Common use of Issue of Warrant Shares Clause in Contracts

Issue of Warrant Shares. 6.1 Subject to the Constitution, the Cayman Companies Act and any applicable legal and regulatory requirements, completion of the allotment and issue of Warrant Shares following an exercise of the Warrants in accordance with Clause 4 shall take place at the registered office of the Company within twenty (20) Business Days (or such other place and date as mutually agreed by the Parties) after receipt by the Company of: (a) all of the documents referred to in Clause 4.4; and (b) payment by telegraphic transfer to the Company’s Bank Account (to be notified by the Company to the Warrantholder) of the relevant Subscription Price for the number of Warrant Shares specified in the relevant Exercise Notice. 6.2 Upon completion of an allotment and issue of Warrant Shares, the Company shall, subject to the Constitution: (a) Enter, or cause to be entered by the Company’s registrar and transfer agent, the Warrantholder (or its nominee, as appropriate) in the Company’s register of shareholders as the holder of the number of Warrant Shares issued to it; and (b) Deliver, or cause to be delivered by the Company’s registrar and transfer agent, to the Warrantholder a duly executed share certificate for the number of Warrant Shares issued to it or make an appropriate entry into the electronic register of the Company’s shares and shareholders with confirmation of such entry to be delivered to the Warrantholder. 6.3 Upon the Company’s receipt of the Subscription Price therefore, the Warrant Shares issued upon exercise of vested Warrants shall be fully paid and non-assessable. 6.4 No fractions of a Warrant Share shall be allotted or issued on the exercise of any Warrants. If the exercise of any Warrants would require a fraction of a Warrant Share to be allotted, the aggregate number of Warrant Shares so allotted to a Warrantholder will be rounded down to the nearest whole Warrant Share. In the event of such rounding down for fractional shares, no refund will be made to the Warrantholder.

Appears in 2 contracts

Samples: Business Combination Agreement (Fat Projects Acquisition Corp), Warrant Agreement (Fat Projects Acquisition Corp)

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Issue of Warrant Shares. 6.1 5.1 Subject to the Constitution, the Cayman Companies Act Articles and to any applicable legal and regulatory requirements, completion of the allotment and issue of Warrant Shares following an exercise of the Warrants in accordance with Clause 4 shall take place at the registered office of the Company within twenty (20) Business Days (or such other place and date as mutually agreed by the Parties) after shall, subject to receipt by the Company of: (a) all of the documents referred to in Clause 4.4; and (b) clause 4.3, take place on or before the end of the Exercise Period. Where those documents or that payment by telegraphic transfer to the Company’s Bank Account (to be notified is not received by the Company to on or before the Warrantholder) end of the relevant Subscription Price for Exercise Period, the number of Warrant Shares specified in the relevant Exercise NoticeNotice shall automatically lapse. 6.2 5.2 Upon completion of an allotment and issue of Warrant Shares, the Company shall, subject to the ConstitutionLaw and to the Articles: (a) Enter, allot and issue to the Warrantholder (or cause to be entered by its nominee) the Company’s registrar and transfer agent, number of Warrant Shares for which it is exercising its Subscription Rights; and (b) enter the Warrantholder (or its nominee, as appropriate) in the Company’s 's register of shareholders members as the holder of the number of Warrant Shares issued to ithim. 5.3 The Warrant Shares issued under clause 5.2 shall: (a) be issued fully paid; (b) rank pari passu and form one class with the fully paid shares of the same class then in issue, subject to the Articles; and (bc) Deliver, entitle the registered holder to receive any dividend or cause to be delivered by other distribution announced or declared on or after the Company’s registrar and transfer agent, to the Warrantholder a duly executed share certificate for the number date of Warrant Shares issued to it or make an appropriate entry into the electronic register issue of the Company’s shares and shareholders with confirmation of such entry to be delivered to the WarrantholderWarrant Shares. 6.3 Upon the Company’s receipt of the Subscription Price therefore, the Warrant Shares issued upon exercise of vested Warrants shall be fully paid and non-assessable. 6.4 5.4 No fractions of a Warrant Share shall be allotted or issued on the exercise of any WarrantsSubscription Rights and no refund will be made to the Warrantholder exercising such Subscription Rights. If the exercise of any Warrants Subscription Rights would require a fraction of a Warrant Share to be allotted, the aggregate number of Warrant Shares so allotted to a Warrantholder will be rounded down to the nearest whole Warrant Share. In the event of such rounding down for fractional shares, no refund will be made to the Warrantholder.

Appears in 1 contract

Samples: Warrant Instrument

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Issue of Warrant Shares. 6.1 Subject to the Constitution, the Cayman Companies Act Articles and to any applicable legal and regulatory requirements, completion of the allotment and issue of Warrant Shares following an exercise of the Warrants Subscription Rights in accordance with Clause clause 4 shall take place at on a date agreed in writing by the registered office of the Company within twenty (20) parties, such date being not later than five Business Days (or such other place and date as mutually agreed by the Parties) after receipt by the Company of the last of: (a) all of : the documents referred to in Clause 4.4clause 4.3; and (b) and payment by telegraphic transfer to the Company’s Bank Account (to be notified by the Company to the Warrantholder) 's account of the relevant aggregate Subscription Price for the number of Warrant Shares specified in the relevant Exercise Notice. 6.2 . Upon completion of an allotment and issue of Warrant Shares, the Company shall, subject to the Constitution: Act and to the Articles: allot and issue the number of Warrant Xxxxxx credited as fully paid to the Warrantholder (aor its nominee) Enter, or cause to be entered by the Company’s registrar and transfer agent, for which it is exercising its Subscription Rights; enter the Warrantholder (or its nominee, as appropriate) in the Company’s 's register of shareholders members as the holder of the number of Warrant Shares issued to itthem; and (b) Deliver, or cause to be delivered by the Company’s registrar and transfer agent, deliver to the Warrantholder a duly executed share certificate for the number of Warrant Shares issued to it or make an appropriate entry into the electronic register of the Company’s shares and shareholders with confirmation of such entry to be delivered to the Warrantholder. 6.3 Upon the Company’s receipt of the Subscription Price therefore, the them. The Warrant Shares issued upon exercise of vested Warrants shall under clause 5.2(a) shall: be issued fully paid; rank pari passu and form one class with the fully paid shares of the same class then in issue, subject to the Articles; and non-assessable. 6.4 entitle the registered holder to receive any dividend or other distribution announced or declared on or after the date of issue of the relevant Warrant Shares. No fractions of a Warrant Share shall be allotted or issued on the exercise of any WarrantsSubscription Rights and no refund will be made to the Warrantholder exercising such Subscription Rights. If the exercise of any Warrants Subscription Rights would require a fraction of a Warrant Share to be allotted, the aggregate number of Warrant Shares so allotted to a Warrantholder will be rounded down to the nearest whole Warrant Share. In the event of such rounding down for fractional shares, no refund will be made to the Warrantholder.

Appears in 1 contract

Samples: Equity Warrant Agreement

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