Section and Other Headings. The section and other headings contained in Agreement are for reference purposes only and shall not affect the meaning or interpretation of this Agreement. Very truly yours,LIGHTNING EMOTORS, INC. By: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Chief Financial Officer Please confirm that the foregoing correctly sets forth the agreement between the Company and the Investor by signing in the space provided below for that purpose. AGREED AND ACCEPTED: [_____________], in its capacity as described in the first paragraph hereof By Name: Title: Exchanging Investor: Investor Address: Telephone: Country of Residence: Taxpayer Identification Number: Account for Notes: DTC Participant Number: DTC Participant Name: DTC Participant Phone Number: DTC Participant Contact Email: FFC Account #: Account # at Bank/Broker: Account for Shares (if different from Notes): DTC Participant Number: DTC Participant Name: DTC Participant Phone Number: DTC Participant Contact Email: FFC Account #: Account # at Bank/Broker: Exchanging Investor Address: Telephone: Country of Residence: Taxpayer Identification Number: These are the Exchange Procedures for the settlement of the exchange of 7.50% Convertible Senior Notes due 2024, CUSIP 53228R AA3 (the “Exchanged Notes”) of Lightning eMotors, Inc., a Delaware corporation (the “Company”), for the Shares to be issued as Exchange Consideration (as defined in and pursuant to the Exchange Agreement between you and the Company), which is expected to occur on or about November 21, 2022. To ensure timely settlement for the Exchange Consideration, please follow the instructions as set forth below. These instructions supersede any prior instructions you received. Your failure to comply with these instructions may delay your receipt of the Exchange Consideration. If you have any questions, please contact Xxxxx Xxx of Xxxxxxxxxxx & Co. LLC at 000-000-0000. You must direct the eligible DTC participant through which you hold a beneficial interest in the Exchanged Notes on November 21, 2022, no later than 9:00 a.m., New York City time, to perform a free delivery through DTC for the aggregate principal amount of Exchanged Notes set forth on Exhibit A of the Agreement to be exchanged for Shares. You must direct the eligible DTC participant on November 21, 2022, no later than 9:00 a.m., New York City time, to perform a free delivery through DTC for the aggregate principal amount of Exchanged Notes set forth on Exhibit A of the Agreement to be exchanged for Shares. Continental Stock Transfer & Trust Company is the Transfer Agent and Registrar for the Common Stock.
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Section and Other Headings. The section and other headings contained in Agreement are for reference purposes only and shall not affect the meaning or interpretation of this Agreement. Very truly yours,LIGHTNING EMOTORS, SAREPTA THERAPEUTICS, INC. By: /s/ Xxxxx Xxxxxxxx By Name: Xxxxx Xxxxxxxx Xxx Xxxxxxx Title: Executive Vice President, Chief Financial Officer Please confirm that the foregoing correctly sets forth the agreement between the Company and the Investor by signing in the space provided below for that purpose. AGREED AND ACCEPTED: [_____________], in its capacity as described in the first paragraph hereof By Name: Title: Exchanging Investor: Investor Address: Telephone: Country of Residence: Taxpayer Identification Number: Account for Notes: DTC Participant Number: DTC Participant Name: DTC Participant Phone Number: DTC Participant Contact Email: FFC Account #: Account # at Bank/Broker: Account for Shares (if different from Notes): DTC Participant Number: DTC Participant Name: DTC Participant Phone Number: DTC Participant Contact Email: FFC Account #: Account # at Bank/Broker: Exchanging Investor Address: Telephone: Country of Residence: Taxpayer Identification Number: These are the Exchange Procedures for the settlement of the exchange of 7.501.50% Convertible Senior Notes due 2024, CUSIP 53228R AA3 803607 AB6 (the “Exchanged Notes”) of Lightning eMotors, Inc.of, a Delaware corporation (the “Company”), for the Shares to be issued as Exchange Consideration (as defined in and pursuant to the Exchange Agreement between you and the Company), which is expected to occur on or about November 21March 7, 20222023. To ensure timely settlement for the Exchange Consideration, please follow the instructions as set forth below. These instructions supersede any prior instructions you received. Your failure to comply with these instructions may delay your receipt of the Exchange Consideration. If you have any questions, please contact [***] of Xxxxxxx Xxxxx Xxx of Xxxxxxxxxxx & Co. LLC at 000-000-0000[***] or [***] of X. Xxxx Capital Advisors LLC at [***]. You must direct the eligible DTC participant through which you hold a beneficial interest in the Exchanged Notes post, on November 21March 7, 20222023, no later than 9:00 a.m., New York City time, to perform a free delivery through DTC withdrawal request for the aggregate principal amount of Exchanged Exchange Notes set forth through the DTC via DWAC. It is important that this instruction be submitted and the DWAC posted on Exhibit A of the Agreement to be exchanged for SharesClosing Date. You must direct the your eligible DTC participant through which you wish to hold a beneficial interest in the Shares to be issued upon exchange to post on November 21March 7, 20222023, no later than 9:00 a.m., New York City time, to perform a free delivery one-sided deposit instruction through DTC via DWAC for the aggregate principal amount of Exchanged Notes set forth on Exhibit A Shares deliverable in respect of the Agreement to Exchanged Notes. It is important that this instruction be exchanged for Sharessubmitted and the DWAC posted on the Closing Date. Continental Stock Transfer & Computershare Trust Company Company, N.A. is the Transfer Agent and Registrar for the Common Stock.
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Section and Other Headings. The section and other headings contained in Agreement are for reference purposes only and shall not affect the meaning or interpretation of this Agreement. Very truly yours,LIGHTNING EMOTORS, INC. By: By /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Chief Financial Officer Please confirm that the foregoing correctly sets forth the agreement between the Company and the Investor by signing in the space provided below for that purpose. AGREED AND ACCEPTED: [_____________], in its capacity as described in the first paragraph hereof By Name: Title: Exchanging Investor: Investor Address: Telephone: Country of Residence: Taxpayer Identification Number: Account for Notes: DTC Participant Number: DTC Participant Name: DTC Participant Phone Number: DTC Participant Contact Email: FFC Account #: Account # at Bank/Broker: Account for Shares (if different from Notes): DTC Participant Number: DTC Participant Name: DTC Participant Phone Number: DTC Participant Contact Email: FFC Account #: Account # at Bank/Broker: Exchanging Investor Address: Telephone: Country of Residence: Taxpayer Identification Number: These are the Exchange Procedures for the settlement of the exchange of 7.50% Convertible Senior Notes due 2024, CUSIP 53228R AA3 (the “Exchanged Notes”) of Lightning eMotors, Inc., a Delaware corporation (the “Company”), for the Shares and cash to be issued as Exchange Consideration (as defined in and pursuant to the Exchange Agreement between you and the Company), which is expected to occur on or about November 21March 15, 20222023. To ensure timely settlement for the Exchange Consideration, please follow the instructions as set forth below. These instructions supersede any prior instructions you received. Your failure to comply with these instructions may delay your receipt of the Exchange Consideration. If you have any questions, please contact Xxxxx Xxx of Xxxxxxxxxxx & Co. LLC at 000-000-0000. You must direct the eligible DTC participant through which you hold a beneficial interest in the Exchanged Notes on November 21March 15, 20222023, no later than 9:00 a.m., New York City time, to perform a free delivery through DTC for the aggregate principal amount of Exchanged Notes set forth on Exhibit A of the Agreement to be exchanged for Shares. You must direct the eligible DTC participant on November 21March 15, 20222023, no later than 9:00 a.m., New York City time, to perform a free delivery through DTC for the aggregate principal amount of Exchanged Notes set forth on Exhibit A of the Agreement to be exchanged for Shares. You must also deliver to Xxxxxxxxxxx the necessary tax form(s) and your wiring instructions for payment of accrued and unpaid interest. Continental Stock Transfer & Trust Company is the Transfer Agent and Registrar for the Common Stock.
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Section and Other Headings. The section and other headings contained in Agreement are for reference purposes only and shall not affect the meaning or interpretation of this Agreement. Very truly yours,LIGHTNING EMOTORS, APELLIS PHARMACEUTICALS, INC. By: /s/ Xxxxx Xxxxxxxx By Name: Xxxxx Xxxxxxx Xxxxxxxx Title: Chief Financial Officer Please confirm that the foregoing correctly sets forth the agreement between the Company and the Investor by signing in the space provided below for that purpose. AGREED AND ACCEPTED: [_____________[ ], in its capacity as described in the first paragraph hereof By Name: Title: Exchanging Investor: Investor Address: Telephone: Country of Residence: Taxpayer Identification Number: Account for Notes: DTC Participant Number: DTC Participant Name: DTC Participant Phone Number: DTC Participant Contact Email: FFC Account #: Account # at Bank/Broker: Account for Shares (if different from Notes): DTC Participant Number: DTC Participant Name: DTC Participant Phone Number: DTC Participant Contact Email: FFC Account #: Account # at Bank/Broker: Exchanging Investor Address: Telephone: Country of Residence: Taxpayer Identification Number: These are the Exchange Procedures for the settlement of the exchange of 7.503.500% Convertible Senior Notes due 20242026, CUSIP 53228R AA3 00000XXX0 (the “Exchanged Notes”) of Lightning eMotors, Inc.of, a Delaware corporation (the “Company”), for the Shares to be issued as Exchange Consideration (as defined in and pursuant to the Exchange Agreement between you and the Company), which is expected to occur on or about November 21July 23, 20222021. To ensure timely settlement for the Exchange Consideration, please follow the instructions as set forth below. These instructions supersede any prior instructions you received. Your failure to comply with these instructions may delay your receipt of the Exchange Consideration. If you have any questions, please contact Xxxxx Xxx Xxx of Xxxxxxxxxxx & Co. X. Xxxx Capital Advisors LLC at 000-000-0000. You must direct the eligible DTC participant through which you hold a beneficial interest in the Exchanged Notes on November 21July 23, 20222021, no later than 9:00 a.m., New York City time, to perform a free delivery through DTC for the aggregate principal amount of Exchanged Notes set forth on Exhibit A of the Agreement to be exchanged for Shares. You must direct the eligible DTC participant on November 21July 23, 20222021, no later than 9:00 a.m., New York City time, to perform a free delivery through DTC for the aggregate principal amount of Exchanged Notes set forth on Exhibit A of the Agreement to be exchanged for Shares. Continental American Stock Transfer & Trust Company is the Transfer Agent and Registrar for the Common Stock.
Appears in 1 contract
Section and Other Headings. The section and other headings contained in Agreement are for reference purposes only and shall not affect the meaning or interpretation of this Agreement. Very truly yours,LIGHTNING EMOTORS, APELLIS PHARMACEUTICALS, INC. By: /s/ Xxxxx Xxxxxxxx By Name: Xxxxx Xxxxxxx Xxxxxxxx Title: Chief Financial Officer Please confirm that the foregoing correctly sets forth the agreement between the Company and the Investor by signing in the space provided below for that purpose. AGREED AND ACCEPTED: [_____________], in its capacity as described in the first paragraph hereof By Name: Title: Exchanging Investor: Investor Address: Telephone: Country of Residence: Taxpayer Identification Number: Account for Notes: DTC Participant Number: DTC Participant Name: DTC Participant Phone Number: DTC Participant Contact Email: FFC Account #: Account # at Bank/Broker: Account for Shares (if different from Notes): DTC Participant Number: DTC Participant Name: DTC Participant Phone Number: DTC Participant Contact Email: FFC Account #: Account # at Bank/Broker: Exchanging Investor Address: Telephone: Country of Residence: Taxpayer Identification Number: These are the Exchange Procedures for the settlement of the exchange of 7.503.500% Convertible Senior Notes due 20242026, CUSIP 53228R AA3 00000XXX0 (the “Exchanged Notes”) of Lightning eMotors, Inc.of, a Delaware corporation (the “Company”), for the Shares to be issued as Exchange Consideration (as defined in and pursuant to the Exchange Agreement between you and the Company), which is expected to occur on or about November 21August 4, 2022. To ensure timely settlement for the Exchange Consideration, please follow the instructions as set forth below. These instructions supersede any prior instructions you received. Your failure to comply with these instructions may delay your receipt of the Exchange Consideration. If you have any questions, please contact Xxxxx Xxx Xxx of Xxxxxxxxxxx & Co. X. Xxxx Capital Advisors LLC at 000-000-0000. You must direct the eligible DTC participant through which you hold a beneficial interest in the Exchanged Notes on November 21August 4, 2022, no later than 9:00 a.m., New York City time, to perform a free delivery through DTC for the aggregate principal amount of Exchanged Notes set forth on Exhibit A of the Agreement to be exchanged for Shares. You must direct the eligible DTC participant on November 21August 4, 2022, no later than 9:00 a.m., New York City time, to perform a free delivery through DTC for the aggregate principal amount of Exchanged Notes set forth on Exhibit A of the Agreement to be exchanged for Shares. Continental American Stock Transfer & Trust Company is the Transfer Agent and Registrar for the Common Stock.
Appears in 1 contract
Section and Other Headings. The section and other headings contained in Agreement are for reference purposes only and shall not affect the meaning or interpretation of this Agreement. Very truly yours,LIGHTNING EMOTORS, APELLIS PHARMACEUTICALS, INC. By: /s/ Xxxxx Xxxxxxxx By Name: Xxxxx Xxxxxxx Xxxxxxxx Title: Chief Financial Officer Please confirm that the foregoing correctly sets forth the agreement between the Company and the Investor by signing in the space provided below for that purpose. AGREED AND ACCEPTED: [_____________], in its capacity as described in the first paragraph hereof By Name: Title: Exchanging Investor: Investor Address: Telephone: Country of Residence: Taxpayer Identification Number: Account for Notes: DTC Participant Number: DTC Participant Name: DTC Participant Phone Number: DTC Participant Contact Email: FFC Account #: Account # at Bank/Broker: Account for Shares (if different from Notes): DTC Participant Number: DTC Participant Name: DTC Participant Phone Number: DTC Participant Contact Email: FFC Account #: Account # at Bank/Broker: Exchanging Investor Address: Telephone: Country of Residence: Taxpayer Identification Number: These are the Exchange Procedures for the settlement of the exchange of 7.503.500% Convertible Senior Notes due 20242026, CUSIP 53228R AA3 00000XXX0 (the “Exchanged Notes”) of Lightning eMotors, Inc.of, a Delaware corporation (the “Company”), for the Shares to be issued as Exchange Consideration (as defined in and pursuant to the Exchange Agreement between you and the Company), which is expected to occur on or about November 21August 1, 2022. To ensure timely settlement for the Exchange Consideration, please follow the instructions as set forth below. These instructions supersede any prior instructions you received. Your failure to comply with these instructions may delay your receipt of the Exchange Consideration. If you have any questions, please contact Xxxxx Xxx Xxx of Xxxxxxxxxxx & Co. X. Xxxx Capital Advisors LLC at 000-000-0000. You must direct the eligible DTC participant through which you hold a beneficial interest in the Exchanged Notes on November 21August 1, 2022, no later than 9:00 a.m., New York City time, to perform a free delivery through DTC for the aggregate principal amount of Exchanged Notes set forth on Exhibit A of the Agreement to be exchanged for Shares. You must direct the eligible DTC participant on November 21, 2022, no later than 9:00 a.m., New York City time, to perform a free delivery through DTC for the aggregate principal amount of Exchanged Notes set forth on Exhibit A of the Agreement to be exchanged for Shares. Continental Stock Transfer & Trust Company is the Transfer Agent and Registrar for the Common Stock.
Appears in 1 contract
Section and Other Headings. The section and other headings contained in Agreement are for reference purposes only and shall not affect the meaning or interpretation of this Agreement. Very truly yours,LIGHTNING EMOTORSyours, SENSEONICS HOLDINGS, INC. By: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx INC. By Name:Title: Chief Financial Officer Please confirm that the foregoing correctly sets forth the agreement between the Company and the Investor by signing in the space provided below for that purpose. AGREED AND ACCEPTED: [_____________], in its capacity as described in the first paragraph hereof By hereofBy Name: Title: Exchanging Investor: Investor Address: Telephone: Telephone: Country of Residence: Taxpayer Identification Number: Account for Notes: DTC Participant Number: DTC Participant Name: DTC Participant Phone NumberNumber : DTC Participant Contact Email: FFC Account #Email : Account # at Bank/Broker: Account for Shares (if different from Notes): DTC Participant Number: DTC Participant Name: DTC Participant Phone NumberNumber : DTC Participant Contact Email: FFC Account #Email : Account # at Bank/Broker: Exchanging Investor AddressWire instructions for Cash Payment: Telephone: Country of Residence: Taxpayer Identification Number: Bank Name: Bank Address: ABA Routing Number: Account Name: Account Number: Contact Person: FFC Account Name FFC Account # at Bank/Broker: These are the Exchange Procedures for the settlement of the exchange of 7.505.25% Convertible Senior Notes due 20242025, CUSIP 53228R AA3 81727U AB1 (the “Exchanged Notes”) of Lightning eMotorsSenseonics Holdings, Inc., a Delaware corporation (the “Company”), for the Shares to be issued as Exchange Consideration (as defined in and pursuant to the Exchange Agreement between you and the Company), which is expected to occur on or about November 21August 14, 20222023 and on September 5, 2023. To ensure timely settlement for the Exchange Consideration, please follow the instructions as set forth below. These instructions supersede any prior instructions you received. Your failure to comply with these instructions may delay your receipt of the Exchange Consideration. If you have any questions, please contact Xxxxxxxxx Xxxxxx of Xxxxxxx Xxxxx Xxx of Xxxxxxxxxxx & Co. LLC at 000-000-0000. You must direct the eligible DTC participant through which you hold a beneficial interest in the Exchanged Notes on November 21, 2022the applicable Closing Date, no later than 9:00 a.m., New York City time, to perform post a free delivery withdrawal request through DTC for the aggregate principal amount of Exchanged Notes set forth on Exhibit A of the Agreement to be exchanged for Shares on such Closing Date. It is important that this instruction be submitted and the one-sided DWAC withdrawal (not a deliver vs. payment or free delivery) is posted on such Closing Date no later than 9:00 a.m., New York City time. ● To receive the Shares. : You must direct the eligible DTC participant on November 21, 2022the applicable Closing Date, no later than 9:00 a.m., New York City time, to perform post a free delivery deposit request through DTC via DWAC for the aggregate principal amount number of Exchanged Notes set forth Initial Shares or Final Settlement Shares, as applicable, deliverable on Exhibit A such Closing Date in respect of the Agreement Exchanged Notes. It is important that this instruction be submitted and the applicable DWAC posted on such Closing Date no later than 9:00 a.m., New York City time. ● To receive the Cash Payment: You must provide valid wire instructions to be exchanged for Sharesthe Company. Continental Stock Transfer & Computershare Trust Company Company, N.A. is the Transfer Agent and Registrar for the Common StockShares.
Appears in 1 contract
Section and Other Headings. The section and other headings contained in Agreement are for reference purposes only and shall not affect the meaning or interpretation of this Agreement. Very truly yours,LIGHTNING EMOTORS, INC. By: /s/ Xxxxx Xxxxxxxx By Name: Pxxxxx Xxxxx Xxxxxxxx Title: Chief Financial Executive Officer Please confirm that the foregoing correctly sets forth the agreement between the Company and the Investor by signing in the space provided below for that purpose. AGREED AND ACCEPTED: [_____________]CITADEL EQUITY FUND LTD., in its capacity as described in the first paragraph hereof By Name: Title: Authorized Signatory Citadel Equity Fund Ltd 46,997,000 Exchanging Investor: ______________________________________________ Investor Address: Telephone: 300-000-0000 Country of Residence: Taxpayer Identification Number: DTC Participant Number: 229 DTC Participant Name: Barclays Capital Inc DTC Participant Phone Number: 200-000-0000 DTC Participant Contact Email: N/A – Citadel can coordinate email communication if necessary FFC Account for Notes#: N/A Account # at Bank/Broker: N/A DTC Participant Number: DTC Participant Name: DTC Participant Phone Number: DTC Participant Contact Email: FFC Account #: Account # at Bank/Broker: Wire instructions: Bank Name: The Bank of New York Mellon Bank Routing #: 000000000 Account for Shares (Number: 8901328197 Account Name Barclays Bank PLC Prime Broker FFC Account Name: Citadel Equity Fund Ltd FFC Account Number: 20000000 Broker Contact Name: Rxxxxxx Xxxx Broker Contact Phone: 200-000-0000 DTC Participant Number: 2147 DTC Participant Name: BNP Paribas, New York Branch DTC Participant Phone Number: 300-000-0000 DTC Participant Contact Email: N/A – Citadel can coordinate email communication if different from Notes): necessary FFC Account #: N/A Account # at Bank/Broker: N/A DTC Participant Number: DTC Participant Name: DTC Participant Phone Number: DTC Participant Contact Email: FFC Account #: Account # at Bank/Broker: Exchanging Investor AddressWire Instructions: TelephoneBank Name: Country of ResidenceBNP Paribas, NA Bank Routing #: Taxpayer Identification 026 007 689 Account Number: These are the Exchange Procedures for the settlement of the exchange of 7.50% Convertible Senior Notes due 202461661700177 Account Name BNP Paribas Prime Brokerage, CUSIP 53228R AA3 (the “Exchanged Notes”) of Lightning eMotorsInc. FFC Account Name: Citadel Equity Fund Ltd FFC Account Number: 3000000000 Broker Contact Name Bxxx Xxxxxxx Broker Contact Phone: 300-000-0000 DTC Participant Number: 642 DTC Participant Name: UBS Securities LLC DTC Participant Phone Number: 200-000-0000 DTC Participant Contact Email: N/A – Citadel can coordinate email communication if necessary FFC Account #: N/A Account # at Bank/Broker: N/A DTC Participant Number: DTC Participant Name: DTC Participant Phone Number: DTC Participant Contact Email: FFC Account #: Account # at Bank/Broker: Wire Instructions: Bank Name: UBS AG, Inc.STAMFORD Bank Routing #: 026 007 993 Account Number: 101-WA-797414-000 Account Name: UBS Securities LLC FFC Account Name: Citadel Equity Fund Ltd FFC Account Number: 70000000 Broker Contact Name: Mxxxxxx Xxxxxxx Broker Contact Phone: 200-000-0000 DTC Participant Number: 2072 DTC Participant Name: Wxxxx Fargo Bank, a Delaware corporation (the “Company”)N.A. DTC Participant Phone Number: 200-000-0000 DTC Participant Contact Email: N/A – Citadel can coordinate email communication if necessary FFC Account #: N/A Account # at Bank/Broker: N/A DTC Participant Number: DTC Participant Name: DTC Participant Phone Number: DTC Participant Contact Email: FFC Account #: Account # at Bank/Broker: Wire Instructions: Bank Name: Wxxxx Fargo Bank, for the Shares to be issued as Exchange Consideration (as defined in and pursuant to the Exchange Agreement between you and the Company)N.A Bank Routing #: 100000000 Account Number: 4087268249 Account Name: Wxxxx Fargo Bank, which is expected to occur on or about November 21, 2022. To ensure timely settlement for the Exchange Consideration, please follow the instructions as set forth below. These instructions supersede any prior instructions you received. Your failure to comply with these instructions may delay your receipt of the Exchange Consideration. If you have any questions, please contact Xxxxx Xxx of Xxxxxxxxxxx & Co. LLC at 000N.A. FFC Account Name: Citadel Equity Fund Ltd FFC Account Number: 2RU00069 Broker Contact Name: DX Xxxxxxx Broker Contact Phone: 200-000-0000. You must direct the eligible DTC participant through which you hold a beneficial interest in the Exchanged Notes on November 21, 2022, no later than 9:00 a.m., New York City time, to perform a free delivery through DTC for the aggregate principal amount of Exchanged Notes set forth on Exhibit A of the Agreement to be exchanged for Shares. You must direct the eligible DTC participant on November 21, 2022, no later than 9:00 a.m., New York City time, to perform a free delivery through DTC for the aggregate principal amount of Exchanged Notes set forth on Exhibit A of the Agreement to be exchanged for Shares. Continental Stock Transfer & Trust Company is the Transfer Agent and Registrar for the Common Stock.
Appears in 1 contract
Samples: Exchange Agreement (HCI Group, Inc.)
