Placement Warrants definition
Placement Warrants shall have the meaning given in the Recitals hereto.
Placement Warrants means the aggregate of 375,000 Warrants to purchase up to an aggregate of 375,000 shares of the Common Stock that are acquired as part of the Placement Units; (vi) “Placement Units” shall mean the aggregate of 375,000 Units of the Company (each Placement Unit consists of one Placement Warrant and one Placement Share) sold in a private placement simultaneous with the Offering for an aggregate purchase price of $3,750,000 to Sponsor, ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ and Cowen; (vii) “Trust Account” shall mean the trust account into which a portion of the net proceeds of the Offering and the Private Placement will be deposited; (viii) “Prospectus” shall mean the prospectus included in the registration statement filed by the Company in connection with the Offering, as supplemented or amended from time to time; (ix) “Private Placement” shall mean that certain private placement transactions occurring simultaneously with the closing of the Offering pursuant to which the Company has agreed to sell (A) 231,250 Placement Units to Chart Acquisition Group LLC, a Delaware limited liability company (the “Sponsor”), (B) 12,500 Placement Units to ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ and (C) 131,250 Placement Units to Cowen Overseas Investment LP, a Cayman Islands limited partnership (“Cowen”); and (x) “Tendered Warrants” shall mean an aggregate of up to 3,750,000 Public Warrants to be purchased by the Warrant Purchasers in connection with the Warrant Tender Offer; and (xi) “Insiders” shall mean the Sponsor, any holder of the Placement Units, or its underlying securities or Founder Shares, any of their respective Permitted Transferees and each officer and director of the Company.
Placement Warrants means the Warrants to purchase up to an aggregate of 341,500 Ordinary Shares that are included in the Placement Units; (viii) “Placement Units” shall mean the aggregate of up to 341,500 Units of the Company (each Placement Unit consists of one Placement Warrant, one right to receive one-tenth of one Ordinary Share and one Placement Share) sold in the Private Placement to the Sponsor for an aggregate purchase price of up to $3,415,000; (ix) “Private Placement” shall mean that certain private placement transaction occurring simultaneously with the closing of the Public Offering pursuant to which the Company has agreed to sell an aggregate of up to 341,500 Placement Units to the Sponsor; (x) “Public Shareholders” shall mean the holders of securities issued in the Public Offering; (xi) “Trust Account” shall mean the trust fund into which a portion of the net proceeds of the Public Offering and the sale of the Placement Units (and, if applicable, any extension loan, as described in the prospectus related to the IPO) shall be deposited; (xii) “Transfer” shall mean the (a) sale of, offer to sell, contract or agreement to sell, hypothecate, pledge, grant of any option to purchase or otherwise dispose of or agreement to dispose of, directly or indirectly, or establishment or increase of a put equivalent position or liquidation with respect to or decrease of a call equivalent position within the meaning of Section 16 of the Exchange Act, and the rules and regulations of the Commission promulgated thereunder with respect to, any security, (b) entry into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any security, whether any such transaction is to be settled by delivery of such securities, in cash or otherwise, or (c) public announcement of any intention to effect any transaction specified in clause (a) or (b); and (xiii) “Charter” shall mean the Company’s amended and restated memorandum and articles of association, as the same may be amended from time to time.
Examples of Placement Warrants in a sentence
Notwithstanding anything contained in this Agreement to the contrary, so long as the Private Placement Warrants initially purchased by Sponsor are held by Sponsor or its designees or affiliates, such Private Placement Warrants may not be exercised after five years from the effective date of the Registration Statement.
For the avoidance of doubt, in the event of any transfer, assignment or sale of the Private Placement Warrants, the terms of the Private Placement Warrants shall remain the same irrespective of the holder thereof.
Upon issuance in accordance with, and payment pursuant to, the terms of the Warrant Agreement and this Agreement, the Private Placement Warrants will constitute valid and binding obligations of the Company, enforceable in accordance with their terms as of the Closing Date.
Any amendment solely to the Private Placement Warrants shall also require the vote or written consent of a majority of the holders of the then-outstanding Private Placement Warrants.
The Company shall have obtained the consent of its Board of Directors authorizing the execution, delivery and performance of this Agreement and the Warrant Agreement and the issuance and sale of the Private Placement Warrants hereunder.
More Definitions of Placement Warrants
Placement Warrants means the aggregate of 300,000 Warrants to purchase up to an aggregate of 300,000 shares of the Common Stock that are included in the Placement Units; (vi) “Placement Units” shall mean the aggregate of 300,000 Units of the Company (each Placement Unit consists of one Placement Warrant and one Placement Share) sold in the Private Placement to the Sponsor and Cantor ▇▇▇▇▇▇▇▇▇▇ for an aggregate purchase price of $3,000,000; (vii) “Trust Account” shall mean the trust account into which net proceeds of the Offering and the Private Placement will be deposited; (viii) “Prospectus” shall mean the prospectus included in the registration statement filed by the Company in connection with the Offering, as supplemented or amended from time to time; (ix) “Private Placement” shall mean that certain private placement transaction occurring simultaneously with the closing of the Offering pursuant to which the Company has agreed to sell an aggregate of 300,000 Placement Units to FinTech Investor Holdings, LLC, a Delaware limited liability company (the “Sponsor”) and Cantor ▇▇▇▇▇▇▇▇▇▇; and (x) references to completion of the Offering shall exclude any exercise of the Underwriters’ over-allotment option.
Placement Warrants means the Warrants to purchase up to an aggregate of 500,000 Ordinary Shares (or up to 530,000 Ordinary Shares if the Underwriters’ over-allotment option is exercised in full) that are included in the Placement Units; (viii) “Placement Units” shall mean the aggregate of 1,000,000 Units (or up to 1,060,000 Units if the Underwriters’ over-allotment option is exercised in full) of the Company (each Placement Unit consists of one-half of a Placement Warrant and one Placement Share) sold in the Private Placement to the Sponsor, Cantor and C▇▇▇▇ & Company Capital Markets (“CCM”) for an aggregate purchase price of $10,000,000 (or up to $10,600,000 if the Underwriters’ over-allotment option is exercised in full); (ix) “Private Placement” shall mean certain private placement transactions occurring simultaneously with the closing of the Public Offering pursuant to which the Company has agreed to sell an aggregate of 1,000,000 Placement Units (up to 1,060,000 Placement Units if the Underwriters’ over-allotment option is exercised in full) to the Sponsor, Cantor and CCM and ; (x) “Public Shareholders” shall mean the holders of securities issued in the Public Offering; (xi) “Trust Account” shall mean the trust fund into which a portion of the net proceeds of the Public Offering shall be deposited; (xii) “Transfer” shall mean the (a) sale of, offer to sell, contract or agreement to sell, hypothecate, pledge, grant of any option to purchase or otherwise dispose of or agreement to dispose of, directly or indirectly, or establishment or increase of a put equivalent position or liquidation with respect to or decrease of a call equivalent position within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, and the rules and regulations of the Commission promulgated thereunder with respect to, any security, (b) entry into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any security, whether any such transaction is to be settled by delivery of such securities, in cash or otherwise, or (c) public announcement of any intention to effect any transaction specified in clause (a) or (b); and (xiii) “Charter” shall mean the Company’s memorandum and articles of association, as the same may be amended from time to time.
Placement Warrants means the 15,080,756 warrants issued to our Sponsor in the private placement that occurred simultaneously with the consummation of our IPO for a purchase price of $0.50 per placement warrant for a total purchase price of approximately $7,540,000, each of which is exercisable for one-half of one share of Hennessy Capital common stock at a price of $5.75 per half share ($11.50 per whole share), in accordance with its terms. Warrants may be exercised only for a whole number of shares of Hennessy Capital’s common stock. No fractional shares will be issued upon exercise of the warrants.
Placement Warrants means the warrants included within the Placement Units purchased by ARC in the Private Placement. Each Placement Warrant entitles the holder thereof to purchase one share of TMTGcommon stock for $11.50 per share.
Placement Warrants means the Warrants to purchase an aggregate of 180,000 Ordinary Shares of the Company underlying the Placement Units; (viii) “Public Shareholders” shall mean the holders of securities issued in the Public Offering; (ix) “Trust Account” shall mean the trust fund into which a portion of the net proceeds of the Public Offering shall be deposited; and (x) “Transfer” shall mean the (a) sale of, offer to sell, contract or agreement to sell, hypothecate, pledge, grant of any option to purchase or otherwise dispose of or agreement to dispose of, directly or indirectly, or establishment or increase of a put equivalent position or liquidation with respect to or decrease of a call equivalent position within the meaning of Section 16, (b) entry into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any security, whether any such transaction is to be settled by delivery of such securities, in cash or otherwise, or (c) public announcement of any intention to effect any transaction specified in clause (a) or (b).
Placement Warrants means the 12,125,000 warrants issued to our Sponsor in the private placement that occurred simultaneously with the consummation of our IPO for a purchase price of $0.50 per placement warrant for a total purchase price of
Placement Warrants means 5,910,416 warrants to purchase shares of Class A common stock issued to Sponsor in the Private Placement (including the additional warrants purchased after the AMCI IPO in connection with the overallotment securities issued by AMCI’s underwriters). Each Placement Warrant entitles the holder thereof to purchase one share of Class A common stock for $11.50 per share.