Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 23 contracts
Sources: Warrant Agreement (Pine Technology Acquisition Corp.), Warrant Agreement (AltC Acquisition Corp.), Warrant Agreement (Pine Technology Acquisition Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant, except as set forth in Section 6 below) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption, except as set forth in Section 6 below) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 21 contracts
Sources: Warrant Agreement (Hennessy Capital Investment Corp. VI), Warrant Agreement (Hennessy Capital Investment Corp. VI), Warrant Agreement (Hennessy Capital Investment Corp. VI)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at the earliest to occur of (x) 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or its Permitted Transferees, 5:00 p.m., New York city time on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or its Permitted Transferees) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant then held by the Sponsor Warrant or its Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 13 contracts
Sources: Warrant Agreement (Catalyst Partners Acquisition Corp.), Private Placement Warrants Purchase Agreement (Catalyst Partners Acquisition Corp.), Warrant Agreement (Catalyst Partners Acquisition Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: of (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), Combination and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at the earliest to occur of (x) 5:00 p.m., New York City time time, on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation (as amended, as amended supplemented or otherwise modified from time to time, the “Amended and Restated Memorandum and Articles of Association”), if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or its Permitted Transferees, 5:00 p.m., New York city time, on the Redemption Date (as defined below) as provided in Section 6.2 hereof 6.3 (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below3.3.2, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or a Working Capital Warrant then held by the Sponsor or its Permitted Transferees) in the event of a redemption (as set forth in Section 6 hereof6), each Warrant (other than a Private Placement Warrant or a Working Capital Warrant then held by the Sponsor Warrant or its Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City City, time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants; provided, andfurther, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 12 contracts
Sources: Warrant Agreement (HCM Acquisition Corp), Warrant Agreement (HCM Acquisition Corp), Warrant Agreement (HCM Acquisition Corp)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant, except as set forth in Section 6 below) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption, except as set forth in Section 6 below) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 10 contracts
Sources: Warrant Agreement (Bilander Acquisition Corp.), Warrant Agreement (Bilander Acquisition Corp.), Warrant Agreement (Galliot Acquisition Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after from the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and or (y) other than with respect to the Private Placement Warrants, Working Capital Warrants, or the Extension Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant, Working Capital Warrant, or Extension Warrant held by the Sponsor Warrant or any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption for cash) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among applied consistently to all of the Warrants.
Appears in 8 contracts
Sources: Warrant Agreement (Future Tech II Acquisition Corp.), Warrant Agreement (Liberty Resources Acquisition Corp.), Warrant Agreement (Future Tech II Acquisition Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier earliest to occur of: (wx) 5:00 P.M., New York City time, on the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or any of its Permitted Transferees, 5:00 P.M., New York City time, on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, 3.3.2 below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or any of its Permitted Transferees in the event of a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 6.1 hereof), Section 6.2 hereof) in the event of a redemption (as set forth in Section 6 6 hereof), each outstanding Warrant (other than a Private Placement Warrant held by the Sponsor Warrant or any of its Permitted Transferees in the event of a redemptionredemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 6.1 hereof), Section 6.2 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The term “outstanding” as used in this Agreement with respect to any securities shall mean securities that are issued and outstanding. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 8 contracts
Sources: Warrant Agreement (Magnum Opus Acquisition LTD), Warrant Agreement (Magnum Opus Acquisition LTD), Warrant Agreement (Primavera Capital Acquisition Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company Company’s trust account in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 8 contracts
Sources: Warrant Agreement (Hennessy Capital Acquisition Corp. III), Warrant Agreement (Hennessy Capital Acquisition Corp. III), Warrant Agreement (Hennessy Capital Acquisition Corp. III)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s third amended and restated certificate of incorporationincorporation (the “Charter”), as amended from time to time, if the Company fails to consummate complete a Business Combination, and Combination or (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant in or a Working Capital Warrant held by the event Sponsor, or any officers or directors of a redemptionthe Company, or their Permitted Transferees) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 7 contracts
Sources: Warrant Agreement (Kludein I Acquisition Corp), Warrant Agreement (Kludein I Acquisition Corp), Warrant Agreement (Recharge Acquisition Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after from the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and or (y) other than with respect to the Private Placement Warrants, Working Capital Warrants, or the Extension Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant, Working Capital Warrant, or Extension Warrant held by the Sponsor Warrant or any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption for cash) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 7 contracts
Sources: Warrant Agreement (OneMedNet Corp), Warrant Agreement (Northern Lights Acquisition Corp.), Warrant Agreement (Northern Lights Acquisition Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier earliest to occur of: (wx) 5:00 P.M., New York City time, on the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or any of its Permitted Transferees, 5:00 P.M., New York City time, on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or any of its Permitted Transferees in the event of a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 6.1 hereof), Section 6.2 hereof) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant held by the Sponsor Warrant or any of its Permitted Transferees in the event of a redemptionredemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 6.1 hereof), Section 6.2 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The term “outstanding” as used in this Agreement with respect to any securities shall mean securities that are issued and outstanding. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 6 contracts
Sources: Warrant Agreement (Gateway Strategic Acquisition Co.), Warrant Agreement (Gateway Strategic Acquisition Co.), Warrant Agreement (Angel Pond Holdings Corp)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier earliest to occur of: (wx) 5:00 P.M., New York City time, on the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporation, association (as amended from time to time, the “Articles”), if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or any of its Permitted Transferees, 5:00 P.M., New York City time, on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or any of its Permitted Transferees in the event of a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 6.1 hereof), Section 6.2 hereof) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant held by the Sponsor Warrant or any of its Permitted Transferees in the event of a redemptionredemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 6.1 hereof), Section 6.2 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The term “outstanding” as used in this Agreement with respect to any securities shall mean securities that are issued and outstanding. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 6 contracts
Sources: Assignment, Assumption and Amendment Agreement (VinFast Auto Ltd.), Warrant Agreement Amendment (VinFast Auto Pte. Ltd.), Warrant Agreement (Black Spade Acquisition Co)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at the earliest to occur of (x) 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate a Business Combination, Combination and (yz) other than with respect to the Private Placement WarrantsWarrants and the Forward Purchase Warrants then held by the Sponsor or the Forward Purchasers thereof or their Permitted Transferees with respect to a redemption pursuant to Section 6.1 hereof or, if the last reported sale price of the Ordinary Shares for any twenty (20) trading days within the thirty (30) trading-day period ending on the third trading day prior to the date on which the notice of redemption is sent to the holders of the Warrants equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), or Section 6.2 hereof, 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or a Forward Purchase Warrant then held by the Sponsor or the Forward Purchasers thereof or their Permitted Transferees in connection with a redemption pursuant to Section 6.1 hereof or, if the last reported sales price of our Ordinary Shares for any twenty (20) trading days within a thirty (30) trading day period ending on the third trading day prior to the date on which we send the notice of redemption to the holders of the Warrants equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof), in the event of a redemption (as set forth in Section 6 6.1 and Section 6.2 hereof), each Warrant (other than with respect to a Private Placement Warrant or a Forward Purchase Warrant then held by the Sponsor Warrant or the Forward Purchasers thereof or their Permitted Transferees in connection with a redemption pursuant to Section 6.1 hereof or, if the event last reported sales price of our Ordinary Shares for any twenty (20) trading days within a redemptionthirty (30) trading day period ending on the third trading day prior to the date on which we send the notice of redemption to the holders of the Warrants equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 6 contracts
Sources: Warrant Agreement (TPG Pace Tech Opportunities Corp.), Warrant Agreement (TPG Pace Tech Opportunities Corp.), Warrant Agreement (TPG Pace Tech Opportunities Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: of (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at the earliest to occur of: (x) at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company Company, in accordance with the Company’s certificate of incorporationCharter, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or its Permitted Transferee, as applicable, with respect to a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof (each an “Inapplicable Redemption”), at 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrantan Inapplicable Redemption)) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant or a Working Capital Warrant then held by the Sponsor Warrant or its Permitted Transferees, as applicable, in the event of a redemptionan Inapplicable Redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty thirty (2030) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 5 contracts
Sources: Warrant Agreement (Patria Latin American Opportunity Acquisition Corp.), Warrant Agreement (Patria Latin American Opportunity Acquisition Corp.), Warrant Agreement (Patria Latin American Opportunity Acquisition Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further provided, further, that any such extension shall be identical in duration among all the Warrants.
Appears in 5 contracts
Sources: Warrant Agreement (Apollo Strategic Growth Capital II), Warrant Agreement (Apollo Strategic Growth Capital II), Warrant Agreement (Apollo Strategic Growth Capital II)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) and, in either case, terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants held by the Sponsor, the Redemption Date (as defined below) as provided in Section 6.3 hereof, or (z) the Alternative Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or Working Capital Warrant then held by the Sponsor or its Permitted Transferees) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant or Working Capital Warrant then held by the Sponsor Warrant or its Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 5 contracts
Sources: Warrant Agreement (Belong Acquisition Corp.), Warrant Agreement (Belong Acquisition Corp.), Warrant Agreement (Belong Acquisition Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporationincorporation (the “Charter”), as amended from time to time, if the Company fails to consummate complete a Business Combination, and Combination or (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor, I-Bankers, or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant or a Working Capital Warrant held by the Sponsor, I-Bankers, or any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption for cash) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants. Notwithstanding the foregoing, the Expiration Date of the Private Placement Warrants held by I-Bankers shall not exceed five (5) years from the effective date of the Registration Statement.
Appears in 5 contracts
Sources: Warrant Agreement (Isleworth Healthcare Acquisition Corp.), Warrant Agreement (Isleworth Healthcare Acquisition Corp.), Warrant Agreement (Breeze Holdings Acquisition Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (ia) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (iib) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporationincorporation (the “Charter”), as amended from time to time, if the Company fails to consummate complete a Business Combination, and Combination or (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1 (or in certain circumstances in Section 6.2), the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant in or a Working Capital Warrant held by the event Sponsor, or any officers or directors of a redemptionthe Company, or their Permitted Transferees) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 4 contracts
Sources: Warrant Agreement (Live Oak Crestview Climate Acquisition Corp.), Warrant Agreement (Live Oak Crestview Climate Acquisition Corp.), Warrant Agreement (Live Oak Mobility Acquisition Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes an acquisition, engages in a merger, share exchange, asset acquisitionshare reconstruction and amalgamation or contractual control arrangement with, share purchasepurchases all or substantially all of the assets or, reorganization or engages in any other similar transaction, involving the Company and business combination with one or more businesses or assets (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, or if the Company fails to consummate a Business CombinationCombination 24 months from the closing of the Offering, and or (yz) other than with respect to the Private Placement Sponsor Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Sponsor Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 4 contracts
Sources: Warrant Agreement (Infinity China 2 Acquisition Corp), Warrant Agreement (Infinity China 1 Acquisition Corp), Warrant Agreement (Infinity China 2 Acquisition Corp)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate 's amended and restated memorandum and articles of incorporation, association (as amended from time to time, ) (the “Memorandum and Articles”) if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or its Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or a Permitted Transferee) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant then held by the Sponsor Warrant in the event of or a redemptionPermitted Transferee) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 4 contracts
Sources: Warrant Agreement (Queen's Gambit Growth Capital II), Warrant Agreement (Queen's Gambit Growth Capital), Warrant Agreement (Queen's Gambit Growth Capital)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier earliest to occur of: (wx) 5:00 P.M., New York City time, on the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or any of its Permitted Transferees with respect to a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section hereof), Section 6.2 hereof (each, an “Inapplicable Redemption”), 5:00 P.M., New York City time, on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrantan Inapplicable Redemption) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant held by the Sponsor Warrant or any of its Permitted Transferees in the event of a redemptionan Inapplicable Redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The term “outstanding” as used in this Agreement with respect to any securities shall mean securities that are issued and outstanding. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 4 contracts
Sources: Warrant Agreement (TLGY Acquisition Corp), Warrant Agreement (TLGY Acquisition Corp), Warrant Agreement (TLGY Acquisition Corp)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 4 contracts
Sources: Warrant Agreement (Crescent Acquisition Corp), Warrant Agreement (Crescent Acquisition Corp), Warrant Agreement (Crescent Funding Inc.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a mergeran initial acquisition, share exchange, asset acquisitionshare reconstruction and amalgamation or contractual control arrangement with, share purchaseor purchase of, reorganization all or substantially all of the assets of, or engaging in any other similar transactionbusiness combination with, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, or if the Company fails to consummate a Business CombinationCombination on or prior to the 18 month anniversary of the closing of the Offering, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise exercisability of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective post-effective amendment or new registration statementstatement and current prospectus in respect of the Ordinary Shares underlying the Public Warrants; and, provided, further, that the Underwriter Warrants, for so long as such Warrants are held by the Underwriter Investors, may not be exercised after the five year anniversary of the effective date of the Registration Statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemptionPlacement Warrant) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to the Registered Holders of the Warrants, and, ; and provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 4 contracts
Sources: Warrant Agreement (BGS Acquisition Corp.), Warrant Agreement (BGS Acquisition Corp.), Warrant Agreement (BGS Acquisition Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporationincorporation (the “Charter”), as amended from time to time, if the Company fails to consummate complete a Business Combination, and Combination or (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor, the Underwriter or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant in or a Working Capital Warrant held by the event Sponsor, the Underwriter or any officers or directors of a redemptionthe Company, or their Permitted Transferees) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 4 contracts
Sources: Warrant Agreement (Z-Work Acquisition Corp.), Warrant Agreement (Z-Work Acquisition Corp.), Warrant Agreement (Mudrick Capital Acquisition Corp. II)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) and, in either case, terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement WarrantsWarrants held by the Sponsor, the Redemption Date (as defined below) as provided in Section 6.3 hereof, or (z) the Alternative Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or its Permitted Transferees) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant then held by the Sponsor Warrant or its Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 4 contracts
Sources: Warrant Agreement (CENAQ Energy Corp.), Warrant Agreement (Yellowstone Acquisition Co), Warrant Agreement (Yellowstone Acquisition Co)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wi) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xii) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (yiii) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or any of its Permitted Transferees with respect to a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof, on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or a Working Capital Warrant then held by the Sponsor or any of its Permitted Transferees in connection with a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant or a Working Capital Warrant then held by the Sponsor Warrant or any of its Permitted Transferees in the event of a redemptionredemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 4 contracts
Sources: Warrant Agreement (RCF Acquisition Corp.), Warrant Agreement (RCF Acquisition Corp.), Warrant Agreement (Ascendant Digital Acquisition Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 4 contracts
Sources: Warrant Agreement (Eagleline Acquisition Corp.), Warrant Agreement (Eagle Acquisition Corp.), Warrant Agreement (Eagle Acquisition Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating upon the earliest to occur of: (x) at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, Combination and (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants held by the Sponsor or a permitted Transferee, at 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 hereof 6.3 (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or a Working Capital Warrant then held by the Sponsor or a Permitted Transferee) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant or a Working Capital Warrant then held by the Sponsor Warrant in the event of or a redemptionPermitted Transferee) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further provided, further, that any such extension shall be identical in duration among all the Warrants.
Appears in 3 contracts
Sources: Warrant Agreement (Simon Property Group Acquisition Holdings, Inc.), Warrant Agreement (Simon Property Group Acquisition Holdings, Inc.), Warrant Agreement (Simon Property Group Acquisition Holdings, Inc.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, Combination and (yz) other than with respect to the Private Placement Warrants and the Working Capital Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant or a Working Capital Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant or a Working Capital Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further provided, further, that any such extension shall be identical in duration among all the Warrants.
Appears in 3 contracts
Sources: Warrant Agreement (Monument Circle Acquisition Corp.), Warrant Agreement (Monument Circle Acquisition Corp.), Warrant Agreement (Monument Circle Acquisition Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or its Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, hereof with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a the Private Placement Warrant) Warrants then held by the Sponsor or its Permitted Transferees ), in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a with respect to the Private Placement Warrants then held by the Sponsor Warrant in the event of a redemptionor its Permitted Transferees) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 3 contracts
Sources: Warrant Agreement (Spartan Acquisition Corp. III), Warrant Agreement (Spartan Acquisition Corp. III), Warrant Agreement (Spartan Acquisition Corp. III)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months one year from the date of the closing of the Offering, and (B) terminating at the earliest to occur of (x) 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or any Permitted Transferees with respect to a redemption pursuant to Section 6.1 hereof or, if the last reported sales price of the Common Stock for any twenty (20) trading days within the thirty (30) trading-day period ending on the third trading day prior to the date on which notice of the redemption is given (the “Reference Value”) equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof, 5:00 p.m., New York City time on the Redemption Date (as defined below) ), as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or any Permitted Transferees with respect to a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant then held by the Sponsor Warrant or any Permitted Transferees with respect to a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in the event of a redemptioncompliance with Section 4 hereof) , Section 6.2 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 3 contracts
Sources: Warrant Agreement (CBRE Acquisition Holdings, Inc.), Warrant Agreement (CBRE Acquisition Holdings, Inc.), Warrant Agreement (CBRE Acquisition Holdings, Inc.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporationincorporation (the “Charter”), as amended from time to time, if the Company fails to consummate complete a Business Combination, and Combination or (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant in or a Working Capital Warrant held by the event Sponsor, or any officers or directors of a redemptionthe Company, or their Permitted Transferees) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 3 contracts
Sources: Warrant Agreement (Memic Innovative Surgery Ltd.), Warrant Agreement (MedTech Acquisition Corp), Warrant Agreement (MedTech Acquisition Corp)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a liquidation, merger, share stock exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement Sponsor Warrants, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof or (z) the Alternative Redemption Date (as defined below) (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (as defined below) (other than with respect to a Private Placement Sponsor Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, and the Warrant Agent, and, provided further that any such extension shall be identical in duration among all the Warrants. The Warrant Agent will not be deemed to have any knowledge of an Expiration Date as set forth herein unless and until it has received written notice of such expiration date from the Company.
Appears in 3 contracts
Sources: Warrant Agreement (Vertiv Holdings Co), Warrant Agreement (GS Acquisition Holdings Corp), Warrant Agreement (GS Acquisition Holdings Corp)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporationincorporation (the “Charter”), as amended from time to time, if the Company fails to consummate complete a Business Combination, and Combination or (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1 (or in certain circumstances in Section 6.2), the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant in or a Working Capital Warrant held by the event Sponsor, or any officers or directors of a redemptionthe Company, or their Permitted Transferees) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 3 contracts
Sources: Warrant Agreement (Clarim Acquisition Corp.), Warrant Agreement (Clarim Acquisition Corp.), Warrant Agreement (Clarim Acquisition Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time time, on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (y) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor, the Anchor Investors or their respective Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 6.03 hereof or (z) the Alternative Redemption Date (as defined below) as provided in Section 6.03 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, 3.03(b) below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor, the Anchor Investors or their respective Permitted Transferees) in the event of a redemption (as set forth in Section 6 Article VI hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant held by the Sponsor, the Anchor Investors or their respective Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that (1) the Company shall provide at least twenty (20) days days’ prior written notice of any such extension to Registered Holders of the Warrants, and, provided further Warrants and (2) that any such extension shall be identical in duration among all the Warrants.
Appears in 3 contracts
Sources: Warrant Agreement (Nikola Corp), Warrant Agreement (RMG Acquisition Corp.), Warrant Agreement (RMG Acquisition Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company Company’s trust account in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 3 contracts
Sources: Warrant Agreement (I-Am CAPITAL ACQUISITION Co), Warrant Agreement (I-Am CAPITAL ACQUISITION Co), Warrant Agreement (I-Am CAPITAL ACQUISITION Co)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing effective date of the OfferingRegistration Statement, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and or (yz) other than with respect to the Private Placement WarrantsWarrants and Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or Working Capital Warrant then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees pursuant to Section 6.1 hereof) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant or a Working Capital Warrant held by the Sponsor Warrant or any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption pursuant to Section 6.1 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 3 contracts
Sources: Warrant Agreement (Yunhong International), Warrant Agreement (Yunhong International), Warrant Agreement (Yunhong International)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time time, on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and or (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or any of its Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or any of its Permitted Transferees) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant held by the Sponsor Warrant or any of its Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 3 contracts
Sources: Warrant Agreement (Finance of America Companies Inc.), Warrant Agreement (Replay Acquisition Corp.), Warrant Agreement (Replay Acquisition Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporationincorporation (the “Charter”), as amended from time to time, if the Company fails to consummate complete a Business Combination, and Combination or (yz) other than with respect to the Private Placement Warrants, the Working Capital Warrants and the Representative Warrants then held by the Sponsor, I-Bankers and ▇▇▇▇▇▇ ▇▇▇▇▇, or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant, Working Capital Warrant or Representative Warrant held by the Sponsor, I-Bankers, ▇▇▇▇▇▇ ▇▇▇▇▇ or any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption for cash) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants. Notwithstanding the foregoing, the Expiration Date of Private Placement Warrants and the Representative Warrants held by I-Bankers and ▇▇▇▇▇▇ ▇▇▇▇▇ shall not exceed five (5) years from the effective date of the Registration Statement.
Appears in 3 contracts
Sources: Warrant Agreement (NorthView Acquisition Corp), Warrant Agreement (NorthView Acquisition Corp), Warrant Agreement (NorthView Acquisition Corp)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) and, in either case, terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.3 hereof, or (z) the Alternative Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 3 contracts
Sources: Warrant Agreement (Warrior Technologies Acquisition Co), Warrant Agreement (Warrior Technologies Acquisition Co), Warrant Agreement (Warrior Technologies Acquisition Co)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses or entities (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.3 hereof and (z) the Alternative Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (as defined below) (other than with respect to a the Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 3 contracts
Sources: Warrant Agreement (Tortoise Acquisition Corp. II), Warrant Agreement (Tortoise Acquisition Corp. II), Warrant Agreement (Tortoise Acquisition Corp. II)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 3 contracts
Sources: Warrant Agreement, Warrant Agreement (Gores Holdings, Inc.), Warrant Agreement (Gores Holdings, Inc.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at the earliest to occur of (x) 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants and the Loan Warrants then held by the Sponsor or its Permitted Transferees with respect to a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof, 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or a Loan Warrant then held by the Sponsor or its Permitted Transferees in connection with a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Placement Warrant or Loan Warrant then held by the Sponsor Warrant or its Permitted Transferees in the event of a redemptionredemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants. Notwithstanding anything contained in this Agreement to the contrary, so long as the Placement Warrants held by the Underwriters are held by the Underwriters or their designees or affiliates, such Placement Warrants may not be exercised after five years from the effective date of the Registration Statement.
Appears in 3 contracts
Sources: Warrant Agreement (Newcourt Acquisition Corp), Warrant Agreement (Newcourt Acquisition Corp), Warrant Agreement (Newcourt Acquisition Corp)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes an acquisition, engages in a merger, share exchange, asset acquisitionshare reconstruction and amalgamation or contractual control arrangement with, share purchasepurchases all or substantially all of the assets of, reorganization or engages in any other similar transaction, involving the Company and business combination with one or more businesses or assets (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, or if the Company fails to consummate a Business CombinationCombination 24 months from the closing of the Offering, and or (yz) other than with respect to the Private Placement Sponsor Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Sponsor Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 3 contracts
Sources: Warrant Agreement (ROI Acquisition Corp.), Warrant Agreement (Azteca Acquisition Corp), Warrant Agreement (Blue Wolf Mongolia Holdings Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier earliest to occur of: (wx) 5:00 P.M., New York City time, on the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporation, association (as amended from time to time, the “Articles”), if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or any of its Permitted Transferees, 5:00 P.M., New York City time, on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or any of its Permitted Transferees in the event of a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 6.1 hereof), Section 6.2 hereof) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant held by the Sponsor Warrant or any of its Permitted Transferees in the event of a redemptionredemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 6.1 hereof), Section 6.2 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The term “outstanding” as used in this Agreement with respect to any securities shall mean securities that are issued and outstanding. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 3 contracts
Sources: Warrant Agreement (Cedarlake Acquisition Corp.), Warrant Agreement (Jeneration Acquisition Corp), Warrant Agreement (Jeneration Acquisition Corp)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 3 contracts
Sources: Warrant Agreement (Avista Healthcare Public Acquisition Corp.), Warrant Agreement (Avista Healthcare Public Acquisition Corp.), Warrant Agreement (Avista Healthcare Public Acquisition Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, incorporation as amended from time to time, if the Company fails to consummate complete a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 3 contracts
Sources: Warrant Agreement, Warrant Agreement (Kayne Anderson Acquisition Corp), Warrant Agreement (Kayne Anderson Acquisition Corp)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at the earliest to occur of: (x) at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporationCharter, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or its Permitted Transferee, as applicable, with respect to a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof (each, an “Inapplicable Redemption”), at 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrantan Inapplicable Redemption)) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant or a Working Capital Warrant then held by the Sponsor Warrant or its Permitted Transferees, as applicable, in the event of a redemptionan Inapplicable Redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty thirty (2030) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 3 contracts
Sources: Warrant Agreement (APx Acquisition Corp. I), Warrant Agreement (APx Acquisition Corp. I), Warrant Agreement (APx Acquisition Corp. I)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 2 contracts
Sources: Warrant Agreement (Pace Holdings Corp.), Warrant Agreement (Pace Holdings Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) at 5:00 p.m., New York City time, on the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (yz) other than with respect to the Private Placement Warrants and the Working Capital Warrants, at 5:00 p.m., New York City time, on the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant or a Working Capital Warrant) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant or a Working Capital Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 2 contracts
Sources: Warrant Agreement (RedBall Acquisition Corp.), Warrant Agreement (RedBall Acquisition Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, Combination and (yz) other than with respect to the Private Placement Warrants, the Working Capital Warrants and the Forward Purchase Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant, a Working Capital Warrant or a Forward Purchase Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant, a Working Capital Warrant or a Forward Purchase Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further provided, further, that any such extension shall be identical in duration among all the Warrants.
Appears in 2 contracts
Sources: Warrant Agreement (Osiris Acquisition Corp.), Warrant Agreement (Osiris Acquisition Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar transaction, business combination involving the Company and one or more businesses or entities (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time time, on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and or (yz) other than with respect to the Private Placement WarrantsWarrants or the Working Capital Warrants to the extent then held by the original purchasers thereof or their Permitted Transferees with respect to a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof, 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or a Working Capital Warrant to the extent then held by the original purchasers thereof or their Permitted Transferees in connection with a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant or a Working Capital Warrant to the extent then held by the original purchasers thereof or their Permitted Transferees in the event of a redemptionredemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 2 contracts
Sources: Warrant Agreement (Itiquira Acquisition Corp.), Warrant Agreement (Itiquira Acquisition Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes an acquisition, engages in a merger, share exchange, asset acquisitionshare reconstruction and amalgamation or contractual control arrangement with, share purchasepurchases all or substantially all of the assets or, reorganization or engages in any other similar transaction, involving the Company and business combination with one or more businesses or assets (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, or if the Company fails to consummate a Business CombinationCombination 21 months from the closing of the Offering (or 24 months from the closing of the Offering if a letter of intent or definitive agreement relating to a prospective business combination is executed before the 21-month period ends), and or (yz) other than with respect to the Private Placement Sponsor Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Sponsor Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 2 contracts
Sources: Warrant Agreement (Global Cornerstone Holdings LTD), Warrant Agreement (Global Cornerstone Holdings LTD)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 2 contracts
Sources: Warrant Agreement (Saban Capital Acquisition Corp.), Warrant Agreement (Saban Capital Acquisition Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporationincorporation (the “Charter”), as amended from time to time, if the Company fails to consummate complete a Business Combination, and Combination or (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor, the Anchor Investors, or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant or a Working Capital Warrant held by the Sponsor, the Anchor Investors, or any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption for cash) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants. Notwithstanding the foregoing, the Expiration Date of any Working Capital Warrants held by Sponsor shall not exceed five (5) years from the effective date of the Registration Statement.
Appears in 2 contracts
Sources: Warrant Agreement (Good Works Acquisition Corp.), Warrant Agreement (Good Works Acquisition Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s third amended and restated certificate of incorporationincorporation (the “Charter”), as amended from time to time, if the Company fails to consummate complete a Business Combination, and Combination or (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1 (or in certain circumstances in Section 6.2), the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant in or a Working Capital Warrant held by the event Sponsor, or any officers or directors of a redemptionthe Company, or their Permitted Transferees) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 2 contracts
Sources: Warrant Agreement (Live Oak Acquisition Corp II), Warrant Agreement (Live Oak Acquisition Corp II)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant, except as set forth in Section 6 below) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption, except as set forth in Section 6 below) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, and, provided further that any such extension shall be identical in duration among all the Warrants.”
Appears in 2 contracts
Sources: Warrant Agreement (Hennessy Capital Investment Corp. VI), Warrant Agreement (Greenstone Corp)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, recapitalization, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated articles of incorporation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants and Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or Working Capital Warrant then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees pursuant to Section 6.1 hereof) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 2 contracts
Sources: Warrant Agreement (Proficient Alpha Acquisition Corp), Warrant Agreement (Proficient Alpha Acquisition Corp)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at the earliest to occur of: (x) 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or a Permitted Transferee with respect to a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof (each, an “Inapplicable Redemption”), the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrantan Inapplicable Redemption) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant then held by the Sponsor Warrant or a Permitted Transferee in the event of a redemptionan Inapplicable Redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 2 contracts
Sources: Warrant Agreement (Silverbox Engaged Merger Corp I), Warrant Agreement (Silverbox Engaged Merger Corp I)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time time, on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company Company‘s trust account in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Sponsor Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Sponsor Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 2 contracts
Sources: Warrant Agreement (Landcadia Holdings, Inc.), Warrant Agreement (Landcadia Holdings, Inc.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants and the Working Capital Warrants to the extent then held by the original purchasers thereof or their Permitted Transferees or with respect to the Representative Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Notwithstanding the foregoing, the Representative Warrants may not be exercised following the fifth anniversary of the commencement date of sales in the Offering. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Representative Warrant or a Private Placement Warrant or a Working Capital Warrant) to the extent then held by the original purchasers thereof or their Permitted Transferees in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Representative Warrant or a Private Placement Warrant or a Working Capital Warrant to the extent then held by the original purchasers thereof or their Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further provided, further, that any such extension shall be identical in duration among all the Warrants.
Appears in 2 contracts
Sources: Warrant Agreement (Financial Strategies Acquisition Corp.), Warrant Agreement (Financial Strategies Acquisition Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses or assets (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and terminating on the earlier to occur of: (Ba) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xb) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (yc) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor, an affiliate of the Sponsor, any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof and (d) the Alternative Redemption Date (as defined below) (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (other than with respect to a Private Placement Warrantas defined below) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant or a Working Capital Warrant held by the Sponsor, an affiliate of the Sponsor, any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption for cash) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 2 contracts
Sources: Warrant Agreement (CONX Corp.), Warrant Agreement (CONX Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporationincorporation (the “Charter”), as amended from time to time, if the Company fails to consummate complete a Business Combination, and Combination or (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) ), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant or a Working Capital Warrant held by the Sponsor Warrant or any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption for cash) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 2 contracts
Sources: Warrant Agreement (American Acquisition Opportunity Inc.), Warrant Agreement (American Acquisition Opportunity Inc.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to timetime (the “Charter”), if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 2 contracts
Sources: Warrant Agreement (CF Corp), Warrant Agreement (CF Corp)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to timetime (the “Charter”), if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 2 contracts
Sources: Warrant Agreement (One Madison Corp), Warrant Agreement (One Madison Corp)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or its Permitted Transferees (an “Inapplicable Redemption”), the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrantan Inapplicable Redemption) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant then held by the Sponsor Warrant or a Permitted Transferee in the event of a redemptionan Inapplicable Redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 2 contracts
Sources: Warrant Agreement (Kadem Sustainable Impact Corp), Warrant Agreement (Kadem Sustainable Impact Corp)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at the earliest to occur of (x) 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) 5:00 p.m., New York City time on, other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or its Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or its Permitted Transferees) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant then held by the Sponsor Warrant or its Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 2 contracts
Sources: Warrant Agreement (ACE Convergence Acquisition Corp.), Warrant Agreement (ACE Convergence Acquisition Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Sponsor Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 2 contracts
Sources: Warrant Agreement (Churchill Capital Corp), Warrant Agreement (Churchill Capital Corp)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (Aa) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (Bb) terminating at 5:00 p.m., New York City time time, on the earlier to occur of: (wv) other than with respect to the Private Placement Warrants and the Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees, the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xw) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended and/or restated from time to time, if the Company fails to consummate complete a Business Combination, and (yx) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 hereof 6.5 hereof, (y) solely with respect to the Private Placement Warrants and the Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees, 5:00 p.m., New York City time, on the date that is five (5) years after the effective date of the Registration Statement, and (z) the Alternative Redemption Date (as defined below) (such earlier date or time, the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (other than with respect to a Private Placement Warrant) as defined below), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant or a Working Capital Warrant held by the Sponsor Warrant any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption for cash) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 2 contracts
Sources: Warrant Agreement (NightDragon Acquisition Corp.), Warrant Agreement (NightDragon Acquisition Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (y) other than with respect to the Private Placement WarrantsWarrants and Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”) or (z) the Alternative Redemption Date (as defined below); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or Working Capital Warrant then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees pursuant to Section 6.1 hereof) or the Alternative Redemption Price (as defined below) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant or a Working Capital Warrant held by the Sponsor Warrant or any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption pursuant to Section 6.1 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 2 contracts
Sources: Warrant Agreement (Acamar Partners Acquisition Corp.), Warrant Agreement (Acamar Partners Acquisition Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes an acquisition, engages in a merger, share exchange, asset acquisitionshare reconstruction and amalgamation or contractual control arrangement with, share purchasepurchases all or substantially all of the assets or, reorganization or engages in any other similar transaction, involving the Company and business combination with one or more businesses or assets (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, or if the Company fails to consummate a Business CombinationCombination 21 months from the closing of the Offering, and or (yz) other than with respect to the Private Placement Sponsor Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Sponsor Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 2 contracts
Sources: Warrant Agreement (Global Cornerstone Holdings LTD), Warrant Agreement (Global Cornerstone Holdings LTD)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 2 contracts
Sources: Warrant Agreement (Double Eagle Acquisition Corp.), Warrant Agreement (Double Eagle Acquisitions Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes an acquisition, engages in a merger, share exchange, asset acquisitionshare reconstruction and amalgamation or contractual control arrangement with, share purchasepurchases all or substantially all of the assets of, reorganization or engages in any other similar transaction, involving the Company and business combination with one or more businesses or assets (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, or if the Company fails to consummate a Business CombinationCombination 21 months from the closing of the Offering, and or (yz) other than with respect to the Private Placement Sponsor Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Sponsor Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 2 contracts
Sources: Warrant Agreement (ROI Acquisition Corp.), Warrant Agreement (Blue Wolf Mongolia Holdings Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at the earliest to occur of: (x) 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants and Working Capital Warrants then held by the Sponsor or any of its Permitted Transferees, with respect to a redemption pursuant to Section 6.1 hereof, at 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or a Working Capital Warrant held by the Sponsor or any of its Permitted Transferees in connection with a redemption pursuant to Section 6.1 hereof) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant or a Working Capital Warrant held by the Sponsor Warrant or its Permitted Transferees, in the event of a redemptionredemption pursuant to Section 6.1 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 2 contracts
Sources: Warrant Agreement (Supernova Partners Acquisition Company, Inc.), Warrant Agreement (Supernova Partners Acquisition Company, Inc.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) and, in either case, terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement WarrantsWarrants held by the Sponsor, the Redemption Date (as defined below) as provided in Section 6.3 hereof, or (z) the Alternative Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or any Permitted Transferees of the Sponsor) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant then held by the Sponsor Warrant or any Permitted Transferees of the Sponsor in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 2 contracts
Sources: Warrant Agreement (Mercury Ecommerce Acquisition Corp), Warrant Agreement (Mercury Ecommerce Acquisition Corp)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time time, on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended and/or restated from time to timetime (the “Charter”), if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants to the extent then held by the Sponsor or any officers or directors of the Company, or their respective Permitted Transferees, with respect to a redemption pursuant to Section 6.1 or Section 6.2 hereof, 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) Warrant to the extent then held by the Sponsor or any officers or directors of the Company, or their respective Permitted Transferees in connection with a redemption pursuant to Section 6.1 or Section 6.2 hereof, in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant to the extent then held by the original purchasers thereof or their Permitted Transferees in the event of a redemption) redemption pursuant to Section 6.1 or Section 6.2 hereof, not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 2 contracts
Sources: Warrant Agreement (Crixus BH3 Acquisition Co), Warrant Agreement (Crixus BH3 Acquisition Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at the earliest to occur of (x) 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants and the Loan Warrants then held by the Sponsor or its Permitted Transferees with respect to a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof, 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or a Loan Warrant then held by the Sponsor or its Permitted Transferees in connection with a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Placement Warrant or Loan Warrant then held by the Sponsor Warrant or its Permitted Transferees in the event of a redemptionredemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 1 contract
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 1 contract
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company Corporation completes a merger, share exchange, asset acquisition, share stock purchase, reorganization reorganization, recapitalization or other similar transactionbusiness combination, involving the Company Corporation and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the closing date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier earliest to occur of: (wx) the date that is five (5) years after the date on which the Company Corporation completes its initial Business Combination, (xy) the liquidation of the Company Corporation in accordance with the CompanyCorporation’s certificate of incorporation, as amended in effect from time to time, if the Company Corporation fails to consummate complete a Business CombinationCombination by September 17, and 2019, or (yz) other than solely with respect to the Private Placement Public Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company Corporation in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company Corporation shall provide at least twenty (20) days prior written notice of any such extension to the Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.”
Appears in 1 contract
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share debt acquisition, stock purchase, reorganization or other similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and ) or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business CombinationCombination or, if an effective registration statement covering the Common Shares issuable upon exercise of the warrants is not then effective and a prospectus relating to such Common Shares is not then available, upon such registration statement being effective and such prospectus being available for five consecutive business days, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated articles of incorporation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 1 contract
Sources: Warrant Agreement (Hunter Maritime Acquisition Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”)of this Agreement, and (ii) the date that is twelve (12) months from the date of the closing of the OfferingOctober 22, 2021, and (B) terminating at the earliest to occur of (x) 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combinationof this Agreement, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporationorganizational documents, as amended from time to time, if the Company fails to consummate a Business Combination, time and (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Altimar Sponsor or its Permitted Transferees, 5:00 p.m., New York city time on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Altimar Sponsor or its Permitted Transferees) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant then held by the Altimar Sponsor Warrant or its Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days days’ prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further further, that any such extension shall be identical in duration among all the Warrants.
Appears in 1 contract
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate memorandum and articles of incorporationassociation, as amended from time to timetime (the “Charter”), if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 1 contract
Sources: Warrant Agreement (CF Corp)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which consummation of the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving transactions contemplated by the Company and one or more businesses Merger Agreement (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial the Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Sponsor Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Sponsor Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the WarrantsWarrants and to the Warrant Agent, and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 1 contract
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at the earliest to occur of (x) 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) 5:00 p.m., New York City time on, other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or its Permitted Transferees with respect to a redemption pursuant to Section 6.1 hereof, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or its Permitted Transferees with respect to a redemption pursuant to Section 6.1 hereof) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant then held by the Sponsor Warrant or its Permitted Transferees in the event of a redemptionredemption pursuant to Section 6.1 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 1 contract
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) and, in either case, terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement WarrantsWarrants and the Forward Purchase Warrants held by the Sponsor or East Asset Management, the Redemption Date (as defined below) as provided in Section 6.3 hereof, or (z) the Alternative Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or Forward Purchase Warrant then held by the Sponsor or East Asset Management or their Permitted Transferees) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant or Forward Purchase Warrant then held by the Sponsor Warrant or East Asset Management or their Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 1 contract
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing completion of the OfferingMerger and Share Acquisition, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with completion of the Company’s certificate of incorporationMerger and Share Acquisition, as amended from time to time, if the Company fails to consummate a Business Combination, and or (y) other than with respect to the Private Placement WarrantsWarrants to the extent then held by the SPAC Sponsor or its Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) Warrant to the extent then held by the SPAC Sponsor or its Permitted Transferees in the event of a redemption (as set forth in Section 6 hereof)), each outstanding Warrant (other than a Private Placement Warrant to the extent then held by the SPAC Sponsor Warrant or its Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 1 contract
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) and, in either case, terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement WarrantsWarrants held by the Sponsor or any Permitted Transferees of the Sponsor, the Redemption Date (as defined below) as provided in Section 6.3 hereof, or (z) the Alternative Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or any Permitted Transferees of the Sponsor) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant then held by the Sponsor Warrant or any Permitted Transferees of the Sponsor in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 1 contract
Sources: Warrant Agreement (Mercury Ecommerce Acquisition Corp)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) and, in either case, terminating at 5:00 p.m., New York City time on the earlier earliest to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate a its initial Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants and the Loan Convertible Warrants then held by the Sponsor, Metric or any of their Permitted Transferees with respect to a redemption pursuant to Section 6.1 hereof or if the Reference Value (as defined in Section 6.3 below) equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof) pursuant to Section 6.2 hereof (each an “Inapplicable Redemption”), 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the Private Placement Warrants issued to Metric will not be exercisable more than five (5) years from the effective date of the Registration Statement in accordance with FINRA Rule 5110(g)(8)(A); provided, further, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement under the Securities Act or a valid exemption from registration being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) Warrant or a Loan Convertible Warrant then held by the Sponsor, Metric or any of their Permitted Transferees in the event case of a redemption (as set forth in Section 6 hereofan Inapplicable Redemption), each Warrant (other than a Sponsor Private Placement Warrant in or a Loan Convertible Warrant then held by the event Sponsor, Metric or any of a redemptiontheir Permitted Transferees with respect to an Inapplicable Redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, ; and, provided further provided, further, that any such extension shall be identical in duration among all the Warrants.
Appears in 1 contract
Sources: Warrant Agreement (First Light Acquisition Group, Inc.)
Duration of Warrants. A Warrant Warrants may not be exercised prior to the completion by the Company of a merger or capital stock exchange, asset acquisition, stock purchase, reorganization, exchangeable share transaction or other similar business transaction with one or more operating businesses or assets (a “Business Transaction”), which Business Transaction is contemplated to be completed on or prior to 11:59 p.m., New York City time, on the 24-month anniversary of the date of effectiveness of the Registration Statement (the “Business Transaction Deadline”). Upon the completion of the Business Transaction, the Warrants will be exercisable only during the period (the “Exercise Period”) (A) commencing on the later of: (i) date and time at which a post-effective amendment to the date that is thirty (30) days after Registration Statement or a new registration statement in respect of the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”)shares of Common Stock underlying such Warrants becomes effective, and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time time, on the earlier to occur of: (w) the date that is five the earlier of (5i) two years after the effective date on which of the Company completes its initial Business Combination, registration statement registering the shares of common stock issuable upon the exercise of the Warrants or (xii) the liquidation of forty-fifth (45th) day following the Company in accordance with date that the Company’s certificate Common Stock closes at or above $6.25 per share for 20 out of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof 30 trading days commencing on such effective date (the “Expiration DatePricing Condition”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement; and, provided, further, that if such registration statement or post-effective amendment ceases to be effective or is subject to a stop order or an injunction or the related prospectus is unavailable for use, then the Exercise Period shall be extended by the number of days during which such registration statement or post-effective amendment was not effective or subject to a stop order or an injunction or such prospectus was unavailable for use (with such number of days by which the Exercise Period is extended not to exceed (x) 45 minus (y) the number of days in the Exercise Period during which such registration statement or post-effective amendment was effective and the related prospectus was available for use), with such extension period being announced by the Company. Except with respect Once the Pricing Condition is met, the Company will within two (2) business days issue a press release or file a Current Report on Form 8-K announcing the date for the termination of the Exercise Period for the Warrants. The Warrants shall expire (a) on the Business Transaction Deadline, if the Business Transaction is not completed on or prior to the right Business Transaction Deadline, or (b) at the time at which the Exercise Period ends, if the Business Transaction is completed on or prior to receive the Redemption Price Business Transaction Deadline (as defined below) (other than with respect to a Private Placement Warrant) in such date of expiration, the event of a redemption (as set forth in Section 6 hereof“Expiration Date”), each . Each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time time, on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty ten (2010) days prior written notice of any such extension to the Registered Holders of the Warrants, ; and, provided further provided, further, that any such extension shall be identical in duration among all the Warrants.
Appears in 1 contract
Sources: Warrant Agreement (COMMITTED CAPITAL ACQUISITION Corp II)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and business combination with one or more businesses business or entities (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating on the earlier to occur of: (i) at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xii) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yiii) other than with respect to the Private Placement WarrantsWarrants then held by either the Sponsor, Cantor or CCM or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant held by either the Sponsor, Cantor or CCM or any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption for cash) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 1 contract
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and business combination with one or more businesses or entities (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating on the earlier to occur of: (i) at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xii) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yiii) other than with respect to the Private Placement WarrantsWarrants then held by either the Sponsor, Cantor or CCM or any officers or directors of the Company, or any of their Permitted Transferees as provided in Section 6.1, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant held by either the Sponsor, Cantor or CCM or any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption for cash) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 1 contract
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time,, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 1 contract
Sources: Warrant Agreement (Global Partner Acquisition Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) 30 days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date completion of the closing of the Offering, Company’s initial business combination and (B) terminating at 5:00 p.m., New York City time time, on the earlier to occur of: of (wi) (A) five years following the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation completion of the Company in accordance with the Company’s certificate of incorporation, as amended from time initial business combination with respect to time, if the Company fails to consummate a Business CombinationPublic Warrants, and (yB) other than five years from the effective date of the Registration Statement with respect to the Private Placement WarrantsWarrants purchased by Chardan NexTech 2 Warrant Holdings LLC, provided that once the Private Warrants are not beneficially owned, directly or indirectly, by Chardan Capital Markets, LLC or any of its related persons anymore, the Redemption Date Private Warrants may not be exercised five years following the completion of the Company’s initial business combination, and (as defined belowii) the date fixed for redemption of the Warrants as provided in Section 6.2 hereof 6 of this Warrant Agreement (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereofhereunder), each Warrant (other than a Sponsor Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Warrant Agreement shall cease at 5:00 p.m. New York City time the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company shall (i) may not extend the duration of the Private Warrants by delaying the Expiration Date and (ii) will provide at least twenty (20) days prior written notice of any such extension not less than 10 days to Registered Holders of the Warrants, and, provided further such extension and that any such extension shall be identical in duration among all of the then outstanding Warrants.
Appears in 1 contract
Sources: Warrant Agreement (Chardan NexTech Acquisition 2 Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at the earliest to occur of (x) 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate a Business Combination, Combination and (yz) other than with respect to the Private Placement WarrantsWarrants and the Forward Purchase Warrants then held by the Sponsor or the Forward Purchasers thereof or their Permitted Transferees with respect to a redemption pursuant to Section 6.1 hereof or, if the last reported sale price of the Ordinary Shares for any twenty (20) trading days within the thirty (30) trading-day period ending on the third trading day prior to the date on which the notice of redemption is sent to the holders of the Warrants equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), or Section 6.2 hereof, 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant or a Forward Purchase Warrant then held by the Sponsor or the Forward Purchasers thereof or their Permitted Transferees in connection with a redemption pursuant to Section 6.1 hereof or, if the last reported sales price of our Ordinary Shares for any twenty (20) trading days within a thirty (30) trading day period ending on the third trading day prior to the date on which we send the notice of redemption to the holders of the Warrants equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof), in the event of a redemption (as set forth in Section
6.1 and Section 6 6.2 hereof), each Warrant (other than with respect to a Private Placement Warrant or a Forward Purchase Warrant then held by the Sponsor Warrant or the Forward Purchasers thereof or their Permitted Transferees in connection with a redemption pursuant to Section 6.1 hereof or, if the event last reported sales price of our Ordinary Shares for any twenty (20) trading days within a redemptionthirty (30) trading day period ending on the third trading day prior to the date on which we send the notice of redemption to the holders of the Warrants equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 1 contract
Sources: Warrant Agreement (TPG Pace Beneficial Finance Corp.)
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and or (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate a Business Combination, and or (yz) other than with respect to the Private Placement Warrants, the Redemption Date (as defined below) as provided in Section 6.2 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrant) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Sponsor Private Placement Warrant in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 1 contract
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s amended and restated certificate of incorporation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (y) other than with respect to the Private Placement WarrantsWarrants and Working Capital Warrants then held by the Sponsor or any officers or directors of the Company, or any of their Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”)) or (z) the Alternative Redemption Date; provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (other than with respect to a Private Placement Warrant) as defined below), in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant or a Working Capital Warrant held by the Sponsor Warrant or any officers or directors of the Company, or their Permitted Transferees, in the event of a redemptionredemption for cash) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 1 contract
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) and, in either case, terminating at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (x) the liquidation of the Company in accordance with the Company’s certificate of incorporation, as amended from time to time, if the Company fails to consummate a Business Combination, and (y) other than with respect to the Private Placement WarrantsWarrants held by the Sponsor, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof, or (z) the Alternative Redemption Date (as defined below) as provided in Section 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) or the Alternative Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or its Permitted Transferees) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant then held by the Sponsor Warrant or its Permitted Transferees in the event of a redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 1 contract
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at the earliest to occur of: (x) at 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate of incorporationCharter, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants and the Working Capital Warrants then held by the Sponsor or its Permitted Transferee, as applicable, with respect to a redemption pursuant to Section 6.1 hereof or, if the Reference Value equals or exceeds $18.00 per share (subject to adjustment in compliance with Section 4 hereof), Section 6.2 hereof (each, an “Inapplicable Redemption”), at 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement Warrantan Inapplicable Redemption)) in the event of a redemption (as set forth in Section 6 hereof), each outstanding Warrant (other than a Private Placement Warrant or a Working Capital Warrant then held by the Sponsor Warrant or its Permitted Transferees, as applicable, in the event of a redemptionan Inapplicable Redemption) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 1 contract
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, share exchange, asset acquisition, share purchase, reorganization or similar transaction, involving the Company and one or more businesses (a “Business Combination”), and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at the earliest to occur of (x) 5:00 p.m., New York City time on the earlier to occur of: (w) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporationassociation, as amended from time to time, if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or its Permitted Transferees with respect to a redemption pursuant to Section 6.1 hereof, 5:00 p.m., New York City time on the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, with respect to an effective registration statementstatement or a valid exemption therefrom being available. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or its Permitted Transferees in connection with a redemption pursuant to Section 6.1 hereof) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than with respect to a Private Placement Warrant then held by the Sponsor Warrant or its Permitted Transferees in the event of connection with a redemptionredemption pursuant to Section 6.1 hereof) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 1 contract
Duration of Warrants. A Warrant may be exercised only during the period (the “Exercise Period”) (A) commencing on the later of: (i) the date that is thirty (30) days after the first date on which the Company completes a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar transactionbusiness combination, involving the Company and one or more businesses (a “Business Combination”), ) and (ii) the date that is twelve (12) months from the date of the closing of the Offering, and (B) terminating at 5:00 p.m., New York City time on the earlier to occur of: (wx) the date that is five (5) years after the date on which the Company completes its initial Business Combination, (xy) the liquidation of the Company in accordance with the Company’s certificate amended and restated memorandum and articles of incorporation, association (as amended from time to time, ) (the “Memorandum and Articles”) if the Company fails to consummate complete a Business Combination, and (yz) other than with respect to the Private Placement WarrantsWarrants then held by the Sponsor or its Permitted Transferees, the Redemption Date (as defined below) as provided in Section 6.2 6.3 hereof (the “Expiration Date”); provided, however, that the exercise of any Warrant shall be subject to the satisfaction of any applicable conditions, as set forth in subsection 3.3.2 below, below with respect to an effective registration statement. Except with respect to the right to receive the Redemption Price (as defined below) (other than with respect to a Private Placement WarrantWarrant then held by the Sponsor or a Permitted Transferee) in the event of a redemption (as set forth in Section 6 hereof), each Warrant (other than a Private Placement Warrant then held by the Sponsor Warrant in the event of or a redemptionPermitted Transferee) not exercised on or before the Expiration Date shall become null and void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at 5:00 p.m. p.m., New York City time on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, provided that the Company shall provide at least twenty (20) days prior written notice of any such extension to Registered Holders of the Warrants, Warrants and, provided further that any such extension shall be identical in duration among all the Warrants.
Appears in 1 contract