Sponsor Warrant Shares definition

Sponsor Warrant Shares is defined in the recitals to this Agreement.
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Sponsor Warrant Shares is defined in the recitals to this Agreement; provided, that any such Sponsor Warrant Shares shall cease to be Sponsor Warrant Shares when: (a) a Registration Statement with respect to the sale of such securities shall have become effective under the Securities Act (as defined below) and such securities shall have been sold, transferred, disposed of or exchanged in accordance with such Registration Statement; (b) such securities shall have been otherwise transferred pursuant to Rule 144 of the Securities Act (or any similar provisions thereunder, but not Rule 144A), and new certificates for them not bearing a legend restricting further transfer shall have been delivered by the Company and subsequent public distribution of them shall not require registration under the Securities Act; or (c) such securities shall have ceased to be outstanding.
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Sponsor Warrant Shares refers to any shares of Common Stock issuable upon an exercise of a Sponsor Warrant as provided in Section 3.1 of this Agreement.
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Examples of Sponsor Warrant Shares in a sentence

  • Upon the transfer of a whole Sponsor Warrant held by a Registered Holder prior to the initial determination of the total Number of Sponsor Warrant Shares issuable, pursuant to Section 3.1, a new whole Sponsor Warrant shall be issued and the old Sponsor Warrant shall be cancelled by the Warrant Agent.

  • The Remaining Warrants shall continue to represent a right to purchase a number of shares of Common Stock equal to the Number of Sponsor Warrant Shares as in effect immediately before the Spin-Off, and the Spin-Off Warrants shall represent a right to purchase the number of shares or other equity interests the Registered Holder(s) would have received had the Registered Holder(s) exercised its Sponsor Warrants in full immediately prior to the Spin-Off.

  • The Company shall not be obligated to issue any Sponsor Warrant Shares unless the Common Stock issuable upon such exercise has been registered, qualified or deemed to be exempt from registration or qualification under applicable securities laws (including by way of a private placement, if applicable).

  • Upon the transfer of a whole Sponsor Warrant (or the entire remaining amount of a Sponsor Warrant) held by a Registered Holder, a new Sponsor Warrant representing the Number of Sponsor Warrant Shares (or number of Remaining Shares) issuable upon the exercise thereof, shall be issued and the old Sponsor Warrant shall be cancelled by the Warrant Agent.

  • Upon the transfer of a portion of a Sponsor Warrant held by a Registered Holder prior to the initial determination of the total Number of Sponsor Warrant Shares issuable, pursuant to Section 3.1, new Sponsor Warrants reflecting the corresponding percentages of a whole Sponsor Warrant in respect of such portions shall be issued to the transferor and transferee(s).

  • Upon the transfer of a portion of a Sponsor Warrant held by a Registered Holder, new Sponsor Warrants representing the corresponding amounts of Sponsor Warrant Shares issuable in respect of such portions shall be issued to the transferor and transferee(s).

  • If the Number of Sponsor Warrant Shares issuable, as determined pursuant to Section 3.1 of this Agreement and as adjusted pursuant to this Section 4, upon full exercise, includes a fractional interest in a share of Common Stock, the Company shall, upon such exercise, round down to the nearest whole number the Number of Sponsor Warrant Shares issuable.

  • If a fractional Sponsor Warrant is transferred prior to the determination of the number of total Sponsor Warrant Shares pursuant to Section 3.1 of this Agreement, such transfer shall be made with respect to a percentage of the Sponsor Warrant, and such percentage will be reflected accordingly in the Warrant Register and on any physical certificates issued in connection with such purchases.

  • Any such fractional Sponsor Warrant shall be exercisable for that number of Sponsor Warrant Shares equal to the percentage reflected in the Warrant Register and on the physical certificate for such fractional Sponsor Warrant, multiplied by the number of total Sponsor Warrant Shares as to be determined pursuant to Section 3.1, and subject to the adjustments provided in Section 4 hereof and the last sentence of Section 3.1.

  • A Registered Holder shall indicate whether it intends to exercise their Sponsor Warrants in part or in whole by indicating the number of Sponsor Warrant Shares for which the Sponsor Warrants are to be exercised (with respect to each such exercise, the “Exercise Shares”) on the subscription form set forth in the Sponsor Warrants (the “Subscription Form”).


More Definitions of Sponsor Warrant Shares

Sponsor Warrant Shares refers to any shares of Common Stock issuable upon an exercise of a Sponsor Warrant as provided in Section 3.1 of this Agreement. At the time that the Company enters into a definitive agreement with respect to the Business Combination, the Company will publicly announce the final exercise price at which SPARs will be exercisable (the “Final Exercise Price”), and the Company will amend Appendix A to this Agreement to reflect the Warrant Price (as defined below).
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Sponsor Warrant Shares means equity shares of the Company to be issued and allotted at any time upon full or part exercise and conversion of the Sponsor Warrants.
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Related to Sponsor Warrant Shares

  • Common Warrant Shares means the shares of Common Stock issuable upon exercise of the Common Warrants.

  • Sponsor Warrants shall have the meaning given in the Recitals hereto.

  • Warrant Shares means the shares of Common Stock issuable upon exercise of the Warrants.

  • Investor Warrants has the meaning given it in the recitals of this Agreement.

  • Pre-Funded Warrant Shares means the shares of Common Stock issuable upon exercise of the Pre-Funded Warrants.

  • Warrant Stock means Common Stock issuable upon exercise of any Warrant or Warrants or otherwise issuable pursuant to any Warrant or Warrants.

  • Purchaser Warrants means Purchaser Private Warrants and Purchaser Public Warrants, collectively.

  • Warrant Share means a Common Share issuable upon exercise of one Warrant;

  • PIPE Shares shall have the meaning given in the Recitals hereto.

  • Warrant Share Delivery Date shall have the meaning set forth in Section 2(d)(i).

  • SPAC Warrants means the SPAC Public Warrants and the SPAC Private Placement Warrants.

  • Series F Preferred Shares means the Series F Preferred Shares of the Company, par value US$0.0001 per share, with the rights and privileges as set forth in the Memorandum and Articles.

  • Additional Shares shall have the meaning specified in Section 14.03(a).

  • Series B Preferred Shares means the Series B Preferred Shares of the Company, par value US$0.0001 per share, with the rights and privileges as set forth in the Memorandum and Articles.

  • Parent Warrants shall have the meaning assigned to it in Section 1.7(c) hereof.

  • Initial Shares means all of the outstanding shares of Common Stock issued prior to the consummation of the Company’s initial public offering.

  • Series D Preferred Shares means the Company’s series D preferred shares, par value US$0.00001 per share.

  • Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.

  • Series C Preferred Shares means the Company’s series C preferred shares, par value US$0.00001 per share.

  • Option Warrants shall have the meaning ascribed to such term in Section 2.2(a).

  • Common Warrants means, collectively, the Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which Common Warrants shall be exercisable immediately and have a term of exercise equal to five (5) years, in the form of Exhibit A attached hereto.

  • Common Shares means the common shares in the capital of the Corporation;

  • Amalco Shares means the common shares in the capital of Amalco;

  • Warrant Securities means this Warrant and the Warrant Shares, collectively.

  • Broker Warrants has the meaning ascribed to such term in Section 12 hereof;

  • Unit Shares has the meaning ascribed thereto in the first paragraph of this Agreement;