New SPAC Class A Common Shares definition

New SPAC Class A Common Shares. (as exchanged, such DCRD Public Warrants being referred to as “Public Warrants,” such DCRD Private Placement Warrants being referred to as “Private Placement Warrants” and such SPAC Warrants being referred to as “Warrants”) and be governed by the Amended and Restated Warrant Agreement to be entered into on or about the date hereof by New SPAC and Computershare (the “Amended and Restated Warrant Agreement”);
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New SPAC Class A Common Shares means the shares of Class A Common Stock of the SPAC, par value $0.0001 per share, as set forth in the New SPAC Certificate of Incorporation.
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New SPAC Class A Common Shares has the meaning ascribed thereto in Section 3.1(a)(xiii);
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Examples of New SPAC Class A Common Shares in a sentence

  • At the effective time of the SPAC Amalgamation, pursuant to Section 9.8 of the SPAC Warrant Agreement, New SPAC and Computershare shall enter into the Amended and Restated Warrant Agreement to reflect that, effective upon consummation of the SPAC Amalgamation, each Public Warrant and Private Placement Warrant will entitle the holder to purchase New SPAC Class A Common Shares in accordance with the terms and subject to the conditions set forth in the Amended and Restated Warrant Agreement.

  • For purposes of the Warrant, in determining the number of outstanding New SPAC Class A Common Shares, the holder may rely on the number of outstanding New SPAC Class A Common Shares as reflected in (1) New SPAC’s most recent Annual Report on Form 20-F, Current Report on Form 6-K or other public filing with the SEC as the case may be, (2) a more recent public announcement by New SPAC or (3) any other notice by New SPAC or Computershare Inc.

  • Solely for purposes of this subsection 7.4.2, the “Fair Market Value” shall mean the average last reported sale price of the New SPAC Class A Common Shares for the ten (10) trading days ending on the trading day prior to the date on which the notice of exercise is received by the Warrant Agent.

  • In the event that the conditions in the two immediately preceding sentences are not satisfied with respect to a Warrant, the holder of such Warrant shall not be entitled to exercise such Warrant and such Warrant may have no value and expire without value to the holder, in which case the purchaser of a Unit containing such Public Warrants shall have paid the full purchase price for the Unit solely for the New SPAC Class A Common Shares underlying such Unit.

  • In any case, the number of issued and outstanding New SPAC Class A Common Shares shall be determined after giving effect to the conversion or exercise of equity securities of New SPAC by the holder and its affiliates since the date as of which such number of issued and outstanding New SPAC Class A Common Shares was reported.

  • If, by reason of any adjustment made pursuant to this Section 4, the holder of any Warrant would be entitled, upon the exercise of such Warrant, to receive a fractional interest in an New SPAC Class A Common Share, New SPAC shall, upon such exercise, round down to the nearest whole number of New SPAC Class A Common Shares to be issued to such holder.

  • All New SPAC Class A Common Shares issued upon the proper exercise of a Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessable.

  • In the event a successor Warrant Agent shall be appointed, New SPAC shall give notice thereof to the predecessor Warrant Agent and the Transfer Agent for the New SPAC Class A Common Shares not later than the effective date of any such appointment.

  • New SPAC shall from time to time promptly pay all taxes and charges that may be imposed upon New SPAC or the Warrant Agent in respect of the issuance or delivery of New SPAC Class A Common Shares upon the exercise of the Warrants, but neither New SPAC nor the Warrant Agent shall be obligated to pay any transfer taxes in respect of the Warrants or such New SPAC Class A Common Shares, save as expressly stated in this Section 8.1.

  • New SPAC shall at all times reserve and keep available a number of its authorized but unissued New SPAC Class A Common Shares that shall be sufficient to permit the exercise in full of all outstanding Warrants issued pursuant to this Agreement.

Related to New SPAC Class A Common Shares

  • Class A Common Shares means class A common shares of a nominal or par value of US$0.00001 each in the capital of the Company having the rights provided for in the Memorandum and Articles of Association, and any shares into which such class A common shares may be converted.

  • Class A Common Stock means the Class A Common Stock, par value $.01 per share, of the Company.

  • Class A Common Unit means a Common Unit having the rights and obligations specified with respect to Class A Common Units in this Agreement.

  • Class A Common Units means a Common Unit which is designated as a “Class A Common Unit” and which has the rights, preferences and other privileges designated in Annex A hereto and elsewhere in this Agreement in respect of holders of Common Units.

  • Class B Common Shares means the Class B Convertible Voting Common Shares of the Company, par value $1.00 per share.

  • Parent Class A Common Stock means the Class A Common Stock, par value $0.01 per share, of Parent.

  • Company Class A Common Stock means the Class A common stock, par value $0.0001 per share, of the Company.

  • Class B Common Stock means the Class B common stock, par value $0.0001 per share, of the Company.

  • Series A Common Stock means the Series A Common Stock, par value $0.01 per share, of the Company.

  • Class A Common means the Company's Class A Common Stock, par value $.01 per share.

  • Class V Common Stock means the Class V common stock, par value $0.0001 per share, of the Corporation.

  • Class A Ordinary Shares shall have the meaning ascribed to it in Section 2.4(a).

  • Class B Common Unit means one of that certain class of Common Units with those special rights and obligations specified in this Agreement as being appurtenant to a “Class B Common Unit”.

  • Class B Ordinary Shares shall have the meaning ascribed to it in Section 2.4(a).

  • Class B Common Units has the meaning set forth in Section 1(a) hereof.

  • Class C Common Stock means the Class C Common Stock, par value $0.01 per share, of the Company.

  • Class 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 and have a term of exercise equal to five (5) years, in the form of Exhibit A attached hereto.

  • Class A Preferred Shares shall have the meaning ascribed to it in Section 2.4(a).

  • Parent Class B Common Stock means the Class B Common Stock, par value $0.01 per share, of Parent.

  • Class A Ordinary Share means an Ordinary Share of a par value of US$0.0001 in the capital of the Company, designated as a Class A Ordinary Shares and having the rights provided for in these Articles;

  • Company Class B Common Stock means the Class B common stock, par value $0.01 per share, of the Company.

  • Class B Warrants means, collectively, the Common Stock purchase warrants in the form of Exhibit C attached hereto delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which warrants shall be exercisable immediately and have a term of exercise equal to one year.

  • Class B Ordinary Share means an Ordinary Share of a par value of US$0.0001 in the capital of the Company, designated as a Class B Ordinary Share and having the rights provided for in these Articles;

  • Class A Preferred Stock means the Class A preferred stock, nominal value $0.0001 per share, of the Company.

  • Series B Common Stock means the Series B Common Stock, par value $0.01 per share, of the Company.

  • Class A Ordinary Share Value means, as of the close of business on the day preceding the date, the volume weighted average trading price of the Class A Ordinary Shares on all trading platforms or trading systems on which the Class A Ordinary Shares are being traded over the forty-five (45) trading days then ended, provided, that if the total aggregate trading volume over such 45-trading-day period is less than 5% of the public float, such period shall be extended to the ninety (90) trading days then ended, provided, further, if the total aggregate trading volume over such 90-trading-day period is less than 5% of the public float, the holder of the Class B Ordinary Shares shall request that the Board obtain an appraisal of the value of the Class A Ordinary Shares from one or more independent nationally-recognized third party appraisal companies and such appraisal shall constitute the Class A Ordinary Share Value.