Common use of Detachability of Public Warrants Clause in Contracts

Detachability of Public Warrants. Each Public Warrant shall initially be issued together with one share of Common Stock as a unit (a “Unit”). The shares of Common Stock and the Public Warrants comprising the Units shall not be separately transferable until 90 days after the date of the prospectus relating to the Public Offering filed with the U.S. Securities and Exchange Commission (the “SEC”) pursuant to Rule 424 under the Act unless, EBC, as representative of the underwriters, informs the other parties hereto of its decision to allow earlier separate trading, but in no event will EBC, as representative of the underwriters, allow separate trading of the securities comprising the Units until the Company files a Current Report on Form 8-K with the SEC, including an audited balance sheet that will reflect our receipt of the proceeds of this offering, including the proceeds from the exercise, if any, of the over-allotment option if it is exercised prior to the filing of the Form 8-K and (b) the Company issues a press release announcing when such separate trading will begin. The date on which the securities comprising the Units become separately transferable is referred to herein as the “Detachment Date.” Prior to the Detachment Date, Public Warrants may be transferred or exchanged only together with the Unit in which such Public Warrant is included, and only for the purpose of effecting, or in conjunction with, a transfer or exchange of such Unit.

Appears in 4 contracts

Samples: Warrant Agreement (Universal Business Payment Solutions Acquisition Corp), Warrant Agreement (Universal Business Payment Solutions Acquisition Corp), Warrant Agreement (Universal Business Payment Solutions Acquisition Corp)

AutoNDA by SimpleDocs

Detachability of Public Warrants. Each Public Warrant shall initially be issued together with one share of Common Stock as a unit (a “Unit”). The shares of Common Stock and the Public Warrants comprising the Units shall not be separately transferable until 90 days after the date of the prospectus relating to the Public Offering filed with the U.S. Securities and Exchange Commission (the “SEC”) pursuant to Rule 424 under the Act unless, EBC, as representative of the underwriters, unless Lazard Capital Markets LLC (“Lazard”) informs the other parties hereto of its decision to allow earlier separate trading, but in no event will EBC, as representative of the underwriters, Lazard allow separate trading of the securities comprising the Units until the Company files (a) a Current Report on Form 8-K with the SEC, including SEC that includes an audited balance sheet that will reflect our reflecting the receipt by the Company of the gross proceeds of the Public Offering and (b) an additional Current Report on Form 8-K reflecting the receipt of the proceeds of this offering, including the proceeds from the exercise, if any, exercise of the underwriters’ over-allotment option, if the over- allotment option if it is exercised prior to the after our initial filing of the a Current Report on Form 8-K and (b) the Company issues a press release announcing when such separate trading will begin. K. The date on which the securities comprising the Units become separately transferable is referred to herein as the “Detachment Date.” Prior to the Detachment Date, Public Warrants may be transferred or exchanged only together with the Unit in which such Public Warrant is included, and only for the purpose of effecting, or in conjunction with, a transfer or exchange of such Unit.

Appears in 1 contract

Samples: Warrant Agreement (Grail Investment Corp.)

AutoNDA by SimpleDocs
Time is Money Join Law Insider Premium to draft better contracts faster.