Warrant Offering Sample Clauses
Warrant Offering. As promptly as practicable following the Closing, but no sooner than January 1, 2012, and subject to compliance with all applicable Law, including the Securities Act, the Company shall distribute to each holder of record of Common Stock as of the close of business on the Business Day immediately preceding the Closing Date, non-transferable warrants (the “Warrants”) to purchase from the Company one share of Common Stock for each four shares of Common Stock held of record as of the close of business on the Business Day immediately preceding the Closing Date at a per share purchase price equal to the price per Common Share paid by the Investor under this Agreement; provided that no such holder shall thereby exceed, together with any other Person with whom such holder may be aggregated under applicable Law, 4.99% beneficial ownership of the Company’s equity securities. No Warrant will be issued with respect to any holdings or increment of holdings of less than four shares of Common Stock. The transactions described in this Section 3.14, including the purchase and sale of Common Shares upon the exercise of Warrants, shall be referred to in this Agreement as the “Warrant Offering.” Each Warrant shall be exercisable for thirty (30) days after the later of its date of issuance or the effective date of the registration statement related to the Warrant Offering.
Warrant Offering. Simultaneously with the Closing Date, the Company will issue and sell pursuant to Subscription Agreements (as defined in Section 2.25.2 hereof) (the “Warrant Offering”) an aggregate of 2,642,856 warrants (the “Warrant Offering Warrants”). The Warrant Offering Warrants and the Ordinary Shares issuable upon exercise of the Warrant Offering Warrants are hereinafter referred to as the “Warrant Offering Securities.” The Warrant Offering Warrants shall consist of 1,500,000 Warrant Offering Warrants (the “Insider Warrants”) and 1,142,856 Warrant Offering Warrants (the “EBC/Third Party Warrants”). The Insider Warrants and the Ordinary Shares issuable upon exercise of the Insider Warrants are hereinafter referred to as the “Insider Securities.” The EBC/Third Party Warrants and the Ordinary Shares issuable upon exercise of the EBC/Third Party Warrants are hereinafter referred to as the “EBC/Third Party Securities.” No underwriting discounts, commissions or placement fees have been or will be payable in connection with the Warrant Offering. None of the Warrant Offering Securities may be sold, assigned or transferred (except to their permitted transferees) by the initial holders thereof until the consummation of a Business Combination or the liquidation of the Trust Account if the Company is unable to consummate a Business Combination by the Termination Date.
Warrant Offering. Following the Effective Time, but no earlier than January 1, 2012, FNB will distribute non-transferable warrants to the holders of record of FNB Common Stock as of the close of business on the Business Day immediately preceding the Effective Time, which warrants will give such stockholders the right to purchase one share of FNB Common Stock for every four shares of FNB Common Stock that is held as of the close of business on the Business Day immediately preceding the Effective Time at a price of $0.16 per share. These warrants will be exercisable for a period of 30 days after the later of the date of distribution of such warrants, or the effective date of a registration statement related to the warrant offering.
