Private Placement Units definition
Private Placement Units shall have the meaning given in the Recitals hereto.
Private Placement Units means an aggregate of 200,000 private placement units (whether or not the underwriters’ over-allotment option is exercised) that the Representative and Sponsor have agreed to purchase for an aggregate purchase price of $2,000,000 (whether or not the underwriters’ over-allotment option is exercised in full), or $10.00 per unit, in a private placement that shall occur simultaneously with the consummation of the Public Offering; (v) “Public Shareholders” shall mean the holders of Offering Shares other than the Sponsor and the Insiders; (vi) “Trust Account” shall mean the trust fund into which a portion of the net proceeds of the Public Offering and the sale of the Private Placement Units shall be deposited; and (vii) “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 any 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).
Private Placement Units means the 350,000 units (or 380,000 units if the over-allotment option is exercised in full) that the Sponsor and Representative and/or their designees have agreed to purchase for an aggregate purchase price of $3,500,000 (or $3,800,000 if the over-allotment option is exercised in full), or $10.00 per unit, in a private placement that shall occur simultaneously with the consummation of the Public Offering; (v) “Private Shares” means the Shares underlying the Private Placement Units; (vi) “Public Shareholders” shall mean the holders of Offering Shares; (vii) “Trust Account” shall mean the trust fund into which a portion of the net proceeds of the Public Offering and the sale of the Private Placement Units shall be deposited; (viii) “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 (x) “EBC Founder Shares” shall mean the 200,000 Shares issued to the Representative prior to the Public Offering.
Examples of Private Placement Units in a sentence
Upon issuance in accordance with, and payment pursuant to, the terms of this Agreement, the Private Placement Units, and the Private Placement Shares and the Private Share Rights comprising such units, will constitute valid and binding obligations of the Company, enforceable in accordance with their terms as of the Closing Date.
Upon issuance in accordance with, and payment pursuant to, the terms hereof, the Share Rights Agreement and the Amended and Restated Memorandum and Articles of Association of the Company, as the case may be, the Private Placement Units and underlying securities will be duly and validly issued, fully paid and non-assessable.
The Private Placement Units Purchase Agreement has been duly authorized, executed and delivered by the Company and the Sponsor, and is a valid and binding agreement of the Company and the Sponsor, enforceable against the Company and the Sponsor in accordance with its terms except as the enforceability thereof may be limited by bankruptcy, insolvency, or similar laws affecting creditors’ rights generally from time to time in effect and by equitable principles of general applicability.
The Ordinary Shares included in the Units and Private Placement Units have been duly authorized and, when issued and delivered against payment therefor and registered in the Company’s register of members, will be validly issued, fully paid and nonassessable.
The Company is not and, after giving effect to the offering and sale of the Offered Securities and the Private Placement Units and the application of the proceeds thereof as described in the Registration Statement, the Statutory Prospectus and the Prospectus, will not be an “investment company” as defined in the Investment Company Act of 1940, as amended (the “Investment Company Act”).
More Definitions of Private Placement Units
Private Placement Units means the an aggregate of 665,000 private placement units (including if the underwriters’ over-allotment option is exercised in full) that the Representatives and Sponsor have agreed to purchase for an aggregate purchase price of $6,650,000 (including if the underwriters’ over-allotment option is exercised in full), or $10.00 per unit, in a private placement that shall occur simultaneously with the consummation of the Public Offering; (v) “Public Shareholders” shall mean the holders of Offering Shares other than the Sponsor and the Insiders; (vi) “Trust Account” shall mean the trust fund into which a portion of the net proceeds of the Public Offering and the sale of the Private Placement Units shall be deposited; and (vii) “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 any 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).
Private Placement Units means the Units to purchase up to 300,000 Units which the Sponsor has agreed to purchase for an aggregate purchase price of $3,000,000, or $10.00 per whole Private Placement Unit, in a private placement that shall occur simultaneously with the consummation of the Public Offering (subject to increase to up to 300,000 units for the exercise of the over-allotment); (vi) “Public Shareholders” shall mean the holders of securities issued in the Public Offering; (vii) “Trust Account” shall mean the trust fund into which a portion of the net proceeds of the Public Offering shall be deposited with Wilmington Trust Company; (viii) “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 (ix) “Charter” shall mean the Company’s amended and restated memorandum and articles of association, as the same may be amended from time to time.
Private Placement Units means the 230,000 units (or 248,000 units if the over-allotment option is exercised in full) that the Sponsor has agreed to purchase for an aggregate purchase price of $2,300,000 (or $2,480,000 if the over-allotment option is exercised in full), or $10.00 per unit, in a private placement that shall occur simultaneously with the consummation of the Public Offering; (vi) “Public Shareholders” shall mean the holders of shares issued in the Public Offering; (vii) “Trust Account” shall mean the trust fund into which a portion of the net proceeds of the Public Offering and the sale of the Private Placement Units shall be deposited; (viii) “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 (ix) “EBC Founder Shares” shall mean the 100,000 Shares issued to the Representative prior to the IPO.
Private Placement Units means the 350,000 Units (including if the Underwriter’s over-allotment option in connection with the Public Offering is exercised in full), that the Sponsor has agreed to purchase for an aggregate purchase price of $3,500,000, or $10.00 per Unit, in a private placement that shall occur simultaneously with the consummation of the Public Offering; (iv) “Public Shareholders” shall mean the holders of securities issued in the Public Offering; (v) “Trust Account” shall mean the trust fund into which a portion of the net proceeds of the Public Offering and the sale of the Private Placement Units shall be deposited and (vi) “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 any 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).
Private Placement Units means the aggregate of 828,977 private placement units (or up to 922,727 private placement units if the underwriters’ over-allotment option is exercised in full) that the Representative and Sponsor have agreed to purchase for an aggregate purchase price of $8,289,770 (or up to $9,227,270 if the underwriters’ over-allotment option is exercised in full), or $10.00 per unit, in a private placement that shall occur simultaneously with the consummation of the Public Offering. Each Private Placement Unit consists of one Class A Ordinary Share (the “Private Placement Share”) and one Share Right (the “Private Placement Rights”) to receive one-fifteenth (1/15) of one Class A Ordinary Share upon the consummation of the Company’s Business Combination; (iv) “Public Shareholders” shall mean the holders of Offering Shares other than the Sponsor and the Insiders; (v) “Trust Account” shall mean the trust fund into which a portion of the net proceeds of the Public Offering and the sale of the Private Placement Units shall be deposited; and (vi) “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 any 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).
Private Placement Units means the aggregate of 614,000 private placement units that the Sponsor and the Representative have agreed to purchase for an aggregate purchase price of US$6,140,000 or US$10.00 per unit, in a private placement that shall occur simultaneously with the consummation of the Public Offering. Each Private Placement Unit consists of one Class A Ordinary Share (the “Private Placement Share”) and one Share Right (the “Private Placement Rights”) to receive one-tenth (1/10) of one Class A Ordinary Share upon the consummation of the Company’s Business Combination; (iv) “Public Shareholders” shall mean the holders of Offering Shares other than the Sponsor and the Insiders; (v) “Trust Account” shall mean the trust fund into which a portion of the net proceeds of the Public Offering and the sale of the Private Placement Units shall be deposited and (vi) “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 any 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).
Private Placement Units means the 600,000 units, each unit consisting of one share of Common Stock and one-third of one warrant to purchase one share of Common Stock that the Sponsor has agreed to purchase for an aggregate purchase price of $3,750,000, or $10.00 per unit, in a private placement that shall occur simultaneously with the consummation of the Public Offering; (vi) "Public Stockholders" shall mean the holders of securities issued in the Public Offering; (vii) "Trust Account" shall mean the trust fund into which a portion of the net proceeds of the Public Offering shall be deposited; and (viii) "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).