Lock-up; Transfer Restrictions. (a) The Sponsor and the Insiders agree that they shall not Transfer any Founder Shares (the “Founder Shares Lock-up”) until the earliest of (A) one year after the completion of an initial Business Combination and (B) subsequent to an initial Business Combination, (i) if the closing price of the Ordinary Shares equals or exceeds $12.00 per share (as adjusted for share sub-divisions, share capitalizations, share consolidations, reorganizations, recapitalizations and the like) for any 20 trading days within a 30-trading day period commencing at least 150 days after the Company’s initial Business Combination or (ii) the date on which the Company completes a liquidation, merger, share exchange or other similar transaction that results in all of the Company’s shareholders having the right to exchange their Ordinary Shares for cash, securities or other property (the “Founder Shares Lock-up Period”).
Appears in 5 contracts
Samples: Letter Agreement (Onyx Acquisition Co. I), Letter Agreement (Onyx Acquisition Co. I), Letter Agreement (Excelsa Acquisition Corp.)
Lock-up; Transfer Restrictions. (a) The Sponsor and the Insiders agree each Insider, severally and not jointly, agrees that they it shall not Transfer any Founder Shares (the “Founder Shares Lock-up”) until the earliest earlier of (A) one year after the completion of an the initial Business Combination business combination and (B) subsequent to an the initial Business Combinationbusiness combination, (ix) if the closing price of the Ordinary Shares Class A ordinary shares equals or exceeds $12.00 per share (as adjusted for share sub-divisionssubdivisions, share capitalizations, share consolidations, reorganizations, recapitalizations and the like) for any 20 trading days within a any 30-trading day period commencing at least 150 days after the Company’s initial Business Combination business combination, or (iiy) the date on which the Company completes we complete a liquidation, merger, share exchange or other similar transaction that results in all of the Company’s shareholders Public Shareholders having the right to exchange their Ordinary Public Shares for cash, securities or other property (the “Founder Shares Lock-up Period”).
Appears in 2 contracts
Samples: Letter Agreement (Semper Paratus Acquisition Corp), Letter Agreement (Semper Paratus Acquisition Corp)
Lock-up; Transfer Restrictions. (a) The Sponsor and the Insiders agree each Insider agrees that they it, he or she shall not Transfer (as defined below) any Founder Shares (the “Founder Shares Lock-up”) until the earliest earlier of (A) one year six months after the completion of an initial the Company’s Business Combination and (B) subsequent to an initial the Business Combination, (ix) if the closing price of the Ordinary Shares equals or exceeds $12.00 per share unit (as adjusted for share sub-divisionssubdivisions, share capitalizations, share consolidationsdividends, reorganizations, recapitalizations and the like) for any 20 trading days within a any 30-trading day period commencing at least 150 days after the Company’s initial Business Combination or (iiy) the date on which the Company completes a liquidation, merger, capital share exchange exchange, reorganization or other similar transaction that results in all of the Company’s shareholders having the right to exchange their Ordinary Shares for cash, securities or other property (the “Founder Shares Lock-up Period”).
Appears in 2 contracts
Samples: Letter Agreement (Prospect Energy Holdings Corp.), Letter Agreement (Prospect Energy Holdings Corp.)