Underwriter Units definition

Underwriter Units shall have the meaning given in the Recitals hereto.

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Underwriter Units means the units issued to the Underwriters in a private placement to be completed concurrently with the consummation of the Public Offering; and (x) “Warrants” shall mean the Private Placement Warrants and public warrants.

Underwriter Units means the units issued to the IPO underwriters in a concurrent private placement at the time of the IPO. “Underwriter Warrants” means the warrants issued as part of the Underwriter Units.

Examples of Underwriter Units in a sentence

• It acknowledges and understands that the Underwriter Units are being offered in a transaction not involving a public offering in the United States within the meaning of the Act.

• It is purchasing the Underwriter Units solely for investment purposes, for its own account (and/or for the account or benefit of its members or affiliates, as permitted, pursuant to the terms hereof), and not with a view to the distribution thereof in violation of the Act and it has no present arrangement to sell the Underwriter Securities to or through any person or entity except as may be permitted hereunder.

• The Underwriter Units are identical to the Firm Units, except that the Underwriter Units will be purchased in a private placement exempt from registration under the Securities Act of 1933, as amended (the “Act”) and will not become freely tradable until after certain conditions are met or the resale of such Underwriter Units is registered under the Act.

• In the event that the Over-allotment Option is not exercised in full, the Sponsor has agreed to forfeit such number of Founder Shares (up to 750,000 Founder Shares) such that the Founder Shares then outstanding will comprise 20% of the issued and outstanding shares of the Company after giving effect to the Offering and exercise, if any, of the Over-allotment Option (excluding the shares of Common Stock underlying the Underwriter Units) and the Private Placement Shares and the Private Placement Warrants.

• It is not subscribing for the Underwriter Units as a result of or subsequent to any general solicitation or general advertising, including but not limited to any advertisement, article, notice or other communication published in any newspaper, magazine, or similar media or broadcast over television or radio, or presented at any seminar or meeting or in a registration statement with respect to the Offering filed with the Commission.

• It understands the Underwriter Units are being offered and sold to Underwriter in reliance on exemptions from the registration requirements under the Act, and analogous provisions in the laws and regulations of various states, and that the Company is relying upon the truth and accuracy of its representations, warranties, agreements, acknowledgments and understandings set forth in this Agreement in order to determine the applicability of such provisions.

More Definitions of Underwriter Units

Underwriter Units means the 118,875 units issued to the Underwriters in a concurrent private placement at the time of the IPO.

Underwriter Units means the 75,000 units (or up to 86,250 units if the Representative’s over-allotment option is exercised in full), issued to the Representative and outstanding immediately prior to the consummation of the Public Offering; and (ix) “Transfer” shall mean the (a) sale or assignment of, offer to sell, contract or agreement to sell, hypothecate, pledge, grant of any option to purchase or otherwise dispose of or agreement to dispose of, directly or indirectly, or establishment or increase of a put equivalent position or liquidation with respect to or decrease of a call equivalent position within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”), and the rules and regulations of the Commission promulgated thereunder with respect to, any security, (b) entry into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any security, whether any such transaction is to be settled by delivery of such securities, in cash or otherwise, or (c) public announcement of any intention to effect any transaction specified in clause (a) or (b).