Purchaser Warrants. Pursuant to the Assignment, Assumption and Amendment to Warrant Agreement, at the Effective Time, by virtue of the Second Merger and without any action on the part of any holder, each outstanding Purchaser Public Warrant shall be converted into one Pubco Public Warrant, and each outstanding Purchaser Private Warrant shall be converted into one Pubco Private Warrant, in accordance with the terms of the Assignment, Assumption and Amendment to Warrant Agreement. At the Effective Time, the Purchaser Warrants shall cease to be outstanding and shall automatically be canceled and retired and shall cease to exist. Each of the Pubco Public Warrants shall have, and be subject to, substantially the same terms and conditions set forth in the Purchaser Public Warrants, and each of the Pubco Private Warrants shall have, and be subject to, substantially the same terms and conditions set forth in the Purchaser Private Warrants, except that in each case they shall represent the right to acquire Pubco Ordinary Shares in the form of ADSs in lieu of Purchaser Ordinary Shares. At or prior to the Effective Time, Pubco shall take all corporate actions necessary to reserve for future issuance and shall maintain such reservation for so long as any of the Pubco Warrants remain outstanding, a sufficient number of Pubco Ordinary Shares for delivery upon the exercise of such Pubco Warrants. (f) Section 2.6 of the Original Agreement is hereby deleted in its entirety and replaced with the following:
Appears in 2 contracts
Samples: Business Combination Agreement (Finnovate Acquisition Corp.), Business Combination Agreement (Finnovate Acquisition Corp.)
Purchaser Warrants. Pursuant to the Assignment, Assumption and Amendment to Warrant Agreement, at the Effective Time, by virtue terms of the Second Merger Purchaser Public Warrants and without any action on the part of any holderPurchaser Private Warrants, each outstanding (i) Purchaser Public Warrant outstanding immediately prior to the Cayman Effective Time shall be converted into exchanged for the right to receive one Pubco Public Warrant, Warrant and (ii) each outstanding Purchaser Private Warrant outstanding immediately prior to the Cayman Effective Time shall be converted into exchanged for the right to receive one Pubco Private Warrant, in accordance with and all Purchaser Warrants shall thereupon be deemed terminated and no longer outstanding. Pursuant to the terms of the AssignmentPurchaser Public Warrants and Purchaser Private Warrants, Assumption and Amendment to Warrant Agreement. At the Effective Time, the Purchaser Warrants shall cease to be outstanding and shall automatically be canceled and retired and shall cease to exist. Each each of the Pubco Public Warrants shall have, and be subject to, substantially the same terms and conditions set forth in the Purchaser Public Warrants, and each of the Pubco Private Warrants shall have, and be subject to, substantially the same terms and conditions set forth in the Purchaser Private Warrants, except that in each case they shall represent the right to acquire Pubco Ordinary Shares in the form of ADSs in lieu of Purchaser Ordinary SharesShares (subject to any amendment required by the Luxembourg Companies Act). At or prior to the Cayman Effective Time, Pubco shall take all corporate actions action necessary to reserve for future issuance issuance, and shall maintain such reservation for so long as any of the Pubco Warrants remain outstanding, a sufficient number of Pubco Ordinary Shares for delivery or issuance upon the exercise of such Pubco Warrants.
(f) Section 2.6 of the Original Agreement is hereby deleted in its entirety and replaced with the following:
Appears in 1 contract
Samples: Business Combination Agreement (Alussa Energy Acquisition Corp.)
Purchaser Warrants. Pursuant to the Assignment, Assumption and Amendment to Warrant Agreement, at the Effective Time, by virtue of the Second Merger and without any action on the part of any holder, each outstanding Each (i) Purchaser Public Warrant outstanding immediately prior to the Effective Time shall be automatically converted into the right to receive one Pubco Public Warrant, Warrant and each outstanding (ii) Purchaser Private Warrant outstanding immediately prior to the Effective Time shall be amended effective as of the Effective Time shall be automatically converted into the right to receive one Pubco Private Warrant, in accordance with the terms of the Assignment, Assumption and Amendment to Warrant Agreement. At the Effective Time, the all Purchaser Warrants shall thereupon cease to be outstanding and shall automatically be canceled and retired and shall cease to exist. Each of the Pubco Public Warrants shall have, and be subject to, substantially the same terms and conditions set forth in the Purchaser Public Warrants, and each of the Pubco Private Warrants shall have, and be subject to, substantially the same terms and conditions set forth in the Purchaser Private Warrants, except that in each case they shall represent the right to acquire Pubco Ordinary Shares in the form of ADSs in lieu of shares of Purchaser Ordinary SharesCommon Stock and shall otherwise be amended in accordance with the provisions of the Warrant Agreement Amendment to (among other things) comply with the restrictions under Section 77 of the Singapore Act. At or prior to the Effective Time, Pubco shall take all corporate actions action necessary to reserve for future issuance issuance, and shall maintain such reservation for so long as any of the Pubco Warrants remain outstanding, a sufficient number of Pubco Ordinary Shares for delivery upon the exercise of such Pubco Warrants.
(f) Section 2.6 of the Original Agreement is hereby deleted in its entirety and replaced with the following:
Appears in 1 contract
Samples: Business Combination Agreement (Evo Acquisition Corp)
Purchaser Warrants. Pursuant to the Assignment, Assumption and Amendment to Warrant Agreement, at the Effective Time, by virtue of the Second Merger and without any action on the part of any holder, each Each outstanding (i) Purchaser Public Warrant outstanding immediately prior to the Effective Time shall be converted into the right to receive one Pubco Public Warrant, Warrant and (ii) each outstanding Purchaser Private Warrant outstanding immediately prior to the Effective Time shall be converted into the right to receive one Pubco Private Warrant, in accordance with the terms of the Assignment, Assumption and Amendment to Warrant Agreement. At the Effective Time, the all Purchaser Warrants shall thereupon cease to be outstanding and shall automatically be canceled and retired and shall cease to exist. Each of the Pubco Public Warrants shall have, and be subject to, substantially the same terms and conditions set forth in the Purchaser Public Warrants, and each of the Pubco Private Warrants shall have, and be subject to, substantially the same terms and conditions set forth in the Purchaser Private Warrants, except that in each case they shall represent the right to acquire Pubco Ordinary Shares in the form of ADSs in lieu of Purchaser Ordinary Shares. At or prior to the Effective Time, Pubco shall take all corporate actions action necessary to reserve for future issuance issuance, and shall maintain such reservation for so long as any of the Pubco Warrants remain outstanding, a sufficient number of Pubco Ordinary Shares for delivery upon the exercise of such Pubco Warrants.
(f) Section 2.6 of the Original Agreement is hereby deleted in its entirety and replaced with the following:
Appears in 1 contract
Samples: Business Combination Agreement (Hainan Manaslu Acquisition Corp.)
Purchaser Warrants. Pursuant to the Assignment, Assumption (i) Every issued and Amendment to Warrant Agreement, at the Effective Time, by virtue of the Second Merger and without any action on the part of any holder, each outstanding Purchaser Public Warrant shall be converted automatically into the right of the holder thereof to receive one (1) Pubco Public Warrant, and each (ii) every issued and outstanding Purchaser Private Warrant shall be converted automatically into the right of the holder thereof to receive one (1) Pubco Private Warrant, in accordance with the terms of the Assignment, Assumption and Amendment to Warrant Agreement. At the Merger Effective Time, the Purchaser Warrants shall cease to be outstanding and shall automatically be canceled cancelled and retired and shall cease to exist. Each of the Pubco Public Warrants shall have, and be subject to, substantially the same terms and conditions set forth in the Purchaser Public Warrants, and each of the Pubco Private Warrants shall have, and be subject to, substantially the same terms and conditions set forth in the Purchaser Private Warrants, except that in each case they shall represent the right to acquire Pubco Ordinary Shares in the form of ADSs in lieu of Purchaser Ordinary Shares. At or prior to the Merger Effective Time, Pubco shall take all corporate actions necessary to reserve for future issuance and shall maintain such reservation for so long as any of the Pubco Warrants remain outstanding, a sufficient number of Pubco Ordinary Shares for delivery upon the exercise of such Pubco Warrants.
(f) Section 2.6 of the Original Agreement is hereby deleted in its entirety and replaced with the following:
Appears in 1 contract
Samples: Business Combination Agreement (Centricus Acquisition Corp.)
Purchaser Warrants. Pursuant to the Assignment, Assumption (i) Every issued and Amendment to Warrant Agreement, at the Effective Time, by virtue of the Second Merger and without any action on the part of any holder, each outstanding Purchaser Public Warrant shall be converted automatically into the right of the holder thereof to receive one (1) Pubco Public Warrant, and each (ii) every issued and outstanding Purchaser Private Warrant shall be converted automatically into the right of the holder thereof to receive one (1) Pubco Private Warrant, in accordance with the terms of the Assignment, Assumption and Amendment to Warrant Agreement. At the Merger Effective Time, the Purchaser Warrants shall cease to be outstanding and shall automatically be canceled and retired and shall cease to exist. Each of the Pubco Public Warrants shall have, and be subject to, substantially the same terms and conditions set forth in the Purchaser Public Warrants, and each of the Pubco Private Warrants shall have, and be subject to, substantially the same terms and conditions set forth in the Purchaser Private Warrants, except that in each case they shall represent the right to acquire Pubco Ordinary Shares in the form of ADSs in lieu of Purchaser Ordinary Shares. At or prior to the Merger Effective Time, Pubco shall take all corporate actions necessary to reserve for future issuance and shall maintain such reservation for so long as any of the Pubco Warrants remain outstanding, a sufficient number of Pubco Ordinary Shares for delivery upon the exercise of such Pubco Warrants.
(f) Section 2.6 of the Original Agreement is hereby deleted in its entirety and replaced with the following:
Appears in 1 contract
Samples: Business Combination Agreement (Kismet Acquisition One Corp)
Purchaser Warrants. Pursuant to the Assignment, Assumption and Amendment to Warrant Agreement, at the Effective Time, by virtue terms of the Second Merger Purchaser Public Warrants and without any action on the part of any holderPurchaser Private Warrants, each outstanding (i) Purchaser Public Warrant outstanding immediately prior to the Effective Time shall be converted into the right to receive one Pubco Public Warrant, Warrant and (ii) each outstanding Purchaser Private Warrant outstanding immediately prior to the Effective Time shall be converted into one Pubco Private Warrant, in accordance with the terms of the Assignment, Assumption and Amendment to Warrant Agreement. At the Effective Time, the all Purchaser Warrants shall thereupon cease to be outstanding and shall automatically be canceled and retired and shall cease to exist. Each Pursuant to the terms of the Purchaser Public Warrants and Purchaser Private Warrants, each of the Pubco Public Warrants shall have, and be subject to, substantially the same terms and conditions set forth in the Purchaser Public Warrants, and each of the Pubco Private Warrants shall have, and be subject to, substantially the same terms and conditions set forth in the Purchaser Private Warrants, except that in each case they shall represent the right to acquire Pubco Ordinary Common Shares in the form of ADSs in lieu of shares of Purchaser Ordinary SharesCommon Stock. At or prior to the Effective Time, Pubco shall take all corporate actions action necessary to reserve for future issuance issuance, and shall maintain such reservation for so long as any of the Pubco Warrants remain outstanding, a sufficient number of Pubco Ordinary Common Shares for delivery upon the exercise of such Pubco Warrants.
(f) Section 2.6 of the Original Agreement is hereby deleted in its entirety and replaced with the following:
Appears in 1 contract
Samples: Business Combination Agreement (Tiberius Acquisition Corp)
Purchaser Warrants. Pursuant to the Assignment, Assumption and Amendment to Warrant Agreement, at At the Effective Time, by virtue of the Second Merger and without any action on the part of any holder, each outstanding Purchaser Public Warrant shall be converted into one Pubco Public Warrant, and each outstanding Purchaser Private Warrant shall be converted into one Pubco Private Warrant and each outstanding Purchaser Underwriter Warrant shall be converted into one Pubco Underwriter Warrant, in accordance with the terms of the Assignment, Assumption and Amendment to Warrant Agreement. At the Effective Time, the Purchaser Warrants shall cease to be outstanding and shall automatically be canceled and retired and shall cease to exist. Each of the Pubco Public Warrants shall have, and be subject to, substantially the same terms and conditions set forth in the Purchaser Public Warrants, and each of the Pubco Private Warrants shall have, and be subject to, substantially the same terms and conditions set forth in the Purchaser Private Warrants, and each of the Pubco Underwriter Warrants shall have, and be subject to, substantially the same terms and conditions set forth in the Purchaser Underwriter Warrants, except that in each case they shall represent the right to acquire Pubco Class B Ordinary Shares in the form of ADSs in lieu of Purchaser Ordinary Shares. At or prior to the Effective Time, Pubco shall take all corporate actions necessary to reserve for future issuance and shall maintain such reservation for so long as any of the Pubco Warrants remain outstanding, a sufficient number of Pubco Class B Ordinary Shares for delivery upon the exercise of such Pubco Warrants.
(f) Section 2.6 of the Original Agreement is hereby deleted in its entirety and replaced with the following:
Appears in 1 contract
Samples: Business Combination Agreement (East Stone Acquisition Corp)
Purchaser Warrants. Pursuant to the Assignment, Assumption and Amendment to Warrant Agreement, at the Effective Time, by virtue of the Second Merger and without any action on the part of any holder, each outstanding Purchaser Public Warrant shall be converted into one Pubco Public Warrant, and each outstanding Purchaser Private Warrant shall be converted into one Pubco Private Warrant, in accordance with the terms of the Assignment, Assumption and Amendment to Warrant Agreement. At the Effective Time, the Purchaser Warrants shall cease to be outstanding and shall automatically be canceled and retired and shall cease to exist. Each of the Pubco Public Warrants shall have, and be subject to, substantially the same terms and conditions set forth in the Purchaser Public Warrants, and each of the Pubco Private Warrants shall have, and be subject to, substantially the same terms and conditions set forth in the Purchaser Private Warrants, except that in each case they shall represent the right to acquire Pubco Ordinary Shares in the form of ADSs in lieu of Purchaser Ordinary Shares. At or prior to the Effective Time, Pubco shall take all corporate actions necessary to reserve for future issuance and shall maintain such reservation for so long as any of the Pubco Warrants remain outstanding, a sufficient number of Pubco Ordinary Shares for delivery upon the exercise of such Pubco Warrants.
(f) Section 2.6 of the Original Agreement is hereby deleted in its entirety and replaced with the following:
Appears in 1 contract
Samples: Business Combination Agreement (Finnovate Acquisition Corp.)
Purchaser Warrants. Pursuant to the Assignment, Assumption and Amendment to Warrant Agreement, at the Effective Time, by virtue of the Second Merger and without any action on the part of any holder, each outstanding Purchaser Public Warrant shall be converted into one Pubco Public Warrant, and each outstanding Purchaser Private Warrant shall be converted into one Pubco Private Warrant, in accordance with the terms of the Assignment, Assumption and Amendment to Warrant Agreement. At the Effective Time, the Purchaser Warrants shall cease to be outstanding and shall automatically be canceled cancelled and retired and shall cease to exist. Each of the Pubco Public Warrants shall have, and be subject to, substantially the same terms and conditions set forth in the Purchaser Public Warrants, and each of the Pubco Private Warrants shall have, and be subject to, substantially the same terms and conditions set forth in the Purchaser Private Warrants, except that in each case they shall represent the right to acquire Pubco Ordinary Shares in the form of ADSs in lieu of Purchaser Ordinary Shares. At or prior to the Effective Time, Pubco shall take all corporate actions necessary to reserve for future issuance and shall maintain such reservation for so long as any of the Pubco Warrants remain outstanding, a sufficient number of Pubco Ordinary Shares for delivery upon the exercise of such Pubco Warrants.
(f) Section 2.6 of the Original Agreement is hereby deleted in its entirety and replaced with the following:
Appears in 1 contract
Samples: Business Combination Agreement (Tristar Acquisition I Corp.)
Purchaser Warrants. Pursuant to the Assignment, Assumption and Amendment to Warrant Agreement, at At the Effective Time, by virtue of the Second Merger each issued and without any action on the part of any holder, each outstanding Purchaser Public Warrant shall be converted into one Pubco Public Warrant, each issued and each outstanding Purchaser Private Warrant shall be converted into one Pubco Private Warrant and each issued and outstanding Forward Purchase Warrant shall be converted into one Pubco Private Warrant, in accordance with the terms of the Assignment, Assumption and Amendment to Warrant Agreement. At the Effective Time, the Purchaser Warrants shall cease to be outstanding and shall automatically be canceled and retired and shall cease to exist. Each of the Pubco Public Warrants shall have, and be subject to, substantially the same terms and conditions set forth in the Purchaser Public Warrants, and each of the Pubco Private Warrants shall have, and be subject to, substantially the same terms and conditions set forth in the Purchaser Private Warrants or Forward Purchase Warrants, as applicable, except that in each case they shall represent the right to acquire shares of Pubco Ordinary Shares in the form of ADSs Common Stock in lieu of shares of Purchaser Ordinary SharesClass A Common Stock. At or prior to the Effective Time, Pubco shall take all corporate actions action necessary to reserve for future issuance issuance, and shall maintain such reservation for so long as any of the Pubco Warrants remain outstanding, a sufficient number of shares of Pubco Ordinary Shares Class A Common Stock for delivery upon the exercise of such Pubco Warrants.
(f) Section 2.6 of the Original Agreement is hereby deleted in its entirety and replaced with the following:
Appears in 1 contract
Samples: Business Combination Agreement (Healthwell Acquisition Corp. I)