Examples of New Ginkgo in a sentence
Each of Acquiror and Parent has all requisite corporate power and authority to execute and deliver this Agreement and to consummate the Merger and the transactions contemplated hereby.
Upon the Closing, 10% of the private placement warrants will be forfeited to New Ginkgo and cancelled for no consideration.
See “Risk Factors—Risks Related to our Organizational Structure and Governance—Following the consummation of the Business Combination, only our employees and directors will be entitled to hold shares of New Ginkgo Class B common stock (including shares of New Ginkgo Class B common stock granted or otherwise issued to our employees and directors in the future), which shares will have ten votes per share.
Assumes that the aggregate cash consideration is $17,774 million in the no redemption scenario and $16,524 million in the maximum redemption scenario, based on estimated cash on hand at closing and includes both the shares of New Ginkgo Class A common stock and New Ginkgo Class B common stock to be issued and outstanding (but not the 1,599,420 shares of New Ginkgo Class A common stock underlying the Ginkgo warrants).
It is also possible that the redemption may be treated as a distribution for U.S. federal income tax purposes depending on the amount of public shares that you own or are deemed to own (including through the ownership of New Ginkgo warrants).
New Ginkgo Class A common stock and New Ginkgo Class B common stock have the same dividend participation rights and economic terms.
Upon the Effective Time, pursuant to the Plan of Domestication, each issued and outstanding SRNG unit will be separated into its component parts and will entitle the holder thereof to one share of New Ginkgo Class A common stock and one-fifth of one New Ginkgo warrant, which will have been duly authorized by all requisite corporate action on the part of New Ginkgo under the DGCL and that will be validly issued, fully paid and nonassessable.
Structure of the Business CombinationPursuant to the Merger Agreement, Merger Sub will merge with and into Ginkgo, with Ginkgo surviving the merger as a wholly owned subsidiary of New Ginkgo.
We intend to list the New Ginkgo Class A common stock and public warrants on NYSE under the symbols “DNA” and “DNA.WS”, respectively, upon the Closing.
In addition, immediately prior to the consummation of the Business Combination, New Ginkgo will amend and restate its charter to be the Proposed Charter and adopt a multi-class stock structure, each as described in the section of this prospectus titled “Description of New Ginkgo Securities.” The following diagrams illustrate in simplified terms the current structure of SRNG and Ginkgo and the expected structure of New Ginkgo (formerly SRNG) upon the Closing.