Warrant Tender Offer definition

Warrant Tender Offer means DDH Holdings offer to purchase for cash any and all of its outstanding warrants at a price of $1.20 per warrant as set forth in the combined Tender Offer Statement and Rule 13e-3 Transaction Statement on Schedule TO, including the Second Amended and Restated Offer to Purchase and Consent Solicitation dated September 21, 2023, originally filed with the Securities and Exchange Commission on August 29, 2023, as amended on September 14, 2023, September 21, 2023 and September 29, 2023.

Split View

AI-Powered Contracts

Draft, Review & Redline at the Speed of AI

Get StartedBook a Demo

Warrant Tender Offer in Sections 5.4, 5.6(c), 5.6(e), 5.8(b) and 9.13 are hereby deleted.

Warrant Tender Offer has the meaning given to such term in Section 6.14(a).

Examples of Warrant Tender Offer in a sentence

• The Warrant Tender Offer shall be conducted pursuant to the applicable tender offer rules under the Exchange Act and promulgated by the SEC.

• The Sponsors may, without the consent of, but with prior notice to, the Company, extend the Warrant Tender Offer for any period required by any rule, regulation or interpretation of the SEC or its staff applicable to the Warrant Tender Offer.

• The Seller Parties, Parent and their respective counsel shall be given an opportunity to review and comment on the Warrant Tender Offer Documents prior to their filing with the SEC.

• The Warrant Offerors shall promptly distribute the completed Warrant Tender Offer Documents to the holders of the Parent Warrants and, subject to the other provisions of this Agreement and applicable Laws and SEC regulations, purchase the Parent Warrants validly tendered pursuant to the Warrant Tender Offer.

• As such, except with respect to Sections 2.1, 2.7, 2.25, 3.9 and 7.3 of the Business Combination Agreement and as otherwise set forth in this Amendment, all rights, interests and obligations of each Party with respect to continuing to pursue the Warrant Tender Offer (including those in Section 5.6) and any terms and conditions related thereto shall terminate as of the date of this Amendment and no longer be effective and Parent shall amend the Offer Documents to withdraw the Warrant Tender Offer.

• The Warrant Offerors, with the assistance of the Company and Parent, shall promptly respond to any SEC comments on the Warrant Tender Offer Documents and shall otherwise use commercially reasonable efforts to complete the SEC review process as promptly as practicable.

• The Warrant Offerors may, to the extent permitted by the applicable tender offer rules promulgated by the SEC (the “Tender Offer Rules”), extend the Warrant Tender Offer from time to time to a date no later than the then anticipated Closing Date.

• The Warrant Tender Offer documents will comply as to form in all material respects with the requirements of the Exchange Act and the rules and regulations thereunder.

• The proceeds of the Fourth Amendment Delayed Draw Term Loan advanced pursuant hereto shall be to make payments owing in connection with (and fees and expenses incurred in connection with) and pursuant to the Warrant Tender Offer.

• The obligation of Parent to accept for payment the Sponsor Warrants and Stockholder Warrants validly tendered and not validly withdrawn pursuant to the Warrant Tender Offer shall only occur, subject to compliance with Rule 13e-4 and Regulation 14E of the Exchange Act, simultaneously upon the Parent’s acceptance of the shares of Common Stock validly tendered and not validly withdrawn in the Tender Offer and the satisfaction or waiver of each of the conditions set forth in Annex A hereto.

More Definitions of Warrant Tender Offer

Warrant Tender Offer means the offer by Quinpario to purchase up to 9,200,000 of its public warrants, subject to certain conditions, at a purchase price of $0.75 per public warrant in a proposed tender offer that would commence sometime after the filing of this preliminary proxy statement and will expire prior to the consummation of the Business Combination.

Warrant Tender Offer means the tender offer the Warrant Offerors intend to commence, pursuant to which they will offer to purchase up to 3,422,400 public warrants at a purchase price of $0.60 per warrant.

Warrant Tender Offer means the offer by Quinpario to purchase up to 9,200,000 of its public warrants at a purchase price of $0.75 per warrant, subject to certain conditions, including that (i) the Purchase Agreement is not terminated for any reason, (ii) we have at least $115 million in our trust account, after giving effect to any redemption of public shares, and (iii) the Business Combination is consummated. The tender offer commenced on May 6, 2014 and is scheduled to expire after the consummation of the Business Combination on July 7, 2014.