Common use of Warrant Private Placement Clause in Contracts

Warrant Private Placement. Simultaneously with the Closing Date, the Sponsor will purchase from the Company, pursuant to the Purchase Agreement (as defined in Section 2.21.2 hereof), an aggregate of 3,500,000 private placement warrants (the “Placement Warrants”), whether or not the Over-allotment Option is exercised in full or at all, which Placement Warrants are substantially identical to the Warrants included in the Firm Units, subject to certain exceptions, at a purchase price of $1.00 per Placement Warrant, in a private placement intended to be exempt from registration under the Act pursuant to Section 4(a)(2) of the Act. The private placement of the Placement Warrants to the Sponsor is referred to herein as the “Warrant Private Placement.” Certain proceeds from the sale of the Placement Warrants shall be deposited into the Trust Account. Neither the Placement Warrants nor the Ordinary Shares issuable upon exercise of the Placement Warrants (collectively, the “Placement Securities”) may be sold, assigned or transferred by the Sponsor or their permitted transferees until thirty (30) days after consummation of a Business Combination.

Appears in 2 contracts

Sources: Underwriting Agreement (Berto Acquisition Corp.), Underwriting Agreement (Berto Acquisition Corp.)

Warrant Private Placement. Simultaneously with the Closing Date, the Sponsor will purchase from the Company, Company pursuant to the a Warrant Purchase Agreement (as defined in Section 2.21.2 hereof), below) an aggregate of 3,500,000 private placement 2,034,000 warrants (2,134,000 if the “Placement Warrants”), whether or not the Over-allotment Option underwriters’ option to purchase additional Units is exercised in full or at allfull) of the Company, which Placement Warrants warrants are substantially identical to the Warrants included in the Firm Units, Units subject to certain exceptionsexceptions (collectively, the “Placement Warrants”), at a purchase price of $1.00 1.50 per Placement Warrant, Warrant in a private placement (the “Warrant Private Placement”) intended to be exempt from registration under the Act pursuant to Section 4(a)(2) of the Act. The private placement terms of the Placement Warrants to are as described in the Prospectus (as defined in Section 2.1.1 below). None of the Placement Warrants nor the underlying shares of Common Stock issuable upon exercise of the Placement Warrants may be sold, assigned or transferred by the Sponsor is referred to herein as the “Warrant Private Placement.” Certain or its permitted transferees until thirty (30) days after consummation of a Business Combination. The proceeds from the sale of the Placement Warrants shall be deposited into the Trust Account. Neither Account pursuant to the Placement Warrants nor the Ordinary Shares issuable upon exercise terms of the Placement Warrants (collectively, the “Placement Securities”) may be sold, assigned or transferred by the Sponsor or their permitted transferees until thirty (30) days after consummation of a Business CombinationWarrant Purchase Agreement.

Appears in 1 contract

Sources: Underwriting Agreement (Opy Acquisition Corp. I)

Warrant Private Placement. Simultaneously with the Closing Date, the Sponsor will purchase from the Company, pursuant to the Purchase Agreement (as defined in Section 2.21.2 2.21.3 hereof), an aggregate of 3,500,000 private placement warrants (the “Placement Warrants”), whether or not the Over-allotment Option is exercised in full or at all, which Placement Warrants are substantially identical to the Warrants included in the Firm Units, subject to certain exceptions, at a purchase price of $1.00 per Placement Warrant, in a private placement intended to be exempt from registration under the Act pursuant to Section 4(a)(2) of the Act. The private placement of the Placement Warrants to the Sponsor is referred to herein as the “Warrant Private Placement.” Certain proceeds from the sale of the Placement Warrants shall be deposited into the Trust Account. Neither the Placement Warrants nor the Ordinary Shares issuable upon exercise of the Placement Warrants (collectively, the “Placement Securities”) may be sold, assigned or transferred by the Sponsor or their permitted transferees until thirty (30) days after consummation of a Business Combination.

Appears in 1 contract

Sources: Underwriting Agreement (Berto Acquisition Corp.)