Common use of Disbursement of the Escrow Securities Clause in Contracts

Disbursement of the Escrow Securities. The Escrow Agent shall hold each of the Escrow Shares and the Private Warrants until the termination of their respective Escrow Period (as defined below). In the case of the Escrow Shares, the “Escrow Period” shall be the period beginning on the date the certificates representing the Shares are deposited with the Escrow Agent and ending on (i) with respect to 20% of such shares, upon consummation of the initial Business Transaction (as such term is defined in the Registration Statement), (ii) with respect to 20% of such shares, when the closing price of the Company’s Ordinary Shares exceeds $11.75 for any 20 trading days within a 30-trading day period following the consummation of the initial Business Transaction, (iii) with respect to 20% of such shares, when the closing price of the Company’s Ordinary Shares exceeds $12.75 for any 20 trading days within a 30-trading day period following the consummation of the initial Business Transaction, (iv) with respect to 20% of such shares, when the closing price of the Company’s Ordinary Shares exceeds $14.00 for any 20 trading days within a 30-trading day period following the consummation of the initial Business Transaction and (v) with respect to 20% of such shares, when the closing price of the Company’s Ordinary Shares exceeds $15.50 for any 20 trading days within a 30-trading day period following the consummation of the initial Business Transaction or earlier if, subsequent to the initial Business Transaction the Company consummates a subsequent liquidation, merger, stock exchange or other similar transaction which (a) results in all of the Company shareholders having the right to exchange their Ordinary Shares for cash, securities or other property or (b) involves a merger or other change in the majority of the Company’s board of directors or management team in which the Company is the surviving entity. In the case of the Private Warrants, the “Escrow Period” shall be the period beginning on the date the certificates representing the Private Warrants are deposited with the Escrow Agent and ending 90 days following the date of the consummation of the initial Business Transaction. On the termination date of the applicable Escrow Period, the Escrow Agent shall, upon written instructions from the Company, disburse the Escrow Securities to such holders; provided, however, that if the Escrow Agent is notified by the Company pursuant to Section 6.6 hereof that the Company is (i) being liquidated at any time during the Escrow Period, or (ii) that up to 320,000 of the Escrow Shares have been redeemed, then the Escrow Agent shall promptly destroy the certificates representing such Escrow Securities (or portion thereof, as applicable). The Escrow Agent shall have no further duties hereunder after the disbursement or destruction of the Escrow Securities in accordance with this Section 3.

Appears in 1 contract

Samples: Securities Escrow Agreement (Australia Acquisition Corp)

AutoNDA by SimpleDocs

Disbursement of the Escrow Securities. The Escrow Agent shall hold each of the Escrow Shares and the Private Warrants until the termination of their respective Escrow Period (as defined below). In the case of the Escrow Shares, the “Escrow Period” shall be the period beginning on the date the certificates representing the Shares are deposited with the Escrow Agent and ending on (i) with respect to 20% of such shares, upon consummation of the initial Business Transaction (as such term is defined in the Registration Statement), (ii) with respect to 20% of such shares, when the closing price of the Company’s Ordinary Shares exceeds $11.75 for any 20 trading days within a 30-trading day period following the consummation of the initial Business Transaction, (iii) with respect to 20% of such shares, when the closing price of the Company’s Ordinary Shares exceeds $12.75 for any 20 trading days within a 30-trading day period following the consummation of the initial Business Transaction, (iv) with respect to 20% of such shares, when the closing price of the Company’s Ordinary Shares exceeds $14.00 for any 20 trading days within a 30-trading day period following the consummation of the initial Business Transaction and (v) with respect to 20% of such shares, when the closing price of the Company’s Ordinary Shares exceeds $15.50 for any 20 trading days within a 30-trading day period following the consummation of the initial Business Transaction or earlier if, subsequent to the initial Business Transaction the Company consummates a subsequent liquidation, merger, stock exchange or other similar transaction which (a) results in all of the Company shareholders having the right to exchange their Ordinary Shares for cash, securities or other property or (b) involves a merger or other change in the majority of the Company’s board of directors or management team in which the Company is the surviving entity. In the case of the Private Warrants, the “Escrow Period” shall be the period beginning on the date the certificates representing the Private Warrants are deposited with the Escrow Agent and ending 90 days following the date of the consummation of the initial Business Transaction. On the termination date of the applicable Escrow Period, the Escrow Agent shall, upon written instructions from the Company, disburse the Escrow Securities to such holders; provided, however, that if the Escrow Agent is notified by the Company pursuant to Section 6.6 hereof that the Company is (i) being liquidated at any time during the Escrow Period, or (ii) that up to 320,000 400,000 of the Escrow Shares have been redeemed, then the Escrow Agent shall promptly destroy the certificates representing such Escrow Securities (or portion thereof, as applicable). The Escrow Agent shall have no further duties hereunder after the disbursement or destruction of the Escrow Securities in accordance with this Section 3.

Appears in 1 contract

Samples: Securities Escrow Agreement (Australia Acquisition Corp)

Disbursement of the Escrow Securities. The Escrow Agent shall hold each of the Escrow Shares and the Private Warrants until the termination of their respective Escrow Period Periods (as defined below). In the case of the Escrow Shares, the “Escrow Period” shall be the period beginning on the date the certificates representing the Escrow Shares are deposited with the Escrow Agent and ending on (ia) with respect to 20% the Founder Shares, on the earlier of such shares, upon consummation (x) the first anniversary of the completion of the Company’s initial Business Transaction business combination (as such term is defined in the Registration Statement), (iiy) with respect such time subsequent to 20% of such shares, when the closing Company’s initial business combination as the last sales price of the Company’s Ordinary Shares Common Stock equals or exceeds $11.75 12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within a any 30-trading day period following commencing at least 150 days after our initial business combination, or (z) the consummation of the initial Business Transaction, (iii) with respect to 20% of such shares, when the closing price of the Company’s Ordinary Shares exceeds $12.75 for any 20 trading days within a 30-trading day period following the consummation of the initial Business Transaction, (iv) with respect to 20% of such shares, when the closing price of the Company’s Ordinary Shares exceeds $14.00 for any 20 trading days within a 30-trading day period following the consummation of the initial Business Transaction and (v) with respect to 20% of such shares, when the closing price of the Company’s Ordinary Shares exceeds $15.50 for any 20 trading days within a 30-trading day period following the consummation of the initial Business Transaction or earlier if, subsequent to the initial Business Transaction date on which the Company consummates completes a subsequent liquidation, merger, stock exchange or other similar transaction which (a) after the Company’s initial business combination that results in all of the Company shareholders Company’s stockholders having the right to exchange their Ordinary Shares shares of Common Stock for cash, securities or other property or property, and (b) involves a merger or other change in with respect to the majority Founder Earnout Shares, on the earlier of (x) such time as the last sales price of the Company’s board of directors Common Stock equals or management team in exceeds $13.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period, or (y) the date on which the Company is completes a liquidation, merger, stock exchange or other similar transaction that results in all of the surviving entityCompany’s stockholders having the right to exchange their shares of common stock for consideration in cash, securities or other property which equals or exceeds $13.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like); provided, that in the event neither (x) nor (y) has occurred within three years following the consummation of the Company’s initial business combination (the “Founder Earnout Deadline”), the Founder Earnout Shares shall be forfeited. In the case of the Private Warrants, the “Escrow Period” shall be the period beginning on the date the certificates representing the Private Warrants are deposited with the Escrow Agent and ending 90 days on the 30th day following the date of the consummation of the Company’s initial Business Transactionbusiness combination. On the termination date of the applicable Escrow Period, the Escrow Agent shall, upon written instructions from the Company, disburse the Escrow Securities to such holdersthe Initial Holders; provided, however, that if the Escrow Agent is notified by the Company pursuant to Section 6.6 6.7 hereof that the Company is (i) being liquidated at any time during the Escrow Period, or (ii) that up to 320,000 an aggregate of 576,220 of the Escrow Shares have been redeemedforfeited because the Underwriters did not exercise their over-allotment option in full or (ii) the Founder Earnout Shares have been forfeited because neither (x) nor (y) above occurred on or before the Founder Earnout Deadline, then the Escrow Agent shall promptly destroy the certificates representing such Escrow Securities (or portion thereof, as applicable). In addition, notwithstanding anything to the contrary contained herein, the Escrow Agent shall disburse the Escrow Securities to the Initial Holders upon being notified by the Company that the trust account into which substantially all of the proceeds of the IPO and the sale of the Private Warrants has been deposited as described in the Prospectus (the “Trust Account”) is being liquidated because the Company has been unable to consummate its initial business combination within the required time frame. The Escrow Agent shall have no further duties hereunder after the disbursement or destruction of the Escrow Securities in accordance with this Section 3.

Appears in 1 contract

Samples: Securities Escrow Agreement (Global Eagle Acquisition Corp.)

AutoNDA by SimpleDocs

Disbursement of the Escrow Securities. The Escrow Agent shall hold each of the Escrow Shares and the Private Warrants until the termination of their respective Escrow Period (as defined below). In the case of the Escrow Shares, the “Escrow Period” shall be the period beginning on the date the certificates representing the Escrow Shares are deposited with the Escrow Agent and ending on (i) with respect to 20% of such shares, upon consummation of the initial Business Transaction (as such term date that is defined in the Registration Statement), (ii) with respect to 20% of such shares, when the closing price of the Company’s Ordinary Shares exceeds $11.75 for any 20 trading days within a 30-trading day period one year following the consummation of the initial Business Transaction, (iii) with respect to 20% of such shares, when the closing price of the Company’s Ordinary Shares exceeds $12.75 for any 20 trading days within a 30-trading day period following the consummation of the initial Business Transaction, (iv) with respect to 20% of such shares, when the closing price of the Company’s Ordinary Shares exceeds $14.00 for any 20 trading days within a 30-trading day period following the consummation of the initial Business Transaction and (v) with respect to 20% of such shares, when the closing price of the Company’s Ordinary Shares exceeds $15.50 for any 20 trading days within a 30-trading day period following the consummation of the initial Business Transaction Combination or earlier if, subsequent to the initial Business Transaction Combination the Company consummates a subsequent liquidation, merger, stock exchange or other similar transaction which (a) results in all of the Company shareholders stockholders having the right to exchange their Ordinary Shares shares of Common Stock for cash, securities or other property or property; provided however, that the Escrow Shares will be released from escrow (b1) involves a merger or other change in with respect to 50% of such shares, if the majority closing price of the Company’s board common stock equals or exceeds $12.00 for any 20 trading days within a 30-trading day period subsequent to the Business Combination, and (2) with respect to 50% of directors such shares, if the closing price of the Company’s common stock equals or management team in which exceeds $15.00 for any 20 trading days within a 30-trading day period subsequent to the Company is Business Combination. The term “Business Combination” shall mean the surviving entityCompany’s acquisition, through a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or other similar business combination, one or more operating businesses or assets or control of such operating business or businesses or assets through contractual arrangements. In the case of the Private Warrants, the “Escrow Period” shall be the period beginning on the date the certificates representing the Private Warrants are deposited with the Escrow Agent and ending 90 30 days following the date of the consummation of the initial Business TransactionCombination. On the termination date of the applicable Escrow Period, the Escrow Agent shall, upon written instructions from the Company, disburse the Escrow Securities to such holdersthe Initial Stockholders; provided, however, that if the Escrow Agent is notified by the Company pursuant to Section 6.6 hereof that the Company is (i) being liquidated at any time during the Escrow Period, or (ii) that up to 320,000 150,000 of the Escrow Shares have been redeemedforfeited, then the Escrow Agent shall promptly destroy the certificates representing such Escrow Securities Shares (or portion thereof, as applicable). The Escrow Agent shall have no further duties hereunder after the disbursement or destruction of the Escrow Securities in accordance with this Section 3.

Appears in 1 contract

Samples: Securities Escrow Agreement (Arcade China Acquisition Corp)

Time is Money Join Law Insider Premium to draft better contracts faster.