underwriting Agreement (Cleantech Acquisition Corp.), Underwriting Agreement (Cleantech Acquisition Corp.)

Placement Warrants. Simultaneously with the Closing, Mallard Founders Holdings, PTK Holdings LLC (“Sponsor”) shall purchase from the Company, pursuant to the Subscription Agreement (as defined in Section 2.23.2 2.24.2 hereof) an aggregate of 10,000,000 6,800,000 warrants (the “Placement Warrants”) at a purchase price of $0.50 per Placement Warrant in a private placement (the “Private Placement”). The Placement Warrants and the Common Stock underlying the Placement Warrants are hereinafter referred to collectively as the “Placement Securities.” Each Placement Warrant shall be identical to the warrants included as part of the Units sold in the Offering except that the Placement Warrants shall be non-redeemable by the Company and may be exercised for cash or on a cashless basis, as described in the Prospectus, in each case so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Warrants or their permitted transferees (as described in the Subscription Agreement and the Warrant Agreement (as defined in Section 2.22 hereof)). There will be no placement agent in the Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Placement Securities.

Appears in 2 contracts

Samples: Underwriting Agreement (PTK Acquisition Corp.), Underwriting Agreement (PTK Acquisition Corp.)

Placement Warrants. Simultaneously with the Closing, Mallard Founders Holdingsthe sponsor of the Company, LLC officers or directors or their respective affiliates or designees (the “Sponsor”) shall purchase from the Company, Company pursuant to the Subscription Agreement (as defined in Section 2.23.2 2.24.2 hereof) an aggregate of 10,000,000 2,100,000 warrants (the “Placement Warrants”) at a purchase price of $0.50 1.00 per Placement Warrant in a private placement exempt from registration under the Act (the “Private Placement”). The Placement Warrants and the Common Stock underlying the Placement Warrants are hereinafter referred to collectively as the “Placement Securities.” Each The Placement Warrant Warrants shall be identical to the warrants Warrants included as part of in the Units sold in the Offering except that the Placement Warrants shall be (i) non-redeemable by the Company Company, and (ii) may be exercised for on a cash or on a cashless basis, as described in the Prospectus, in each case so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Warrants or their permitted transferees (as described in the Subscription Agreement and the Warrant Agreement (as defined in Section 2.22 hereof)). There will be no placement agent in the Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Placement Securities.

Appears in 2 contracts

Samples: Underwriting Agreement (GreenVision Acquisition Corp.), Underwriting Agreement (GreenVision Acquisition Corp.)

Placement Warrants. Simultaneously with the Closing, Mallard Founders Health Sciences Holdings, LLC (“Sponsor”) shall purchase from the Company, pursuant to the Subscription Agreement (as defined in Section 2.23.2 hereof) Company an aggregate of 10,000,000 warrants (the “Placement Warrants”) at a purchase price of $0.50 per Placement Warrant in a private placement (the “Private Placement”). The Placement Warrants and the Common Stock underlying the Placement Warrants are hereinafter referred to collectively as the “Placement Securities” and the Placement Securities and Public Securities are hereinafter referred to collectively as the “Securities.” Each Placement Warrant shall be identical to the warrants included as part of the Units Warrants sold in the Offering except that the Placement Warrants shall be non-redeemable by the Company and may be exercised for cash or on a cashless basis, as described in the Prospectus, in each case so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Warrants or their permitted transferees (as described in the Subscription Agreement (as defined in Section 2.23.2 hereof) and the Warrant Agreement (as defined in Section 2.22 hereof)). There will be no placement agent in the Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Placement Securities.

Appears in 2 contracts

Samples: Warrant Agreement (Health Sciences Acquisitions Corp), Warrant Agreement (Health Sciences Acquisitions Corp)

Placement Warrants. Simultaneously with the Closingconsummation of the Offering, Mallard Founders Holdings, LLC Xxxxxxx Venture Fund VI Pte Ltd and Xxxxxxx Venture Fund VI (Plan) Pte Ltd (the SponsorPrivate Placement Purchasers”) shall purchase from the Company, Company pursuant to the Subscription Agreement (as defined in Section 2.23.2 2.25.2 hereof) an aggregate of 10,000,000 warrants 5,800,000 Warrants (the “Placement Warrants”) at a purchase price of $0.50 0.75 per Placement Warrant in a private placement (the “Private Placement”). The Placement Warrants and the Common Stock Ordinary Shares underlying the Placement Warrants are hereinafter referred to collectively as the “Placement Securities.” Each Placement Warrant shall be identical to the warrants included as part of Warrants underlying the Firm Units sold in the Offering except that the Placement Warrants shall be non-redeemable by the Company and may be exercised for cash or exercisable on a cashless basis, as described in the Prospectus, in each case basis so long as the Placement Warrants continue to be held by the initial purchasers of the Private Placement Warrants Purchasers or their permitted transferees (as described in the Subscription Agreement and the Warrant Agreement (as defined in Section 2.22 2.24 hereof)). There Except as disclosed in the Registration Statement, there will be no placement agent in the Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Placement Securities.

Appears in 1 contract

Samples: Underwriting Agreement (Vickers Vantage Corp. I)

Placement Warrants. Simultaneously with the Closing, Mallard Founders Holdings, Natural Order Sponsor LLC (the “Sponsor”) shall purchase from the Company, pursuant to the Subscription Agreement (as defined in Section 2.23.2 hereof) an aggregate of 10,000,000 7,200,000 (or 7,950,000 if the Over-allotment Option is exercised in full) private warrants (the “Placement Warrants”) at $1.00 per warrant for a total purchase price of $0.50 per Placement Warrant 7,200,000 (or $7,950,000 if the Over-allotment Option is exercised in a private placement full) (the “Private Placement”). Each Placement Warrant shall be identical to the Warrants except that the Placement Warrants shall be non-redeemable and may be exercised on a cashless basis, in each case so long as they continue to be held by the initial purchasers or their affiliates (as described in the Subscription Agreement and the Warrant Agreement (as defined in Section 2.22 hereof)). The Placement Warrants and the Common Stock underlying the Placement Warrants are hereinafter referred to collectively as the “Placement Securities” and the Placement Securities and Public Securities are hereinafter referred to collectively as the “Securities.” Each Placement Warrant shall be identical to the warrants included as part of the Units sold in the Offering except that the Placement Warrants shall be non-redeemable by the Company and may be exercised for cash or on a cashless basis, as described in the Prospectus, in each case so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Warrants or their permitted transferees (as described in the Subscription Agreement and the Warrant Agreement (as defined in Section 2.22 hereof)). There will be no placement agent in the Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Placement Securities.

Appears in 1 contract

Samples: Warrant Agreement (Natural Order Acquisition Corp.)

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Placement Warrants. Simultaneously with the Closing, Mallard Founders Holdings, CHW Acquisition Sponsor LLC (the “Sponsor”) shall purchase from the Company, pursuant to the Subscription Agreement Agreements (as defined in Section 2.23.2 hereof) an aggregate of 10,000,000 3,500,000 warrants (the “Placement Warrants”) at a purchase price of $0.50 10.00 per Placement Warrant in a private placement (the “Private Placement”). The Placement Warrants Warrants, and the Common Stock Ordinary Shares underlying the Placement Warrants are hereinafter referred to collectively as the “Placement Securities.” Each Placement Warrant shall be identical to the warrants included as part of the Units Warrants sold in the Offering except that the Placement Warrants shall be non-redeemable by the Company and may be exercised for cash or on a cashless basis, as described in the Prospectus, in each case so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Warrants or their permitted transferees (as described in the Subscription Agreement and the Warrant Agreement (as defined in Section 2.22 hereof)). There will be no placement agent in the Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Placement Securities.

Appears in 1 contract

Samples: Underwriting Agreement (CHW Acquisition Corp)

Placement Warrants. Simultaneously with the Closingconsummation of the Offering, Mallard Founders HoldingsMinority Equality Opportunities Acquisition Sponsor, LLC (the “Sponsor”) and Maxim shall purchase from the Company, Company pursuant to the Subscription Agreement Agreements (as defined in Section 2.23.2 2.25.2 hereof) an aggregate of 10,000,000 warrants 5,100,000 Warrants (the “Placement Warrants”) at a purchase price of $0.50 1.00 per Placement Warrant in a private placement (the “Private Placement”), with 4,600,000 of such warrants to be purchased by the Sponsor, and with 500,000 of such warrants to be purchased by Maxim. The Placement Warrants and the Class A Common Stock underlying the Placement Warrants are hereinafter referred to collectively as the “Placement Securities.” Each Placement Warrant shall be identical to the warrants included as part of Warrants underlying the Firm Units sold in the Offering except that the Placement Warrants shall be non-redeemable by the Company and may be exercised for cash or on a cashless basis, as described in the Prospectus, in each case so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Warrants or their permitted transferees (as described in the Subscription Agreement Agreements and the Warrant Agreement (as defined in Section 2.22 2.24 hereof)). There Except as disclosed in the Registration Statement, there will be no placement agent in the Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Placement Securities.

Appears in 1 contract

Samples: Underwriting Agreement (Minority Equality Opportunities Acquisition Inc.)

Placement Warrants. Simultaneously with the Closing, Mallard Founders Holdings, PTK Holdings LLC (“Sponsor”) shall purchase from the Company, pursuant to the Subscription Agreement (as defined in Section 2.23.2 2.24.2 hereof) an aggregate of 10,000,000 4,533,333 warrants (the “Placement Warrants”) at a purchase price of $0.50 0.75 per Placement Warrant in a private placement (the “Private Placement”). The Placement Warrants and the Common Stock underlying the Placement Warrants are hereinafter referred to collectively as the “Placement Securities.” Each Placement Warrant shall be identical to the warrants included as part of the Units sold in the Offering except that the Placement Warrants shall be non-redeemable by the Company and may be exercised for cash or on a cashless basis, as described in the Prospectus, in each case so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Warrants or their permitted transferees (as described in the Subscription Agreement and the Warrant Agreement (as defined in Section 2.22 hereof)). There will be no placement agent in the Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Placement Securities.

Appears in 1 contract

Samples: Underwriting Agreement (PTK Acquisition Corp.)

Placement Warrants. Simultaneously with the Closing, Mallard Founders Holdings, Natural Order Sponsor LLC (the “Sponsor”) shall purchase from the Company, pursuant to the Subscription Agreement (as defined in Section 2.23.2 hereof) an aggregate of 10,000,000 6,200,000 (or 6,800,000 if the Over-allotment Option is exercised in full) private warrants (the “Placement Warrants”) at $1.00 per warrant for a total purchase price of $0.50 per Placement Warrant 6,200,000 (or $6,800,000 if the Over-allotment Option is exercised in a private placement full) (the “Private Placement”). Each Placement Warrant shall be identical to the Warrants except that the Placement Warrants shall be non-redeemable and may be exercised on a cashless basis, in each case so long as they continue to be held by the initial purchasers or their affiliates (as described in the Subscription Agreement and the Warrant Agreement (as defined in Section 2.22 hereof)). The Placement Warrants and the Common Stock underlying the Placement Warrants are hereinafter referred to collectively as the “Placement Securities” and the Placement Securities and Public Securities are hereinafter referred to collectively as the “Securities.” Each Placement Warrant shall be identical to the warrants included as part of the Units sold in the Offering except that the Placement Warrants shall be non-redeemable by the Company and may be exercised for cash or on a cashless basis, as described in the Prospectus, in each case so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Warrants or their permitted transferees (as described in the Subscription Agreement and the Warrant Agreement (as defined in Section 2.22 hereof)). There will be no placement agent in the Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Placement Securities.

Appears in 1 contract

Samples: Warrant Agreement (Natural Order Acquisition Corp.)

Placement Warrants. Simultaneously with the Closingconsummation of the Offering, Mallard Founders HoldingsGrowth Capital Sponsor LLC (the “Sponsor”), Nautilus Carriers LLC (“SponsorNautilus”) and HB Strategies LLC (“HB”) shall purchase from the Company, Company pursuant to the Subscription Agreement (as defined in Section 2.23.2 2.25.2 hereof) an aggregate of 10,000,000 warrants 4,180,000 Warrants (the “Placement Warrants”) at a for an aggregate purchase price of $0.50 per Placement Warrant 4,180,000 in a private placement (the “Private Placement”). The Placement Warrants and the Class A Common Stock underlying the Placement Warrants are hereinafter referred to collectively as the “Placement Securities.” Each Placement Warrant shall be identical to the warrants included as part of Warrants underlying the Firm Units sold in the Offering except that the Placement Warrants shall be non-redeemable by the Company and may be exercised for cash or on a cashless basis, as described in the Prospectus, in each case so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Warrants or their permitted transferees (as described in the Subscription Agreement and the Warrant Agreement (as defined in Section 2.22 2.24 hereof)). There Except as disclosed in the Registration Statement, there will be no placement agent in the Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Placement Securities.

Appears in 1 contract

Samples: Underwriting Agreement (Growth Capital Acquisition Corp.)

Placement Warrants. Simultaneously with the Closingconsummation of the Offering, Mallard Founders HoldingsMinority Equality Opportunities Acquisition Sponsor, LLC (the “Sponsor”) and Maxim shall purchase from the Company, Company pursuant to the Subscription Agreement Agreements (as defined in Section 2.23.2 2.25.2 hereof) an aggregate of 10,000,000 warrants 5,450,000 Warrants (the “Placement Warrants”) at a purchase price of $0.50 1.00 per Placement Warrant in a private placement (the “Private Placement”), with 4,900,000 of such warrants to be purchased by the Sponsor, and with 550,000 of such warrants to be purchased by Maxim. The Placement Warrants and the Class A Common Stock underlying the Placement Warrants are hereinafter referred to collectively as the “Placement Securities.” Each Placement Warrant shall be identical to the warrants included as part of Warrants underlying the Firm Units sold in the Offering except that the Placement Warrants shall be non-redeemable by the Company and may be exercised for cash or on a cashless basis, as described in the Prospectus, in each case so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Warrants or their permitted transferees (as described in the Subscription Agreement Agreements and the Warrant Agreement (as defined in Section 2.22 2.24 hereof)). There Except as disclosed in the Registration Statement, there will be no placement agent in the Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Placement Securities.

Appears in 1 contract

Samples: Underwriting Agreement (Minority Equality Opportunities Acquisition Inc.)

Placement Warrants. Simultaneously with the Closingconsummation of the Offering, Mallard Founders Holdings, LLC Xxxxxxx Venture Fund VI Pte Ltd and Xxxxxxx Venture Fund VI (Plan) Pte Ltd (the SponsorPrivate Placement Purchasers”) shall purchase from the Company, Company pursuant to the Subscription Agreement (as defined in Section 2.23.2 2.25.2 hereof) an aggregate of 10,000,000 warrants 6,600,000 Warrants (the “Placement Warrants”) at a purchase price of $0.50 0.75 per Placement Warrant in a private placement (the “Private Placement”). The Placement Warrants and the Common Stock Ordinary Shares underlying the Placement Warrants are hereinafter referred to collectively as the “Placement Securities.” Each Placement Warrant shall be identical to the warrants included as part of Warrants underlying the Firm Units sold in the Offering except that the Placement Warrants shall be non-redeemable by the Company and may be exercised for cash or exercisable on a cashless basis, as described in the Prospectus, in each case basis so long as the Placement Warrants continue to be held by the initial purchasers of the Private Placement Warrants Purchasers or their permitted transferees (as described in the Subscription Agreement and the Warrant Agreement (as defined in Section 2.22 2.24 hereof)). There Except as disclosed in the Registration Statement, there will be no placement agent in the Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Placement Securities.

Appears in 1 contract

Samples: Underwriting Agreement (Vickers Vantage Corp. I)

Placement Warrants. Simultaneously with the Closingconsummation of the Offering, Mallard Founders HoldingsGrowth Capital Sponsor LLC (the “Sponsor”), Nautilus Carriers LLC (“SponsorNautilus”) and HB Strategies LLC (“HB”) shall purchase from the Company, Company pursuant to the Subscription Agreement (as defined in Section 2.23.2 2.25.2 hereof) an aggregate of 10,000,000 warrants 4,680,000 Warrants (the “Placement Warrants”) at a for an aggregate purchase price of $0.50 per Placement Warrant 4,680,000 in a private placement (the “Private Placement”). The Placement Warrants and the Class A Common Stock underlying the Placement Warrants are hereinafter referred to collectively as the “Placement Securities.” Each Placement Warrant shall be identical to the warrants included as part of Warrants underlying the Firm Units sold in the Offering except that the Placement Warrants shall be non-redeemable by the Company and may be exercised for cash or on a cashless basis, as described in the Prospectus, in each case so long as the Placement Warrants continue to be held by the initial purchasers of the Placement Warrants or their permitted transferees (as described in the Subscription Agreement and the Warrant Agreement (as defined in Section 2.22 2.24 hereof)). There Except as disclosed in the Registration Statement, there will be no placement agent in the Private Placement and no party shall be entitled to a placement fee or expense allowance from the sale of the Placement Securities.

Appears in 1 contract

Samples: Underwriting Agreement (Growth Capital Acquisition Corp.)

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