De-SPAC definition
De-SPAC means, with respect to the Company, an acquisition by, consolidation, amalgamation, merger, reorganization or other business combination with or into, a special purpose acquisition company (the successor public company following any such business combination, the “De-SPAC Entity”) that is publicly listed on a nationally recognized stock exchange in the United States and that does not conduct any material business or maintain any material assets other than cash.
De-SPAC means a business combination, merger, reorganization or similar transaction, or share exchange or purchase, in which the stockholders of the Company receive securities (i) the class of which is registered or (ii) convertible into securities the class of which is registered, under Section 12(b) of the Securities Exchange Act of 1934 (the “Exchange Act”) constituting, or upon conversion would constitute (assuming conversion on such date), more than 50% of the outstanding capital stock of a publicly-traded special purpose acquisition company or blank check company, or any successor entity which is listed on a “national securities exchange” registered with the Securities and Exchange Commission under Section 6 of the Exchange Act (a “SPAC”).
De-SPAC has the meaning set forth in the definition of “Initial Public Offering” in this Section 1.1.
More Definitions of De-SPAC
De-SPAC transaction (as defined below) where VENHUB is a party, each Holder agrees to execute and deliver a lockup agreement with the special purpose acquisition company (the “SPAC”) (the “De-SPAC Lock-Up Agreement”) with respect to 2,423,663 shares of VENHUB common stock (representing 70% of the Initial Settlement Shares) (the “De-SPAC Lock-Up Securities”) for a 180 day period following the consummation of the initial business combination (the “De-SPAC Lock-Up Period”). provided that the SPAC requires all of VENHUB’s officers, directors and 5% or greater securityholders to enter into a De-SPAC Lock-Up Agreement in connection with the De-SPAC transaction of equal or greater De-SPAC Lock-Up Period.
De-SPAC means, a Sale of the Company to or with a special purpose acquisition company, blank check or shell company or similar company.