Examples of SPAC Shareholder in a sentence
To the Knowledge of SPAC, following the Closing, no SPAC Shareholder shall be entitled to receive any amount from the Trust Account except in connection with SPAC Share Redemptions (or a redemption right in connection with an amendment of the SPAC Governing Documents to extend SPAC’s deadline to consummate a Business Combination).
The Required SPAC Shareholder Approvals, and the Required Merger Sub Approval are the only votes or consents of the holders of any class or series of capital stock of SPAC or Merger Sub required to approve and adopt this Agreement, the Ancillary Documents to which any SPAC Party is or is contemplated to be a party, the performance of the SPAC Parties’ obligations hereunder and thereunder and the consummation of the Transactions (including the Domestication and the Merger).
At the Closing, and in accordance with the procedures to be agreed upon with the Exchange Agent, PubCo shall issue to each SPAC Shareholder the number of PubCo Ordinary Shares to which such SPAC Shareholder is entitled in respect of its SPAC Shares and SPAC Rights, if any, pursuant to Section 3.1.
Prior to the Domestication, pursuant to the SPAC Governing Documents, each SPAC Class A Share issued and outstanding with respect to which a SPAC Shareholder has validly elected to effect a SPAC Share Redemption shall be redeemed, and the holder thereof shall be entitled to receive from SPAC in respect of such SPAC Class A Share an amount in cash in accordance with the SPAC Governing Documents, and SPAC shall make such cash payments as promptly as reasonably practicable.
To the extent practicable, and in any event subject to the SPAC’s obligations under Law, SPAC shall provide the Company with reasonable updates with respect to the tabulated vote counts received by SPAC and the right to review and discuss all material communication sent to SPAC Shareholders and holders of SPAC Warrants with respect to the SPAC Shareholder Meeting.
Other than the approval of SPAC Shareholder Matters, no other corporate proceedings on the part of SPAC are necessary to approve the consummation of the Transactions.
Except for the SPAC Shares set forth on Section 4.6(a) of the SPAC Disclosure Schedules (taking into account, for the avoidance of doubt, any changes or adjustments to the SPAC Shares as a result of, or to give effect to, the Domestication), immediately prior to Closing and before giving effect to any Financing and the SPAC Shareholder Redemption, there shall be no other Equity Securities of SPAC issued and outstanding.
The SPAC Board (including any required committee or subgroup of such board) has, as of the date of this Agreement, unanimously (a) declared the advisability of the Transactions, (b) determined that the Transactions are fair to and in the best interests of the SPAC Shareholders, (c) determined that the Transactions constitute a Business Combination, and (d) recommended that the SPAC Shareholders approve the SPAC Shareholder Proposals.
SPAC shall comply in all material respects with all applicable rules and regulations promulgated by the SEC, any applicable rules and regulations of Nasdaq, SPAC Governing Documents, and this Agreement in the distribution of the Proxy/Registration Statement, any solicitation of proxies thereunder, the calling and holding of the SPAC Shareholder Meeting and the SPAC Share Redemption.
SPAC may update the Aggregate Transaction Proceeds Schedule if any of the calculations or amounts shown therein are incorrect as a result of changes in the number of SPAC shareholders participating in the SPAC Shareholder Redemption, not later than one Business Day prior to the Closing Date.