Common use of Partial or No Exercise of the Over-allotment Option Clause in Contracts

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it shall forfeit any and all rights to such number of Shares (up to an aggregate of 187,500 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares (not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket, any Shares underlying units to be issued in a private placement at the time of the IPO or any Shares to be issued to the underwriters at the time of the IPO) equal to 20% of the issued and outstanding Common Stock immediately following the IPO.

Appears in 3 contracts

Samples: MTech Acquisition Corp, MTech Acquisition Corp, Draper Oakwood Technology Acquisition Inc.

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Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 187,500 1,125,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares (Shares, not including Shares any shares of the Company’s Class A Common Stock, par value $0.0001 per share (the “Class A Common Stock” and, together with the Class B Common Stock, the “Common Stock”), issuable upon exercise of any warrants or any shares of Class A Common Stock purchased by Subscriber in the IPO or in the aftermarket, any Shares underlying units to be issued in a private placement at the time of the IPO or any Shares to be issued to the underwriters at the time of the IPO) equal to twenty percent (20% %) of the issued and outstanding shares of Common Stock immediately following the IPO.

Appears in 3 contracts

Samples: Stillwater Growth Corp. I, Lux Health Tech Acquisition Corp., Lux Health Tech Acquisition Corp.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 187,500 65,625 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares (not including any placement warrants that are expected to be purchased at the closing of the IPO, Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket, any Shares underlying units to be issued in a private placement at the time of the IPO aftermarket or any Shares to be securities issued to the underwriters at the time of the IPO) equal to 20% of the issued and outstanding Common Stock Shares immediately following the IPO.

Appears in 2 contracts

Samples: Financial Strategies Acquisition Corp., Financial Strategies Acquisition Corp.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it shall forfeit any and all rights to such number of Shares (up to an aggregate of 187,500 468,750 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares (not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket, any Shares underlying units to be issued in a private placement at the time of the IPO or any Shares to be issued to the underwriters at the time of the IPO) equal to 20% of the issued and outstanding Common Stock immediately following the IPO.

Appears in 2 contracts

Samples: Forum Merger Corp, Forum Merger Corp

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative representative(s) of the underwriters of the Company’s IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 187,500 Shares 375,000 Shares) and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and any such transferees and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares (not including Shares shares of common stock issuable upon exercise of any warrants or any Common Stock shares of common stock subscribed for and purchased by the Subscriber in the Company’s IPO or in the aftermarket, any Shares underlying units to be issued in a private placement at the time of the IPO or any Shares to be issued to the underwriters at the time of the IPO) equal to 20% of the issued and outstanding Common Stock shares of common stock of the Company immediately following the IPO.

Appears in 2 contracts

Samples: Securities Subscription Agreement (CA Healthcare Acquisition Corp.), Agreement (Evo Acquisition Corp)

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 187,500 309,375 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares (not including any placement warrants that are expected to be purchased at the closing of the IPO, Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket, any Shares underlying units to be issued in a private placement at the time of the IPO aftermarket or any Shares to be securities issued to the underwriters at the time of the IPO) equal to 20% of the issued and outstanding Common Stock Shares immediately following the IPO.

Appears in 2 contracts

Samples: Financial Strategies Acquisition Corp., Financial Strategies Acquisition Corp.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative representative(s) of the underwriters of the Company’s IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 187,500 750,000 Shares for the Subscriber) and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and any such transferees and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares (not including Shares shares of common stock issuable upon exercise of any warrants or any Common Stock shares of common stock subscribed for and purchased by the Subscriber in the Company’s IPO or in the aftermarket, any Shares underlying units to be issued in a private placement at the time of the IPO or any Shares to be issued to the underwriters at the time of the IPO) equal to 20% of the issued and outstanding Common Stock shares of common stock of the Company immediately following the IPO.

Appears in 2 contracts

Samples: Securities Subscription Agreement (NavSight Holdings, Inc.), Avalon Acquisition Inc.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it shall forfeit any and all rights to such number of Shares (up to an aggregate of 187,500 392,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares (not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket, any Shares underlying units to be issued in a private placement at the time of the IPO or any Shares to be issued to the underwriters at the time of the IPO) equal to 20% of the issued and outstanding Common Stock immediately following the IPO.

Appears in 2 contracts

Samples: Securities Subscription Agreement (Signal Hill Acquisition Corp.), Securities Subscription Agreement (Signal Hill Acquisition Corp.)

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it shall forfeit any and all rights to such number of Founder Shares (up to an aggregate of 187,500 3,214 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Founder Shares (not including Shares shares of Common Stock issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket, any Shares shares of Common Stock underlying units to be issued in a private placement at the time of the IPO or any Shares shares of Common Stock to be issued to the underwriters at the time of the IPO) equal to 20% of the issued and outstanding Common Stock of the Company immediately following the IPO.

Appears in 1 contract

Samples: GigCapital, Inc.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall automatically forfeit at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Shares (up to an aggregate of 187,500 937,500 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares owned by the Subscriber (not including Shares issuable upon exercise of and any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket, any Shares underlying units to be issued in a private placement at the time of the IPO or any Shares to be issued to the underwriters at the time of the IPOtransferees) will equal to 20% of the issued and outstanding Common Stock immediately following the IPOIPO (not including Class A Common Stock issuable upon exercise of any warrants, underlying any units or warrants issued in a private placement in connection with the IPO or purchased by the Subscriber in the IPO in the aftermarket).

Appears in 1 contract

Samples: Heartland Media Acquisition Corp.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall automatically forfeit at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Shares (up to an aggregate of 187,500 375,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares owned by the Subscriber (not including Shares issuable upon exercise of and any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket, any Shares underlying units to be issued in a private placement at the time of the IPO or any Shares to be issued to the underwriters at the time of the IPOsuch transferees) will equal to 2016% of the issued and outstanding Common Stock immediately following the IPO (not including Class A Common Stock issuable upon exercise of any warrants or underlying any units or warrants issued in a private placement in connection with the IPO).

Appears in 1 contract

Samples: Panacea Acquisition Corp

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 187,500 375,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if anyany such transferees) will own an aggregate number of Shares (not including any private placement shares, warrants, rights or units that may be purchased prior to or at the closing of the IPO, Shares issuable upon exercise of any warrants or rights or any Common Stock Ordinary Shares, warrants, rights or units purchased by Subscriber in the IPO or in the aftermarket, any Shares underlying units to be issued in a private placement at the time of the IPO or any Shares to be issued to the underwriters at the time of the IPO) equal to 20% of the issued and outstanding Common Stock Ordinary Shares immediately following the IPOIPO (in each case, not including Class A Ordinary Shares issuable upon exercise of any warrants).

Appears in 1 contract

Samples: Letter Agreement (Singularity Acquisition Corp.)

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the Company’s IPO is not exercised in full, the Subscriber acknowledges and agrees that it shall forfeit any and all rights to such number of Shares (up to an aggregate of 187,500 192,188 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders shareholders prior to the IPO, if any) will own an aggregate number of Shares (not including Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the Company’s IPO or in the aftermarket, any Shares underlying units to be issued aftermarket but including common stock purchased separately by Subscriber in a subsequent private placement at the time of the IPO or any Shares financing to be issued to the underwriters at the time of close concurrently with the IPO) equal to 20% of the issued and outstanding Common Stock immediately following the IPO.

Appears in 1 contract

Samples: Zhong Hui Holding LTD

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Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall automatically forfeit at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Shares (up to an aggregate of 187,500 806,250 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares owned by the Subscriber (not including Shares issuable upon exercise of and any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket, any Shares underlying units to be issued in a private placement at the time of the IPO or any Shares to be issued to the underwriters at the time of the IPOtransferees) will equal to 20% of the issued and outstanding Common Stock immediately following the IPOIPO (not including Class A Common Stock issuable upon exercise of any warrants, underlying any units or warrants issued in a private placement in connection with the IPO or purchased by the Subscriber in the IPO in the aftermarket).

Appears in 1 contract

Samples: Insight Acquisition Corp. /DE

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall automatically forfeit at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Shares (up to an aggregate of 187,500 750,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares owned by the Subscriber (not including Shares issuable upon exercise of and any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket, any Shares underlying units to be issued in a private placement at the time of the IPO or any Shares to be issued to the underwriters at the time of the IPOtransferees) will equal to 20% of the issued and outstanding Common Stock immediately following the IPOIPO (not including Class A Common Stock issuable upon exercise of any warrants, underlying any units or warrants issued in a private placement in connection with the IPO or purchased by the Subscriber in the IPO in the aftermarket).

Appears in 1 contract

Samples: Lerer Hippeau Acquisition Corp.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 187,500 937,500 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares (not including Shares shares of Series A common stock (collectively with Series B common stock, the “Common Stock”) included in Units, issuable upon exercise of any warrants or any Common Stock shares of Series A common stock purchased by Subscriber in the IPO or in the aftermarket, any Shares underlying units to be issued in a private placement at the time of the IPO or any Shares to be issued to the underwriters at the time of the IPO) equal to 20% of the issued and outstanding shares of Common Stock immediately following the IPO.

Appears in 1 contract

Samples: Atlantic Coastal Acquisition Corp. II

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it shall forfeit any and all rights to such number of Founder Shares (up to an aggregate of 187,500 28,929 Founder Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Founder Shares (not including Shares shares of Common Stock issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket, any Shares shares of Common Stock underlying units to be issued in a private placement at the time of the IPO or any Shares shares of Common Stock to be issued to the underwriters at the time of the IPO) equal to 20% of the issued and outstanding Common Stock of the Company immediately following the IPO.

Appears in 1 contract

Samples: GigCapital, Inc.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 187,500 468,750 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares (not including any placement warrants that are expected to be purchased at the closing of the IPO, Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket, any Shares underlying units to be issued in a private placement at the time of the IPO aftermarket or any Shares to be securities issued to the underwriters at the time of the IPO) equal to 20% of the issued and outstanding Common Stock Shares (excluding any Shares issued to the underwriter in the IPO) immediately following the IPO.

Appears in 1 contract

Samples: Clover Leaf Capital Corp.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 187,500 656,250 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares (not including any placement warrants that are expected to be purchased at the closing of the IPO, Shares issuable upon exercise of any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket, any Shares underlying units to be issued in a private placement at the time of the IPO aftermarket or any Shares to be securities issued to the underwriters at the time of the IPO) equal to 20% of the issued and outstanding Common Stock Shares immediately following the IPO.

Appears in 1 contract

Samples: Aeon Acquisition Corp

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall forfeit any and all rights to such number of Shares (up to an aggregate of 187,500 562,500 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares (not including any placement securities that are expected to be purchased at the closing of the IPO, shares issued to the underwriters in the IPO, Shares issuable upon exercise conversion of any warrants rights or any Common Stock purchased by Subscriber in the IPO or in the aftermarket, any Shares underlying units to be issued in a private placement at the time of the IPO or any Shares to be issued to the underwriters at the time of the IPO) equal to 20% of the issued and outstanding Common Stock Shares immediately following the IPO.

Appears in 1 contract

Samples: ROC Energy Acquisition Corp.

Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted to the representative of the underwriters of the IPO is not exercised in full, the Subscriber acknowledges and agrees that it (or, if applicable, it and any transferees of Shares) shall automatically forfeit at the time such Over-allotment Option expires (or earlier if the underwriters of the IPO waive their ability to exercise such Over-allotment Option) any and all rights to such number of Shares (up to an aggregate of 187,500 750,000 Shares and pro rata based upon the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other initial stockholders prior to the IPO, if any) will own an aggregate number of Shares owned by the Subscriber (not including Shares issuable upon exercise of and any warrants or any Common Stock purchased by Subscriber in the IPO or in the aftermarket, any Shares underlying units to be issued in a private placement at the time of the IPO or any Shares to be issued to the underwriters at the time of the IPOsuch transferees) will equal to 20% of the issued and outstanding Common Stock immediately following the IPO (not including Class A Common Stock issuable upon exercise of any warrants or underlying any units or warrants issued in a private placement in connection with the IPO).

Appears in 1 contract

Samples: FirstMark Acquisition Corp. II

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