Authorization, Purchase and Sale. Terms of the $15 Exercise Price Warrants.
Authorization, Purchase and Sale. Terms of the Sponsor Units.
(a) Authorization of the Sponsor Units. The Company has duly authorized the issuance and sale of the Sponsor Units to the Purchaser.
(b) Purchase and Sale of the Sponsor Units.
(i) On the date of the consummation of the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (the “Initial Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, 325,000 Sponsor Units at a price of $10.00 per Unit for an aggregate purchase price of $3,250,000 (the “Purchase Price”), which shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Initial Closing Date in accordance with the Company’s wiring instructions. On the Initial Closing Date, following the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the Company, at its option, shall deliver a certificate evidencing the Sponsor Units purchased on such date, duly registered in the Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.
(ii) On the date of any consummation of the closing of the over-allotment option in connection with the Public Offering or on such earlier time and date as may be mutually agreed by the Purchaser and the Company (each such date, an “Over-allotment Closing Date,” and each Over-allotment Closing Date (if any) and the Initial Closing Date being sometimes referred to herein as a “Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, up to an aggregate of 27,857 Sponsor Units, in the same proportion as the amount of the option that is then so exercised, at a price of $10.00 per Unit for an aggregate purchase price of up to $278,570 (if the over-allotment option in connection with the Public Offering is exercised in full) (the “Over-allotment Purchase Price”), which shall be paid by wire transfer of immediately available funds to the Company at least one day prior to the Over-allotment Closing Date in accordance with the Company’s wiring instructions. On the Over-allotment Closing Date, following the payment by the Purchaser of the Over-allotment Purchase Price by wire transfer of immediately available funds to the Company, the Company shall, at its option, deliver a certificate to the Purchaser evidencing the Sponsor Units purchased on such date duly registe...
Authorization, Purchase and Sale. Terms of the Founders’ Units, Founders’ Shares, Founders’ Warrants and Private Placement Warrants.
A. Authorization of the Founders’ Units, Founders’ Shares, Founders’ Warrants, Private Placement Warrants and Shares Underlying each of the Founders’ Warrants and Private Placement Warrants. The Company has duly authorized the issuance and sale to the Purchaser of each of the Founders’ Units, Founders’ Shares, Founders’ Warrants, Private Placement Warrants and the Shares underlying each of the Founders’ Warrants and Private Placement Warrants (collectively, the “Securities”).
Authorization, Purchase and Sale. Authorization of the Class C Common Stock. The Company shall ----------------------------------------- authorize the issuance and sale to the Purchaser of an aggregate number of shares of its Class C Non-voting Common Stock, par value $0.001 per share (the "Class C Common Stock") to meet the calculation set forth in Section 1B below. -------------------- ---------- The Class C Common Stock is convertible into shares of the Company's Class A Common Stock on a one-for-one basis at the option of Purchaser at any time; provided that the Purchaser complies with the requirements of Section 5 hereof. ----------
Authorization, Purchase and Sale. Terms of the Founders’ Units, Founders’ Shares and Founders’ Warrants.
A. Authorization of the Founders’ Units, Founders’ Shares, Founders’ Warrants, and Shares Underlying the Founders’ Warrants. The Company has duly authorized the issuance and sale to the Purchaser of each of the Founders’ Units, Founders’ Shares, Founders’ Warrants, and the Shares underlying each of the Founders’ Warrants (collectively, the “Securities”).
Authorization, Purchase and Sale. Terms of the Private Placement CAPS™.
Authorization, Purchase and Sale. Terms of the $11.50 Exercise Price Warrants.
A. Authorization of the $11.50
Authorization, Purchase and Sale. Terms of the Private Placement Warrants.
Authorization, Purchase and Sale. The Company has authorized (i) the initial sale and issuance to the Purchasers of the Notes and (ii) the issuance of up to 2,224,320 shares of Common Stock to be issued upon the conversion of the Notes. Subject to and upon the terms and conditions set forth in this Agreement, at the Closing, the Company shall issue and sell to each Purchaser, and each Purchaser, severally, shall purchase from the Company the aggregate principal amount of Notes set forth opposite the name of such Purchaser under the headings “Principal Amount of Notes to be Purchased” on Exhibit A hereto, at a purchase price equal to the principal amount of Notes purchased (the “Purchase Price”).
