Private Warrants means the Warrants the Investors are privately purchasing simultaneously with the consummation of the Company’s initial public offering.
Common Warrants means, collectively, the Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which Common Warrants shall be exercisable immediately and have a term of exercise equal to five (5) years, in the form of Exhibit A attached hereto.
Placement Agent Warrants shall have the meaning set forth in the Subscription Agreement.
SPAC Warrants means SPAC Private Warrants and SPAC Public Warrants, collectively.
Series D Warrants means, collectively, the Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which Warrants shall be exercisable immediately upon issuance and have a term of exercise equal to five (5) years, in the form of Exhibit C attached hereto.
Parent Warrants means the outstanding warrants to purchase Parent Common Stock.
Series B Warrants means, collectively, the Series B Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof and the other Series B Warrants contemplated under Section 2.1 to be issued concurrently at the Closing, which Series B Warrants shall be exercisable beginning immediately and have a term of exercise equal to five (5) years, in the form of Exhibit B-2 attached hereto.
Series C Warrants means, collectively, the Series C Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which Warrants shall vest and be exercisable ratably commencing on the exercise of the Series B Warrants held by the Purchaser (or its assigns) and have a term of exercise equal to 5 years from the date of issuance, in the form of Exhibit C attached hereto.
Existing Warrants means any warrants to purchase Common Stock outstanding on the date of this Agreement.
Private Placement Warrants Purchase Agreement shall have the meaning given in the Recitals hereto.
Private Placement Warrants shall have the meaning given in the Recitals hereto.
Placement Warrants shall have the meaning given in the Recitals hereto.
Closing Warrants shall have the meaning ascribed to such term in Section 2.1(a)(ii).
New Warrants means those certain warrants to purchase New Valaris Equity on the terms set forth in the New Warrant Agreement.
Purchaser Warrants means Purchaser Private Warrants and Purchaser Public Warrants, collectively.
Common Warrant Shares means the shares of Common Stock issuable upon exercise of the Common Warrants.
Option Warrants shall have the meaning ascribed to such term in Section 2.2(a).
Common Shares means the common shares in the capital of the Company;
Series A Warrants means, collectively, the Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which Warrants shall be exercisable immediately from the Closing Date and have a term of exercise equal to five (5) years, in the form of Exhibit A attached hereto.
Sponsor Warrants shall have the meaning given in the Recitals hereto.
Equity-linked Securities means any debt or equity securities that are convertible, exercisable or exchangeable for Class A Shares issued in a financing transaction in connection with a Business Combination, including but not limited to a private placement of equity or debt.
Parent Warrant means each Parent Private Warrant and Parent Public Warrant.
Unit Shares means the Common Shares comprising part of the Units;
Investor Warrants has the meaning given it in the recitals of this Agreement.
Founders means all Members immediately prior to the consummation of the IPO.