Agreement Not to Issue Additional Shares of Class A Common Stock or Warrants. Prior to the consummation of a Business Combination or the Liquidation, the Company shall not issue any shares of Class A Common Stock, Public Warrants, Private Placement Warrants or any options or other securities convertible into or exercisable or exchangeable for shares of Class A Common Stock, or any shares of preferred stock, in each case, that would entitle the holders thereof to (i) receive funds from the Trust Account or (ii) vote as a class with the shares of Class A Common Stock (a) on a Business Combination or on any other proposal presented to the Public Stockholders prior to or in connection with the completion of a Business Combination or (b) to approve an amendment to the Amended and Restated Certificate of Incorporation to (x) extend the time the Company has to consummate a Business Combination beyond 24 months from the First Closing Date or (y) amend such other provisions as set forth in the Registration Statement, Time of Sale Prospectus or the Prospectus.
Appears in 16 contracts
Samples: Underwriting Agreement (Glass Houses Acquisition Corp.), Underwriting Agreement (Glass Houses Acquisition Corp.), Underwriting Agreement (CM Life Sciences II Inc.)
Agreement Not to Issue Additional Shares of Class A Common Stock or Warrants. Prior to the consummation of a Business Combination or the Liquidation, the Company shall not issue any shares of Class A Common Stock, Public Warrants, Private Placement Warrants or any options or other securities convertible into or exercisable or exchangeable for shares of Class A Common Stock, or any shares of preferred stock, in each case, that would entitle the holders thereof to (i) receive funds from the Trust Account or (ii) vote as a class with the shares of Class A Common Stock (a) on a Business Combination or on any other proposal presented to the Public Stockholders prior to or in connection with the completion of a Business Combination or (b) to approve an amendment to the Amended and Restated Certificate of Incorporation to (x) extend the time the Company has to consummate a Business Combination beyond 24 18 months from the First Closing Date or (y) amend such other provisions as set forth in the Registration Statement, Time of Sale Prospectus or the Prospectus.
Appears in 4 contracts
Samples: Underwriting Agreement (Home Plate Acquisition Corp), Underwriting Agreement (Home Plate Acquisition Corp), Underwriting Agreement (Software Acquisition Group Inc. III)
Agreement Not to Issue Additional Shares of Class A Common Stock or Warrants. Prior to the consummation of a Business Combination or the Liquidation, the Company shall not issue any shares of Class A Common Stock, Public Warrants, Private Placement Warrants Units or any options or other securities convertible into or exercisable or exchangeable for shares of Class A Common Stock, or any shares of preferred stock, in each case, that participate in, or would entitle the holders thereof to (i) receive funds from the Trust Account or (ii) vote as a class with the shares of Class A Common Stock Ordinary Shares (a) on a Business Combination or on any other proposal presented to the Public Stockholders Shareholders prior to or in connection with the completion of a Business Combination or (b) to approve an amendment to the Amended and Restated Certificate Memorandum and Articles of Incorporation Association to (x) extend the time the Company has to consummate a Business Combination beyond 24 months from the First Closing Date or (y) amend such other provisions as set forth in the Registration Statement, Time of Sale Prospectus or the Prospectus.
Appears in 3 contracts
Samples: Underwriting Agreement (Forum Merger IV Corp), Underwriting Agreement (Forum Merger IV Corp), Underwriting Agreement (Forum Merger III Corp)
Agreement Not to Issue Additional Shares of Class A Common Stock or Warrants. Prior to the consummation of a Business Combination or the Liquidation, the Company shall not issue any shares of Class A Common Stock, Public Warrants, Private Placement Warrants or any options or other securities convertible into or exercisable or exchangeable for shares of Class A Common Stock, or any shares of preferred stock, in each case, that would entitle the holders thereof to (i) receive funds from the Trust Account or (ii) vote as a class with the shares of Class A Common Stock (a) on a Business Combination or on any other proposal presented to the Public Stockholders prior to or in connection with the completion of a Business Combination or (b) to approve an amendment to the Amended and Restated Certificate of Incorporation to (x) extend the time the Company has to consummate a Business Combination beyond 24 15 months from the First Closing Date (subject to six one-month extensions provided the Sponsor deposits an additional $0.033 per share into the Trust Account for any month so extended) or (y) amend such other provisions as set forth in the Registration Statement, Time of Sale Prospectus or the Prospectus.
Appears in 2 contracts
Samples: Underwriting Agreement (LF Capital Acquisition Corp. II), Underwriting Agreement (LF Capital Acquisition Corp. II)
Agreement Not to Issue Additional Shares of Class A Common Stock or Warrants. Prior to the consummation of a Business Combination or the Liquidation, the Company shall not issue any shares of Class A Common Stock, Public Warrants, Private Placement Warrants or any options or other securities convertible into or exercisable or exchangeable for shares of Class A Common Stock, or any shares of preferred stock, in each case, that would entitle the holders thereof to (i) receive funds from the Trust Account or (ii) vote as a class with the shares of Class A Common Stock (a) on a)on a Business Combination or on any other proposal presented to the Public Stockholders prior to or in connection with the completion of a Business Combination or (b) to approve an amendment to the Amended and Restated Certificate of Incorporation to (x) extend the time the Company has to consummate a Business Combination beyond 24 months from the First Closing Date or (y) amend such other provisions as set forth in the Registration Statement, Time of Sale Prospectus or the Prospectus.
Appears in 1 contract
Samples: Underwriting Agreement (Healthwell Acquisition Corp. I)
Agreement Not to Issue Additional Shares of Class A Common Stock or Warrants. Prior to the consummation of a Business Combination or the Liquidation, the Company shall not issue any shares of Class A Common Stock, Public Warrants, Private Placement Warrants or any options or other securities convertible into or exercisable or exchangeable for shares of Class A Common Stock, or any shares of preferred stock, in each case, that would entitle the holders thereof to (i) receive funds from the Trust Account or (ii) vote as a class with the shares of Class A Common Stock (a) on a Business Combination or on any other proposal presented to the Public Stockholders prior to or in connection with the completion of a Business Combination or (b) to approve an amendment to the Amended and Restated Certificate of Incorporation to (x) extend the time the Company has to consummate a Business Combination beyond 24 months from the First Closing Date or (y) amend such other provisions as set forth in the Registration Statement, Time of Sale Prospectus or the Prospectus.
Appears in 1 contract
Samples: Underwriting Agreement (Healthwell Acquisition Corp. I)