SPAC Transaction

SPAC Transaction. Means a transaction or series of related transactions in which the Company's outstanding shares of capital stock are exchanged for or otherwise converted into securities that are publicly listed on a securities exchange (the "Public Shares") through a merger, acquisition, business combination, or similar transaction with a special purpose acquisition company or its subsidiary or parent (a "SPAC").

SPAC Transaction. A merger, acquisition or other business combination involving the Company and a SPAC following which the capital stock of the Company or the SPAC are listed on a national securities exchange or market

SPAC Transaction. The same meaning as in the Restated Certificate

SPAC Transaction. A merger (including the Merger), consolidation, share exchange, share purchase or other business combination between (1) the entirety of the shareholders of the Company, the Company and/or a subsidiary of the Company and (2) a publicly listed "special purpose acquisition company" (a "SPAC") and/or its shareholders (or a subsidiary of the publicly listed company), as a result of which either (x) the Company becomes a publicly listed Company (or a subsidiary of a publicly listed company) with... Shares registered under Section 12(b) of the 1934 Act, or (y) the shareholders of the Company immediately prior to the closing of such merger, consolidation, share exchange, share purchase or other business combination hold or have the right, by virtue of their shareholdings in the Company, to acquire or to be issued, immediately following the closing of such merger, consolidation, share exchange, share purchase or other business combination, the majority shareholding in a publicly listed company that is the surviving entity of such merger, consolidation, share exchange, share purchase or other business combination View More

SPAC Transaction. Means a transaction in which (A) the Company’s capital stock (including all shares issued or issuable upon conversion of this Note) is exchanged for or otherwise converted into securities that are registered under the Securities Act when issued, publicly listed, pursuant to the transaction governing such exchange or conversion, on a national securities exchange (excluding (i) a firm commitment underwritten public offering of the Company’s Common Stock pursuant to a registration statement filed... under the Securities Act and (ii) the initial listing of the Company’s Common Stock (other than shares of Common Stock not eligible for resale under Rule 144 under the Securities Act) on a national securities exchange by means of an effective registration statement on Form S-1 filed by the Company with the U.S. Securities and Exchange Commission that registers shares of existing capital stock of the Company for resale, as approved by the Board) including through a merger, acquisition, business combination or similar transaction, in one transaction or series of related transactions, involving a vehicle commonly known as a special purpose acquisition company (SPAC), reverse merger or otherwise, and (B) the shares issued with respect to this Note are registered on issuance and immediately saleable by the Holder without further registration or exemption. For avoidance of doubt, the 7GC Combination shall be deemed to be a SPAC Transaction. View More