Assumed Warrants definition

Assumed Warrants means the resulting warrants from the automatic conversion at the effective time of the First Merger of each Legacy Luminar warrant outstanding and unexercised at the effective time of the First Merger into a warrant to acquire an adjusted number of shares of Class A common stock at an adjusted exercise price per share, subject to the terms and conditions as were applicable to such Legacy Luminar warrant immediately prior to the effective time of the First Merger, including applicable vesting conditions.

Assumed Warrants means the Spartan Warrants that are automatically converted in connection with the Business Combination into warrants to acquire one Allego Ordinary Share, and remain subject to the same terms and conditions (including exercisability) as were applicable to the corresponding Spartan Warrant immediately prior to the Business Combination.

Assumed Warrants means the resulting warrants from the conversion at the effective time of the Merger of each IonQ Warrant issued and outstanding immediately prior to the effective time of the Merger into a conditional right to purchase Class A Stock at an adjusted exercise price per share, subject to the terms and conditions as were applicable to such IonQ Warrant immediately prior to the effective time of the Merger, including applicable vesting conditions.

Examples of Assumed Warrants in a sentence

• Notwithstanding the foregoing, tendered Assumed Warrants may also be withdrawn if the Company has not accepted the Assumed Warrants for exchange by June 26, 2023.

• Specifically, the exercise price of and number of shares of Class A Common Stock underlying the Assumed Warrants will be adjusted to reflect such lower issuance price as the new equity is sold and the number of shares issuable under the Assumed Warrant will be increased such that the aggregate exercise price after the lower price adjustment is equal to the aggregate exercise price prior to adjustment.

• All restrictions on the exercise of the Assumed Warrants in effect immediately before the Effective Time shall be continuing in full force and effect and the term, exercisability schedule and other provisions of the Assumed Warrants shall otherwise remain unchanged.

• Such opinion shall also confirm the validity of the shares issuable in the Merger and upon exercise of the Assumed Options and Assumed Warrants and shall be reasonably satisfactory to GCW&F.

• Litronic shall use its best efforts to continue the quotation of Litronic Common Stock on the Nasdaq National Market through and including the Effective Time and to take all actions necessary to provide for the listing on the Nasdaq National Market, at or prior to the Closing, of the shares of Litronic Common Stock issuable pursuant to the Merger and upon exercise of all Assumed Options and Assumed Warrants.

More Definitions of Assumed Warrants

Assumed Warrants means the New Purchaser Warrants and the Earnout Warrants.

Assumed Warrants means the resulting warrants from the automatic conversion at the effective time of the First Merger of each Luminar Warrant outstanding and unexercised at the effective time of the First Merger into a warrant to acquire an adjusted number of shares of Class A Stock at an

Assumed Warrants has the meaning ascribed to it in Section 2.6(e).

Assumed Warrants means the warrants to purchase shares of Class A Common Stock that, as of the Closing, were issued by the Company to holders of Legacy FOXO warrants outstanding and unexercised immediately prior to the Merger.

Assumed Warrants means warrants to purchase Company Ordinary Shares on the terms set forth in the Warrant Assumption Agreement (which shall be in substantially identical form as the applicable SPAC Warrants and the SPAC Warrant Agreement, but in the name of the Company and as amended pursuant to the Warrant Assumption Agreement).

Assumed Warrants shall have the meaning set forth in Section 1.5(b).

Assumed Warrants means those certain Common Stock warrants representing the right to acquire approximately 18,896,646 shares of Common Stock issued by Anelixis Therapeutics, Inc. (“Anelixis”), as and when assumed by the Company upon the Company’s acquisition of Anelixis (the “Anelixis Acquisition”).