Common use of Private Placements Clause in Contracts

Private Placements. 1.4.1. The Company has issued to certain persons and entities referenced in Part II, Item 15 of the Registration Statement (collectively, the “Insiders”), for aggregate consideration of $25,000, 2,012,500 shares of Common Stock (the “Insider Shares”) in a private placement intended to be exempt from registration under Section 4(2) of the Securities Act of 1933, as amended (the “Act”). No underwriting discounts, commissions or placement fees have been or will be payable in connection with the sale of the Insider Shares. The Insider Shares shall be held in escrow and subject to restrictions on transfer as set forth in the Escrow Agreement (as defined in Section 2.24.3 hereof). The Insiders shall have no right to any liquidation distributions with respect to any portion of the Insider Shares in the event the Company fails to consummate a Business Combination within the required time period except with respect to any funds held outside of the Trust Account remaining after payment of all fees and expenses. The Insiders shall not have conversion rights with respect to the Insider Shares. To the extent that the Over-allotment Option is not exercised by the Underwriters in full or in part, up to 315,000 of the Insider Shares shall be subject to forfeiture by certain of the Insiders. The Insiders will be required to forfeit only a number of shares of Common Stock necessary to maintain their 20% ownership interest in the shares of Common Stock after giving effect to the Offering and exercise, if any, of the Underwriters’ Over-allotment Option (and excluding the purchase of the Sponsor Units and any shares purchased in the Offering).

Appears in 3 contracts

Samples: Underwriting Agreement (Quartet Merger Corp.), Underwriting Agreement (Quartet Merger Corp.), Underwriting Agreement (Quartet Merger Corp.)

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Private Placements. 1.4.1. The Company has issued to certain persons DeTiger Holdings Limited (the “Sponsor”) and entities referenced in Part II, Item 15 of the Registration Statement Company’s officers and directors (collectively, the “Insiders”), for aggregate consideration of $25,000, 2,012,500 shares of Common Stock 1,725,000 Ordinary Shares (the “Insider Shares”) in a private placement intended to be exempt from registration under Section 4(2) of the Securities Act of 1933, as amended (the “Act”). No underwriting discounts, commissions or placement fees have been or will be payable in connection with the sale of the Insider Shares. The Insider Shares shall be held in escrow and subject to restrictions on transfer as set forth in the Escrow Agreement (as defined in Section 2.24.3 hereof). The Insiders shall have no right to any liquidation distributions with respect to any portion of the Insider Shares in the event the Company fails to consummate a Business Combination within the required time period except with respect to any funds held outside of the Trust Account remaining after payment of all fees and expenses. The Insiders shall not have conversion rights with respect to the Insider Shares. To the extent that the Over-allotment Option is not exercised by the Underwriters in full or in part, up to 315,000 225,000 of the Insider Shares shall be subject to forfeiture by certain of the InsidersSponsor. The Insiders Sponsor will be required to forfeit only a number of shares of Common Stock Ordinary Shares necessary to maintain their the Insiders’ 20% ownership interest in the shares of Common Stock Ordinary Shares after giving effect to the Offering and exercise, if any, of the Underwriters’ Over-allotment Option (and excluding the purchase of the Sponsor Private Units and any shares purchased in the Offering).

Appears in 3 contracts

Samples: Underwriting Agreement (DT Asia Investments LTD), Underwriting Agreement (DT Asia Investments LTD), Underwriting Agreement (DT Asia Investments LTD)

Private Placements. 1.4.1. The Company has issued to certain persons and entities referenced in Part IICoronado Biosciences, Item 15 of the Registration Statement Inc. (collectively, the “InsidersSponsor”), for aggregate consideration of $25,000, 2,012,500 shares of Common Stock 1,150,000 Ordinary Shares (the “Insider Shares”) in a private placement intended to be exempt from registration under Section 4(24(a)(2) of the Securities Act of 1933, as amended (the “Act”). No underwriting discounts, commissions or placement fees have been or will be payable in connection with the sale of the Insider Shares. The Insider Shares shall be held in escrow and subject to restrictions on transfer as set forth in the Escrow Agreement (as defined in Section 2.24.3 hereof). The Insiders Sponsor subsequently transferred an aggregate of 30,000 Insider Shares to the Company’s directors (the Sponsor and such transferees hereafter collectively referred to as the “Initial Shareholders”). The Initial Shareholders shall have no right to any liquidation distributions with respect to any portion of the Insider Shares in the event the Company fails to consummate a Business Combination within the required time period except with respect to any funds held outside of the Trust Account remaining after payment of all fees and expenses. The Insiders Initial Shareholders shall not have conversion rights with respect to the Insider Shares. To the extent that the Over-allotment Option is not exercised by the Underwriters in full or in part, up to 315,000 150,000 of the Insider Shares shall be subject to forfeiture by certain of the InsidersSponsor. The Insiders Sponsor will be required to forfeit only a number of shares of Common Stock Ordinary Shares necessary to maintain their the Initial Shareholders’ 20% ownership interest in the shares of Common Stock Ordinary Shares after giving effect to the Offering and exercise, if any, of the Underwriters’ Over-allotment Option (and excluding the purchase of the Sponsor Private Units and any shares purchased in the Offering).

Appears in 3 contracts

Samples: Underwriting Agreement (CB Pharma Acquisition Corp.), Underwriting Agreement (CB Pharma Acquisition Corp.), Underwriting Agreement (CB Pharma Acquisition Corp.)

Private Placements. 1.4.1. The Company has issued to certain persons the individuals and entities referenced set forth in Part II, Item 15 of the Registration Statement (collectively, the “InsidersSponsors”), for aggregate consideration of $25,000, 2,012,500 1,150,000 shares of Common Stock (the “Insider Shares”) in a private placement intended to be exempt from registration under Section 4(24(a)(2) of the Securities Act of 1933, as amended (the “Act”). No underwriting discounts, commissions or placement fees have been or will be payable in connection with the sale of the Insider Shares. The Insider Shares shall be held in escrow and subject to restrictions on transfer as set forth in the Escrow Agreement (as defined in Section 2.24.3 hereof). The Insiders Sponsors shall have no right to any liquidation distributions with respect to any portion of the Insider Shares in the event the Company fails to consummate a Business Combination within the required time period except with respect to any funds held outside of the Trust Account remaining after payment of all fees and expenses. The Insiders Sponsors shall not have conversion rights with respect to the Insider Shares. To the extent that the Over-allotment Option is not exercised by the Underwriters in full or in part, up to 315,000 150,000 of the Insider Shares shall be subject to forfeiture by certain of the InsidersSponsors. The Insiders Sponsors will be required to forfeit only a number of shares of Common Stock necessary to maintain their the Sponsors’ 20% ownership interest in the shares of Common Stock after giving effect to the Offering and exercise, if any, of the Underwriters’ Over-allotment Option (and excluding the purchase of the Sponsor Private Units and any shares purchased in the Offering).

Appears in 2 contracts

Samples: Underwriting Agreement (Barington/Hilco Acquisition Corp.), Underwriting Agreement (Barington/Hilco Acquisition Corp.)

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Private Placements. 1.4.1. The Company has issued to certain persons Zhengqi International Holding Limited (the “Sponsor”) and entities referenced in Part II, Item 15 of the Registration Statement Company’s officers and directors (collectively, the “Insiders”), for aggregate consideration of $25,000, 2,012,500 shares of Common Stock 1,437,500 Ordinary Shares (the “Insider Shares”) in a private placement intended to be exempt from registration under Section 4(24(a)(2) of the Securities Act of 1933, as amended (the “Act”). No underwriting discounts, commissions or placement fees have been or will be payable in connection with the sale of the Insider Shares. The Insider Shares shall be held in escrow and subject to restrictions on transfer as set forth in the Escrow Agreement (as defined in Section 2.24.3 hereof). The Insiders shall have no right to any liquidation distributions with respect to any portion of the Insider Shares in the event the Company fails to consummate a Business Combination within the required time period except with respect to any funds held outside of the Trust Account remaining after payment of all fees and expenses. The Insiders shall not have conversion rights with respect to the Insider Shares. To the extent that the Over-allotment Option is not exercised by the Underwriters in full or in part, up to 315,000 187,500 of the Insider Shares shall be subject to forfeiture by certain of the InsidersSponsor. The Insiders Sponsor will be required to forfeit only a number of shares of Common Stock Ordinary Shares necessary to maintain their the Insiders’ 20% ownership interest in the shares of Common Stock Ordinary Shares after giving effect to the Offering and exercise, if any, of the Underwriters’ Over-allotment Option (and excluding the purchase of the Sponsor Private Units and any shares purchased in the Offering).

Appears in 2 contracts

Samples: Underwriting Agreement (Pacific Special Acquisition Corp.), Underwriting Agreement (Pacific Special Acquisition Corp.)

Private Placements. 1.4.1. The Company has issued to certain persons and entities referenced in Part II, Item 15 of its shareholders prior to the Registration Statement Offering (collectively, the “InsidersInitial Shareholders”), for aggregate consideration of $25,000, 2,012,500 shares of Common Stock 2,070,000 Ordinary Shares (the “Insider Shares”) in a private placement intended to be exempt from registration under Section 4(24(a)(2) of the Securities Act of 1933, as amended (the “Act”). No underwriting discounts, commissions or placement fees have been or will be payable in connection with the sale of the Insider Shares. The Insider Shares shall be held in escrow and subject to restrictions on transfer as set forth in the Escrow Agreement (as defined in Section 2.24.3 hereof). The Insiders Initial Shareholders shall have no right to any liquidation distributions with respect to any portion of the Insider Shares in the event the Company fails to consummate a Business Combination within the required time period except with respect to any funds held outside of the Trust Account remaining after payment of all fees and expenses. The Insiders Initial Shareholders shall not have conversion rights with respect to the Insider Shares. To the extent that the Over-allotment Option is not exercised by the Underwriters in full or in part, up to 315,000 270,000 of the Insider Shares shall be subject to forfeiture by certain of the InsidersInitial Shareholders. The Insiders Initial Shareholders will be required to forfeit pro rata only a number of shares of Common Stock Ordinary Shares necessary to maintain their the Initial Shareholders’ 20% ownership interest in the shares of Common Stock Ordinary Shares after giving effect to the Offering and exercise, if any, of the Underwriters’ Over-allotment Option (and excluding the purchase of the Sponsor Private Units and any shares purchased in the Offering).

Appears in 1 contract

Samples: Underwriting Agreement (Arowana Inc.)

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