Purchase of Option Units. Subject to all the terms and conditions of this Agreement, the Company grants the Option to the several Underwriters to purchase, severally and not jointly, all or less than all of the Option Units at the Purchase Price less an amount per Unit equal to any dividends or distributions declared by the Company and payable on the Firm Units but not payable on the Option Units. The Option may be exercised only to cover over-allotments in the sale of the Firm Units by the Underwriters. The Option may be exercised in whole or in part at any time on or before the 45th day after the date of this Agreement, upon written notice (the “Option Units Notice”) by the Underwriters to the Company no later than 12:00 noon, New York City time, at least two and no more than five business days before the date specified for closing in the Option Units Notice (the “Option Closing Date”) setting forth the aggregate number of Option Units to be purchased and the time and date for such purchase. On any Option Closing Date, the Company shall issue and sell to the Underwriters the number of Option Units set forth in the Option Units Notice and each Underwriter shall purchase from the Company such percentage of the Option Units as is equal to the percentage of Firm Units that such Underwriter is purchasing, as adjusted by the Underwriters in such manner as they deem advisable to avoid fractional shares.
Appears in 4 contracts
Samples: Underwriting Agreement (Amplitude Healthcare Acquisition Corp), Underwriting Agreement (Amplitude Healthcare Acquisition Corp), Underwriting Agreement (Edify Acquisition Corp.)
Purchase of Option Units. Subject to all the terms and conditions of this Agreement, the Company grants the Option to the several Underwriters to purchase, severally and not jointly, all or less than all of the Option Units at the Purchase Price less an amount per Unit equal to any dividends or distributions declared by the Company and payable on the Firm Units but not payable on the Option Units. The Option may be exercised only to cover over-allotments in the sale of the Firm Units by the Underwriters. The Option may be exercised in whole or in part at any time on or before the 45th day after the date of this Agreement, upon written notice (the “Option Units Notice”) by the Underwriters to the Company no later than 12:00 p.m. (noon), New York City time, at least two and no more than five business days (or such shorter period as the Company may agree to in its sole and absolute discretion) before the date specified for closing in the Option Units Notice (the “Option Closing Date”) setting forth the aggregate number of Option Units to be purchased and the time and date for such purchase. On any Option Closing Date, the Company shall issue and sell to the Underwriters the number of Option Units set forth in the Option Units Notice and each Underwriter shall purchase from the Company such percentage of the Option Units as is equal to the percentage of Firm Units that such Underwriter is purchasing, as adjusted by the Underwriters in such manner as they deem advisable to avoid fractional shares.
Appears in 3 contracts
Samples: Underwriting Agreement (G&P Acquisition Corp.), Underwriting Agreement (G&P Acquisition Corp.), Underwriting Agreement (G&P Acquisition Corp.)
Purchase of Option Units. Subject to all the terms and conditions of this Agreement, the Company grants the Option to the several Underwriters to purchase, severally and not jointly, all or less than all of the Option Units at the Purchase Price less an amount per Unit share equal to any dividends or distributions declared by the Company and payable on the shares of Common Stock comprising the Firm Units but not payable on the shares of Common Stock comprising the Option Units. The Such Option may Units shall be exercised only identical in all respects to cover over-allotments in the sale of the Firm Units by the UnderwritersUnits. The Option may be exercised in whole or in part at any time on or before the 45th 30th day after the date of this Agreement, upon written notice (the “Option Units Notice”) by the Underwriters Representatives to the Company no later than 12:00 noon, New York City time, at least two and no more than five business days before the date specified for closing in the Option Units Notice (the “Option Closing Date”) setting forth the aggregate number of Option Units to be purchased and the time and date for such purchase. On any Option Closing Date, the Company shall issue and sell to the Underwriters the number of Option Units set forth in the Option Units Notice and each Underwriter shall purchase from the Company such percentage of the Option Units as is equal to the percentage of Firm Units that such Underwriter is purchasing, as adjusted by the Underwriters Representatives in such manner as they deem it deems advisable to avoid fractional sharesUnits.
Appears in 2 contracts
Samples: Underwriting Agreement (Hycroft Mining Holding Corp), Underwriting Agreement (Hycroft Mining Holding Corp)
Purchase of Option Units. Subject to all the terms and conditions of this Agreement, the Company grants the Option to the several Underwriters to purchase, severally and not jointly, all or less than all of the Option Units at the Purchase Price less an amount per Unit equal to any dividends or distributions declared by the Company and payable on the Firm Units but not payable on the Option Units. The Option may be exercised only to cover over-allotments in the sale of the Firm Units by the Underwriters. The Option may be exercised in whole or in part at any time on or before the 45th day after the date of this Agreement, upon written notice (the “Option Units Notice”) by the Underwriters to the Company no later than 12:00 noon, New York City time, at least two and no more than five business days before the date specified for closing in the Option Units Notice (the “Option Closing Date”) setting forth the aggregate number of Option Units to be purchased and the time and date for such purchase. On any Option Closing Date, the Company shall issue and sell to the Underwriters the number of Option Units set forth in the Option Units Notice and each Underwriter shall purchase from the Company such percentage of the Option Units as is equal to the percentage of Firm Units that such Underwriter is purchasing, as adjusted by the Underwriters in such manner as they deem advisable to avoid fractional shares. Business day shall mean any day other than a Saturday, a Sunday or a legal holiday or a day on which banking institutions or trust companies are authorized or obligated by law to close in New York City (“business day”).
Appears in 2 contracts
Samples: Ocelot Acquisition Corp I, Ocelot Acquisition Corp I
Purchase of Option Units. Subject to all the terms and conditions of this Agreement, the Company grants the Option to the several Underwriters to purchase, severally and not jointly, all or less than all of the Option Units at the Purchase Price a purchase price per Unit of $8.505 less an amount per Unit share equal to any dividends or distributions declared by the Company and payable on the shares of Common Stock comprising the Firm Units but not payable on the shares of Common Stock comprising the Option Units. The Such Option may Units shall be exercised only identical in all respects to cover over-allotments in the sale of the Firm Units by the UnderwritersUnits. The Option may be exercised in whole or in part at any time on or before the 45th 30th day after the date of this Agreement, upon written notice (the “Option Units Notice”) by the Underwriters Representatives to the Company no later than 12:00 noon, New York City time, at least two and no more than five business days before the date specified for closing in the Option Units Notice (the “Option Closing Date”) setting forth the aggregate number of Option Units to be purchased and the time and date for such purchase. On any Option Closing Date, the Company shall issue and sell to the Underwriters the number of Option Units set forth in the Option Units Notice and each Underwriter shall purchase from the Company such percentage of the Option Units as is equal to the percentage of Firm Units that such Underwriter is purchasing, as adjusted by the Underwriters Representatives in such manner as they deem it deems advisable to avoid fractional sharesUnits.
Appears in 1 contract
Samples: Underwriting Agreement (Hycroft Mining Holding Corp)