Redemption Warrants definition

Redemption Warrants shall have the meaning given in the Recitals.

Redemption Warrants means the warrants issued pursuant to that certain Assignment, Assumption and Amendment to the Warrant Agreement, dated November 1, 2019, among the Company, American Stock Transfer & Trust Company, LLC, NRC Group Holdings Corp. and Continental Stock Transfer and Trust Company (the “Warrant Agreement”), with respect to the warrants entitling the holders thereof to purchase shares of our common stock with an exercise price per warrant equal to $0.01 per share of our common stock. A holder of Redemption Warrants (or its proposed or purported transferee) who cannot establish to the satisfaction of the Company that it is a U.S. citizen shall not be permitted to exercise its Redemption Warrants if the shares issuable upon exercise would constitute Excess Shares if they were issued. Redemption Warrants shall not entitle the holder to have any rights or privileges of stockholders of the Company solely by virtue of such Redemption Warrants, including, without limitation, any rights to vote, to receive dividends or distributions, to exercise any preemptive rights, or to receive notices, in each case, as stockholders of the Company, until they exercise their Redemption Warrants and receive shares of our common stock.

Redemption Warrants has the meaning set forth in the Charter.

Examples of Redemption Warrants in a sentence

• So long as the Note or any Redemption Warrants remain outstanding, the Company shall take all action necessary to at all times have authorized and reserved for the purpose of issuance, the maximum number of Common Shares to provide for the full conversion of the Note (or exercise of such Redemption Warrants, as applicable) and any payment of accrued and unpaid interest thereon.

• The Common Shares issuable upon conversion of the Note, the A&R Notes or exercise of any Redemption Warrants, as applicable, will be duly and validly authorized and, when and if issued and delivered to Purchaser in accordance with the terms of the Note, the A&R Notes and this Agreement, such Common Shares will be validly issued, fully paid and non-assessable and will not have been issued in violation of or subject to any statutory or contractual preemptive or similar rights.

• The distribution of the Common Shares issuable upon conversion of the Note or the exercise of any Redemption Warrants would, if issued on March 11, 2024, be exempt from the prospectus requirements of the Securities Act (Ontario) under Section 2.42(1)(a) of NI 45-106.

• If the Purchaser’s ownership of the Common Shares of the Company exceeds 20% as a result of conversion by it of its interest in the Note, the A&R Note or as a result of exercise of Redemption Warrants, the Purchaser may, at reasonable times and on reasonable notice, and at the Purchaser’s sole expense, audit the Company and its Subsidiaries’ compliance with the Company’s obligations under Clause 5(i) and Clause 5(j).

• This Agreement may not be amended, and no provision herein may be waived, except by an instrument in writing signed by the Company and the Glencore Holders, or if the Glencore Holders no longer hold any of the Notes, Redemption Warrants or Registerable Securities, the Majority Holders.

More Definitions of Redemption Warrants

Redemption Warrants means the warrants issued pursuant to a warrant agreement to be entered into between the Corporation and [WARRANT AGENT] (or any successor thereto), as warrant agent, with respect to the warrants entitling the holders thereof to purchase shares of Common Stock with an exercise price per warrant equal to $0.01 per share of Common Stock. A holder of Redemption Warrants (or its proposed or purported transferee) who cannot establish to the satisfaction of the Corporation that it is a U.S. Citizen shall not be permitted to exercise its Redemption Warrants if the shares issuable upon exercise would constitute Excess Shares if they were issued. Redemption Warrants shall not entitle the holder to have any rights or privileges of stockholders of the Corporation solely by virtue of such Redemption Warrants, including, without limitation, any rights to vote, to receive dividends or distributions, to exercise any preemptive rights, or to receive notices, in each case, as stockholders of the Corporation, until they exercise their Redemption Warrants and receive shares of Common Stock.

Redemption Warrants has the meaning ascribed to such term in the Debentures.

Redemption Warrants means common stock purchase warrants issuable by the Company together with an Optional Redemption Notice to the Holder of Preferred Stock to be redeemed to purchase a number of shares of Common Stock equal to 5% of the quotient obtained by dividing (x) the Stated Value of the Preferred Stock to be redeemed pursuant to an Optional Redemption Notice by (y) the average of the Per Share Market Values for the five Trading Days starting on and including March 1, 2000. If the Per Share Market Value for each of the twenty (20) Trading Days preceding an Optional Redemption Date is equal to or greater than the Threshold Price, then the Redemption Warrants issuable in connection with an Optional Redemption Notice shall entitle the Holder to acquire an additional 100,000 shares of Common Stock in addition to the number of shares of Common Stock set forth in the immediately preceding sentence. Such warrants shall be substantially in the form attached as EXHIBIT D to the Purchase Agreement and shall entitle the holders thereof to purchase shares of Common Stock at any time during the five-year period following the Series C Original Issue Date at an exercise price per share equal to the Conversion Price.

Redemption Warrants means the common stock purchase warrants issuable to the Purchasers pursuant to Section 6(c) of the Certificate of Designations.

Redemption Warrants have the meaning set forth in Section 3.04(b).

Redemption Warrants means a warrant to purchase Common Stock in substantially the form of the Warrant attached as Exhibit B to the Redemption, Amendment and Exchange Agreements.

Redemption Warrants means the warrants issued pursuant to a warrant agreement to be entered into between the Corporation and Continental Stock Transfer & Trust Company (or any successor thereto), as warrant agent, with respect to the warrants entitling the holders thereof to purchase shares of Common Stock with an exercise price per warrant equal to $0.0001 per share of Common Stock. A holder of Redemption Warrants (or its proposed or purported transferee) who cannot establish to the satisfaction of the Corporation that it is a U.S. Citizen shall not be permitted to exercise its Redemption Warrants if the shares issuable upon exercise would constitute Excess Shares if they were issued. Redemption Warrants shall not entitle the holder to have any rights or privileges of stockholders of the Corporation solely by virtue of such Redemption Warrants, including, without limitation, any rights to vote, to receive dividends or distributions, to exercise any preemptive rights, or to receive notices, in each case, as stockholders of the Corporation, until they exercise their Redemption Warrants and receive shares of Common Stock.