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DTSTART;TZID=America/New_York:20210908T080000
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DTSTAMP:20260419T074913
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UID:691840-1631088000-1631120400@commonstockwarrants.com
SUMMARY:Lucid Motors Announces Redemption of Outstanding Public Warrants (NSDQ: LCID\, LCIDW) - BEGIN
DESCRIPTION:NEWARK\, Calif.\, Sept. 8\, 2021 /PRNewswire/ — Lucid Group\, which is setting new standards with its advanced luxury EVs\, today announced that the Company will redeem all of its outstanding public warrants (the “Public Warrants”) to purchase shares of the Company’s Class A common stock that were issued under the Warrant Agreement dated July 29\, 2020 by and between the Company and Continental Stock Transfer & Trust Company as warrant agent (as assigned to and assumed by the Company and Equiniti Trust Company\, as transfer agent and warrant agent)\, as part of the units sold in the Company’s initial public offering (the “IPO”)\, for a redemption price of $0.01 per Public Warrant (the “Redemption Price”) that remain outstanding at 5:00 p.m. Eastern Time on October 8\, 2021 (the “Redemption Date”).   \n\n\n\n“We are pleased to announce the cashless redemption of our public warrants\,” said Peter Rawlinson\, CEO & CTO of Lucid Group. “This is an important milestone in streamlining our capital structure to eliminate outstanding public warrants at the same time as we see growing confidence in Lucid’s ground-breaking\, in-house developed electric vehicle technology\, which will soon arrive into the market in Lucid Air. Lucid has chosen in part to require cashless exercise of the Public Warrants to enable warrant holders\, including our retail investors\, to hold shares in Lucid without cash exercise. We also expect this action will minimize dilution from these public warrants.” \n\n\n\nThe Public Warrants are listed on Nasdaq under the symbol “LCIDW.” Each Public Warrant entitles the holder thereof to purchase one share of Class A common stock for a purchase price of $11.50 per share\, subject to adjustments (the “Exercise Price”). Under the terms of the Warrant Agreement\, Lucid is entitled to redeem all of the outstanding Public Warrants if the last sale price of the Class A common stock is at least $18.00 per share on each of twenty trading days within any thirty-day trading period ending on the third trading day prior to the date on which a notice of redemption is given. Lucid has directed the warrant agent to deliver a notice of redemption to each of the registered holders of the outstanding Public Warrants. Warrants to purchase Class A common stock that were issued under the Warrant Agreement in a private placement simultaneously with the IPO and still held by the initial holders thereof or their permitted transferees are not subject to this notice of redemption. \n\n\n\nThe Public Warrants will cease trading on Nasdaq at 5:00 pm Eastern Time on the Redemption Date. Any Public Warrants that remain unexercised at 5:00 pm Eastern Time on the Redemption Date will be delisted\, void and no longer exercisable\, and their holders will have no rights with respect to those Public Warrants except to receive the Redemption Price or as otherwise described in the redemption notice for holders who hold their Public Warrants in “street name.” \n\n\n\nIn addition\, in accordance with the Warrant Agreement\, Lucid’s board of directors has elected to require that\, upon delivery of the notice of redemption\, all Public Warrants are to be exercised only on a “cashless basis.” Accordingly\, holders may no longer exercise Public Warrants and receive Class A common stock in exchange for payment in cash of the $11.50 per warrant exercise price. Instead\, a holder exercising a Public Warrant will be deemed to pay the $11.50 per warrant exercise price by the surrender of 0.5542 of a share of Class A common stock (such fraction determined as described below) that such holder would have been entitled to receive upon a cash exercise of a Public Warrant. Accordingly\, by virtue of the cashless exercise of the Public Warrants\, exercising warrant holders will receive 0.4458 of a share of Class A common stock for each Public Warrant surrendered for exercise. \n\n\n\nThe number of shares of Class A common stock that each exercising warrant holder will receive by virtue of the cashless exercise (instead of paying the $11.50 per Public Warrant cash exercise price) was calculated in accordance with the terms of the Warrant Agreement and is equal to the quotient obtained by dividing (x) the product of the number of shares underlying the Public Warrants held by such warrant holder\, multiplied by the difference between $20.751\, the average last sale price of the Class A common stock for the ten trading days ending on September 2\, 2021\, the third trading day prior to the date of the redemption notice (the “Fair Market Value”) and $11.50\, by (y) the Fair Market Value. If any holder of Public Warrants would\, after taking into account all of such holder’s Public Warrants exercised at one time\, be entitled to receive a fractional interest in a share of Class A common stock\, the number of shares the holder will be entitled to receive will be rounded down to the nearest whole number of shares. \n\n\n\nQuestions concerning redemption and exercise of the Public Warrants can be directed to Equiniti Trust Company\, P.O. Box 64874\, St. Paul\, MN 55164-0874\, Attention: EQ Shareowner Services\, telephone number (833) 914-2119.  \n\n\n\nAbout Lucid GroupLucid seeks to inspire the adoption of sustainable energy by creating the most captivating electric vehicles\, centered around the human experience. The company’s first car\, Lucid Air\, is a state-of-the-art luxury sedan with a California-inspired design underpinned by race-proven technology. Featuring luxurious interior space in a mid-size exterior footprint\, select models of Air are expected to be capable of a projected EPA estimated range of over 500 miles. Customer deliveries of Lucid Air are planned to begin this year. \n\n\n\nMedia Contactmedia@lucidmotors.com \n\n\n\nTrademarks \n\n\n\nThis communication contains trademarks\, service marks\, trade names and copyrights of Lucid Group\, Inc. and its affiliates (the “Company”) and other companies\, which are the property of their respective owners. \n\n\n\nForward-Looking Statements \n\n\n\nThis communication includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “estimate\,” “plan\,” “project\,” “forecast\,” “intend\,” “will\,” “expect\,” “anticipate\,” “believe\,” “seek\,” “target\,” “continue\,” “could\,” “may\,” “might\,” “possible\,” “potential\,” “predict” or other similar expressions that predict or indicate future events or trends or that are not statements of historical facts. These forward-looking statements include\, but are not limited to\, statements regarding the Company’s expectations and timing related to the start of production and deliveries of the Lucid Air and the performance\, range\, and other features of the Lucid Air.  These statements are based on various assumptions\, and actual events and circumstances may differ. Forward-looking statements are subject to a number of risks and uncertainties\, including factors discussed in the Company’s Registration Statement on Form S-1\, the Company’s Annual Report on Form 10-K/A for the year ended December 31\, 2020 and the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30\, 2021\, in each case\, under the heading “Risk Factors\,” as well as other documents of the Company that are filed\, or will be filed\, with the Securities and Exchange Commission. If any of these risks materialize or the Company’s assumptions prove incorrect\, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that the Company does not presently know or that the Company currently believes are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition\, forward-looking statements reflect the Company’s expectations\, plans or forecasts of future events and views as of the date of this communication. However\, while the Company may elect to update these forward-looking statements at some point in the future\, the Company specifically disclaims any obligation to do so. These forward-looking statements should not be relied upon as representing the Company’s assessments as of any date subsequent to the date of this communication. \n\n\n\nSOURCE Lucid Motors \n\n\n\n\n\n\n\nRelated Links\n\n\n\nhttp://www.lucidmotors.com
URL:https://commonstockwarrants.com/event/lucid-motors-announces-redemption-of-outstanding-public-warrants-nsdq-lcid-lcidw-begin/
CATEGORIES:Warrant Redemptions
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END:VEVENT
BEGIN:VEVENT
DTSTART;TZID=America/New_York:20210830T170000
DTEND;TZID=America/New_York:20210830T170000
DTSTAMP:20260419T074913
CREATED:20210730T124654Z
LAST-MODIFIED:20210730T142446Z
UID:691555-1630342800-1630342800@commonstockwarrants.com
SUMMARY:Cerevel Therapeutics Completes Redemption of Public Warrants (NASDAQ: CERE\, CEREW) -END
DESCRIPTION:Cerevel Therapeutics (Nasdaq: CERE; CEREW) (the “Company”)\, a company dedicated to unraveling the mysteries of the brain to treat neuroscience diseases\, today announced that on August 30\, 2021 at 5:00 p.m. ET\, it will redeem all of its outstanding public warrants to purchase shares of the Company’s common stock that were issued under the Warrant Agreement\, dated as of June 9\, 2020\, by and between the Company (f/k/a ARYA Sciences Acquisition Corp II) and Continental Stock Transfer & Trust Company (“Continental”)\, as warrant agent. \n\n\n\nEach such public warrant may be exercised by the holder thereof to purchase one share of the Company’s common stock at the exercise price of $11.50 per public warrant. Any such public warrants that remain unexercised following 5:00 p.m. ET on August 30\, 2021 will be void and no longer exercisable\, and the holders of those public warrants will be entitled to receive only the redemption price of $0.01 per warrant. As a result of the redemption\, the public warrants will cease to be traded on Nasdaq following the close of trading on August 30\, 2021. \n\n\n\nBeneficial holders seeking to exercise public warrants should contact their brokerage firm as soon as possible to process the warrant exercise in advance of the redemption date. Brokers may have an earlier deadline for beneficial holders to exercise their public warrants than the deadline set forth above. \n\n\n\nUnder the terms of the Warrant Agreement\, the Company is entitled to redeem all of such outstanding public warrants if the last sale price of the Company’s common stock reported is at least $18.00 per share on each of twenty trading days within a thirty trading day period. This share price performance requirement was satisfied as of July 27\, 2021. Warrants to purchase common stock that were issued under the Warrant Agreement in a private placement and still held by initial holders thereof or their permitted transferees are not subject to this redemption. \n\n\n\nContinental\, in its capacity as warrant agent\, has delivered a notice of redemption to each of the registered holders of such outstanding public warrants on behalf of the Company.  The shares of common stock underlying such public warrants have been registered by the Company under the Securities Act of 1933\, as amended\, and are covered by a registration statement filed on Form S-1 with\, and declared effective by\, the Securities and Exchange Commission (File No. 333-250964).  \n\n\n\nQuestions concerning redemption and exercise of such public warrants can be directed to Georgeson\, 1290 Avenue of the Americas\, 9th Floor\, New York\, NY 10104\, telephone number (888) 663-7851. \n\n\n\nNone of the Company\, its board of directors or employees have made or are making any representation or recommendation to any warrant holder as to whether to exercise or refrain from exercising any warrants. This press release shall not constitute an offer to sell or the solicitation of an offer to buy any of the Company’s securities and shall not constitute an offer\, solicitation or sale in any jurisdiction in which such offering\, solicitation or sale would be unlawful. \n\n\n\nAbout Cerevel Therapeutics \n\n\n\nCerevel Therapeutics is dedicated to unraveling the mysteries of the brain to treat neuroscience diseases. The company is tackling diseases with a targeted approach to neuroscience that combines expertise in neurocircuitry with a focus on receptor selectivity. Cerevel Therapeutics has a diversified pipeline comprising five clinical-stage investigational therapies and several pre-clinical compounds with the potential to treat a range of neuroscience diseases\, including Parkinson’s\, epilepsy\, schizophrenia\, and substance use disorder. Headquartered in Cambridge\, Mass.\, Cerevel Therapeutics is advancing its current research and development programs while exploring new modalities through internal research efforts\, external collaborations\, or potential acquisitions. For more information\, visit www.cerevel.com. \n\n\n\nForward-Looking Statements \n\n\n\nThis press release contains forward-looking statements that are based on management’s beliefs and assumptions and on information currently available to management. In some cases\, you can identify forward-looking statements by the following words: “may\,” “will\,” “could\,” “would\,” “should\,” “expect\,” “intend\,” “plan\,” “anticipate\,” “believe\,” “estimate\,” “predict\,” “project\,” “potential\,” “continue\,” “ongoing” or the negative of these terms or other comparable terminology\, although not all forward-looking statements contain these words. These statements involve risks\, uncertainties and other factors that may cause actual results\, levels of activity\, performance\, or achievements to be materially different from the information expressed or implied by these forward-looking statements. Although we believe that we have a reasonable basis for each forward-looking statement contained in this press release\, we caution you that these statements are based on a combination of facts and factors currently known by us and our projections of the future\, about which we cannot be certain. Forward-looking statements in this press release include\, but are not limited to\, express or implied statements regarding the terms of the redemption and the amount of redemption requests made by holders of public warrants. We cannot assure you that the forward-looking statements in this press release will prove to be accurate. Furthermore\, if the forward-looking statements prove to be inaccurate\, the inaccuracy may be material. Actual performance and results may differ materially from those projected or suggested in the forward-looking statements due to various risks and uncertainties\, including\, among others: clinical trial results may not be favorable; uncertainties inherent in the product development process (including with respect to the timing of results and whether such results will be predictive of future results); the impact of COVID-19 on the timing\, progress and results of ongoing or planned clinical trials; other impacts of COVID-19\, including operational disruptions or delays or to our ability to raise additional capital; whether and when\, if at all\, our product candidates will receive approval from the FDA or other regulatory authorities\, and for which\, if any\, indications; competition from other biotechnology companies; uncertainties regarding intellectual property protection; and other risks identified in our SEC filings\, including those under the heading “Risk Factors” in our Quarterly Report on Form 10-Q filed with the SEC on May 17\, 2021 and our subsequent SEC filings. In light of the significant uncertainties in these forward-looking statements\, you should not regard these statements as a representation or warranty by us or any other person that we will achieve our objectives and plans in any specified time frame\, or at all. The forward-looking statements in this press release represent our views as of the date of this press release. We anticipate that subsequent events and developments will cause our views to change. However\, while we may elect to update these forward-looking statements at some point in the future\, we have no current intention of doing so except to the extent required by applicable law. You should\, therefore\, not rely on these forward-looking statements as representing our views as of any date subsequent to the date of this press release. \n\n\n\nMedia Contact:Kate ContrerasReal Chemistrykcontreras@realchemistry.com \n\n\n\nInvestor Contact:Matthew CalistriCerevel Therapeuticsmatthew.calistri@cerevel.com
URL:https://commonstockwarrants.com/event/cerevel-therapeutics-completes-redemption-of-public-warrants-nasdaq-cere-cerew-end/
CATEGORIES:Warrant Redemptions
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END:VEVENT
BEGIN:VEVENT
DTSTART;TZID=America/New_York:20210830T170000
DTEND;TZID=America/New_York:20210830T170000
DTSTAMP:20260419T074913
CREATED:20210728T150508Z
LAST-MODIFIED:20210728T150513Z
UID:691472-1630342800-1630342800@commonstockwarrants.com
SUMMARY:Grid Dynamics Completes Redemption of Public Warrants (Nasdaq: GDYN; GDYNW) -END
DESCRIPTION:Grid Dynamics Holdings\, Inc. (Nasdaq: GDYN; GDYNW) (“Grid Dynamics”)\, a leader in enterprise-level digital transformation\, today announced that holders of its 2\,773\,141 outstanding public warrants (the “Public Warrants”) to purchase shares of its common stock\, $0.0001 par value per share (the “Common Stock”) will have until 5:00 p.m.\, New York City time\, on August 30\, 2021 (the “Redemption Date”) to exercise their Public Warrants. The Public Warrants are exercisable for an aggregate of 2\,773\,141 shares of Common Stock at a price of $11.50 per share\, representing a total of approximately $31.9 million in potential proceeds to Grid Dynamics. \n\n\n\nPursuant to the terms of the agreements governing the rights of the holders of the Public Warrants\, Grid Dynamics is entitled to redeem all of the outstanding Public Warrants for a redemption price of $0.01 per Public Warrant (the “Redemption Price”) if the last sales price of the Common Stock is at least $18.00 per share on each of twenty (20) trading days within the thirty (30) trading-day period ending on the third trading day prior to the date on which a notice of redemption is given. This share price performance target has been met. Any Public Warrants that remain unexercised immediately after 5:00 p.m.\, New York City time\, on August 30\, 2021 will be void and no longer exercisable\, and the holders of those Public Warrants will be entitled to receive $0.01 per Public Warrant. \n\n\n\nHolders of Public Warrants in “street name” should immediately contact their broker to determine their broker’s procedure for exercising their Public Warrants since the process to exercise is voluntary. Brokers will likely have an earlier deadline for beneficial holders to exercise their Public Warrants than the deadline for registered holders set forth above. If a holder of a Public Warrant does not wish for its Public Warrant to be redeemed\, it must exercise such Public Warrant before 5:00 p.m. New York City time on the Redemption Date. \n\n\n\nThe Public Warrants were issued under the Warrant Agreement\, dated as of October 4\, 2018 (the “Warrant Agreement”)\, by and between Grid Dynamics’ predecessor company\, ChaSerg Technology Acquisition Corp.\, and Continental Stock Transfer & Trust Company\, as warrant agent (the “Warrant Agent”). \n\n\n\nAs a result of the redemption\, the Public Warrants will cease to be traded on the Nasdaq effective August 30\, 2021. \n\n\n\nGrid Dynamics also announced that none of its “Private Placement Warrants” or “Working Capital Warrants” remained outstanding. \n\n\n\nNone of Grid Dynamics\, its board of directors or employees has made or is making any representation or recommendation to any holder of the Public Warrants as to whether to exercise or refrain from exercising any Public Warrants. \n\n\n\nThe shares of Common Stock underlying the Public Warrants have been registered by Grid Dynamics under the Securities Act of 1933\, as amended\, and are covered by a registration statement filed with\, and declared effective by\, the Securities and Exchange Commission (Registration No. 333‑238202). \n\n\n\nQuestions concerning redemption and exercise of the Public Warrants can be directed to Continental Stock Transfer & Trust Company\, 1 State Street\, 30th Floor\, New York\, New York 10004\, Attention: Compliance Department\, telephone number (212) 509-4000. \n\n\n\nNo Offer or Solicitation \n\n\n\nThis press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any offer of any of Grid Dynamics’s securities in any jurisdiction in which such offer\, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. \n\n\n\nAbout Grid Dynamics Holdings\, Inc. \n\n\n\nGrid Dynamics (Nasdaq: GDYN) is a digital-native technology services provider that accelerates growth and bolsters competitive advantage for Fortune 1000 companies. Grid Dynamics provides digital transformation consulting and implementation services in omnichannel customer experience\, big data analytics\, search\, artificial intelligence\, cloud migration\, and application modernization. Grid Dynamics achieves high speed-to-market\, quality\, and efficiency by using technology accelerators\, an agile delivery culture\, and its pool of global engineering talent. Founded in 2006\, Grid Dynamics is headquartered in Silicon Valley with offices across the US\, UK\, Netherlands\, Mexico\, Central\, and Eastern Europe. To learn more about Grid Dynamics\, please visit www.griddynamics.com. \n\n\n\nForward Looking Statements \n\n\n\nThis communication contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 that are not historical facts\, and involve risks and uncertainties that could cause actual results of Grid Dynamics to differ materially from those expected and projected. These forward-looking statements can be identified by the use of forward-looking terminology\, including the words “believes\,” “estimates\,” “anticipates\,” “expects\,” “intends\,” “plans\,” “may\,” “will\,” “potential\,” “projects\,” “predicts\,” “continue\,” or “should\,” or\, in each case\, their negative or other variations or comparable terminology. These forward-looking statements include\, without limitation\, statements regarding the redemption of the Public Warrants and the expected proceeds from the exercise of the Public Warrants. \n\n\n\nThese forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside Grid Dynamics’s control and are difficult to predict. Factors that may cause such differences include\, but are not limited to\, potential exercises of the Public Warrants and other risks and uncertainties indicated in Grid Dynamics filings with the SEC. \n\n\n\nGrid Dynamics cautions that the foregoing list of factors is not exclusive. Grid Dynamics cautions readers not to place undue reliance upon any forward-looking statements\, which speak only as of the date made. Grid Dynamics does not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in its expectations or any change in events\, conditions or circumstances on which any such statement is based. Further information about factors that could materially affect Grid Dynamics\, including its results of operations and financial condition\, is set forth under the “Risk Factors” section of the Company’s quarterly report on Form 10-Q filed May 6\, 2021 and in other periodic filings Grid Dynamics makes with the SEC. \n\n\n\n\n\n\n\nContacts\n\n\n\nGrid Dynamics Investor Relations:investorrelations@griddynamics.com
URL:https://commonstockwarrants.com/event/grid-dynamics-completes-redemption-of-public-warrants-nasdaq-gdyn-gdynw-end/
CATEGORIES:Warrant Redemptions
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END:VEVENT
BEGIN:VEVENT
DTSTART;TZID=America/New_York:20210824T170000
DTEND;TZID=America/New_York:20210824T170000
DTSTAMP:20260419T074913
CREATED:20210723T133829Z
LAST-MODIFIED:20210823T063116Z
UID:691419-1629824400-1629824400@commonstockwarrants.com
SUMMARY:QuantumScape Finalizes Redemption of Public Warrants (NYSE: QS\, QS.WS) -END
DESCRIPTION:SAN JOSE\, Calif.–(BUSINESS WIRE)–QuantumScape Corporation (“QuantumScape\,” Class A Common Stock – NYSE: QS; Public Warrants – NYSE: QS.WS) today announced that it has elected to redeem\, at 5:00 p.m. Eastern Daylight Time on August 24\, 2021 (the “Redemption Date”)\, all of QuantumScape’s outstanding public warrants (“Public Warrants”) that were issued under the Warrant Agreement dated as of June 25\, 2020\, as amended on February 13\, 2021 (the “Warrant Agreement”)\, by and between Kensington Capital Acquisition Corp. (“Kensington”) and Continental Stock Transfer & Trust Company\, as warrant agent. The Public Warrants were originally issued in connection with Kensington’s initial public offering in June 2020 (the “IPO”)\, and subsequently assumed by QuantumScape in November 2020 in connection with the business combination by and among Kensington\, Kensington Merger Sub Corp.\, and QuantumScape Battery\, Inc. \n\n\n\nRegistered holders of Public Warrants will have until 5:00 p.m. Eastern Daylight Time on August 24\, 2021 to exercise their Public Warrants. Each Public Warrant entitles the holder thereof to purchase one share of Class A Common Stock at a price of $11.50 per Public Warrant (the “Exercise Price”). Each Public Warrant that remains outstanding as of the Redemption Date will be redeemed by QuantumScape for $0.01 (the “Redemption Price”). Any Public Warrants that remain unexercised at 5:00 p.m. Eastern Daylight Time on the Redemption Date will be delisted\, void and no longer exercisable\, and the holders will have no rights with respect to those Public Warrants\, except to receive the Redemption Price. If a holder of a Public Warrant does not wish for its Public Warrant to be redeemed\, it must exercise such Public Warrant before 5:00 p.m. Eastern Daylight Time on the Redemption Date. \n\n\n\nQuantumScape is exercising its right to redeem the Public Warrants pursuant to Section 6.1 of the Warrant Agreement that provides for the right to redeem all the outstanding Public Warrants if the last reported sales price of QuantumScape’s Class A Common Stock has been at least $18.00 per share on each of 20 trading days within the 30-trading-day period ending on the third business day prior to the date on which a notice of redemption is given. The reported sales price of QuantumScape’s Class A Common Stock has been at least $18.00 per share on each of 20 trading days within the 30-trading-day period ending on July 20\, 2021. \n\n\n\nAs a result of the redemption\, the Public Warrants will cease to be traded on the NYSE effective August 24\, 2021. \n\n\n\nAs of the time of this press release\, QuantumScape has 1\,544\,871 Public Warrants outstanding. If all such currently outstanding Public Warrants are exercised prior to the Redemption Date\, QuantumScape will issue an aggregate of 1\,544\,871 shares of Class A Common Stock and receive potential gross exercise proceeds of approximately $17.8 million. \n\n\n\nWarrants to purchase shares of Class A Common Stock that were issued under the Warrant Agreement in private placements simultaneously with the closing of the IPO\, as well as in connection with working capital loans made by Kensington Capital Sponsor LLC to Kensington (all such warrants\, the “Private Placement Warrants”) are still held by the initial holders or their permitted transferees are not subject to this redemption. However\, QuantumScape is considering the possible redemption of the Private Placement Warrants at a future date in accordance with the terms of the Warrant Agreement. \n\n\n\nNone of QuantumScape\, its board of directors or employees have made or are making any representation or recommendation to any warrant holder as to whether to exercise or refrain from exercising any warrants. \n\n\n\nThe shares of Class A Common Stock underlying the Public Warrants have been registered by QuantumScape under the Securities Act of 1933\, as amended\, and are covered by a registration statement filed on Form S-1 with\, and declared effective by\, the Securities and Exchange Commission (Registration No. 333-251433). \n\n\n\nBeneficial holders desiring to exercise their Public Warrants should contact the brokerage firm holding their Public Warrants immediately to process their exercise to avoid redemption. Brokers will likely have an earlier deadline for beneficial holders to exercise their Public Warrants than the deadline for registered holders set forth above. \n\n\n\nNo Offer or Solicitation \n\n\n\nThis press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any offer of any of QuantumScape’s securities in any jurisdiction in which such offer\, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. \n\n\n\nForward-Looking Statements \n\n\n\nThe information in this press release includes a “forward-looking statement” within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934\, as amended\, including statements regarding the treatment of the Public Warrant\, the number of shares of Class A Common Stock to be issued\, the proceeds to be received in connection with the exercise of Public Warrants prior to the Redemption Date and the Company’s intentions regarding the potential redemption of Private Placement Warrants. \n\n\n\nThese forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside QuantumScape’s control and are difficult to predict\, including\, but not limited to\, fewer than all holders of Public Warrants exercising their Public Warrants prior to the Redemption Date. The foregoing factor is not exhaustive. Readers are cautioned not to put undue reliance on forward-looking statements. Information about other factors that could materially affect QuantumScape is set forth under the “Risk Factors” section in the QuantumScape’s registration statement on Form S-1 filed with the Securities and Exchange Commission on May 17\, 2021\, and available on the SEC’s website at www.sec.gov. \n\n\n\nExcept as otherwise required by applicable law\, QuantumScape disclaims any duty to update any forward-looking statements\, all of which are expressly qualified by the statements in this section\, to reflect events or circumstances after the date of this press release. Should underlying assumptions prove incorrect\, actual results and projections could different materially from those expressed in any forward-looking statements. \n\n\n\nAbout QuantumScape \n\n\n\nQuantumScape is a leader in developing next-generation solid-state lithium-metal batteries for electric vehicles. The company is on a mission to revolutionize energy storage to enable a sustainable future. For more information\, please visit www.quantumscape.com. \n\n\n\n\n\n\n\nContacts\n\n\n\nFor InvestorsJohn Sager\, CFAHead of Investor Relationsir@quantumscape.com \n\n\n\nFor Mediamedia@quantumscape.com
URL:https://commonstockwarrants.com/event/quantumscape-announces-redemption-of-public-warrants-nyse-qs-qs-ws-end/
CATEGORIES:Warrant Redemptions
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BEGIN:VEVENT
DTSTART;TZID=America/New_York:20210823T170000
DTEND;TZID=America/New_York:20210823T170000
DTSTAMP:20260419T074913
CREATED:20210722T135246Z
LAST-MODIFIED:20210722T135250Z
UID:691407-1629738000-1629738000@commonstockwarrants.com
SUMMARY:Clover Health Investments\, Corp. Completing Redemption of All Outstanding Warrants (NASDAQ: CLOV\, CLOVW) -END
DESCRIPTION:Clover Health Investments\, Corp. (Nasdaq: CLOV)\, (“Clover Health” or “the Company”)\, an innovative technology company committed to improving health equity for America’s underserved seniors\, today announced that the Company will redeem all of its outstanding warrants (the “Public Warrants”) to purchase shares of the Company’s common stock\, par value $0.0001 per share (the “Common Stock”)\, that were issued under the Warrant Agreement\, dated April 21\, 2020\, by and between the Company and Continental Stock Transfer & Trust Company (the “Warrant Agent”)\, as warrant agent (the “Warrant Agreement”)\, as part of the units sold in the Company’s initial public offering (the “IPO”) and that remain outstanding at 5:00 p.m. New York City time on August 23\, 2021 (the “Redemption Date”) for a redemption price of $0.10 per Public Warrant. In addition\, the Company will redeem all of its outstanding warrants to purchase Common Stock that were issued under the Warrant Agreement in a private placement simultaneously with the IPO (the “Private Warrants” and\, together with the Public Warrants\, the “Warrants”) on the same terms as the outstanding Public Warrants. \n\n\n\nUnder the terms of the Warrant Agreement\, the Company is entitled to redeem all of the outstanding Public Warrants at a redemption price of $0.10 per Public Warrant if (i) the last reported sales price (the “Reference Value”) of the Common Stock is at least $10.00 per share for any twenty trading days within the thirty-day trading period ending on the third trading day prior to the date on which a notice of redemption is given and (ii) if the Reference Value is less than $18.00 per share\, the Private Warrants are also concurrently called for redemption on the same terms as the outstanding Public Warrants. At the direction of the Company\, the Warrant Agent has delivered a notice of redemption to each of the registered holders of the outstanding Warrants. \n\n\n\nThe Warrants may be exercised by the holders thereof until 5:00 p.m. New York City time on the Redemption Date to purchase fully paid and non-assessable shares of Common Stock underlying such Warrants. As the Reference Value is less than $18.00 per share\, payment upon exercise of the Warrants may be made either (i) in cash\, at an exercise price of $11.50 per share of Common Stock or (ii) on a “cashless basis” in which the exercising holder will receive a number of shares of Common Stock to be determined in accordance with the terms of the Warrant Agreement and based on the Redemption Date and the volume weighted average price (the “Fair Market Value”) of the Common Stock during the 10 trading days immediately following the date on which the notice of redemption is sent to holders of Warrants. The Company will inform holders of the Fair Market Value no later than one business day after such 10-trading day period ends. In no event will the number of shares of Common Stock issued in connection with an exercise on a cashless basis exceed 0.361 shares of Common Stock per Warrant. If any holder of Warrants would\, after taking into account all of such holder’s Warrants exercised at one time\, be entitled to receive a fractional interest in a share of Common Stock\, the number of shares the holder will be entitled to receive will be rounded down to the nearest whole number of shares. \n\n\n\nAny Warrants that remain unexercised at 5:00 p.m. New York City time on the Redemption Date will be void and no longer exercisable\, and the holders of those Warrants will be entitled to receive only the redemption price of $0.10 per Warrant. \n\n\n\n\n\n\n\nNone of the Company\, its board of directors or employees has made or is making any representation or recommendation to any holder of the Warrants as to whether to exercise or refrain from exercising any Warrants. \n\n\n\nThe shares of Common Stock underlying the Warrants have been registered by the Company under the Securities Act of 1933\, as amended\, and are covered by a registration statement filed on Form S-1 with\, and declared effective by\, the Securities and Exchange Commission (Registration No. 333-252073). The SEC maintains an Internet website that contains a copy of this prospectus. The address of that site is www.sec.gov. Alternatively\, you can obtain a copy of the prospectus from the Company’s investor relations website at https://investors.cloverhealth.com. \n\n\n\nQuestions concerning redemption and exercise of the Warrants can be directed to our information agent\, MacKenzie Partners\, Inc.\, at 1407 Broadway\, New York\, NY 10018\, telephone number: (800) 322-2885. \n\n\n\nNo Offer or Solicitation \n\n\n\nThis press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any offer of any of the Company’s securities in any jurisdiction in which such offer\, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. \n\n\n\nForward Looking Statements \n\n\n\nThis press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933\, as amended\, and Section 21E of the Securities Exchange Act of 1934\, as amended. Forward-looking statements include statements regarding future events. In some cases\, you can identify forward looking statements because they contain words such as “may\,” “will\,” “should\,” “expects\,” “plans\,” “anticipates\,” “going to\,” “can\,” “could\,” “should\,” “would\,” “intends\,” “target\,” “projects\,” “contemplates\,” “believes\,” “estimates\,” “predicts\,” “potential\,” “outlook\,” “forecast\,” “objective\,” “plan\,” “seek\,” “grow\,” “target\,” “if\,” “continue” or the negative of these words or other similar terms or expressions that concern Clover Health’s expectations\, strategy\, priorities\, plans or intentions. These statements are subject to known and unknown risks\, uncertainties and other factors that may cause our actual results to differ materially from results expressed or implied in this press release\, including but not limited to the risks and uncertainties contained in the Risk Factors section of our Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 31\, 2021. Clover Health assumes no obligation\, and does not intend\, to update these forward-looking statements as a result of future events or developments. \n\n\n\nAbout Clover Health \n\n\n\nClover Health (Nasdaq: CLOV) is a next-generation risk-bearing organization aiming to achieve health equity for all Americans. While our mission is to improve every life\, we particularly focus on seniors who have historically lacked access to affordable high quality healthcare.
URL:https://commonstockwarrants.com/event/clover-health-investments-corp-completing-redemption-of-all-outstanding-warrants-nasdaq-clov-clovw-end/
CATEGORIES:Warrant Redemptions
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DTSTART;TZID=America/Denver:20210820T080000
DTEND;TZID=America/Denver:20210820T170000
DTSTAMP:20260419T074913
CREATED:20210820T132553Z
LAST-MODIFIED:20210820T132603Z
UID:691810-1629446400-1629478800@commonstockwarrants.com
SUMMARY:Stem Issues Notice of Redemption for Public Warrants (NYSE: STEM\, STEM.WS) - BEGIN
DESCRIPTION:SAN FRANCISCO–(BUSINESS WIRE)–Stem\, Inc. (“Stem” or “the Company”) today issued the following notice of redemption for all of Company’s outstanding public warrants. The Company expects that the public warrants will cease trading on Friday\, September 17\, the last trading day before the Redemption Date (as defined below)\, and will be delisted from the New York Stock Exchange on the Redemption Date. \n\n\n\nAugust 20\, 2021 \n\n\n\nNOTICE OF REDEMPTION OF PUBLIC WARRANTS (CUSIP 85859N110) \n\n\n\nDear Warrant Holder\, \n\n\n\nStem\, Inc. (the “Company”) hereby gives notice that it is redeeming\, at 5:00 p.m. New York City time on September 20\, 2021 (the “Redemption Date”)\, all of the Company’s outstanding Public Warrants (as defined in the Warrant Agreement (defined below)) (the “Warrants”) to purchase shares of the Company’s common stock\, $0.0001 par value per share (the “Common Stock”) for a redemption price of $0.01 per Warrant (the “Redemption Price”)\, that were issued under the Warrant Agreement dated as of August 20\, 2020 (the “Warrant Agreement”)\, by and between the Company’s predecessor company\, Star Peak Energy Transition Corp. (“STPK”)\, and Continental Stock Transfer & Trust Company\, as warrant agent (the “Warrant Agent”)\, as part of the units sold in STPK’s initial public offering. Each Warrant entitles the holder thereof to purchase one share of Common Stock for a purchase price of $11.50 per whole share\, subject to adjustment. Any Warrants that remain unexercised at 5:00 p.m. New York City time on the Redemption Date will be void and no longer exercisable and their holders will have no rights with respect to those Warrants\, except to receive the Redemption Price or as otherwise described in this notice for holders who hold their Warrants in “street name.” \n\n\n\nThe Warrants are listed on the New York Stock Exchange (the “NYSE”) under the symbol “STEM.WS” and the Common Stock is listed on the NYSE under the symbol “STEM.” On August 19\, 2021\, the last reported sale price of the Warrants was $9.77 and the last reported sale price of the Common Stock was $21.34 per share. We expect that the NYSE will suspend trading in the Warrants prior to the opening of trading on the Redemption Date\, and that the last day of trading will be the immediately preceding trading day\, which is expected to be Friday\, September 17\, 2021. \n\n\n\nTERMS OF REDEMPTION; CESSATION OF RIGHTS \n\n\n\nThe rights of the Warrant holders to exercise their Warrants will terminate immediately prior to 5:00 p.m. New York City time on the Redemption Date. At 5:00 p.m. New York City time on the Redemption Date and thereafter\, the Warrants will no longer be exercisable and the holders of unexercised Warrants will have no rights with respect to those Warrants\, except to receive the Redemption Price or as otherwise described in this notice for holders who hold their Warrants in “street name.” We encourage you to consult with your broker\, financial advisor and/or tax advisor to consider whether or not to exercise your Warrants. Note that the act of exercising is VOLUNTARY\, meaning holders must instruct their broker to submit the Warrants for exercise. \n\n\n\nThe Company is exercising this right to redeem the Warrants pursuant to Section 6 of the Warrant Agreement. Pursuant to Section 6.1 of the Warrant Agreement\, the Company has the right to redeem all of the outstanding Warrants if the last sales price of the Common Stock reported has been at least $18.00 per share on each of 20 trading days within the 30 trading-day period ending on the third trading day prior to the date on which a notice of redemption is given. The last sales price of the Common Stock has been at least $18.00 per share on each of 20 trading days within the 30 trading-day period ending on August 17\, 2021 (which is the third trading day prior to the date of this redemption notice). \n\n\n\nEXERCISE PROCEDURE \n\n\n\nWarrant holders have until 5:00 p.m. New York City time on the Redemption Date to exercise their Warrants to purchase shares of Common Stock. Warrants may only be exercised for cash. Each Warrant entitles the holder thereof to purchase one share of Common Stock at a cash price of $11.50 per whole share (the “Exercise Price”). \n\n\n\nPayment of the exercise funds may be made by wire transfer of immediately available funds. Wire instructions will be provided to the Depository Trust Company and will otherwise be provided upon request. \n\n\n\nThose who hold their Warrants in “street name” should immediately contact their broker to determine their broker’s procedure for exercising their Warrants since the process to exercise is VOLUNTARY. \n\n\n\nPersons who are holders of record of their Warrants may exercise their Warrants by sending: \n\n\n\nThe Warrant Certificate;A fully and properly completed “Election to Purchase” (a form of which is attached hereto as Annex A)\, duly executed and indicating\, among of things\, the number of Warrants being exercised; andThe exercise funds via wire transfer\,\n\n\n\nto: \n\n\n\nContinental Stock Transfer & Trust Company1 State Street\, 30th FloorNew York\, NY 10004Attention: Compliance DepartmentTelephone: (212) 509-4000 \n\n\n\nThe method of delivery of the Warrants is at the option and risk of the holder\, but if mail is used\, registered mail properly insured is suggested. \n\n\n\nThe Warrant Certificate\, the fully and properly completed Election to Purchase and the exercise funds must be received by Continental Stock Transfer & Trust Company prior to 5:00 p.m. New York City time on the Redemption Date. Subject to the following paragraph\, any failure to deliver a fully and properly completed Election to Purchase together with the related Warrant Certificate and exercise funds before such time will result in such holder’s Warrants being redeemed at the Redemption Price of $0.01 per Warrant and not exercised. \n\n\n\nFor holders of Warrants who hold their Warrants in “street name\,” provided that the Exercise Price for the Warrants being exercised and a Notice of Guaranteed Delivery and the exercise funds are received by the Warrant Agent prior to 5:00 p.m. New York City time on the Redemption Date\, broker-dealers shall have two business days from the Redemption Date\, or 5:00 p.m. New York City time on September 22\, 2021\, to deliver the Warrants to the Warrant Agent. Any such Warrant received without an Election to Purchase and a Notice of Guaranteed Delivery having been duly executed and fully and properly completed or the exercise funds being submitted will be deemed to have been delivered for redemption at the Redemption Price of $0.01 per Warrant\, and not for exercise. \n\n\n\nPROSPECTUS \n\n\n\nA prospectus covering the shares of Common Stock issuable upon the exercise of the Warrants (and the supplements thereto) is included in a registration statement filed with\, and declared effective by\, the Securities and Exchange Commission (Registration No. 333-256501) (the “SEC”). The SEC also maintains an Internet website that contains a copy of this prospectus. The address of this site is www.sec.gov. Alternatively\, to obtain a copy of the prospectus (and the supplements thereto)\, please visit our investor relations website (investors.stem.com). \n\n\n\nREDEMPTION PROCEDURE \n\n\n\nPayment of the Redemption Price will be made by the Company upon presentation and surrender of a Warrant for payment after 5:00 p.m. New York City time on the Redemption Date. Those who hold their shares in “street name” should contact their broker to determine their broker’s procedure for redeeming their Warrants. \n\n\n\n********************************* \n\n\n\nAny questions you may have about redemption and exercising your Warrants may be directed to the Warrant Agent at its address and telephone number set forth above\, or at compliance@continentalstock.com. \n\n\n\nSincerely\,STEM\, INC. \n\n\n\n/s/ William Bush \n\n\n\n________________________________ \n\n\n\nName: William BushTitle: Chief Financial Officer \n\n\n\nANNEX A \n\n\n\nSTEM\, INC. \n\n\n\nElection to Purchase \n\n\n\n(To Be Executed Upon Exercise of Warrant) \n\n\n\nThe undersigned hereby irrevocably elects to exercise the right\, represented by this Warrant Certificate\, to receive ____________ shares of Common Stock and herewith tenders payment for such shares of Common Stock\, $0.0001 par value per share (the “Common Stock”) to the order of Stem\, Inc. (the “Company”) in the amount of $____________ in accordance with the terms hereof. The undersigned requests that a certificate for such shares of Common Stock be registered in the name of ____________\, whose address is _________________ and that such shares of Common Stock be delivered to ____________ whose address is _________________. \n\n\n\n____________________________________ \n\n\n\n(Date) \n\n\n\n____________________________________ \n\n\n\n(Signature) \n\n\n\n____________________________________ \n\n\n\n____________________________________ \n\n\n\n____________________________________ \n\n\n\n(Address) \n\n\n\n____________________________________ \n\n\n\n(Tax Identification Number) \n\n\n\nSignature Guaranteed: \n\n\n\n__________________________________________________ \n\n\n\nTHE SIGNATURE(S) SHOULD BE GUARANTEED BY AN ELIGIBLE GUARANTOR INSTITUTION (BANKS\, STOCKBROKERS\, SAVINGS AND LOAN ASSOCIATIONS AND CREDIT UNIONS WITH MEMBERSHIP IN AN APPROVED SIGNATURE GUARANTEE MEDALLION PROGRAM\, PURSUANT TO SEC RULE 17Ad-15 (OR ANY SUCCESSOR RULE)) UNDER THE SECURITIES EXCHANGE ACT OF 1934\, AS AMENDED. \n\n\n\nCautionary Statement regarding Forward-Looking Statements \n\n\n\nThis press release contains “forward-looking statements” within the meaning of the federal securities laws. Forward-looking statements address matters that are\, to varying degrees\, uncertain\, such as the expected redemption of the public warrants\, and the delisting of the public warrants from the New York Stock Exchange. These statements are subject to risks and uncertainties\, including\, but not limited to\, the possibility that the redemption may not occur\, and other risks and uncertainties set forth in the section entitled “Risk Factors” in the registration statement on Form S-1 filed with the SEC on July 19\, 2021\, and our most recent Forms 10-K\, 10-Q and 8-K filed with or furnished to the SEC. If one or more of these or other risks or uncertainties materialize (or the consequences of such a development changes)\, or should underlying assumptions prove incorrect\, actual outcomes may vary materially from those reflected in our forward-looking statements. The forward-looking statements speak only as of the date of this press release\, and Stem disclaims any intention or obligation to update publicly or revise such statements\, whether as a result of new information\, future events or otherwise. \n\n\n\n\n\n\n\nContacts\n\n\n\nStem Investor ContactsTed Durbin\, StemMarc Silverberg\, ICRIR@stem.comStem Media ContactCory Ziskind\, ICRstemPR@icrinc.com
URL:https://commonstockwarrants.com/event/stem-issues-notice-of-redemption-for-public-warrants-nyse-stem-stem-ws-begin/
CATEGORIES:Warrant Redemptions
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BEGIN:VEVENT
DTSTART;TZID=America/New_York:20210816T170000
DTEND;TZID=America/New_York:20210816T170000
DTSTAMP:20260419T074913
CREATED:20210716T150449Z
LAST-MODIFIED:20210716T150510Z
UID:691302-1629133200-1629133200@commonstockwarrants.com
SUMMARY:Skillz Completes Redemption of Public Warrants (NYSE: SKLZ\, SKLZ.WS) -END
DESCRIPTION:SAN FRANCISCO–(BUSINESS WIRE)–Skillz Inc. (NYSE: SKLZ) (“Skillz”)\, the leading mobile games platform bringing fair and fun competition to players worldwide\, today announced that it will redeem all of its outstanding public warrants to purchase shares of Skillz’s Class A common stock that were issued under the Warrant Agreement\, dated as of March 5\, 2020 (the “Warrant Agreement”)\, by and among Flying Eagle Acquisition Corp. and Continental Stock Transfer & Trust Company\, as warrant agent and transfer agent (“Continental”)\, and that remain outstanding following 5pm New York City time on August 16\, 2021 for a redemption price of $0.01 per warrant. Warrants that were issued under the Warrant Agreement in a private placement and still held by Eagle Equity Partners II\, LLC\, a Delaware limited liability company\, or its permitted transferees are not subject to this notice of redemption. \n\n\n\nUnder the terms of the Warrant Agreement\, Skillz is entitled to redeem all of such outstanding public warrants if the reported closing price of Skillz’s Class A common stock is at least $18.00 per share on each of 20 trading days within a 30 trading day period. This share price performance requirement was satisfied as of July 13\, 2021. \n\n\n\nContinental\, in its capacity as warrant agent\, has delivered a notice of redemption to each of the registered holders of such outstanding public warrants on behalf of Skillz. \n\n\n\nAll such public warrants may be exercised by the holders thereof until 5pm New York City time on August 16\, 2021\, to purchase fully paid and non-assessable shares of Common Stock underlying such warrants\, at the exercise price of $11.50 per share. \n\n\n\nAny such public warrants that remain unexercised following 5pm New York City time on August 16\, 2021\, will be void and no longer exercisable\, and the holders of those public warrants will be entitled to receive only the redemption price of $0.01 per warrant. \n\n\n\nThe shares of Class A common stock underlying such public warrants have been registered by Skillz under the Securities Act of 1933\, as amended\, and are covered by a registration statement filed on Form S-1 with\, and declared effective by\, the Securities and Exchange Commission (Registration No. 333-252868). \n\n\n\nQuestions concerning redemption and exercise of such public warrants can be directed to: Continental Stock Transfer & Trust Company\, 1 State Street\, 30th Floor\, New York\, NY 10004\, telephone number 212-509-4000. \n\n\n\nFor a copy of the notice of redemption sent to the holders of such public warrants\, please visit the Skillz investor relations website at https://investors.skillz.com/. \n\n\n\nThis press release shall not constitute an offer to sell or the solicitation of an offer to buy any Skillz securities and shall not constitute an offer\, solicitation\, or sale in any jurisdiction in which such offering\, solicitation\, or sale would be unlawful. \n\n\n\nAbout Skillz Inc. \n\n\n\nSkillz is the leading mobile games platform that connects players in fair\, fun\, and meaningful competition. The Skillz platform helps developers build multi-million dollar franchises by enabling social competition in their games. Leveraging its patented technology\, Skillz hosts billions of casual esports tournaments for millions of mobile players worldwide\, and distributes millions in prizes each month. Skillz has earned recognition as one of Fast Company’s Most Innovative Companies\, CNBC’s Disruptor 50\, Forbes’ Next Billion-Dollar Startups\, and the #1 fastest-growing company in America on the Inc. 5000. www.skillz.com \n\n\n\nForward Looking Statements \n\n\n\nThis press release includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. The Company’s actual results may differ from its expectations\, estimates\, and projections and\, consequently\, you should not rely on these forward-looking statements as predictions of future events. Words such as “expect\,” “estimate\,” “project\,” “budget\,” “forecast\,” “anticipate\,” “intend\,” “plan\,” “may\,” “will\,” “could\,” “should\,” “believes\,” “predicts\,” “potential\,” “continue\,” and similar expressions (or the negative versions of such words or expressions) are intended to identify such forward-looking statements. \n\n\n\nThese forward-looking statements involve significant risks and uncertainties that could cause the Company’s actual results to differ materially from those discussed in the forward-looking statements. Most of these factors are outside of the Company’s control and are difficult to predict. Factors that may cause such differences include\, but are not limited to\, the ability of Skillz to:realize the benefits expected from the business combination; effectively compete in the global entertainment and gaming industries; attract and retain successful relationships with the third party developers that develop and update all of the games hosted on Skillz’s platform; comply with laws and regulations applicable to its business; and as well as other risks and uncertainties indicated from time to time in the Company’s SEC filings\, including those under “Risk Factors” therein\, which are available on the SEC’s website at www.sec.gov. Additional information will be made available in other filings that the Company makes from time to time with the SEC. In addition\, any forward-looking statements contained in this press release are based on assumptions that the Company believes to be reasonable as of this date. The Company undertakes no obligation to update any forward-looking statements to reflect events or circumstances after the date of this press release or to reflect new information or the occurrence of unanticipated events\, except as required by law.
URL:https://commonstockwarrants.com/event/skillz-completes-redemption-of-public-warrants-nyse-sklz-sklz-ws-end/
CATEGORIES:Warrant Redemptions
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BEGIN:VEVENT
DTSTART;TZID=America/New_York:20210809T170000
DTEND;TZID=America/New_York:20210809T170000
DTSTAMP:20260419T074913
CREATED:20210712T030942Z
LAST-MODIFIED:20210712T031008Z
UID:691197-1628528400-1628528400@commonstockwarrants.com
SUMMARY:Hims & Hers Completes Redemption of All Outstanding Warrants (NYSE: HIMS\, HIMS.WS) - END
DESCRIPTION:Hims & Hers Health\, Inc. (“Hims & Hers” or the “Company\,” NYSE: HIMS)\, the multi-specialty telehealth platform focused on providing modern personalized health and wellness experiences to consumers\, today announced that it will redeem all of its outstanding warrants (the “Warrants”) to purchase shares of the Company’s Class A common stock\, par value $0.0001 per share (the “Common Stock”)\, that were issued under the Warrant Agreement\, dated July 22\, 2019 (the “Warrant Agreement”)\, by and between the Company and Continental Stock Transfer & Trust Company\, as warrant agent (the “Warrant Agent”)\, that remain outstanding at 5:00 p.m. New York City time on August 9\, 2021 (the “Redemption Date”) for a redemption price of $0.10 per Warrant. The Warrants consist of (i) the units sold in the Company’s initial public offering (the “Public Warrants”) and (ii) warrants to purchase shares of Common Stock previously held by Oaktree Acquisition Holdings\, L.P.\, the Company’s sponsor\, that were cancelled and issued or issuable to former stockholders of Hims\, Inc. in connection with the Company’s business combination that closed in January 2021. As previously announced\, in February 2021 all of the outstanding Private Placement Warrants (as defined in the Warrant Agreement) were net exercised. \n\n\n\nUnder the terms of the Warrant Agreement\, the Company is entitled to redeem all of the outstanding Warrants at a redemption price of $0.10 per Warrant if the last sales price (the “Reference Value”) of the Common Stock is at least $10.00 per share on the trading day prior to the date on which a notice of redemption is given. At the direction of the Company\, the Warrant Agent has delivered a notice of redemption to each of the registered holders of the outstanding Warrants. In addition\, the New York Stock Exchange intends to halt trading on the Public Warrants after close of market on August 6. 2021. The redemption will not affect trading of the Company’s Common Stock. \n\n\n\nThe Warrants may be exercised by the holders thereof until 5:00 p.m. New York City time on the Redemption Date to purchase fully paid and non-assessable shares of Common Stock underlying such Warrants. Payment upon exercise of the Warrants may be made either (i) in cash\, at an exercise price of $11.50 per share of Common Stock or (ii) on a “cashless basis” in which the exercising holder will receive 0.267 shares per Warrant\, which is the number of shares of Common Stock determined in accordance with the terms of the Warrant Agreement and based on the Redemption Date\, August 9\, 2021\, and the average last sale price of the Common Stock during the ten (10) trading days ending on the third trading day prior to the date on which the notice of redemption is sent to holders of Warrants\, which was $10.78 (the “Fair Market Value”). If any holder of Warrants would\, after taking into account all of such holder’s Warrants exercised at one time\, be entitled to receive a fractional interest in a share of Common Stock\, the number of shares such holder will be entitled to receive will be rounded down to the nearest whole number of shares. \n\n\n\nAny Warrants that remain unexercised at 5:00 p.m. New York City time on the Redemption Date will be void and no longer exercisable\, and the holders of those Warrants will be entitled to receive only the redemption price of $0.10 per Warrant. \n\n\n\nNone of the Company\, its board of directors or employees has made or is making any representation or recommendation to any holder of the Warrants as to whether to exercise or refrain from exercising any Warrants. \n\n\n\nA registration statement on Form S-1 under the Securities Act of 1933\, as amended\, has been filed with\, and declared effective by\, the Securities and Exchange Commission (Registration No. 333-252814) covering the Common Stock issuable upon exercise of the Warrants. The SEC maintains an Internet website that contains a copy of this prospectus. The address of that site is www.sec.gov. Alternatively\, you can obtain a copy of the prospectus from the Company’s investor relations website at https://investors.forhims.com/. \n\n\n\nQuestions concerning redemption and exercise of the Warrants can be directed to our Warrant Agent\, Continental Stock Transfer & Trust Company\, at 1 State Street 30th Floor\, New York\, NY 10004-1561\, by telephone at (212) 509-4000 or by email at reorg@continentalstock.com \n\n\n\nNo Offer or Solicitation \n\n\n\nThis press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any offer of any of the Company’s securities in any jurisdiction in which such offer\, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. \n\n\n\nForward Looking Statements \n\n\n\nThis press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933\, as amended and Section 21E of the Securities Exchange Act of 1934\, as amended. These forward-looking statements can be identified by the use of forward-looking terminology\, including the word “will\,” or its negative or other variations or comparable terminology. There can be no assurance that actual results will not materially differ from expectations. Such statements include\, but are not limited to\, expectations regarding the redemption of the Warrants. These statements are based on management’s current expectations\, but actual results may differ materially due to various factors. By their nature\, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. \n\n\n\nThe forward-looking statements contained in this press release are based on our current expectations and beliefs concerning future developments and their potential effects on us. Future developments affecting us may not be those that we have anticipated. These forward-looking statements involve a number of risks\, uncertainties (some of which are beyond our control) and other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements. These risks and uncertainties include\, but are not limited to\, risks related to the redemption of the Warrants\, as well as those factors described in the “Risk Factors” section and other sections of our most recent Annual Report on Form 10-K\, most recent Quarterly Report on Form 10-Q and other current and periodic reports we file from time to time. \n\n\n\nShould one or more of these risks or uncertainties materialize\, or should any of our assumptions prove incorrect\, actual results may vary in material respects from those projected in these forward-looking statements. We undertake no obligation to update or revise any forward-looking statements\, whether as a result of new information\, future events or otherwise\, except as may be required under applicable securities laws. \n\n\n\nAbout Hims & Hers \n\n\n\nHims & Hers is a multi-specialty telehealth platform that connects consumers to licensed healthcare professionals\, enabling them to access high-quality medical care for numerous conditions related to primary care\, mental health\, sexual health\, dermatology\, and more. Launched in November 2017\, the company also offers thoughtfully created and curated health and wellness products. With products and services available across all 50 states and Washington\, D.C.\, Hims & Hers is able to provide access to quality\, convenient and affordable care for all Americans. Hims & Hers was founded by CEO Andrew Dudum\, Hilary Coles\, Jack Abraham and Joe Spector at venture studio Atomic in San Francisco\, California. For more information about Hims & Hers\, please visit forhims.com and forhers.com. \n\n\n\n\n\n\n\nContacts\n\n\n\nLinda O’Connorpress@forhims.com
URL:https://commonstockwarrants.com/event/hims-hers-completes-redemption-of-all-outstanding-warrants-nyse-hims-hims-ws-end/
CATEGORIES:Warrant Redemptions
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END:VEVENT
BEGIN:VEVENT
DTSTART;TZID=America/Denver:20210730T170000
DTEND;TZID=America/Denver:20210730T170000
DTSTAMP:20260419T074913
CREATED:20210730T124616Z
LAST-MODIFIED:20210730T124748Z
UID:691554-1627664400-1627664400@commonstockwarrants.com
SUMMARY:Cerevel Therapeutics Announces Redemption of Public Warrants (NASDAQ: CERE\, CEREW)- BEGIN
DESCRIPTION:Cerevel Therapeutics (Nasdaq: CERE; CEREW) (the “Company”)\, a company dedicated to unraveling the mysteries of the brain to treat neuroscience diseases\, today announced that on August 30\, 2021 at 5:00 p.m. ET\, it will redeem all of its outstanding public warrants to purchase shares of the Company’s common stock that were issued under the Warrant Agreement\, dated as of June 9\, 2020\, by and between the Company (f/k/a ARYA Sciences Acquisition Corp II) and Continental Stock Transfer & Trust Company (“Continental”)\, as warrant agent. \n\n\n\nEach such public warrant may be exercised by the holder thereof to purchase one share of the Company’s common stock at the exercise price of $11.50 per public warrant. Any such public warrants that remain unexercised following 5:00 p.m. ET on August 30\, 2021 will be void and no longer exercisable\, and the holders of those public warrants will be entitled to receive only the redemption price of $0.01 per warrant. As a result of the redemption\, the public warrants will cease to be traded on Nasdaq following the close of trading on August 30\, 2021. \n\n\n\nBeneficial holders seeking to exercise public warrants should contact their brokerage firm as soon as possible to process the warrant exercise in advance of the redemption date. Brokers may have an earlier deadline for beneficial holders to exercise their public warrants than the deadline set forth above. \n\n\n\nUnder the terms of the Warrant Agreement\, the Company is entitled to redeem all of such outstanding public warrants if the last sale price of the Company’s common stock reported is at least $18.00 per share on each of twenty trading days within a thirty trading day period. This share price performance requirement was satisfied as of July 27\, 2021. Warrants to purchase common stock that were issued under the Warrant Agreement in a private placement and still held by initial holders thereof or their permitted transferees are not subject to this redemption. \n\n\n\nContinental\, in its capacity as warrant agent\, has delivered a notice of redemption to each of the registered holders of such outstanding public warrants on behalf of the Company.  The shares of common stock underlying such public warrants have been registered by the Company under the Securities Act of 1933\, as amended\, and are covered by a registration statement filed on Form S-1 with\, and declared effective by\, the Securities and Exchange Commission (File No. 333-250964).  \n\n\n\nQuestions concerning redemption and exercise of such public warrants can be directed to Georgeson\, 1290 Avenue of the Americas\, 9th Floor\, New York\, NY 10104\, telephone number (888) 663-7851. \n\n\n\nNone of the Company\, its board of directors or employees have made or are making any representation or recommendation to any warrant holder as to whether to exercise or refrain from exercising any warrants. This press release shall not constitute an offer to sell or the solicitation of an offer to buy any of the Company’s securities and shall not constitute an offer\, solicitation or sale in any jurisdiction in which such offering\, solicitation or sale would be unlawful. \n\n\n\nAbout Cerevel Therapeutics \n\n\n\nCerevel Therapeutics is dedicated to unraveling the mysteries of the brain to treat neuroscience diseases. The company is tackling diseases with a targeted approach to neuroscience that combines expertise in neurocircuitry with a focus on receptor selectivity. Cerevel Therapeutics has a diversified pipeline comprising five clinical-stage investigational therapies and several pre-clinical compounds with the potential to treat a range of neuroscience diseases\, including Parkinson’s\, epilepsy\, schizophrenia\, and substance use disorder. Headquartered in Cambridge\, Mass.\, Cerevel Therapeutics is advancing its current research and development programs while exploring new modalities through internal research efforts\, external collaborations\, or potential acquisitions. For more information\, visit www.cerevel.com. \n\n\n\nForward-Looking Statements \n\n\n\nThis press release contains forward-looking statements that are based on management’s beliefs and assumptions and on information currently available to management. In some cases\, you can identify forward-looking statements by the following words: “may\,” “will\,” “could\,” “would\,” “should\,” “expect\,” “intend\,” “plan\,” “anticipate\,” “believe\,” “estimate\,” “predict\,” “project\,” “potential\,” “continue\,” “ongoing” or the negative of these terms or other comparable terminology\, although not all forward-looking statements contain these words. These statements involve risks\, uncertainties and other factors that may cause actual results\, levels of activity\, performance\, or achievements to be materially different from the information expressed or implied by these forward-looking statements. Although we believe that we have a reasonable basis for each forward-looking statement contained in this press release\, we caution you that these statements are based on a combination of facts and factors currently known by us and our projections of the future\, about which we cannot be certain. Forward-looking statements in this press release include\, but are not limited to\, express or implied statements regarding the terms of the redemption and the amount of redemption requests made by holders of public warrants. We cannot assure you that the forward-looking statements in this press release will prove to be accurate. Furthermore\, if the forward-looking statements prove to be inaccurate\, the inaccuracy may be material. Actual performance and results may differ materially from those projected or suggested in the forward-looking statements due to various risks and uncertainties\, including\, among others: clinical trial results may not be favorable; uncertainties inherent in the product development process (including with respect to the timing of results and whether such results will be predictive of future results); the impact of COVID-19 on the timing\, progress and results of ongoing or planned clinical trials; other impacts of COVID-19\, including operational disruptions or delays or to our ability to raise additional capital; whether and when\, if at all\, our product candidates will receive approval from the FDA or other regulatory authorities\, and for which\, if any\, indications; competition from other biotechnology companies; uncertainties regarding intellectual property protection; and other risks identified in our SEC filings\, including those under the heading “Risk Factors” in our Quarterly Report on Form 10-Q filed with the SEC on May 17\, 2021 and our subsequent SEC filings. In light of the significant uncertainties in these forward-looking statements\, you should not regard these statements as a representation or warranty by us or any other person that we will achieve our objectives and plans in any specified time frame\, or at all. The forward-looking statements in this press release represent our views as of the date of this press release. We anticipate that subsequent events and developments will cause our views to change. However\, while we may elect to update these forward-looking statements at some point in the future\, we have no current intention of doing so except to the extent required by applicable law. You should\, therefore\, not rely on these forward-looking statements as representing our views as of any date subsequent to the date of this press release. \n\n\n\nMedia Contact:Kate ContrerasReal Chemistrykcontreras@realchemistry.com \n\n\n\nInvestor Contact:Matthew CalistriCerevel Therapeuticsmatthew.calistri@cerevel.com
URL:https://commonstockwarrants.com/event/cerevel-therapeutics-announces-redemption-of-public-warrants-nasdaq-cere-cerew-begin/
CATEGORIES:Warrant Redemptions
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BEGIN:VEVENT
DTSTART;TZID=America/New_York:20210728T080000
DTEND;TZID=America/New_York:20210728T170000
DTSTAMP:20260419T074913
CREATED:20210728T150518Z
LAST-MODIFIED:20210728T150527Z
UID:691471-1627459200-1627491600@commonstockwarrants.com
SUMMARY:Grid Dynamics Announces Redemption of Public Warrants (Nasdaq: GDYN; GDYNW) -BEGIN
DESCRIPTION:SAN RAMON\, Calif.–(BUSINESS WIRE)–Grid Dynamics Holdings\, Inc. (Nasdaq: GDYN; GDYNW) (“Grid Dynamics”)\, a leader in enterprise-level digital transformation\, today announced that holders of its 2\,773\,141 outstanding public warrants (the “Public Warrants”) to purchase shares of its common stock\, $0.0001 par value per share (the “Common Stock”) will have until 5:00 p.m.\, New York City time\, on August 30\, 2021 (the “Redemption Date”) to exercise their Public Warrants. The Public Warrants are exercisable for an aggregate of 2\,773\,141 shares of Common Stock at a price of $11.50 per share\, representing a total of approximately $31.9 million in potential proceeds to Grid Dynamics. \n\n\n\nPursuant to the terms of the agreements governing the rights of the holders of the Public Warrants\, Grid Dynamics is entitled to redeem all of the outstanding Public Warrants for a redemption price of $0.01 per Public Warrant (the “Redemption Price”) if the last sales price of the Common Stock is at least $18.00 per share on each of twenty (20) trading days within the thirty (30) trading-day period ending on the third trading day prior to the date on which a notice of redemption is given. This share price performance target has been met. Any Public Warrants that remain unexercised immediately after 5:00 p.m.\, New York City time\, on August 30\, 2021 will be void and no longer exercisable\, and the holders of those Public Warrants will be entitled to receive $0.01 per Public Warrant. \n\n\n\nHolders of Public Warrants in “street name” should immediately contact their broker to determine their broker’s procedure for exercising their Public Warrants since the process to exercise is voluntary. Brokers will likely have an earlier deadline for beneficial holders to exercise their Public Warrants than the deadline for registered holders set forth above. If a holder of a Public Warrant does not wish for its Public Warrant to be redeemed\, it must exercise such Public Warrant before 5:00 p.m. New York City time on the Redemption Date. \n\n\n\nThe Public Warrants were issued under the Warrant Agreement\, dated as of October 4\, 2018 (the “Warrant Agreement”)\, by and between Grid Dynamics’ predecessor company\, ChaSerg Technology Acquisition Corp.\, and Continental Stock Transfer & Trust Company\, as warrant agent (the “Warrant Agent”). \n\n\n\nAs a result of the redemption\, the Public Warrants will cease to be traded on the Nasdaq effective August 30\, 2021. \n\n\n\nGrid Dynamics also announced that none of its “Private Placement Warrants” or “Working Capital Warrants” remained outstanding. \n\n\n\nNone of Grid Dynamics\, its board of directors or employees has made or is making any representation or recommendation to any holder of the Public Warrants as to whether to exercise or refrain from exercising any Public Warrants. \n\n\n\nThe shares of Common Stock underlying the Public Warrants have been registered by Grid Dynamics under the Securities Act of 1933\, as amended\, and are covered by a registration statement filed with\, and declared effective by\, the Securities and Exchange Commission (Registration No. 333‑238202). \n\n\n\nQuestions concerning redemption and exercise of the Public Warrants can be directed to Continental Stock Transfer & Trust Company\, 1 State Street\, 30th Floor\, New York\, New York 10004\, Attention: Compliance Department\, telephone number (212) 509-4000. \n\n\n\nNo Offer or Solicitation \n\n\n\nThis press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any offer of any of Grid Dynamics’s securities in any jurisdiction in which such offer\, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. \n\n\n\nAbout Grid Dynamics Holdings\, Inc. \n\n\n\nGrid Dynamics (Nasdaq: GDYN) is a digital-native technology services provider that accelerates growth and bolsters competitive advantage for Fortune 1000 companies. Grid Dynamics provides digital transformation consulting and implementation services in omnichannel customer experience\, big data analytics\, search\, artificial intelligence\, cloud migration\, and application modernization. Grid Dynamics achieves high speed-to-market\, quality\, and efficiency by using technology accelerators\, an agile delivery culture\, and its pool of global engineering talent. Founded in 2006\, Grid Dynamics is headquartered in Silicon Valley with offices across the US\, UK\, Netherlands\, Mexico\, Central\, and Eastern Europe. To learn more about Grid Dynamics\, please visit www.griddynamics.com. \n\n\n\nForward Looking Statements \n\n\n\nThis communication contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 that are not historical facts\, and involve risks and uncertainties that could cause actual results of Grid Dynamics to differ materially from those expected and projected. These forward-looking statements can be identified by the use of forward-looking terminology\, including the words “believes\,” “estimates\,” “anticipates\,” “expects\,” “intends\,” “plans\,” “may\,” “will\,” “potential\,” “projects\,” “predicts\,” “continue\,” or “should\,” or\, in each case\, their negative or other variations or comparable terminology. These forward-looking statements include\, without limitation\, statements regarding the redemption of the Public Warrants and the expected proceeds from the exercise of the Public Warrants. \n\n\n\nThese forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside Grid Dynamics’s control and are difficult to predict. Factors that may cause such differences include\, but are not limited to\, potential exercises of the Public Warrants and other risks and uncertainties indicated in Grid Dynamics filings with the SEC. \n\n\n\nGrid Dynamics cautions that the foregoing list of factors is not exclusive. Grid Dynamics cautions readers not to place undue reliance upon any forward-looking statements\, which speak only as of the date made. Grid Dynamics does not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in its expectations or any change in events\, conditions or circumstances on which any such statement is based. Further information about factors that could materially affect Grid Dynamics\, including its results of operations and financial condition\, is set forth under the “Risk Factors” section of the Company’s quarterly report on Form 10-Q filed May 6\, 2021 and in other periodic filings Grid Dynamics makes with the SEC. \n\n\n\n\n\n\n\nContacts\n\n\n\nGrid Dynamics Investor Relations:investorrelations@griddynamics.com
URL:https://commonstockwarrants.com/event/grid-dynamics-announces-redemption-of-public-warrants-nasdaq-gdyn-gdynw-begin/
CATEGORIES:Warrant Redemptions
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END:VEVENT
BEGIN:VEVENT
DTSTART;TZID=America/New_York:20210723T080000
DTEND;TZID=America/New_York:20210723T170000
DTSTAMP:20260419T074913
CREATED:20210723T133824Z
LAST-MODIFIED:20210723T133826Z
UID:691418-1627027200-1627059600@commonstockwarrants.com
SUMMARY:QuantumScape Announces Redemption of Public Warrants (NYSE: QS\, QS.WS) -BEGIN
DESCRIPTION:SAN JOSE\, Calif.–(BUSINESS WIRE)–QuantumScape Corporation (“QuantumScape\,” Class A Common Stock – NYSE: QS; Public Warrants – NYSE: QS.WS) today announced that it has elected to redeem\, at 5:00 p.m. Eastern Daylight Time on August 24\, 2021 (the “Redemption Date”)\, all of QuantumScape’s outstanding public warrants (“Public Warrants”) that were issued under the Warrant Agreement dated as of June 25\, 2020\, as amended on February 13\, 2021 (the “Warrant Agreement”)\, by and between Kensington Capital Acquisition Corp. (“Kensington”) and Continental Stock Transfer & Trust Company\, as warrant agent. The Public Warrants were originally issued in connection with Kensington’s initial public offering in June 2020 (the “IPO”)\, and subsequently assumed by QuantumScape in November 2020 in connection with the business combination by and among Kensington\, Kensington Merger Sub Corp.\, and QuantumScape Battery\, Inc. \n\n\n\nRegistered holders of Public Warrants will have until 5:00 p.m. Eastern Daylight Time on August 24\, 2021 to exercise their Public Warrants. Each Public Warrant entitles the holder thereof to purchase one share of Class A Common Stock at a price of $11.50 per Public Warrant (the “Exercise Price”). Each Public Warrant that remains outstanding as of the Redemption Date will be redeemed by QuantumScape for $0.01 (the “Redemption Price”). Any Public Warrants that remain unexercised at 5:00 p.m. Eastern Daylight Time on the Redemption Date will be delisted\, void and no longer exercisable\, and the holders will have no rights with respect to those Public Warrants\, except to receive the Redemption Price. If a holder of a Public Warrant does not wish for its Public Warrant to be redeemed\, it must exercise such Public Warrant before 5:00 p.m. Eastern Daylight Time on the Redemption Date. \n\n\n\nQuantumScape is exercising its right to redeem the Public Warrants pursuant to Section 6.1 of the Warrant Agreement that provides for the right to redeem all the outstanding Public Warrants if the last reported sales price of QuantumScape’s Class A Common Stock has been at least $18.00 per share on each of 20 trading days within the 30-trading-day period ending on the third business day prior to the date on which a notice of redemption is given. The reported sales price of QuantumScape’s Class A Common Stock has been at least $18.00 per share on each of 20 trading days within the 30-trading-day period ending on July 20\, 2021. \n\n\n\nAs a result of the redemption\, the Public Warrants will cease to be traded on the NYSE effective August 24\, 2021. \n\n\n\nAs of the time of this press release\, QuantumScape has 1\,544\,871 Public Warrants outstanding. If all such currently outstanding Public Warrants are exercised prior to the Redemption Date\, QuantumScape will issue an aggregate of 1\,544\,871 shares of Class A Common Stock and receive potential gross exercise proceeds of approximately $17.8 million. \n\n\n\nWarrants to purchase shares of Class A Common Stock that were issued under the Warrant Agreement in private placements simultaneously with the closing of the IPO\, as well as in connection with working capital loans made by Kensington Capital Sponsor LLC to Kensington (all such warrants\, the “Private Placement Warrants”) are still held by the initial holders or their permitted transferees are not subject to this redemption. However\, QuantumScape is considering the possible redemption of the Private Placement Warrants at a future date in accordance with the terms of the Warrant Agreement. \n\n\n\nNone of QuantumScape\, its board of directors or employees have made or are making any representation or recommendation to any warrant holder as to whether to exercise or refrain from exercising any warrants. \n\n\n\nThe shares of Class A Common Stock underlying the Public Warrants have been registered by QuantumScape under the Securities Act of 1933\, as amended\, and are covered by a registration statement filed on Form S-1 with\, and declared effective by\, the Securities and Exchange Commission (Registration No. 333-251433). \n\n\n\nBeneficial holders desiring to exercise their Public Warrants should contact the brokerage firm holding their Public Warrants immediately to process their exercise to avoid redemption. Brokers will likely have an earlier deadline for beneficial holders to exercise their Public Warrants than the deadline for registered holders set forth above. \n\n\n\nNo Offer or Solicitation \n\n\n\nThis press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any offer of any of QuantumScape’s securities in any jurisdiction in which such offer\, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. \n\n\n\nForward-Looking Statements \n\n\n\nThe information in this press release includes a “forward-looking statement” within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934\, as amended\, including statements regarding the treatment of the Public Warrant\, the number of shares of Class A Common Stock to be issued\, the proceeds to be received in connection with the exercise of Public Warrants prior to the Redemption Date and the Company’s intentions regarding the potential redemption of Private Placement Warrants. \n\n\n\nThese forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside QuantumScape’s control and are difficult to predict\, including\, but not limited to\, fewer than all holders of Public Warrants exercising their Public Warrants prior to the Redemption Date. The foregoing factor is not exhaustive. Readers are cautioned not to put undue reliance on forward-looking statements. Information about other factors that could materially affect QuantumScape is set forth under the “Risk Factors” section in the QuantumScape’s registration statement on Form S-1 filed with the Securities and Exchange Commission on May 17\, 2021\, and available on the SEC’s website at www.sec.gov. \n\n\n\nExcept as otherwise required by applicable law\, QuantumScape disclaims any duty to update any forward-looking statements\, all of which are expressly qualified by the statements in this section\, to reflect events or circumstances after the date of this press release. Should underlying assumptions prove incorrect\, actual results and projections could different materially from those expressed in any forward-looking statements. \n\n\n\nAbout QuantumScape \n\n\n\nQuantumScape is a leader in developing next-generation solid-state lithium-metal batteries for electric vehicles. The company is on a mission to revolutionize energy storage to enable a sustainable future. For more information\, please visit www.quantumscape.com. \n\n\n\n\n\n\n\nContacts\n\n\n\nFor InvestorsJohn Sager\, CFAHead of Investor Relationsir@quantumscape.com \n\n\n\nFor Mediamedia@quantumscape.com
URL:https://commonstockwarrants.com/event/quantumscape-announces-redemption-of-public-warrants-nyse-qs-qs-ws-begin/
CATEGORIES:Warrant Redemptions
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END:VEVENT
BEGIN:VEVENT
DTSTART;TZID=America/New_York:20210722T080000
DTEND;TZID=America/New_York:20210722T080000
DTSTAMP:20260419T074913
CREATED:20210722T135239Z
LAST-MODIFIED:20210722T135242Z
UID:691406-1626940800-1626940800@commonstockwarrants.com
SUMMARY:Clover Health Investments\, Corp. Announces Redemption of All Outstanding Warrants (NASDAQ: CLOV\, CLOVW) -BEGIN
DESCRIPTION:Clover Health Investments\, Corp. (Nasdaq: CLOV)\, (“Clover Health” or “the Company”)\, an innovative technology company committed to improving health equity for America’s underserved seniors\, today announced that the Company will redeem all of its outstanding warrants (the “Public Warrants”) to purchase shares of the Company’s common stock\, par value $0.0001 per share (the “Common Stock”)\, that were issued under the Warrant Agreement\, dated April 21\, 2020\, by and between the Company and Continental Stock Transfer & Trust Company (the “Warrant Agent”)\, as warrant agent (the “Warrant Agreement”)\, as part of the units sold in the Company’s initial public offering (the “IPO”) and that remain outstanding at 5:00 p.m. New York City time on August 23\, 2021 (the “Redemption Date”) for a redemption price of $0.10 per Public Warrant. In addition\, the Company will redeem all of its outstanding warrants to purchase Common Stock that were issued under the Warrant Agreement in a private placement simultaneously with the IPO (the “Private Warrants” and\, together with the Public Warrants\, the “Warrants”) on the same terms as the outstanding Public Warrants. \n\n\n\nUnder the terms of the Warrant Agreement\, the Company is entitled to redeem all of the outstanding Public Warrants at a redemption price of $0.10 per Public Warrant if (i) the last reported sales price (the “Reference Value”) of the Common Stock is at least $10.00 per share for any twenty trading days within the thirty-day trading period ending on the third trading day prior to the date on which a notice of redemption is given and (ii) if the Reference Value is less than $18.00 per share\, the Private Warrants are also concurrently called for redemption on the same terms as the outstanding Public Warrants. At the direction of the Company\, the Warrant Agent has delivered a notice of redemption to each of the registered holders of the outstanding Warrants. \n\n\n\nThe Warrants may be exercised by the holders thereof until 5:00 p.m. New York City time on the Redemption Date to purchase fully paid and non-assessable shares of Common Stock underlying such Warrants. As the Reference Value is less than $18.00 per share\, payment upon exercise of the Warrants may be made either (i) in cash\, at an exercise price of $11.50 per share of Common Stock or (ii) on a “cashless basis” in which the exercising holder will receive a number of shares of Common Stock to be determined in accordance with the terms of the Warrant Agreement and based on the Redemption Date and the volume weighted average price (the “Fair Market Value”) of the Common Stock during the 10 trading days immediately following the date on which the notice of redemption is sent to holders of Warrants. The Company will inform holders of the Fair Market Value no later than one business day after such 10-trading day period ends. In no event will the number of shares of Common Stock issued in connection with an exercise on a cashless basis exceed 0.361 shares of Common Stock per Warrant. If any holder of Warrants would\, after taking into account all of such holder’s Warrants exercised at one time\, be entitled to receive a fractional interest in a share of Common Stock\, the number of shares the holder will be entitled to receive will be rounded down to the nearest whole number of shares. \n\n\n\nAny Warrants that remain unexercised at 5:00 p.m. New York City time on the Redemption Date will be void and no longer exercisable\, and the holders of those Warrants will be entitled to receive only the redemption price of $0.10 per Warrant. \n\n\n\n\n\n\n\nNone of the Company\, its board of directors or employees has made or is making any representation or recommendation to any holder of the Warrants as to whether to exercise or refrain from exercising any Warrants. \n\n\n\nThe shares of Common Stock underlying the Warrants have been registered by the Company under the Securities Act of 1933\, as amended\, and are covered by a registration statement filed on Form S-1 with\, and declared effective by\, the Securities and Exchange Commission (Registration No. 333-252073). The SEC maintains an Internet website that contains a copy of this prospectus. The address of that site is www.sec.gov. Alternatively\, you can obtain a copy of the prospectus from the Company’s investor relations website at https://investors.cloverhealth.com. \n\n\n\nQuestions concerning redemption and exercise of the Warrants can be directed to our information agent\, MacKenzie Partners\, Inc.\, at 1407 Broadway\, New York\, NY 10018\, telephone number: (800) 322-2885. \n\n\n\nNo Offer or Solicitation \n\n\n\nThis press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any offer of any of the Company’s securities in any jurisdiction in which such offer\, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. \n\n\n\nForward Looking Statements \n\n\n\nThis press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933\, as amended\, and Section 21E of the Securities Exchange Act of 1934\, as amended. Forward-looking statements include statements regarding future events. In some cases\, you can identify forward looking statements because they contain words such as “may\,” “will\,” “should\,” “expects\,” “plans\,” “anticipates\,” “going to\,” “can\,” “could\,” “should\,” “would\,” “intends\,” “target\,” “projects\,” “contemplates\,” “believes\,” “estimates\,” “predicts\,” “potential\,” “outlook\,” “forecast\,” “objective\,” “plan\,” “seek\,” “grow\,” “target\,” “if\,” “continue” or the negative of these words or other similar terms or expressions that concern Clover Health’s expectations\, strategy\, priorities\, plans or intentions. These statements are subject to known and unknown risks\, uncertainties and other factors that may cause our actual results to differ materially from results expressed or implied in this press release\, including but not limited to the risks and uncertainties contained in the Risk Factors section of our Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 31\, 2021. Clover Health assumes no obligation\, and does not intend\, to update these forward-looking statements as a result of future events or developments. \n\n\n\nAbout Clover Health \n\n\n\nClover Health (Nasdaq: CLOV) is a next-generation risk-bearing organization aiming to achieve health equity for all Americans. While our mission is to improve every life\, we particularly focus on seniors who have historically lacked access to affordable high quality healthcare.
URL:https://commonstockwarrants.com/event/clover-health-investments-corp-announces-redemption-of-all-outstanding-warrants-nasdaq-clov-clovw-begin/
CATEGORIES:Warrant Redemptions
ATTACH;FMTTYPE=image/jpeg:https://commonstockwarrants.com/wp-content/uploads/2021/07/CLOV_logo.jpg
END:VEVENT
BEGIN:VEVENT
DTSTART;TZID=America/New_York:20210719T170000
DTEND;TZID=America/New_York:20210719T170000
DTSTAMP:20260419T074913
CREATED:20210618T124219Z
LAST-MODIFIED:20210618T125026Z
UID:691033-1626714000-1626714000@commonstockwarrants.com
SUMMARY:Arrival Completing Redemption of Warrants (NASDAQ: ARVL\, ARVLW) - END
DESCRIPTION:LONDON and CHARLOTTE\, N.C.\, June 18\, 2021 (GLOBE NEWSWIRE) — Arrival (the “Company”; Ordinary Shares – NASDAQ: ARVL; CUSIP No. L0423Q 108; Warrants – NASDAQ: ARVLW; CUSIP No. L0423Q 116) announced today that the Company has elected to redeem\, at 5:00 p.m. New York City time on July 19\, 2021 (the “Redemption Date”)\, all of the Company’s outstanding warrants (“Public Warrants”) that were issued under the Warrant Agreement dated as of December 12\, 2019 by and between CIIG Merger Corp. (“CIIG”) and Continental Stock Transfer & Trust Company\, as warrant agent\, as a part of the units sold in CIIG’s initial public offering (“IPO”)\, which Public Warrants were assumed by the Company in connection with the business combination between CIIG\, the Company and ARSNL Merger Sub Inc. \n\n\n\nEach Public Warrant will be redeemed by the Company for $0.01 per Public Warrant (the “Redemption Price”) on the Redemption Date\, unless exercised before 5:00 p.m. on the Redemption Date. The Company is exercising its right to redeem the Public Warrants pursuant to Section 6 of the Warrant Agreement that provides for the right to redeem all of the outstanding Public Warrants if the last reported sales price of the Company’s Ordinary Shares has been at least $18.00 per share on each of 20 trading days within the 30 trading-day period ending on the third business day prior to the date on which a notice of redemption is given. The reported sales price of the Company’s Ordinary Shares has been at least $18.00 per share on each of 20 trading days within the 30-trading day period ending on June 15\, 2021. \n\n\n\nRegistered holders of Public Warrants will have until 5:00 p.m. on July 19\, 2021 to exercise their Public Warrants. Each Public Warrant entitles the holder thereof to purchase one Ordinary Share at a price of $11.50 per Public Warrant exercised (the “Exercise Price”). Any Public Warrants that remain unexercised at 5:00 p.m. New York City time on the Redemption Date will be delisted\, void and no longer exercisable\, and the holders will have no rights with respect to those Public Warrants\, except to receive the Redemption Price. \n\n\n\nAs a result of the redemption\, the Public Warrants will cease to be traded on the NASDAQ effective July 20\, 2021. \n\n\n\nAs of the date hereof\, the Company has 12\,937\,493 Public Warrants outstanding. If all such currently outstanding Public Warrants are exercised prior to the Redemption Date\, the Company will issue an aggregate of 12\,937\,493 Ordinary Shares and receive potential gross exercise proceeds of approximately $148.8 million. \n\n\n\nBeneficial holders desiring to exercise their Public Warrants should contact the brokerage firm holding their Public Warrants immediately to process their exercise and avoid redemption. Brokers will likely have an earlier deadline for beneficial holders to exercise their Public Warrants than the deadline for registered holders set forth above. \n\n\n\nThe Ordinary Shares underlying the Public Warrants have been registered by the Company under the Securities Act of 1933\, as amended\, and are covered by a registration statement filed on Form F 1 with\, and declared effective by\, the Securities and Exchange Commission (Registration No. 333 254885). \n\n\n\nThis release is neither an offer to sell nor a solicitation of an offer to buy any securities of the Company. \n\n\n\nAbout Arrival \n\n\n\nArrival (NASDAQ: ARVL) is reinventing the automotive industry with its entirely new approach to the design and assembly of electric vehicles. Low CapEx\, rapidly scalable Microfactories combined with proprietary in-house developed components\, materials and software\, enable the production of best in class vehicles competitively priced to fossil fuel variants and with a substantially lower total cost of ownership. This transformative approach provides cities globally with the solutions they need to create sustainable urban environments and exceptional experiences for their citizens. Arrival is a global business founded in 2015 and headquartered in London\, UK and Charlotte\, North Carolina\, USA\, with more than 1\,900 global employees located in offices across the United States\, Germany\, the Netherlands\, Israel\, Russia\, and Luxembourg. The company is deploying its first four Microfactories in North Carolina\, USA\, South Carolina\, USA\, Madrid\, Spain\, and Bicester\, UK. \n\n\n\nForward-Looking Statements \n\n\n\nThis press release contains certain forward-looking statements within the meaning of the federal securities laws\, including statements regarding the amount of Ordinary Shares to be issued and the proceeds to be received in connection with the exercise of Public Warrants prior to the Redemption Date. Forward-looking statements are predictions\, projections and other statements about future events that are based on current expectations and assumptions and\, as a result\, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this document\, including\, but not limited to\, a lower number of holders of Ordinary Shares exercising their Public Warrants prior to the Redemption Date. The foregoing list of factors is not exhaustive. Readers are cautioned not to put undue reliance on forward-looking statements\, and Arrival assumes no obligation and does not intend to update or revise these forward-looking statements\, whether as a result of new information\, future events\, or otherwise. Arrival does not give any assurance that Arrival will achieve its expectations.Media Contacts \n\n\n\nMediapr@arrival.com \n\n\n\nInvestorsir@arrival.com
URL:https://commonstockwarrants.com/event/arrival-completing-redemption-of-warrants-nasdaq-arvl-arvlw-end/
CATEGORIES:Warrant Redemptions
ATTACH;FMTTYPE=image/png:https://commonstockwarrants.com/wp-content/uploads/2021/06/ARRIVAL_logo-1.png
END:VEVENT
BEGIN:VEVENT
DTSTART;TZID=America/New_York:20210716T080000
DTEND;TZID=America/New_York:20210716T170000
DTSTAMP:20260419T074913
CREATED:20210716T150012Z
LAST-MODIFIED:20210716T150109Z
UID:691301-1626422400-1626454800@commonstockwarrants.com
SUMMARY:Skillz Announces Redemption of Public Warrants (NYSE: SKLZ\, SKLZ.WS)
DESCRIPTION:SAN FRANCISCO–(BUSINESS WIRE)–Skillz Inc. (NYSE: SKLZ) (“Skillz”)\, the leading mobile games platform bringing fair and fun competition to players worldwide\, today announced that it will redeem all of its outstanding public warrants to purchase shares of Skillz’s Class A common stock that were issued under the Warrant Agreement\, dated as of March 5\, 2020 (the “Warrant Agreement”)\, by and among Flying Eagle Acquisition Corp. and Continental Stock Transfer & Trust Company\, as warrant agent and transfer agent (“Continental”)\, and that remain outstanding following 5pm New York City time on August 16\, 2021 for a redemption price of $0.01 per warrant. Warrants that were issued under the Warrant Agreement in a private placement and still held by Eagle Equity Partners II\, LLC\, a Delaware limited liability company\, or its permitted transferees are not subject to this notice of redemption. \n\n\n\nUnder the terms of the Warrant Agreement\, Skillz is entitled to redeem all of such outstanding public warrants if the reported closing price of Skillz’s Class A common stock is at least $18.00 per share on each of 20 trading days within a 30 trading day period. This share price performance requirement was satisfied as of July 13\, 2021. \n\n\n\nContinental\, in its capacity as warrant agent\, has delivered a notice of redemption to each of the registered holders of such outstanding public warrants on behalf of Skillz. \n\n\n\nAll such public warrants may be exercised by the holders thereof until 5pm New York City time on August 16\, 2021\, to purchase fully paid and non-assessable shares of Common Stock underlying such warrants\, at the exercise price of $11.50 per share. \n\n\n\nAny such public warrants that remain unexercised following 5pm New York City time on August 16\, 2021\, will be void and no longer exercisable\, and the holders of those public warrants will be entitled to receive only the redemption price of $0.01 per warrant. \n\n\n\nThe shares of Class A common stock underlying such public warrants have been registered by Skillz under the Securities Act of 1933\, as amended\, and are covered by a registration statement filed on Form S-1 with\, and declared effective by\, the Securities and Exchange Commission (Registration No. 333-252868). \n\n\n\nQuestions concerning redemption and exercise of such public warrants can be directed to: Continental Stock Transfer & Trust Company\, 1 State Street\, 30th Floor\, New York\, NY 10004\, telephone number 212-509-4000. \n\n\n\nFor a copy of the notice of redemption sent to the holders of such public warrants\, please visit the Skillz investor relations website at https://investors.skillz.com/. \n\n\n\nThis press release shall not constitute an offer to sell or the solicitation of an offer to buy any Skillz securities and shall not constitute an offer\, solicitation\, or sale in any jurisdiction in which such offering\, solicitation\, or sale would be unlawful. \n\n\n\nAbout Skillz Inc. \n\n\n\nSkillz is the leading mobile games platform that connects players in fair\, fun\, and meaningful competition. The Skillz platform helps developers build multi-million dollar franchises by enabling social competition in their games. Leveraging its patented technology\, Skillz hosts billions of casual esports tournaments for millions of mobile players worldwide\, and distributes millions in prizes each month. Skillz has earned recognition as one of Fast Company’s Most Innovative Companies\, CNBC’s Disruptor 50\, Forbes’ Next Billion-Dollar Startups\, and the #1 fastest-growing company in America on the Inc. 5000. www.skillz.com \n\n\n\nForward Looking Statements \n\n\n\nThis press release includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. The Company’s actual results may differ from its expectations\, estimates\, and projections and\, consequently\, you should not rely on these forward-looking statements as predictions of future events. Words such as “expect\,” “estimate\,” “project\,” “budget\,” “forecast\,” “anticipate\,” “intend\,” “plan\,” “may\,” “will\,” “could\,” “should\,” “believes\,” “predicts\,” “potential\,” “continue\,” and similar expressions (or the negative versions of such words or expressions) are intended to identify such forward-looking statements. \n\n\n\nThese forward-looking statements involve significant risks and uncertainties that could cause the Company’s actual results to differ materially from those discussed in the forward-looking statements. Most of these factors are outside of the Company’s control and are difficult to predict. Factors that may cause such differences include\, but are not limited to\, the ability of Skillz to:realize the benefits expected from the business combination; effectively compete in the global entertainment and gaming industries; attract and retain successful relationships with the third party developers that develop and update all of the games hosted on Skillz’s platform; comply with laws and regulations applicable to its business; and as well as other risks and uncertainties indicated from time to time in the Company’s SEC filings\, including those under “Risk Factors” therein\, which are available on the SEC’s website at www.sec.gov. Additional information will be made available in other filings that the Company makes from time to time with the SEC. In addition\, any forward-looking statements contained in this press release are based on assumptions that the Company believes to be reasonable as of this date. The Company undertakes no obligation to update any forward-looking statements to reflect events or circumstances after the date of this press release or to reflect new information or the occurrence of unanticipated events\, except as required by law.
URL:https://commonstockwarrants.com/event/skillz-announces-redemption-of-public-warrants-nyse-sklz-sklz-ws-2/
CATEGORIES:Warrant Redemptions
ATTACH;FMTTYPE=image/jpeg:https://commonstockwarrants.com/wp-content/uploads/2021/07/SKLZ_Logo.jpg
END:VEVENT
BEGIN:VEVENT
DTSTART;TZID=America/New_York:20210709T170000
DTEND;TZID=America/New_York:20210709T170000
DTSTAMP:20260419T074913
CREATED:20210610T134239Z
LAST-MODIFIED:20210610T134245Z
UID:690972-1625850000-1625850000@commonstockwarrants.com
SUMMARY:Opendoor Finalizes Redemption of Public Warrants (NSDQ: OPEN\, OPENW) -End
DESCRIPTION:SAN FRANCISCO\, June 09\, 2021 (GLOBE NEWSWIRE) — Opendoor Technologies Inc. (Nasdaq: OPEN)\, (“Opendoor” or “the Company”)\, a leading digital platform for residential real estate\, today announced that the Company will redeem all of its outstanding warrants (the “Public Warrants”) to purchase shares of the Company’s common stock\, par value $0.0001 per share (the “Common Stock”)\, that were issued under the Warrant Agreement\, dated April 27\, 2020\, by and between the Company and Continental Stock Transfer & Trust Company (“CST”)\, as warrant agent\, as amended by the First Amendment to the Warrant Agreement\, dated March 22\, 2021\, by and among the Company\, CST and American Stock Transfer & Trust Company (the “Warrant Agent”)\, as warrant agent (as amended\, the “Warrant Agreement”)\, as part of the units sold in the Company’s initial public offering (the “IPO”) and that remain outstanding at 5:00 p.m. New York City time on July 9\, 2021 (the “Redemption Date”) for a redemption price of $0.10 per Public Warrant. In addition\, the Company will redeem all of its outstanding warrants to purchase Common Stock that were issued under the Warrant Agreement in a private placement simultaneously with the IPO (the “Private Warrants” and\, together with the Public Warrants\, the “Warrants”) on the same terms as the outstanding Public Warrants. \n\n\n\nUnder the terms of the Warrant Agreement\, the Company is entitled to redeem all of the outstanding Public Warrants at a redemption price of $0.10 per Public Warrant if (i) the last sales price (the “Reference Value”) of the Common Stock is at least $10.00 per share on each of twenty trading days within any thirty-day trading period ending on the third trading day prior to the date on which a notice of redemption is given and (ii) if the Reference Value is less than $18.00 per share\, the Private Warrants are also concurrently called for redemption on the same terms as the outstanding Public Warrants. At the direction of the Company\, the Warrant Agent has delivered a notice of redemption to each of the registered holders of the outstanding Warrants. \n\n\n\nThe Warrants may be exercised by the holders thereof until 5:00 p.m. New York City time on the Redemption Date to purchase fully paid and non-assessable shares of Common Stock underlying such Warrants. As the Reference Value is less than $18.00 per share\, payment upon exercise of the Warrants may be made either (i) in cash\, at an exercise price of $11.50 per share of Common Stock or (ii) on a “cashless basis” in which the exercising holder will receive a number of shares of Common Stock to be determined in accordance with the terms of the Warrant Agreement and based on the Redemption Date and the volume weighted average price (the “Fair Market Value”) of the Common Stock during the 10 trading days immediately following the date on which the notice of redemption is sent to holders of Warrants. The Company will provide holders the Fair Market Value no later than one business day after such 10-trading day period ends. In no event will the number of shares of Common Stock issued in connection with an exercise on a cashless basis exceed 0.361 shares of Common Stock per Warrant. If any holder of Warrants would\, after taking into account all of such holder’s Warrants exercised at one time\, be entitled to receive a fractional interest in a share of Common Stock\, the number of shares the holder will be entitled to receive will be rounded down to the nearest whole number of shares. \n\n\n\nAny Warrants that remain unexercised at 5:00 p.m. New York City time on the Redemption Date will be void and no longer exercisable\, and the holders of those Warrants will be entitled to receive only the redemption price of $0.10 per Warrant. \n\n\n\nNone of the Company\, its board of directors or employees has made or is making any representation or recommendation to any holder of the Warrants as to whether to exercise or refrain from exercising any Warrants. \n\n\n\nThe shares of Common Stock underlying the Warrants have been registered by the Company under the Securities Act of 1933\, as amended\, and are covered by a registration statement filed on Form S-1 with\, and declared effective by\, the Securities and Exchange Commission (Registration No. 333-251529). The SEC maintains an Internet website that contains a copy of this prospectus. The address of that site is www.sec.gov. Alternatively\, you can obtain a copy of the prospectus from the Company’s investor relations website at https://investor.opendoor.com. \n\n\n\nQuestions concerning redemption and exercise of the Warrants can be directed to our information agent\, D.F. King & Co.\, Inc.\, at 48 Wall Street\, 22nd Floor\, New York\, NY 10005\, Attention: Michael Horthman\, telephone number: (800) 578-5378 (toll-free) or (212) 269-5550 (banks and brokers) or email: opendoor@dfking.com. \n\n\n\nNo Offer or Solicitation \n\n\n\nThis press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any offer of any of the Company’s securities in any jurisdiction in which such offer\, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. \n\n\n\nForward Looking Statements \n\n\n\nThis press release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995\, as amended. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking. These forward-looking statements generally are identified by the words “anticipate\,” “believe\,” “contemplate\,” “continue\,” “could\,” “estimate\,” “expect\,” “forecast”\, “future”\, “intend\,” “may\,” “might”\, “opportunity”\, “plan\,” “possible”\, “potential\,” “predict\,” “project\,” “should\,” “strategy”\, “strive”\, “target\,” “will\,” or “would”\, the negative of these words or other similar terms or expressions. The absence of these words does not mean that a statement is not forward-looking. Forward-looking statements are predictions\, projections and other statements about future events that are based on current expectations and assumptions and\, as a result\, are subject to risks and uncertainties. Many important factors could cause actual future events to differ materially from the forward-looking statements in this press release\, including but not limited to the risks and uncertainties set forth in the Company’s filings with the U.S. Securities and Exchange Commission. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements\, and the Company assumes no obligation and does not intend to update or revise these forward-looking statements\, whether as a result of new information\, future events\, or otherwise. The Company does not give any assurance that it will achieve its expectations. \n\n\n\nAbout Opendoor \n\n\n\nOpendoor’s mission is to empower everyone with the freedom to move. Since 2014\, Opendoor has provided people across the U.S. with a radically simple way to buy\, sell or trade-in a home online. Opendoor currently operates in a growing number of markets across the U.S. \n\n\n\nContact Information \n\n\n\nInvestors:Whitney KukulkaThe Blueshirt Groupinvestors@opendoor.com \n\n\n\nMedia:Sheila Tran / Charles StewartOpendoorpress@opendoor.com
URL:https://commonstockwarrants.com/event/opendoor-finalizes-redemption-of-public-warrants-nsdq-open-openw-end/
CATEGORIES:Warrant Redemptions
ATTACH;FMTTYPE=image/png:https://commonstockwarrants.com/wp-content/uploads/2021/06/OPEN_logo.png
END:VEVENT
BEGIN:VEVENT
DTSTART;TZID=America/New_York:20210709T080000
DTEND;TZID=America/New_York:20210709T170000
DTSTAMP:20260419T074913
CREATED:20210710T025400Z
LAST-MODIFIED:20210712T030953Z
UID:691196-1625817600-1625850000@commonstockwarrants.com
SUMMARY:Hims & Hers Announces Redemption of All Outstanding Warrants (NYSE: HIMS\, HIMS.WS) - BEGIN
DESCRIPTION:July 09\, 2021 05:00 PM Eastern Daylight Time \n\n\n\nSAN FRANCISCO–(BUSINESS WIRE)–Hims & Hers Health\, Inc. (“Hims & Hers” or the “Company\,” NYSE: HIMS)\, the multi-specialty telehealth platform focused on providing modern personalized health and wellness experiences to consumers\, today announced that it will redeem all of its outstanding warrants (the “Warrants”) to purchase shares of the Company’s Class A common stock\, par value $0.0001 per share (the “Common Stock”)\, that were issued under the Warrant Agreement\, dated July 22\, 2019 (the “Warrant Agreement”)\, by and between the Company and Continental Stock Transfer & Trust Company\, as warrant agent (the “Warrant Agent”)\, that remain outstanding at 5:00 p.m. New York City time on August 9\, 2021 (the “Redemption Date”) for a redemption price of $0.10 per Warrant. The Warrants consist of (i) the units sold in the Company’s initial public offering (the “Public Warrants”) and (ii) warrants to purchase shares of Common Stock previously held by Oaktree Acquisition Holdings\, L.P.\, the Company’s sponsor\, that were cancelled and issued or issuable to former stockholders of Hims\, Inc. in connection with the Company’s business combination that closed in January 2021. As previously announced\, in February 2021 all of the outstanding Private Placement Warrants (as defined in the Warrant Agreement) were net exercised. \n\n\n\nUnder the terms of the Warrant Agreement\, the Company is entitled to redeem all of the outstanding Warrants at a redemption price of $0.10 per Warrant if the last sales price (the “Reference Value”) of the Common Stock is at least $10.00 per share on the trading day prior to the date on which a notice of redemption is given. At the direction of the Company\, the Warrant Agent has delivered a notice of redemption to each of the registered holders of the outstanding Warrants. In addition\, the New York Stock Exchange intends to halt trading on the Public Warrants after close of market on August 6. 2021. The redemption will not affect trading of the Company’s Common Stock. \n\n\n\nThe Warrants may be exercised by the holders thereof until 5:00 p.m. New York City time on the Redemption Date to purchase fully paid and non-assessable shares of Common Stock underlying such Warrants. Payment upon exercise of the Warrants may be made either (i) in cash\, at an exercise price of $11.50 per share of Common Stock or (ii) on a “cashless basis” in which the exercising holder will receive 0.267 shares per Warrant\, which is the number of shares of Common Stock determined in accordance with the terms of the Warrant Agreement and based on the Redemption Date\, August 9\, 2021\, and the average last sale price of the Common Stock during the ten (10) trading days ending on the third trading day prior to the date on which the notice of redemption is sent to holders of Warrants\, which was $10.78 (the “Fair Market Value”). If any holder of Warrants would\, after taking into account all of such holder’s Warrants exercised at one time\, be entitled to receive a fractional interest in a share of Common Stock\, the number of shares such holder will be entitled to receive will be rounded down to the nearest whole number of shares. \n\n\n\nAny Warrants that remain unexercised at 5:00 p.m. New York City time on the Redemption Date will be void and no longer exercisable\, and the holders of those Warrants will be entitled to receive only the redemption price of $0.10 per Warrant. \n\n\n\nNone of the Company\, its board of directors or employees has made or is making any representation or recommendation to any holder of the Warrants as to whether to exercise or refrain from exercising any Warrants. \n\n\n\nA registration statement on Form S-1 under the Securities Act of 1933\, as amended\, has been filed with\, and declared effective by\, the Securities and Exchange Commission (Registration No. 333-252814) covering the Common Stock issuable upon exercise of the Warrants. The SEC maintains an Internet website that contains a copy of this prospectus. The address of that site is www.sec.gov. Alternatively\, you can obtain a copy of the prospectus from the Company’s investor relations website at https://investors.forhims.com/. \n\n\n\nQuestions concerning redemption and exercise of the Warrants can be directed to our Warrant Agent\, Continental Stock Transfer & Trust Company\, at 1 State Street 30th Floor\, New York\, NY 10004-1561\, by telephone at (212) 509-4000 or by email at reorg@continentalstock.com \n\n\n\nNo Offer or Solicitation \n\n\n\nThis press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any offer of any of the Company’s securities in any jurisdiction in which such offer\, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. \n\n\n\nForward Looking Statements \n\n\n\nThis press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933\, as amended and Section 21E of the Securities Exchange Act of 1934\, as amended. These forward-looking statements can be identified by the use of forward-looking terminology\, including the word “will\,” or its negative or other variations or comparable terminology. There can be no assurance that actual results will not materially differ from expectations. Such statements include\, but are not limited to\, expectations regarding the redemption of the Warrants. These statements are based on management’s current expectations\, but actual results may differ materially due to various factors. By their nature\, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. \n\n\n\nThe forward-looking statements contained in this press release are based on our current expectations and beliefs concerning future developments and their potential effects on us. Future developments affecting us may not be those that we have anticipated. These forward-looking statements involve a number of risks\, uncertainties (some of which are beyond our control) and other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements. These risks and uncertainties include\, but are not limited to\, risks related to the redemption of the Warrants\, as well as those factors described in the “Risk Factors” section and other sections of our most recent Annual Report on Form 10-K\, most recent Quarterly Report on Form 10-Q and other current and periodic reports we file from time to time. \n\n\n\nShould one or more of these risks or uncertainties materialize\, or should any of our assumptions prove incorrect\, actual results may vary in material respects from those projected in these forward-looking statements. We undertake no obligation to update or revise any forward-looking statements\, whether as a result of new information\, future events or otherwise\, except as may be required under applicable securities laws. \n\n\n\nAbout Hims & Hers \n\n\n\nHims & Hers is a multi-specialty telehealth platform that connects consumers to licensed healthcare professionals\, enabling them to access high-quality medical care for numerous conditions related to primary care\, mental health\, sexual health\, dermatology\, and more. Launched in November 2017\, the company also offers thoughtfully created and curated health and wellness products. With products and services available across all 50 states and Washington\, D.C.\, Hims & Hers is able to provide access to quality\, convenient and affordable care for all Americans. Hims & Hers was founded by CEO Andrew Dudum\, Hilary Coles\, Jack Abraham and Joe Spector at venture studio Atomic in San Francisco\, California. For more information about Hims & Hers\, please visit forhims.com and forhers.com. \n\n\n\n\n\n\n\nContacts\n\n\n\nLinda O’Connorpress@forhims.com
URL:https://commonstockwarrants.com/event/hims-hers-announces-redemption-of-all-outstanding-warrants-nyse-hims-hims-ws-begin/
CATEGORIES:Warrant Redemptions
ATTACH;FMTTYPE=image/png:https://commonstockwarrants.com/wp-content/uploads/2021/07/HIMS_logo.png
END:VEVENT
BEGIN:VEVENT
DTSTART;TZID=America/New_York:20210706T170000
DTEND;TZID=America/New_York:20210706T170000
DTSTAMP:20260419T074913
CREATED:20210607T124014Z
LAST-MODIFIED:20210607T124021Z
UID:690943-1625590800-1625590800@commonstockwarrants.com
SUMMARY:Notice of Warrant Redemption- END (NYSE: CHPT\, CHPT.WS)
DESCRIPTION:ChargePoint Holdings\, Inc. (the “Company”) hereby gives notice that it is redeeming\, at 5:00 p.m. New York City time on July 6\, 2021 (the “Redemption Date”)\, all of the Company’s outstanding Public Warrants (as defined in the Warrant Agreement) (the “Warrants”) to purchase shares of the Company’s common stock\, $0.0001 par value per share (the “Common Stock”) for a redemption price of $0.01 per Warrant (the “Redemption Price”)\, that were issued under the Warrant Agreement\, dated as of July 25\, 2019 (the “Warrant Agreement”)\, by and between the Company’s predecessor company\, Switchback Energy Acquisition Corporation (“Switchback”)\, and Continental Stock Transfer & Trust Company\, as warrant agent (the “Warrant Agent”)\, as part of the units sold in Switchback’s initial public offering (the “IPO”). Each Warrant entitles the holder thereof to purchase one share of Common Stock for a purchase price of $11.50 per whole share\, subject to adjustment. Any Warrants that remain unexercised at 5:00 p.m. New York City time on the Redemption Date will be void and no longer exercisable and their holders will have no rights with respect to those Warrants\, except to receive the Redemption Price or as otherwise described in this notice for holders who hold their Warrants in “street name.” Warrants to purchase shares of Common Stock that were issued under the Warrant Agreement in private placements simultaneously with the closing of the IPO and the sale of over-allotment units\, as well as in connection with working capital loans made by NGP Switchback\, LLC to Switchback and are still held by the initial holders thereof or their permitted transferees are not subject to this notice of redemption. \n\n\n\nThe Warrants are listed on the New York Stock Exchange under the symbol “CHPT WS” and the Common Stock is listed on the New York Stock Exchange under the symbol “CHPT.” On June 3\, 2021\, the last reported sale price of the Warrants was $14.80 and the last reported sale price of the Common Stock was $26.27 per share. We expect that the New York Stock Exchange will suspend trading in the Warrants prior to the opening of trading on the Redemption Date and that the last day of trading will be the immediately preceding trading day\, which is expected to be July 2\, 2021. \n\n\n\nTERMS OF REDEMPTION; CESSATION OF RIGHTS \n\n\n\nThe rights of the Warrant holders to exercise their Warrants will terminate immediately prior to 5:00 p.m. New York City time on the Redemption Date. At 5:00 p.m. New York City time on the Redemption Date and thereafter\, the Warrants will no longer be exercisable and the holders of unexercised Warrants will have no rights with respect to those Warrants\, except to receive the Redemption Price or as otherwise described in this notice for holders who hold their Warrants in “street name.” We encourage you to consult with your broker\, financial advisor and/or tax advisor to consider whether or not to exercise your Warrants. Note that the act of exercising is VOLUNTARY\, meaning holders must instruct their broker to submit the Warrants for exercise. \n\n\n\nThe Company is exercising this right to redeem the Warrants pursuant to Section 6 of the Warrant Agreement. Pursuant to Section 6.1 of the Warrant Agreement\, the Company has the right to redeem all of the outstanding Warrants if the last sales price of the Common Stock reported has been at least $18.00 per share on each of twenty (20) trading days within the thirty (30) trading-day period ending on the third trading day prior to the date on which a notice of redemption is given. The last sales price of the Common Stock has been at least $18.00 per share on each of twenty (20) trading days within the thirty (30) trading-day period ending on June 1\, 2021 (which is the third trading day prior to the date of this redemption notice). \n\n\n\nEXERCISE PROCEDURE \n\n\n\nWarrant holders have until 5:00 p.m. New York City time on the Redemption Date to exercise their Warrants to purchase shares of Common Stock. Warrants may only be exercised for cash. Each Warrant entitles the holder thereof to purchase one share of Common Stock at a cash price of $11.50 per whole share (the “Exercise Price”). \n\n\n\nPayment of the exercise funds may be made by wire transfer of immediately available funds. Wire instructions will be provided to the Depository Trust Company and will otherwise be provided upon request. \n\n\n\n\n\n\n\nThose who hold their Warrants in “street name” should immediately contact their broker to determine their broker’s procedure for exercising their Warrants since the process to exercise is VOLUNTARY. \n\n\n\nPersons who are holders of record of their Warrants may exercise their Warrants by sending: \n\n\n\n1.  The Warrant Certificate;2.  A fully and properly completed “Election to Purchase” (a form of which is attached hereto as Annex A)\, duly executed and indicating\, among of things\, the number of Warrants being exercised; and3.  The exercise funds via wire transfer\,\n\n\n\nto: \n\n\n\nContinental Stock Transfer & Trust Company \n\n\n\n1 State Street\, 30th Floor \n\n\n\nNew York\, NY 10004 \n\n\n\nAttention: Compliance Department \n\n\n\nTelephone: (212) 509-4000 \n\n\n\nThe method of delivery of the Warrants is at the option and risk of the holder\, but if mail is used\, registered mail properly insured is suggested. \n\n\n\nThe Warrant Certificate\, the fully and properly completed Election to Purchase and the exercise funds must be received by Continental Stock Transfer & Trust Company prior to 5:00 p.m. New York City time on the Redemption Date. Subject to the following paragraph\, any failure to deliver a fully and properly completed Election to Purchase together with the related Warrant Certificate and exercise funds before such time will result in such holder’s Warrants being redeemed at the Redemption Price of $0.01 per Warrant and not exercised. \n\n\n\nFor holders of Warrants who hold their Warrants in “street name\,” provided that the Exercise Price for the Warrants being exercised and a Notice of Guaranteed Delivery and the exercise funds are received by the Warrant Agent prior to 5:00 p.m. New York City time on the Redemption Date\, broker-dealers shall have two business days from the Redemption Date\, or 5:00 p.m. New York City time on July 6\, 2021\, to deliver the Warrants to the Warrant Agent. Any such Warrant received without an Election to Purchase and a Notice of Guaranteed Delivery having been duly executed and fully and properly completed or the exercise funds being submitted will be deemed to have been delivered for redemption at the Redemption Price of $0.01 per Warrant\, and not for exercise. \n\n\n\nPROSPECTUS \n\n\n\nA prospectus covering the shares of Common Stock issuable upon the exercise of the Warrants (and the supplements thereto) is included in a registration statement filed with\, and declared effective by\, the Securities and Exchange Commission (Registration No. 333-253759) (the “SEC”). The SEC also maintains an Internet website that contains a copy of this prospectus. The address of this site is www.sec.report. Alternatively\, to obtain a copy of the prospectus (and the supplements thereto)\, please visit our investor relations website (investors.chargepoint.com). \n\n\n\nREDEMPTION PROCEDURE \n\n\n\nPayment of the Redemption Price will be made by the Company upon presentation and surrender of a Warrant for payment after 5:00 p.m. New York City time on the Redemption Date. Those who hold their shares in “street name” should contact their broker to determine their broker’s procedure for redeeming their Warrants.
URL:https://commonstockwarrants.com/event/notice-of-warrant-redemption-end-nyse-chpt-chpt-ws/
CATEGORIES:Warrant Redemptions
ATTACH;FMTTYPE=image/png:https://commonstockwarrants.com/wp-content/uploads/2021/06/CHPT_logo.png
END:VEVENT
BEGIN:VEVENT
DTSTART;TZID=America/New_York:20210618T080000
DTEND;TZID=America/New_York:20210618T170000
DTSTAMP:20260419T074913
CREATED:20210618T124509Z
LAST-MODIFIED:20210618T124914Z
UID:691031-1624003200-1624035600@commonstockwarrants.com
SUMMARY:Arrival Announces Redemption of Warrants (NASDAQ: ARVL\, ARVLW) -Begin
DESCRIPTION:LONDON and CHARLOTTE\, N.C.\, June 18\, 2021 (GLOBE NEWSWIRE) — Arrival (the “Company”; Ordinary Shares – NASDAQ: ARVL; CUSIP No. L0423Q 108; Warrants – NASDAQ: ARVLW; CUSIP No. L0423Q 116) announced today that the Company has elected to redeem\, at 5:00 p.m. New York City time on July 19\, 2021 (the “Redemption Date”)\, all of the Company’s outstanding warrants (“Public Warrants”) that were issued under the Warrant Agreement dated as of December 12\, 2019 by and between CIIG Merger Corp. (“CIIG”) and Continental Stock Transfer & Trust Company\, as warrant agent\, as a part of the units sold in CIIG’s initial public offering (“IPO”)\, which Public Warrants were assumed by the Company in connection with the business combination between CIIG\, the Company and ARSNL Merger Sub Inc. \n\n\n\nEach Public Warrant will be redeemed by the Company for $0.01 per Public Warrant (the “Redemption Price”) on the Redemption Date\, unless exercised before 5:00 p.m. on the Redemption Date. The Company is exercising its right to redeem the Public Warrants pursuant to Section 6 of the Warrant Agreement that provides for the right to redeem all of the outstanding Public Warrants if the last reported sales price of the Company’s Ordinary Shares has been at least $18.00 per share on each of 20 trading days within the 30 trading-day period ending on the third business day prior to the date on which a notice of redemption is given. The reported sales price of the Company’s Ordinary Shares has been at least $18.00 per share on each of 20 trading days within the 30-trading day period ending on June 15\, 2021. \n\n\n\nRegistered holders of Public Warrants will have until 5:00 p.m. on July 19\, 2021 to exercise their Public Warrants. Each Public Warrant entitles the holder thereof to purchase one Ordinary Share at a price of $11.50 per Public Warrant exercised (the “Exercise Price”). Any Public Warrants that remain unexercised at 5:00 p.m. New York City time on the Redemption Date will be delisted\, void and no longer exercisable\, and the holders will have no rights with respect to those Public Warrants\, except to receive the Redemption Price. \n\n\n\nAs a result of the redemption\, the Public Warrants will cease to be traded on the NASDAQ effective July 20\, 2021. \n\n\n\nAs of the date hereof\, the Company has 12\,937\,493 Public Warrants outstanding. If all such currently outstanding Public Warrants are exercised prior to the Redemption Date\, the Company will issue an aggregate of 12\,937\,493 Ordinary Shares and receive potential gross exercise proceeds of approximately $148.8 million. \n\n\n\nBeneficial holders desiring to exercise their Public Warrants should contact the brokerage firm holding their Public Warrants immediately to process their exercise and avoid redemption. Brokers will likely have an earlier deadline for beneficial holders to exercise their Public Warrants than the deadline for registered holders set forth above. \n\n\n\nThe Ordinary Shares underlying the Public Warrants have been registered by the Company under the Securities Act of 1933\, as amended\, and are covered by a registration statement filed on Form F 1 with\, and declared effective by\, the Securities and Exchange Commission (Registration No. 333 254885). \n\n\n\nThis release is neither an offer to sell nor a solicitation of an offer to buy any securities of the Company. \n\n\n\nAbout Arrival \n\n\n\nArrival (NASDAQ: ARVL) is reinventing the automotive industry with its entirely new approach to the design and assembly of electric vehicles. Low CapEx\, rapidly scalable Microfactories combined with proprietary in-house developed components\, materials and software\, enable the production of best in class vehicles competitively priced to fossil fuel variants and with a substantially lower total cost of ownership. This transformative approach provides cities globally with the solutions they need to create sustainable urban environments and exceptional experiences for their citizens. Arrival is a global business founded in 2015 and headquartered in London\, UK and Charlotte\, North Carolina\, USA\, with more than 1\,900 global employees located in offices across the United States\, Germany\, the Netherlands\, Israel\, Russia\, and Luxembourg. The company is deploying its first four Microfactories in North Carolina\, USA\, South Carolina\, USA\, Madrid\, Spain\, and Bicester\, UK. \n\n\n\nForward-Looking Statements \n\n\n\nThis press release contains certain forward-looking statements within the meaning of the federal securities laws\, including statements regarding the amount of Ordinary Shares to be issued and the proceeds to be received in connection with the exercise of Public Warrants prior to the Redemption Date. Forward-looking statements are predictions\, projections and other statements about future events that are based on current expectations and assumptions and\, as a result\, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this document\, including\, but not limited to\, a lower number of holders of Ordinary Shares exercising their Public Warrants prior to the Redemption Date. The foregoing list of factors is not exhaustive. Readers are cautioned not to put undue reliance on forward-looking statements\, and Arrival assumes no obligation and does not intend to update or revise these forward-looking statements\, whether as a result of new information\, future events\, or otherwise. Arrival does not give any assurance that Arrival will achieve its expectations.Media Contacts \n\n\n\nMediapr@arrival.com \n\n\n\nInvestorsir@arrival.com
URL:https://commonstockwarrants.com/event/arrival-announces-redemption-of-warrants-nasdaq-arvl-arvlw-begin/
CATEGORIES:Warrant Redemptions
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END:VEVENT
BEGIN:VEVENT
DTSTART;TZID=America/New_York:20210616T170000
DTEND;TZID=America/New_York:20210616T170000
DTSTAMP:20260419T074913
CREATED:20210514T203300Z
LAST-MODIFIED:20210611T204125Z
UID:690982-1623862800-1623862800@commonstockwarrants.com
SUMMARY:Danimer Scientific Completing Redemption of Public Warrants (NYSE:DNMR\, DNMR.WS) -End
DESCRIPTION:Danimer Scientific (NYSE:DNMR) (“Danimer” or the “Company”)\, a leading next generation bioplastics company focused on the development and production of biodegradable materials\, today announced that it will redeem all of its outstanding warrants (the “Public Warrants”) to purchase shares of the its common stock\, $0.0001 par value per share (the “Common Stock”)\, that were issued under the Warrant Agreement\, dated as of May 5\, 2020 (the “Warrant Agreement”)\, by and between Live Oak Acquisition Corp. and Continental Stock Transfer & Trust Company\, as warrant agent (the “Warrant Agent”)\, and that remain outstanding at 5:00 p.m. New York City time on June 16\, 2021 (the “Redemption Date”) for a redemption price of $0.01 per Public Warrant (the “Redemption Price”). Warrants to purchase Common Stock that were issued under the Warrant Agreement in a private placement and still held by the initial holders thereof or their permitted transferees are not subject to this redemption. \n\n\n\nUnder the terms of the Warrant Agreement\, the Company is entitled to redeem all of the outstanding Public Warrants if the last sales price of the Common Stock is at least $18.00 per share on each of twenty trading days within any thirty-day trading period ending on the third trading day prior to the date on which a notice of redemption is given. This share price performance target has been met. At the direction of the Company\, the Warrant Agent has delivered a notice of redemption to each of the registered holders of the outstanding Public Warrants. \n\n\n\nThe Public Warrants may be exercised by the holders thereof until 5:00 p.m. New York City time on the Redemption Date to purchase fully paid and non-assessable shares of Common Stock underlying such warrants\, at the exercise price of $11.50 per share. Any Public Warrants that remain unexercised following 5:00 p.m. New York City time on the Redemption Date will be void and no longer exercisable\, and the holders of those Public Warrants will be entitled to receive only the redemption price of $0.01 per warrant. \n\n\n\nNone of the Company\, its board of directors or employees have made or are making any representation or recommendation to any holder of the Public Warrants as to whether to exercise or refrain from exercising any Public Warrants. \n\n\n\nThe shares of Common Stock underlying the Public Warrants have been registered by the Company under the Securities Act of 1933\, as amended\, and are covered by a registration statement filed on Form S-1 with\, and declared effective by\, the Securities and Exchange Commission (Registration No. 333-252515). \n\n\n\nQuestions concerning redemption and exercise of the Public Warrants can be directed to Continental Stock Transfer & Trust Company\, 1 State Street\, 30th Floor\, New York\, New York 10004\, Attention: Compliance Department\, telephone number (212) 509-4000. \n\n\n\nNo Offer or Solicitation \n\n\n\nThis press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any offer of any of the Company’s securities in any jurisdiction in which such offer\, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. \n\n\n\nAbout Danimer Scientific \n\n\n\nDanimer is a pioneer in creating more sustainable\, more natural ways to make plastic products. For more than a decade\, its renewable and sustainable biopolymers have helped create plastic products that are biodegradable and compostable and return to nature instead of polluting our lands and waters. Danimer’s technology can be found in a vast array of plastic end products that people use every day. Applications for its biopolymers include additives\, aqueous coatings\, fibers\, filaments\, films\, and injection-molded articles\, among others. Danimer now holds more than 150 granted patents and pending patent applications in more than 20 countries for a range of manufacturing processes and biopolymer formulations. For more information\, visit www.danimerscientific.com. \n\n\n\nForward Looking Statements \n\n\n\nPlease note that in this press release we may use words such as “appears\,” “anticipates\,” “believes\,” “plans\,” “expects\,” “intends\,” “future\,” and similar expressions which constitute forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements\, including statements regarding the expected impact of the restatement of the Company’s financial statements on our 2020 financial results\, are made based on our expectations and beliefs concerning future events impacting the Company and therefore involve a number of risks and uncertainties. We caution that forward-looking statements are not guarantees and that actual results could differ materially from those expressed or implied in the forward-looking statements. Potential risks and uncertainties that could cause the actual results of operations or financial condition of the Company to differ materially from those expressed or implied by forward-looking statements in this press release include\, but are not limited to\, the completion of the audit of the Company’s restated financial statements\, the overall level of consumer demand on our products; general economic conditions and other factors affecting consumer confidence\, preferences\, and behavior; disruption and volatility in the global currency\, capital\, and credit markets; the financial strength of the Company’s customers; the Company’s ability to implement its business strategy\, including\, but not limited to\, its ability to expand its production facilities and plants to meet customer demand for its products and the timing thereof; risks relating to the uncertainty of the projected financial information with respect to the Company; the ability of the Company to execute and integrate acquisitions; changes in governmental regulation\, legislation or public opinion relating to our products; the Company’s exposure to product liability or product warranty claims and other loss contingencies; disruptions and other impacts to the Company’s business\, as a result of the COVID-19 global pandemic and government actions and restrictive measures implemented in response; stability of the Company’s manufacturing facilities and suppliers\, as well as consumer demand for our products\, in light of disease epidemics and health-related concerns such as the COVID-19 global pandemic; the impact that global climate change trends may have on the Company and its suppliers and customers; the Company’s ability to protect patents\, trademarks and other intellectual property rights; any breaches of\, or interruptions in\, our information systems; the ability of our information technology systems or information security systems to operate effectively\, including as a result of security breaches\, viruses\, hackers\, malware\, natural disasters\, vendor business interruptions or other causes; our ability to properly maintain\, protect\, repair or upgrade our information technology systems or information security systems\, or problems with our transitioning to upgraded or replacement systems; the impact of adverse publicity about the Company and/or its brands\, including without limitation\, through social media or in connection with brand damaging events and/or public perception; fluctuations in the price\, availability and quality of raw materials and contracted products as well as foreign currency fluctuations; our ability to utilize potential net operating loss carryforwards; and changes in tax laws and liabilities\, tariffs\, legal\, regulatory\, political and economic risks. More information on potential factors that could affect the Company’s financial results is included from time to time in the Company’s public reports filed with the Securities and Exchange Commission\, including the Company’s Annual Report on Form 10-K\, Quarterly Reports on Form 10-Q\, and Current Reports on Form 8-K. All forward-looking statements included in this press release are based upon information available to the Company as of the date of this press release\, and speak only as of the date hereof. We assume no obligation to update any forward-looking statements to reflect events or circumstances after the date of this press release. \n\n\n\nView source version on businesswire.com: https://www.businesswire.com/news/home/20210514005546/en/ \n\n\n\nContacts \n\n\n\nInvestorsir@danimer.com229-220-1103 \n\n\n\nMediaAnthony Popielapopiel@daltonagency.com404-876-1309
URL:https://commonstockwarrants.com/event/danimer-scientific-completing-redemption-of-public-warrants-nysednmr-dnmr-ws-end/
CATEGORIES:Warrant Redemptions
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END:VEVENT
BEGIN:VEVENT
DTSTART;TZID=America/New_York:20210609T080000
DTEND;TZID=America/New_York:20210609T170000
DTSTAMP:20260419T074913
CREATED:20210610T133949Z
LAST-MODIFIED:20210610T134006Z
UID:690970-1623225600-1623258000@commonstockwarrants.com
SUMMARY:Opendoor Announces Redemption of Public Warrants (NSDQ: OPEN\, OPENW) -Begin
DESCRIPTION:SAN FRANCISCO\, June 09\, 2021 (GLOBE NEWSWIRE) — Opendoor Technologies Inc. (Nasdaq: OPEN)\, (“Opendoor” or “the Company”)\, a leading digital platform for residential real estate\, today announced that the Company will redeem all of its outstanding warrants (the “Public Warrants”) to purchase shares of the Company’s common stock\, par value $0.0001 per share (the “Common Stock”)\, that were issued under the Warrant Agreement\, dated April 27\, 2020\, by and between the Company and Continental Stock Transfer & Trust Company (“CST”)\, as warrant agent\, as amended by the First Amendment to the Warrant Agreement\, dated March 22\, 2021\, by and among the Company\, CST and American Stock Transfer & Trust Company (the “Warrant Agent”)\, as warrant agent (as amended\, the “Warrant Agreement”)\, as part of the units sold in the Company’s initial public offering (the “IPO”) and that remain outstanding at 5:00 p.m. New York City time on July 9\, 2021 (the “Redemption Date”) for a redemption price of $0.10 per Public Warrant. In addition\, the Company will redeem all of its outstanding warrants to purchase Common Stock that were issued under the Warrant Agreement in a private placement simultaneously with the IPO (the “Private Warrants” and\, together with the Public Warrants\, the “Warrants”) on the same terms as the outstanding Public Warrants. \n\n\n\nUnder the terms of the Warrant Agreement\, the Company is entitled to redeem all of the outstanding Public Warrants at a redemption price of $0.10 per Public Warrant if (i) the last sales price (the “Reference Value”) of the Common Stock is at least $10.00 per share on each of twenty trading days within any thirty-day trading period ending on the third trading day prior to the date on which a notice of redemption is given and (ii) if the Reference Value is less than $18.00 per share\, the Private Warrants are also concurrently called for redemption on the same terms as the outstanding Public Warrants. At the direction of the Company\, the Warrant Agent has delivered a notice of redemption to each of the registered holders of the outstanding Warrants. \n\n\n\nThe Warrants may be exercised by the holders thereof until 5:00 p.m. New York City time on the Redemption Date to purchase fully paid and non-assessable shares of Common Stock underlying such Warrants. As the Reference Value is less than $18.00 per share\, payment upon exercise of the Warrants may be made either (i) in cash\, at an exercise price of $11.50 per share of Common Stock or (ii) on a “cashless basis” in which the exercising holder will receive a number of shares of Common Stock to be determined in accordance with the terms of the Warrant Agreement and based on the Redemption Date and the volume weighted average price (the “Fair Market Value”) of the Common Stock during the 10 trading days immediately following the date on which the notice of redemption is sent to holders of Warrants. The Company will provide holders the Fair Market Value no later than one business day after such 10-trading day period ends. In no event will the number of shares of Common Stock issued in connection with an exercise on a cashless basis exceed 0.361 shares of Common Stock per Warrant. If any holder of Warrants would\, after taking into account all of such holder’s Warrants exercised at one time\, be entitled to receive a fractional interest in a share of Common Stock\, the number of shares the holder will be entitled to receive will be rounded down to the nearest whole number of shares. \n\n\n\nAny Warrants that remain unexercised at 5:00 p.m. New York City time on the Redemption Date will be void and no longer exercisable\, and the holders of those Warrants will be entitled to receive only the redemption price of $0.10 per Warrant. \n\n\n\nNone of the Company\, its board of directors or employees has made or is making any representation or recommendation to any holder of the Warrants as to whether to exercise or refrain from exercising any Warrants. \n\n\n\nThe shares of Common Stock underlying the Warrants have been registered by the Company under the Securities Act of 1933\, as amended\, and are covered by a registration statement filed on Form S-1 with\, and declared effective by\, the Securities and Exchange Commission (Registration No. 333-251529). The SEC maintains an Internet website that contains a copy of this prospectus. The address of that site is www.sec.gov. Alternatively\, you can obtain a copy of the prospectus from the Company’s investor relations website at https://investor.opendoor.com. \n\n\n\nQuestions concerning redemption and exercise of the Warrants can be directed to our information agent\, D.F. King & Co.\, Inc.\, at 48 Wall Street\, 22nd Floor\, New York\, NY 10005\, Attention: Michael Horthman\, telephone number: (800) 578-5378 (toll-free) or (212) 269-5550 (banks and brokers) or email: opendoor@dfking.com. \n\n\n\nNo Offer or Solicitation \n\n\n\nThis press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any offer of any of the Company’s securities in any jurisdiction in which such offer\, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. \n\n\n\nForward Looking Statements \n\n\n\nThis press release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995\, as amended. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking. These forward-looking statements generally are identified by the words “anticipate\,” “believe\,” “contemplate\,” “continue\,” “could\,” “estimate\,” “expect\,” “forecast”\, “future”\, “intend\,” “may\,” “might”\, “opportunity”\, “plan\,” “possible”\, “potential\,” “predict\,” “project\,” “should\,” “strategy”\, “strive”\, “target\,” “will\,” or “would”\, the negative of these words or other similar terms or expressions. The absence of these words does not mean that a statement is not forward-looking. Forward-looking statements are predictions\, projections and other statements about future events that are based on current expectations and assumptions and\, as a result\, are subject to risks and uncertainties. Many important factors could cause actual future events to differ materially from the forward-looking statements in this press release\, including but not limited to the risks and uncertainties set forth in the Company’s filings with the U.S. Securities and Exchange Commission. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements\, and the Company assumes no obligation and does not intend to update or revise these forward-looking statements\, whether as a result of new information\, future events\, or otherwise. The Company does not give any assurance that it will achieve its expectations. \n\n\n\nAbout Opendoor \n\n\n\nOpendoor’s mission is to empower everyone with the freedom to move. Since 2014\, Opendoor has provided people across the U.S. with a radically simple way to buy\, sell or trade-in a home online. Opendoor currently operates in a growing number of markets across the U.S. \n\n\n\nContact Information \n\n\n\nInvestors:Whitney KukulkaThe Blueshirt Groupinvestors@opendoor.com \n\n\n\nMedia:Sheila Tran / Charles StewartOpendoorpress@opendoor.com
URL:https://commonstockwarrants.com/event/opendoor-announces-redemption-of-public-warrants-nsdq-open-openw-begin-2/
CATEGORIES:Warrant Redemptions
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END:VEVENT
BEGIN:VEVENT
DTSTART;TZID=America/New_York:20210607T170000
DTEND;TZID=America/New_York:20210607T170000
DTSTAMP:20260419T074913
CREATED:20210504T150101Z
LAST-MODIFIED:20210504T150109Z
UID:690759-1623085200-1623085200@commonstockwarrants.com
SUMMARY:MP Materials (NYSE: MP\, MP.WS) Closing Cashless Redemption of Public Warrants (END)
DESCRIPTION:MOUNTAIN PASS\, Calif.–(BUSINESS WIRE)–MP Materials Corp. (NYSE: MP) (“MP Materials” or the “Company”) today announced that the Company will redeem all of its outstanding warrants (the “Public Warrants”) to purchase shares of the Company’s common stock\, par value $0.0001 per share (the “Common Stock”)\, that were issued under the Warrant Agreement\, dated April 29\, 2020 (the “Warrant Agreement”)\, by and between the Company (f/k/a Fortress Value Acquisition Corp.) and Continental Stock Transfer & Trust Company\, as warrant agent (the “Warrant Agent”)\, as part of the units sold in the Company’s initial public offering (the “IPO”)\, for a redemption price of $0.01 per Public Warrant (the “Redemption Price”)\, that remain outstanding at 5:00 p.m. New York City time on June 7\, 2021 (the “Redemption Date”). Warrants to purchase Common Stock that were issued under the Warrant Agreement in a private placement simultaneously with the IPO are no longer outstanding and are not subject to this redemption. \n\n\n\nUnder the terms of the Warrant Agreement\, the Company is entitled to redeem all of the outstanding Public Warrants if the last sales price of the Common Stock is at least $18.00 per share on each of twenty trading days within any thirty-day trading period ending on the third trading day prior to the date on which a notice of redemption is given. This share price performance target has been met. At the direction of the Company\, the Warrant Agent has delivered a notice of redemption to each of the registered holders of the outstanding Public Warrants. \n\n\n\nIn addition\, in accordance with the Warrant Agreement\, the Company’s Board of Directors has elected to require that\, upon delivery of the notice of redemption\, all Public Warrants are to be exercised only on a “cashless basis.” Accordingly\, holders may no longer exercise Public Warrants and receive Common Stock in exchange for payment in cash of the $11.50 per warrant exercise price. Instead\, a holder exercising a Public Warrant will be deemed to pay the $11.50 per warrant exercise price by the surrender of 0.3808 of a share of Common Stock (such fraction determined as described below) that such holder would have been entitled to receive upon a cash exercise of a Public Warrant. Accordingly\, by virtue of the cashless exercise of the Public Warrants\, exercising warrant holders will receive 0.6192of a share of Common Stock for each Public Warrant surrendered for exercise. This cashless exercise reduces the dilution to MP Materials stockholders by settling the net value of the Public Warrants in equity\, as described above\, without raising the approximately $132 million underlying the cash exercise of the Public Warrants. Any Public Warrants that remain unexercised at 5:00 p.m. New York City time on the Redemption Date will be delisted\, void and no longer exercisable\, and the holders will have no rights with respect to those Public Warrants\, except to receive the Redemption Price (or as otherwise described in the redemption notice for holders who hold their Public Warrants in “street name”). \n\n\n\nThe number of shares of Common Stock that each exercising warrant holder will receive by virtue of the cashless exercise (instead of paying the $11.50 per Public Warrant cash exercise price) was calculated in accordance with the terms of the Warrant Agreement and is equal to the quotient obtained by dividing (x) the product of the number of shares underlying the Public Warrants held by such warrant holder\, multiplied by the difference between $30.197\, the average last sale price of the Common Stock for the ten trading days ending on April 29\, 2021\, the third trading day prior to the date of the redemption notice (the “Fair Market Value”) and $11.50\, by (y) the Fair Market Value. If any holder of Public Warrants would\, after taking into account all of such holder’s Public Warrants exercised at one time\, be entitled to receive a fractional interest in a share of Common Stock\, the number of shares the holder will be entitled to receive will be rounded down to the nearest whole number of shares. \n\n\n\nMP Materials understands from the New York Stock Exchange that Friday\, June 4\, 2021\, will be the last day on which the Public Warrants will be traded on the New York Stock Exchange. \n\n\n\nNone of MP Materials\, its board of directors or employees has made or is making any representation or recommendation to any holder of the Public Warrants as to whether to exercise or refrain from exercising any Public Warrants. \n\n\n\nIssuance of the shares of Common Stock underlying the Public Warrants has been registered by MP Materials under the Securities Act of 1933\, as amended\, and is covered by a registration statement filed on Form S-1 with\, and declared effective by\, the Securities and Exchange Commission (Registration No. 333-251239). Exercise of Public Warrants should be directed through the broker of the warrant holder. In addition to the broker\, questions may also be directed to D.F. King & Co.\, Inc. at (800) 870-0653 (for individuals) / (212) 269-5550 (for banks and brokerages) or at MP@dfking.com. Or contact Continental Stock Transfer & Trust Company\, 1 State Street\, 30th Floor\, New York\, New York 10004\, Attention: Reorganization Department\, Telephone Number (917) 262-2378. \n\n\n\nAdditional information can be found on MP Materials’ Investor Relations website: https://investors.mpmaterials.com. \n\n\n\nAbout MP Materials \n\n\n\nMP Materials Corp. (NYSE: MP) owns and operates Mountain Pass\, one of the world’s largest integrated rare earth mining and processing facilities. Separated rare earth elements are critical inputs for the magnets that enable the mobility of electric vehicles\, drones\, defense systems\, wind turbines\, robotics and many other advanced technologies. \n\n\n\nNo Offer or Solicitation \n\n\n\nThis press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any offer of any of MP Materials’ securities in any jurisdiction in which such offer\, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. \n\n\n\nForward Looking Statements \n\n\n\nCertain statements included in this press release that are not historical facts are forward-looking statements for purposes of the safe harbor provisions under the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of the words such as “estimate\,” “plan\,” “project\,” “forecast\,” “intend\,” “expect\,” “anticipate\,” “believe\,” “seek\,” “target\,” or similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include\, but are not limited to\, expectations regarding the redemption of the Public Warrants and the expected proceeds from the exercise of the Public Warrants. These statements are based on various assumptions\, whether or not identified in this press release\, and on the current expectations of MP Materials’ management and are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as\, and must not be relied on by any investor as\, a guarantee\, an assurance\, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the control of MP Materials. These forward-looking statements are subject to a number of risks and uncertainties\, including: risks related to the redemption of the Public Warrants\, unanticipated costs or delays associated with our Stage II optimization project; uncertainties relating to our commercial arrangements with Shenghe Resources (Singapore) International Trading Pte. Ltd.\, an affiliate of Shenghe Resources Holding Co.\, Ltd.\, a global rare earth company listed on the Shanghai Stock Exchange; the ability to convert current commercial discussions with customers for the sale of rare earth oxide products into contracts; potential changes in China’s political environment and policies; fluctuations in demand for\, and prices of\, rare earth minerals and products; uncertainties relating to the COVID-19 pandemic; the intense competition within the rare earths mining and processing industry; uncertainties regarding the growth of existing and emerging uses for rare earth products; potential power shortages at the Mountain Pass facility; increasing costs or limited access to raw materials that may adversely affect our profitability; fluctuations in transportation costs or disruptions in transportation services; inability to meet individual customer specifications; diminished access to water; uncertainty in our estimates of rare earth oxide reserves; uncertainties regarding our ability to vertically integrate into further downstream processing and reach full revenue potential; risks associated with work stoppages; a shortage of skilled technicians and engineers; loss of key personnel; risks associated with the inherent dangers involved in mining activity; risks associated with events outside of our control\, such as natural disasters\, wars or health epidemics or pandemics; risks related to technology systems and security breaches; risks associated with our intellectual property rights; ability to compete with substitutions for rare earth minerals; ability to maintain satisfactory labor relations; risks relating to extensive and costly environmental regulatory requirements; and those risk factors discussed in MP Materials’ Annual Report on Form 10-K filed on March 22\, 2021 under the heading “Risk Factors” and other documents filed by MP Materials with the Securities and Exchange Commission. There may be additional risks that MP Materials does not presently know or that MP Materials currently believes are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition\, forward-looking statements reflect MP Materials’ expectations\, plans or forecasts of future events and views as of the date of this press release. MP Materials anticipates that subsequent events and developments will cause MP Materials’ assessments to change. However\, while MP Materials may elect to update these forward looking statements at some point in the future\, MP Materials specifically disclaims any obligation to do so\, unless required by applicable law. These forward-looking statements should not be relied upon as representing MP Materials’ assessments as of any date subsequent to the date of this press release. Accordingly\, undue reliance should not be placed upon the forward-looking statements. \n\n\n\n\n\n\n\nContacts\n\n\n\nInvestors:Martin SheehanIR@mpmaterials.com \n\n\n\nMedia:Matt Sloustchermedia@mpmaterials.com
URL:https://commonstockwarrants.com/event/mp-materials-nyse-mp-mp-ws-closing-cashless-redemption-of-public-warrants-end/
CATEGORIES:Warrant Redemptions
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BEGIN:VEVENT
DTSTART;TZID=America/New_York:20210607T080000
DTEND;TZID=America/New_York:20210607T170000
DTSTAMP:20260419T074913
CREATED:20210607T123817Z
LAST-MODIFIED:20210607T123830Z
UID:690942-1623052800-1623085200@commonstockwarrants.com
SUMMARY:Notice of Warrant Redemption- BEGIN (NYSE: CHPT\, CHPT.WS)
DESCRIPTION:ChargePoint Holdings\, Inc. (the “Company”) hereby gives notice that it is redeeming\, at 5:00 p.m. New York City time on July 6\, 2021 (the “Redemption Date”)\, all of the Company’s outstanding Public Warrants (as defined in the Warrant Agreement) (the “Warrants”) to purchase shares of the Company’s common stock\, $0.0001 par value per share (the “Common Stock”) for a redemption price of $0.01 per Warrant (the “Redemption Price”)\, that were issued under the Warrant Agreement\, dated as of July 25\, 2019 (the “Warrant Agreement”)\, by and between the Company’s predecessor company\, Switchback Energy Acquisition Corporation (“Switchback”)\, and Continental Stock Transfer & Trust Company\, as warrant agent (the “Warrant Agent”)\, as part of the units sold in Switchback’s initial public offering (the “IPO”). Each Warrant entitles the holder thereof to purchase one share of Common Stock for a purchase price of $11.50 per whole share\, subject to adjustment. Any Warrants that remain unexercised at 5:00 p.m. New York City time on the Redemption Date will be void and no longer exercisable and their holders will have no rights with respect to those Warrants\, except to receive the Redemption Price or as otherwise described in this notice for holders who hold their Warrants in “street name.” Warrants to purchase shares of Common Stock that were issued under the Warrant Agreement in private placements simultaneously with the closing of the IPO and the sale of over-allotment units\, as well as in connection with working capital loans made by NGP Switchback\, LLC to Switchback and are still held by the initial holders thereof or their permitted transferees are not subject to this notice of redemption. \n\n\n\nThe Warrants are listed on the New York Stock Exchange under the symbol “CHPT WS” and the Common Stock is listed on the New York Stock Exchange under the symbol “CHPT.” On June 3\, 2021\, the last reported sale price of the Warrants was $14.80 and the last reported sale price of the Common Stock was $26.27 per share. We expect that the New York Stock Exchange will suspend trading in the Warrants prior to the opening of trading on the Redemption Date and that the last day of trading will be the immediately preceding trading day\, which is expected to be July 2\, 2021. \n\n\n\nTERMS OF REDEMPTION; CESSATION OF RIGHTS \n\n\n\nThe rights of the Warrant holders to exercise their Warrants will terminate immediately prior to 5:00 p.m. New York City time on the Redemption Date. At 5:00 p.m. New York City time on the Redemption Date and thereafter\, the Warrants will no longer be exercisable and the holders of unexercised Warrants will have no rights with respect to those Warrants\, except to receive the Redemption Price or as otherwise described in this notice for holders who hold their Warrants in “street name.” We encourage you to consult with your broker\, financial advisor and/or tax advisor to consider whether or not to exercise your Warrants. Note that the act of exercising is VOLUNTARY\, meaning holders must instruct their broker to submit the Warrants for exercise. \n\n\n\nThe Company is exercising this right to redeem the Warrants pursuant to Section 6 of the Warrant Agreement. Pursuant to Section 6.1 of the Warrant Agreement\, the Company has the right to redeem all of the outstanding Warrants if the last sales price of the Common Stock reported has been at least $18.00 per share on each of twenty (20) trading days within the thirty (30) trading-day period ending on the third trading day prior to the date on which a notice of redemption is given. The last sales price of the Common Stock has been at least $18.00 per share on each of twenty (20) trading days within the thirty (30) trading-day period ending on June 1\, 2021 (which is the third trading day prior to the date of this redemption notice). \n\n\n\nEXERCISE PROCEDURE \n\n\n\nWarrant holders have until 5:00 p.m. New York City time on the Redemption Date to exercise their Warrants to purchase shares of Common Stock. Warrants may only be exercised for cash. Each Warrant entitles the holder thereof to purchase one share of Common Stock at a cash price of $11.50 per whole share (the “Exercise Price”). \n\n\n\nPayment of the exercise funds may be made by wire transfer of immediately available funds. Wire instructions will be provided to the Depository Trust Company and will otherwise be provided upon request. \n\n\n\n\n\n\n\nThose who hold their Warrants in “street name” should immediately contact their broker to determine their broker’s procedure for exercising their Warrants since the process to exercise is VOLUNTARY. \n\n\n\nPersons who are holders of record of their Warrants may exercise their Warrants by sending: \n\n\n\n1.  The Warrant Certificate;2.  A fully and properly completed “Election to Purchase” (a form of which is attached hereto as Annex A)\, duly executed and indicating\, among of things\, the number of Warrants being exercised; and3.  The exercise funds via wire transfer\,\n\n\n\nto: \n\n\n\nContinental Stock Transfer & Trust Company \n\n\n\n1 State Street\, 30th Floor \n\n\n\nNew York\, NY 10004 \n\n\n\nAttention: Compliance Department \n\n\n\nTelephone: (212) 509-4000 \n\n\n\nThe method of delivery of the Warrants is at the option and risk of the holder\, but if mail is used\, registered mail properly insured is suggested. \n\n\n\nThe Warrant Certificate\, the fully and properly completed Election to Purchase and the exercise funds must be received by Continental Stock Transfer & Trust Company prior to 5:00 p.m. New York City time on the Redemption Date. Subject to the following paragraph\, any failure to deliver a fully and properly completed Election to Purchase together with the related Warrant Certificate and exercise funds before such time will result in such holder’s Warrants being redeemed at the Redemption Price of $0.01 per Warrant and not exercised. \n\n\n\nFor holders of Warrants who hold their Warrants in “street name\,” provided that the Exercise Price for the Warrants being exercised and a Notice of Guaranteed Delivery and the exercise funds are received by the Warrant Agent prior to 5:00 p.m. New York City time on the Redemption Date\, broker-dealers shall have two business days from the Redemption Date\, or 5:00 p.m. New York City time on July 6\, 2021\, to deliver the Warrants to the Warrant Agent. Any such Warrant received without an Election to Purchase and a Notice of Guaranteed Delivery having been duly executed and fully and properly completed or the exercise funds being submitted will be deemed to have been delivered for redemption at the Redemption Price of $0.01 per Warrant\, and not for exercise. \n\n\n\nPROSPECTUS \n\n\n\nA prospectus covering the shares of Common Stock issuable upon the exercise of the Warrants (and the supplements thereto) is included in a registration statement filed with\, and declared effective by\, the Securities and Exchange Commission (Registration No. 333-253759) (the “SEC”). The SEC also maintains an Internet website that contains a copy of this prospectus. The address of this site is www.sec.report. Alternatively\, to obtain a copy of the prospectus (and the supplements thereto)\, please visit our investor relations website (investors.chargepoint.com). \n\n\n\nREDEMPTION PROCEDURE \n\n\n\nPayment of the Redemption Price will be made by the Company upon presentation and surrender of a Warrant for payment after 5:00 p.m. New York City time on the Redemption Date. Those who hold their shares in “street name” should contact their broker to determine their broker’s procedure for redeeming their Warrants.
URL:https://commonstockwarrants.com/event/notice-of-warrant-redemption-begin-nyse-chpt-chpt-ws-2/
CATEGORIES:Warrant Redemptions
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BEGIN:VEVENT
DTSTART;TZID=America/New_York:20210514T080000
DTEND;TZID=America/New_York:20210514T170000
DTSTAMP:20260419T074913
CREATED:20210514T203300Z
LAST-MODIFIED:20210611T204108Z
UID:690981-1620979200-1621011600@commonstockwarrants.com
SUMMARY:Danimer Scientific Announces Redemption of Public Warrants (NYSE:DNMR\, DNMR.WS) Begin
DESCRIPTION:Danimer Scientific (NYSE:DNMR) (“Danimer” or the “Company”)\, a leading next generation bioplastics company focused on the development and production of biodegradable materials\, today announced that it will redeem all of its outstanding warrants (the “Public Warrants”) to purchase shares of the its common stock\, $0.0001 par value per share (the “Common Stock”)\, that were issued under the Warrant Agreement\, dated as of May 5\, 2020 (the “Warrant Agreement”)\, by and between Live Oak Acquisition Corp. and Continental Stock Transfer & Trust Company\, as warrant agent (the “Warrant Agent”)\, and that remain outstanding at 5:00 p.m. New York City time on June 16\, 2021 (the “Redemption Date”) for a redemption price of $0.01 per Public Warrant (the “Redemption Price”). Warrants to purchase Common Stock that were issued under the Warrant Agreement in a private placement and still held by the initial holders thereof or their permitted transferees are not subject to this redemption. \n\n\n\nUnder the terms of the Warrant Agreement\, the Company is entitled to redeem all of the outstanding Public Warrants if the last sales price of the Common Stock is at least $18.00 per share on each of twenty trading days within any thirty-day trading period ending on the third trading day prior to the date on which a notice of redemption is given. This share price performance target has been met. At the direction of the Company\, the Warrant Agent has delivered a notice of redemption to each of the registered holders of the outstanding Public Warrants. \n\n\n\nThe Public Warrants may be exercised by the holders thereof until 5:00 p.m. New York City time on the Redemption Date to purchase fully paid and non-assessable shares of Common Stock underlying such warrants\, at the exercise price of $11.50 per share. Any Public Warrants that remain unexercised following 5:00 p.m. New York City time on the Redemption Date will be void and no longer exercisable\, and the holders of those Public Warrants will be entitled to receive only the redemption price of $0.01 per warrant. \n\n\n\nNone of the Company\, its board of directors or employees have made or are making any representation or recommendation to any holder of the Public Warrants as to whether to exercise or refrain from exercising any Public Warrants. \n\n\n\nThe shares of Common Stock underlying the Public Warrants have been registered by the Company under the Securities Act of 1933\, as amended\, and are covered by a registration statement filed on Form S-1 with\, and declared effective by\, the Securities and Exchange Commission (Registration No. 333-252515). \n\n\n\nQuestions concerning redemption and exercise of the Public Warrants can be directed to Continental Stock Transfer & Trust Company\, 1 State Street\, 30th Floor\, New York\, New York 10004\, Attention: Compliance Department\, telephone number (212) 509-4000. \n\n\n\nNo Offer or Solicitation \n\n\n\nThis press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any offer of any of the Company’s securities in any jurisdiction in which such offer\, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. \n\n\n\nAbout Danimer Scientific \n\n\n\nDanimer is a pioneer in creating more sustainable\, more natural ways to make plastic products. For more than a decade\, its renewable and sustainable biopolymers have helped create plastic products that are biodegradable and compostable and return to nature instead of polluting our lands and waters. Danimer’s technology can be found in a vast array of plastic end products that people use every day. Applications for its biopolymers include additives\, aqueous coatings\, fibers\, filaments\, films\, and injection-molded articles\, among others. Danimer now holds more than 150 granted patents and pending patent applications in more than 20 countries for a range of manufacturing processes and biopolymer formulations. For more information\, visit www.danimerscientific.com. \n\n\n\nForward Looking Statements \n\n\n\nPlease note that in this press release we may use words such as “appears\,” “anticipates\,” “believes\,” “plans\,” “expects\,” “intends\,” “future\,” and similar expressions which constitute forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements\, including statements regarding the expected impact of the restatement of the Company’s financial statements on our 2020 financial results\, are made based on our expectations and beliefs concerning future events impacting the Company and therefore involve a number of risks and uncertainties. We caution that forward-looking statements are not guarantees and that actual results could differ materially from those expressed or implied in the forward-looking statements. Potential risks and uncertainties that could cause the actual results of operations or financial condition of the Company to differ materially from those expressed or implied by forward-looking statements in this press release include\, but are not limited to\, the completion of the audit of the Company’s restated financial statements\, the overall level of consumer demand on our products; general economic conditions and other factors affecting consumer confidence\, preferences\, and behavior; disruption and volatility in the global currency\, capital\, and credit markets; the financial strength of the Company’s customers; the Company’s ability to implement its business strategy\, including\, but not limited to\, its ability to expand its production facilities and plants to meet customer demand for its products and the timing thereof; risks relating to the uncertainty of the projected financial information with respect to the Company; the ability of the Company to execute and integrate acquisitions; changes in governmental regulation\, legislation or public opinion relating to our products; the Company’s exposure to product liability or product warranty claims and other loss contingencies; disruptions and other impacts to the Company’s business\, as a result of the COVID-19 global pandemic and government actions and restrictive measures implemented in response; stability of the Company’s manufacturing facilities and suppliers\, as well as consumer demand for our products\, in light of disease epidemics and health-related concerns such as the COVID-19 global pandemic; the impact that global climate change trends may have on the Company and its suppliers and customers; the Company’s ability to protect patents\, trademarks and other intellectual property rights; any breaches of\, or interruptions in\, our information systems; the ability of our information technology systems or information security systems to operate effectively\, including as a result of security breaches\, viruses\, hackers\, malware\, natural disasters\, vendor business interruptions or other causes; our ability to properly maintain\, protect\, repair or upgrade our information technology systems or information security systems\, or problems with our transitioning to upgraded or replacement systems; the impact of adverse publicity about the Company and/or its brands\, including without limitation\, through social media or in connection with brand damaging events and/or public perception; fluctuations in the price\, availability and quality of raw materials and contracted products as well as foreign currency fluctuations; our ability to utilize potential net operating loss carryforwards; and changes in tax laws and liabilities\, tariffs\, legal\, regulatory\, political and economic risks. More information on potential factors that could affect the Company’s financial results is included from time to time in the Company’s public reports filed with the Securities and Exchange Commission\, including the Company’s Annual Report on Form 10-K\, Quarterly Reports on Form 10-Q\, and Current Reports on Form 8-K. All forward-looking statements included in this press release are based upon information available to the Company as of the date of this press release\, and speak only as of the date hereof. We assume no obligation to update any forward-looking statements to reflect events or circumstances after the date of this press release. \n\n\n\nView source version on businesswire.com: https://www.businesswire.com/news/home/20210514005546/en/ \n\n\n\nContacts \n\n\n\nInvestorsir@danimer.com229-220-1103 \n\n\n\nMediaAnthony Popielapopiel@daltonagency.com404-876-1309
URL:https://commonstockwarrants.com/event/danimer-scientific-announces-redemption-of-public-warrants-nysednmr-dnmr-ws-begin/
CATEGORIES:Warrant Redemptions
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BEGIN:VEVENT
DTSTART;TZID=America/New_York:20210505T170000
DTEND;TZID=America/New_York:20210505T170000
DTSTAMP:20260419T074913
CREATED:20210405T155500Z
LAST-MODIFIED:20210405T161005Z
UID:690466-1620234000-1620234000@commonstockwarrants.com
SUMMARY:Vincerx Pharma (NASDAQ: VINC\, VINCW) CLOSING Redemption of Public Warrants (END)
DESCRIPTION:Vincerx Pharma\, Inc. (Nasdaq: VINC) (the “Company”)\, today announced that it will redeem all of its outstanding public warrants (the “Public Warrants”) to purchase shares of the Company’s common stock\, $0.0001 par value per share (“Common Stock”)\, that were issued under the Warrant Agreement\, dated as of March 5\, 2020 (the “Warrant Agreement”)\, by and between the Company and Continental Stock Transfer & Trust Company\, as warrant agent (the “Warrant Agent”)\, and that remain outstanding at 5:00 p.m. New York City time on May 5\, 2021 (the “Redemption Date”) for a redemption price of $0.01 per Public Warrant (the “Redemption Price”). Prior to the Redemption Date\, the Company’s units\, listed on the Nasdaq Capital Market under the symbol “LSACU\,” will each be separated into one share of Common Stock and one Public Warrant\, and be traded on the Nasdaq Capital Market under the symbols “LSAC” and “LSACW\,” respectively. \n\n\n\nWarrants to purchase Common Stock that were issued under the Warrant Agreement in a private placement and still held by the initial holders thereof or their permitted transferees are not subject to this redemption. \n\n\n\nUnder the terms of the Warrant Agreement\, the Company is entitled to redeem all the outstanding Public Warrants if the last sale price of the Common Stock is at least $16.50 per share for any 20 trading days within any 30-day trading period ending on the third business day prior to the date on which a notice of redemption is given. This share price performance target has been met. At the direction of the Company\, the Warrant Agent has delivered a notice of redemption to each of the registered holders of the outstanding Public Warrants. \n\n\n\nEach Public Warrant may be exercised by the holders thereof until 5:00 p.m. New York City time on the Redemption Date\, to purchase one-half (1/2) of a fully paid and non-assessable share of Common Stock underlying such warrant\, at the exercise price of $11.50 per whole share of Common Stock. Pursuant to the Warrant Agreement\, a holder may exercise its warrants only for a whole number of shares. This means that only an even number of Public Warrants may be exercised at any given time by a holder. Any Public Warrants that remain unexercised following 5:00 p.m. New York City time on the Redemption Date will be void and no longer exercisable\, and the holders of those Public Warrants will be entitled to receive only the redemption price of $0.01 per warrant. 6\,563\,767 Public Warrants were initially issued by the Company\, exercisable for an aggregate of 3\,281\,883 shares of Common Stock at a price of $11.50 per share\, representing a total of approximately $37.7 million in potential proceeds to the Company. \n\n\n\nNone of the Company\, its board of directors or employees has made or is making any representation or recommendation to any holder of the Public Warrants as to whether to exercise or refrain from exercising any Public Warrants. \n\n\n\nThe shares of Common Stock underlying the Public Warrants have been registered by the Company under the Securities Act of 1933\, as amended\, and are covered by a registration statement on Form S-1 filed with\, and declared effective by\, the Securities and Exchange Commission (File No. 333-252589). \n\n\n\nQuestions concerning redemption and exercise of the Public Warrants can be directed to Continental Stock Transfer & Trust Company\, 1 State Street\, 30th Floor\, New York\, New York 10004\, Attention: Compliance Department\, telephone number (212) 509-4000. \n\n\n\nNo Offer or SolicitationThis press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any offer of any of the Company’s securities in any jurisdiction in which such offer\, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. \n\n\n\nAbout Vincerx Pharma\, Inc.Vincerx Pharma (Vincerx) is a recently formed clinical-stage life sciences company focused on leveraging its extensive development and oncology expertise to advance new therapies intended to address unmet medical needs for the treatment of cancer. Vincerx’s executive team has assembled a management team of biopharmaceutical experts with extensive experience in building and operating organizations that develop and deliver innovative medicines to patients. Vincerx’s current pipeline is derived from an exclusive license agreement with Bayer and includes a clinical-stage and follow-on small molecule drug program and a preclinical stage bioconjugation/next-generation antibody-drug conjugate platform. \n\n\n\nForward Looking StatementsThis press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933\, as amended (the “Securities Act”)\, and Section 21E of the Securities Exchange Act of 1934\, as amended\, that are intended to be covered by the “safe harbor” created by those sections. Forward-looking statements\, which are based on certain assumptions and describe future plans\, strategies\, expectations and events\, can generally be identified by the use of forward-looking terms such as “believe\,” “expect\,” “may\,” “will\,” “should\,” “would\,” “could\,” “seek\,” “intend\,” “plan\,” “goal\,” “project\,” “estimate\,” “anticipate” or other comparable terms. All statements other than statements of historical facts included in this press release are forward-looking statements. Forward-looking statements include\, but are not limited to\, statements regarding the redemption of the Public Warrants and the expected proceeds from the exercise of the Public Warrants. Forward-looking statements are neither historical facts nor assurances of future performance or events. Instead\, they are based only on current beliefs\, expectations and assumptions regarding future business developments\, future plans and strategies\, projections\, anticipated events and trends\, the economy and other future conditions. Forward-looking statements are subject to inherent uncertainties\, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. \n\n\n\nActual results\, conditions and events may differ materially from those indicated in the forward-looking statements. Therefore\, you should not rely on any of these forward-looking statements. Important factors that could cause actual results\, conditions and events to differ materially from those indicated in the forward-looking statements include\, but are not limited to: general economic\, financial\, legal\, political and business conditions and changes in domestic and foreign markets; the potential effects of the COVID-19 pandemic; risks associated with preclinical or clinical development conducted prior to Vincerx’s in-licensing; failure to realize the anticipated benefits of the business combination with LifeSci Acquisition Corp.; failure to realize the benefits of the Bayer license; risks related to the rollout of Vincerx’s business and the timing of expected business milestones; changes in the assumptions underlying Vincerx’s expectations regarding its future business or business model; Vincerx’s ability to develop and commercialize product candidates; the availability and uses of capital; the effects of competition on Vincerx’s future business; and the risks and uncertainties set forth in reports on Forms 10-K\, 10-Q and 8-K filed with or furnished to the SEC from time to time by Vincerx. Forward-looking statements speak only as of the date hereof\, and Vincerx disclaims any obligation to update any forward-looking statements. \n\n\n\nContact InformationBruce MackleLifeSci Advisors\, LLC646-889-1200bmackle@lifesciadvisors.com
URL:https://commonstockwarrants.com/event/vincerx-pharma-nasdaq-vinc-vincw-closing-redemption-of-public-warrants-end/
CATEGORIES:Warrant Redemptions
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END:VEVENT
BEGIN:VEVENT
DTSTART;TZID=America/New_York:20210504T080000
DTEND;TZID=America/New_York:20210504T170000
DTSTAMP:20260419T074913
CREATED:20210504T145925Z
LAST-MODIFIED:20210504T145927Z
UID:690758-1620115200-1620147600@commonstockwarrants.com
SUMMARY:MP Materials (NYSE: MP\, MP.WS) Announces Cashless Redemption of Public Warrants (BEGIN)
DESCRIPTION:MOUNTAIN PASS\, Calif.–(BUSINESS WIRE)–MP Materials Corp. (NYSE: MP) (“MP Materials” or the “Company”) today announced that the Company will redeem all of its outstanding warrants (the “Public Warrants”) to purchase shares of the Company’s common stock\, par value $0.0001 per share (the “Common Stock”)\, that were issued under the Warrant Agreement\, dated April 29\, 2020 (the “Warrant Agreement”)\, by and between the Company (f/k/a Fortress Value Acquisition Corp.) and Continental Stock Transfer & Trust Company\, as warrant agent (the “Warrant Agent”)\, as part of the units sold in the Company’s initial public offering (the “IPO”)\, for a redemption price of $0.01 per Public Warrant (the “Redemption Price”)\, that remain outstanding at 5:00 p.m. New York City time on June 7\, 2021 (the “Redemption Date”). Warrants to purchase Common Stock that were issued under the Warrant Agreement in a private placement simultaneously with the IPO are no longer outstanding and are not subject to this redemption. \n\n\n\nUnder the terms of the Warrant Agreement\, the Company is entitled to redeem all of the outstanding Public Warrants if the last sales price of the Common Stock is at least $18.00 per share on each of twenty trading days within any thirty-day trading period ending on the third trading day prior to the date on which a notice of redemption is given. This share price performance target has been met. At the direction of the Company\, the Warrant Agent has delivered a notice of redemption to each of the registered holders of the outstanding Public Warrants. \n\n\n\nIn addition\, in accordance with the Warrant Agreement\, the Company’s Board of Directors has elected to require that\, upon delivery of the notice of redemption\, all Public Warrants are to be exercised only on a “cashless basis.” Accordingly\, holders may no longer exercise Public Warrants and receive Common Stock in exchange for payment in cash of the $11.50 per warrant exercise price. Instead\, a holder exercising a Public Warrant will be deemed to pay the $11.50 per warrant exercise price by the surrender of 0.3808 of a share of Common Stock (such fraction determined as described below) that such holder would have been entitled to receive upon a cash exercise of a Public Warrant. Accordingly\, by virtue of the cashless exercise of the Public Warrants\, exercising warrant holders will receive 0.6192of a share of Common Stock for each Public Warrant surrendered for exercise. This cashless exercise reduces the dilution to MP Materials stockholders by settling the net value of the Public Warrants in equity\, as described above\, without raising the approximately $132 million underlying the cash exercise of the Public Warrants. Any Public Warrants that remain unexercised at 5:00 p.m. New York City time on the Redemption Date will be delisted\, void and no longer exercisable\, and the holders will have no rights with respect to those Public Warrants\, except to receive the Redemption Price (or as otherwise described in the redemption notice for holders who hold their Public Warrants in “street name”). \n\n\n\nThe number of shares of Common Stock that each exercising warrant holder will receive by virtue of the cashless exercise (instead of paying the $11.50 per Public Warrant cash exercise price) was calculated in accordance with the terms of the Warrant Agreement and is equal to the quotient obtained by dividing (x) the product of the number of shares underlying the Public Warrants held by such warrant holder\, multiplied by the difference between $30.197\, the average last sale price of the Common Stock for the ten trading days ending on April 29\, 2021\, the third trading day prior to the date of the redemption notice (the “Fair Market Value”) and $11.50\, by (y) the Fair Market Value. If any holder of Public Warrants would\, after taking into account all of such holder’s Public Warrants exercised at one time\, be entitled to receive a fractional interest in a share of Common Stock\, the number of shares the holder will be entitled to receive will be rounded down to the nearest whole number of shares. \n\n\n\nMP Materials understands from the New York Stock Exchange that Friday\, June 4\, 2021\, will be the last day on which the Public Warrants will be traded on the New York Stock Exchange. \n\n\n\nNone of MP Materials\, its board of directors or employees has made or is making any representation or recommendation to any holder of the Public Warrants as to whether to exercise or refrain from exercising any Public Warrants. \n\n\n\nIssuance of the shares of Common Stock underlying the Public Warrants has been registered by MP Materials under the Securities Act of 1933\, as amended\, and is covered by a registration statement filed on Form S-1 with\, and declared effective by\, the Securities and Exchange Commission (Registration No. 333-251239). Exercise of Public Warrants should be directed through the broker of the warrant holder. In addition to the broker\, questions may also be directed to D.F. King & Co.\, Inc. at (800) 870-0653 (for individuals) / (212) 269-5550 (for banks and brokerages) or at MP@dfking.com. Or contact Continental Stock Transfer & Trust Company\, 1 State Street\, 30th Floor\, New York\, New York 10004\, Attention: Reorganization Department\, Telephone Number (917) 262-2378. \n\n\n\nAdditional information can be found on MP Materials’ Investor Relations website: https://investors.mpmaterials.com. \n\n\n\nAbout MP Materials \n\n\n\nMP Materials Corp. (NYSE: MP) owns and operates Mountain Pass\, one of the world’s largest integrated rare earth mining and processing facilities. Separated rare earth elements are critical inputs for the magnets that enable the mobility of electric vehicles\, drones\, defense systems\, wind turbines\, robotics and many other advanced technologies. \n\n\n\nNo Offer or Solicitation \n\n\n\nThis press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any offer of any of MP Materials’ securities in any jurisdiction in which such offer\, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. \n\n\n\nForward Looking Statements \n\n\n\nCertain statements included in this press release that are not historical facts are forward-looking statements for purposes of the safe harbor provisions under the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of the words such as “estimate\,” “plan\,” “project\,” “forecast\,” “intend\,” “expect\,” “anticipate\,” “believe\,” “seek\,” “target\,” or similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include\, but are not limited to\, expectations regarding the redemption of the Public Warrants and the expected proceeds from the exercise of the Public Warrants. These statements are based on various assumptions\, whether or not identified in this press release\, and on the current expectations of MP Materials’ management and are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as\, and must not be relied on by any investor as\, a guarantee\, an assurance\, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the control of MP Materials. These forward-looking statements are subject to a number of risks and uncertainties\, including: risks related to the redemption of the Public Warrants\, unanticipated costs or delays associated with our Stage II optimization project; uncertainties relating to our commercial arrangements with Shenghe Resources (Singapore) International Trading Pte. Ltd.\, an affiliate of Shenghe Resources Holding Co.\, Ltd.\, a global rare earth company listed on the Shanghai Stock Exchange; the ability to convert current commercial discussions with customers for the sale of rare earth oxide products into contracts; potential changes in China’s political environment and policies; fluctuations in demand for\, and prices of\, rare earth minerals and products; uncertainties relating to the COVID-19 pandemic; the intense competition within the rare earths mining and processing industry; uncertainties regarding the growth of existing and emerging uses for rare earth products; potential power shortages at the Mountain Pass facility; increasing costs or limited access to raw materials that may adversely affect our profitability; fluctuations in transportation costs or disruptions in transportation services; inability to meet individual customer specifications; diminished access to water; uncertainty in our estimates of rare earth oxide reserves; uncertainties regarding our ability to vertically integrate into further downstream processing and reach full revenue potential; risks associated with work stoppages; a shortage of skilled technicians and engineers; loss of key personnel; risks associated with the inherent dangers involved in mining activity; risks associated with events outside of our control\, such as natural disasters\, wars or health epidemics or pandemics; risks related to technology systems and security breaches; risks associated with our intellectual property rights; ability to compete with substitutions for rare earth minerals; ability to maintain satisfactory labor relations; risks relating to extensive and costly environmental regulatory requirements; and those risk factors discussed in MP Materials’ Annual Report on Form 10-K filed on March 22\, 2021 under the heading “Risk Factors” and other documents filed by MP Materials with the Securities and Exchange Commission. There may be additional risks that MP Materials does not presently know or that MP Materials currently believes are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition\, forward-looking statements reflect MP Materials’ expectations\, plans or forecasts of future events and views as of the date of this press release. MP Materials anticipates that subsequent events and developments will cause MP Materials’ assessments to change. However\, while MP Materials may elect to update these forward looking statements at some point in the future\, MP Materials specifically disclaims any obligation to do so\, unless required by applicable law. These forward-looking statements should not be relied upon as representing MP Materials’ assessments as of any date subsequent to the date of this press release. Accordingly\, undue reliance should not be placed upon the forward-looking statements. \n\n\n\n\n\n\n\nContacts\n\n\n\nInvestors:Martin SheehanIR@mpmaterials.com \n\n\n\nMedia:Matt Sloustchermedia@mpmaterials.com
URL:https://commonstockwarrants.com/event/mp-materials-nyse-mp-mp-ws-announces-cashless-redemption-of-public-warrants-begin/
CATEGORIES:Warrant Redemptions
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BEGIN:VEVENT
DTSTART;TZID=America/New_York:20210419T170000
DTEND;TZID=America/New_York:20210419T170000
DTSTAMP:20260419T074913
CREATED:20210330T191852Z
LAST-MODIFIED:20210330T191901Z
UID:690156-1618851600-1618851600@commonstockwarrants.com
SUMMARY:Fisker (NYSE: FSR\, FSR.WS) CLOSING Cashless Warrant Redemption
DESCRIPTION:LOS ANGELES–(BUSINESS WIRE)–Fisker Inc. (NYSE: FSR) (“Fisker” or the “Company”) – designer and manufacturer of the world’s most emotion-stirring\, eco-friendly electric vehicles and advanced mobility solutions – today announced that the Company will redeem all of its outstanding warrants (the “Public Warrants”) to purchase shares of the Company’s Class A common stock\, par value $0.00001 per share (the “Common Stock”)\, that were issued under the Warrant Agreement\, dated Aug. 9\, 2018 (the “Warrant Agreement”)\, by and between the Company (f/k/a Spartan Energy Acquisition Corp.) and Continental Stock Transfer & Trust Company\, as warrant agent (the “Warrant Agent”)\, as part of the units sold in the Company’s initial public offering (the “IPO”)\, for a redemption price of $0.01 per Public Warrant (the “Redemption Price”)\, that remain outstanding at 5:00 p.m. New York City time on April 19\, 2021 (the “Redemption Date”). Warrants to purchase Common Stock that were issued under the Warrant Agreement in a private placement simultaneously with the IPO are no longer outstanding and are not subject to this redemption. \n\n\n\nUnder the terms of the Warrant Agreement\, the Company is entitled to redeem all of the outstanding Public Warrants if the last sales price of the Common Stock is at least $18.00 per share on each of twenty trading days within any thirty-day trading period ending on the third trading day prior to the date on which a notice of redemption is given. This share price performance target has been met. At the direction of the Company\, the Warrant Agent has delivered a notice of redemption to each of the registered holders of the outstanding Public Warrants. \n\n\n\nIn addition\, in accordance with the Warrant Agreement\, the Company’s board of directors has elected to require that\, upon delivery of the notice of redemption\, all Public Warrants are to be exercised only on a “cashless basis.” Accordingly\, holders may no longer exercise Public Warrants and receive Common Stock in exchange for payment in cash of the $11.50 per warrant exercise price. Instead\, a holder exercising a Public Warrant will be deemed to pay the $11.50 per warrant exercise price by the surrender of 0.5046 of a share of Common Stock (such fraction determined as described below) that such holder would have been entitled to receive upon a cash exercise of a Public Warrant. Accordingly\, by virtue of the cashless exercise of the Public Warrants\, exercising warrant holders will receive 0.4954 of a share of Common Stock for each Public Warrant surrendered for exercise. Any Public Warrants (including Public Warrants that are included in outstanding units) that remain unexercised at 5:00 p.m. New York City time on the Redemption Date will be delisted\, void and no longer exercisable\, and the holders will have no rights with respect to those Public Warrants\, except to receive the Redemption Price (or as otherwise described in the redemption notice for holders who hold their Public Warrants in “street name”). \n\n\n\n“We are pleased to take this opportunity to redeem the outstanding public warrants on a cashless basis. As compared to a cash exercise\, this not only limits dilution to our common shareholders\, but we believe it to be simpler and less burdensome to holders of the public warrants\, along with being reflective of our strong balance sheet and confidence in Fisker’s business outlook\,” said Fisker Chairman and Chief Executive Officer\, Henrik Fisker. “This action will streamline our capital structure in a less dilutive way than through a full cash exercise redemption and remove a majority of our warrant overhang.” \n\n\n\nAs of March 18\, 2021\, approximately 7.7 million public warrants had been voluntarily exercised on a cash basis\, generating approximately $89.0 million of cash proceeds to Fisker. Fisker has made the decision to reduce further dilution by electing to limit further warrant exercises on a cashless basis in accordance with the terms of the Warrant Agreement as part of Fisker’s right to redeem the public warrants. By electing to limit exercise of the remaining public warrants to a cashless basis\, including the recent cashless exercise of all 9.36 million private warrants by the company’s former sponsor\, Spartan Energy Acquisition Corporation\, the total dilutive impact to common shareholders will be limited to approximately 3.7% as compared to 7.2% under a cash exercise method. \n\n\n\nThe number of shares of Common Stock that each exercising warrant holder will receive by virtue of the cashless exercise (instead of paying the $11.50 per Public Warrant cash exercise price) was calculated in accordance with the terms of the Warrant Agreement and is equal to the quotient obtained by dividing (x) the product of the number of shares underlying the Public Warrants held by such warrant holder\, multiplied by the difference between $22.79\, the average last sale price of the Common Stock for the ten trading days ending on March 16\, 2021\, the third trading day prior to the date of the redemption notice (the “Fair Market Value”) and $11.50\, by (y) the Fair Market Value. If any holder of Public Warrants would\, after taking into account all of such holder’s Public Warrants exercised at one time\, be entitled to receive a fractional interest in a share of Common Stock\, the number of shares the holder will be entitled to receive will be rounded down to the nearest whole number of shares. \n\n\n\nAt 5:00 p.m. New York City time on the Redemption Date\, the Company’s outstanding units (the “Units”) will be mandatorily separated into their component parts – one share of Common Stock and one-third of one Public Warrant – and the Public Warrants and Units will cease trading. As a result\, at 5:00 p.m. New York City time on the Redemption Date\, each Unit holder’s account\, in lieu of Units\, will reflect ownership of the number of shares of Common Stock underlying such holder’s Units. \n\n\n\nNone of Fisker\, its board of directors or employees has made or is making any representation or recommendation to any holder of the Public Warrants as to whether to exercise or refrain from exercising any Public Warrants. \n\n\n\nThe shares of Common Stock underlying the Public Warrants have been registered by Fisker under the Securities Act of 1933\, as amended\, and are covered by a registration statement filed on Form S‑1/A with\, and declared effective by\, the Securities and Exchange Commission (Registration No. 333‑249981). \n\n\n\nExercise of public warrants should be directed through the broker of the warrant holder. In addition to the broker\, questions may also be directed to Morrow Sodali at (800) 662-5200 (for individuals) / (203) 658-9400 (for banks and brokerages) or at FSR.info@investor.morrowsodali.com. Or contact Continental Stock Transfer & Trust Company\, 1 State Street\, 30th Floor\, New York\, New York 10004\, Attention: Reorganization Department\, Telephone Number (917) 262-2378. \n\n\n\nAdditional information can be found on Fisker’s Investor Relations website: http://investors.fiskerinc.com/resources/warrant-faq/default.aspx \n\n\n\nAbout Fisker Inc. \n\n\n\nCalifornia-based Fisker Inc. is revolutionizing the automotive industry by developing the most emotionally desirable and eco-friendly electric vehicles on Earth. Passionately driven by a vision of a clean future for all\, the company is on a mission to become the No. 1 e-mobility service provider with the world’s most sustainable vehicles. To learn more\, visit www.FiskerInc.com – and enjoy exclusive content across Fisker’s social media channels: Facebook\, Instagram\, Twitter\, YouTube and LinkedIn. Download the revolutionary new Fisker mobile app from the App Store or Google Play store. \n\n\n\nNo Offer or Solicitation \n\n\n\nThis press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any offer of any of Fisker’s securities in any jurisdiction in which such offer\, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. \n\n\n\nForward Looking Statements \n\n\n\nCertain statements included in this press release that are not historical facts are forward-looking statements for purposes of the safe harbor provisions under the Private Securities Litigation Reform Act of 1995. Forward-looking statements generally are accompanied by words such as “believe\,” “may\,” “will\,” “estimate\,” “continue\,” “anticipate\,” “intend\,” “expect\,” “should\,” “would\,” “plan\,” “predict\,” “potential\,” “seem\,” “seek\,” “future\,” “outlook\,” and similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include\, but are not limited to\, statements regarding the redemption of the Public Warrants and the expected proceeds from the exercise of the Public Warrants. These statements are based on various assumptions\, whether or not identified in this press release\, and on the current expectations of Fisker’s management and are not predictions of actual performance. Forward-looking statements are subject to a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements\, including but not limited to Fisker’s limited operating history; Fisker’s ability to enter into additional manufacturing and other contracts with Magna\, or other OEMs or tier-one suppliers in order to execute on its business plan; the risk that OEM and supply partners do not meet agreed upon timelines or experience capacity constraints; Fisker may experience significant delays in the design\, manufacture\, regulatory approval\, launch and financing of its vehicles; Fisker’s ability to execute its business model\, including market acceptance of its planned products and services; Fisker’s inability to retain key personnel and to hire additional personnel; competition in the electric vehicle market; Fisker’s inability to develop a sales distribution network; and the ability to protect its intellectual property rights; and those factors discussed in Fisker’s Registration Statement on Form S-1 (No. 333-249981) under the heading “Risk Factors\,” filed with the Securities and Exchange Commission (the “SEC”) and other reports and documents Fisker files from time to time with the SEC. If any of these risks materialize or Fisker’s management’s assumptions prove incorrect\, actual results could differ materially from the results implied by these forward-looking statements. You are cautioned not to place undue reliance upon any forward-looking statements\, which speak only as of the date made and Fisker undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date of this press release. \n\n\n\n\n\n\n\nContacts\n\n\n\nFisker Inc.Dan Galves\, VP\, Investor Relationsdgalves@fiskerinc.comFiskerIR@icrinc.com \n\n\n\nSimon Sproule\, SVP\, Communications310.374.6177Fisker@GoDRIVEN360.com
URL:https://commonstockwarrants.com/event/fisker-nyse-fsr-fsr-ws-closing-cashless-warrant-redemption/
CATEGORIES:Warrant Redemptions
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BEGIN:VEVENT
DTSTART;TZID=America/New_York:20210416T170000
DTEND;TZID=America/New_York:20210416T170000
DTSTAMP:20260419T074913
CREATED:20210330T182209Z
LAST-MODIFIED:20210330T190737Z
UID:690142-1618592400-1618592400@commonstockwarrants.com
SUMMARY:Porch Group (NASDAQ: PRCH\, PRCHW) CLOSES Redemption of Stock Warrants (END)
DESCRIPTION:SEATTLE\, March 23\, 2021 (GLOBE NEWSWIRE) — Porch Group\, Inc. (“Porch” or “the Company”) (NASDAQ: PRCH)\, a leading vertical software company reinventing the home services and insurance industries\, announced that the Company will redeem all of its outstanding publicly held warrants (the “Public Warrants”). Holders of the Public Warrants have until 5:00 p.m. Eastern Daylight Time (EDT) on April 16\, 2021 to exercise their Public Warrants. \n\n\n\nPrior to March 22\, 2021\, holders of 7.1 million warrants voluntarily exercised their warrants resulting in $81.9 million in total cash proceeds to Porch. Additional Public Warrants are exercisable for an aggregate of approximately 1.5 million shares of common stock\, which reflects the Company’s conservative estimate of the total number of outstanding Public Warrants as of March 22\, at a price of $11.50 per share\, representing approximately $17 million in potential incremental cash proceeds to Porch. \n\n\n\nThe Company does not have access to information about private warrants that may have been sold and therefore became Public Warrants. If the Private Warrant holders have sold their warrants or choose to exercise for cash\, then the Company may receive additional proceeds of up to $66 million for a total potential cash inflow of $165 million. \n\n\n\n“This warrant redemption will strengthen our financial position at a low cost while further streamlining our capital structure\,” said Porch Group CEO\, Chairman\, and Founder Matt Ehrlichman. “The warrant exercise will add more than $99 million—and up to $165 million—in cash to our balance sheet\, positioning us well to execute our growth plan\, which includes core business expansion\, entering new home service verticals and potential strategic M&A.” \n\n\n\nPublic Warrant DetailsUnder the terms of the agreement governing the Public Warrants (the “Warrant Agreement”)\, Porch is entitled to redeem all of the outstanding Public Warrants for a redemption price of $0.01 per Public Warrant if the last sales price of the Company’s common stock is at least $18.00 per share on each of twenty (20) trading days within any thirty-day (30) trading period ending on the third trading day prior to the date on which a notice of redemption is given. This performance threshold was achieved following the market close on March 12\, 2021. \n\n\n\nAny Public Warrants that remain unexercised immediately after 5:00 p.m. Eastern Time on April 16\, 2021\, the redemption date\, will be void and no longer exercisable\, and the holders of those Public Warrants will be entitled to receive $0.01 per Public Warrant. \n\n\n\nPrivate Placement Warrants (as defined in the Warrant Agreement) that are held by the founders of PropTech Acquisition Corporation and their Permitted Transferees (as defined in the Warrant Agreement) are not redeemable. \n\n\n\nAdditional InformationAt the direction of the Company\, Continental Stock Transfer and Trust Company\, in its capacity as warrant agent\, has mailed a notice of redemption to each of the registered holders of the outstanding Public Warrants. Holders of Public Warrants in “street name” should immediately contact their broker to determine their broker’s procedure for exercising their Public Warrants since the process to exercise is voluntary. \n\n\n\nNone of Porch Group\, its board of directors or employees has made or is making any representation or recommendation to any holder of the Public Warrants as to whether to exercise or refrain from exercising any Public Warrants. \n\n\n\nThe shares of common stock underlying the Public Warrants have been registered by the Company under the Securities Act of 1933\, as amended\, and are covered by a registration statement filed on Form S-1 with\, and declared effective by\, the Securities and Exchange Commission. \n\n\n\nQuestions concerning redemption and exercise of the Public Warrants can be directed to Continental Stock Transfer & Trust Company\, 1 State Street\, 30th Floor\, New York\, New York 10004\, Attention: Compliance Department\, telephone number (212) 509-4000. \n\n\n\nNo Offer or SolicitationThis press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any offer of any of Porch Group’s securities in any jurisdiction in which such offer\, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. \n\n\n\nAbout Porch GroupSeattle-based Porch Group\, the vertical software platform for the home\, provides software and services to more than 11\,000 home services companies such as home inspectors\, moving companies\, real estate agencies\, utility companies\, and warranty companies. Through these relationships and its multiple brands\, Porch provides a moving concierge service to homebuyers\, helping them save time and make better decisions on critical services\, including insurance\, moving\, security\, TV/internet\, home repair and improvement\, and more. To learn more about Porch\, visit porchgroup.com or porch.com. \n\n\n\nForward-Looking StatementsCertain statements in this press release may be considered “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements generally relate to future events or Porch’s future financial or operating performance. For example\, projections of future revenue\, Adjusted EBITDA and other metrics\, business strategy and plans\, and anticipated impacts from pending or completed acquisitions\, are forward-looking statements. In some cases\, you can identify forward-looking statements by terminology such as “may\,” “should\,” “expect\,” “intend\,” “will\,” “estimate\,” “anticipate\,” “believe\,” “predict\,” “potential” or “continue\,” or the negatives of these terms or variations of them or similar terminology. Such forward-looking statements are subject to risks\, uncertainties\, and other factors which could cause actual results to differ materially from those expressed or implied by such forward looking statements.   These forward-looking statements are based upon estimates and assumptions that\, while considered reasonable by Porch and its management\, are inherently uncertain. Factors that may cause actual results to differ materially from current expectations include\, but are not limited to: (1) the ability to recognize the anticipated benefits of Porch’s December 2020 business combination (the “Merger”) with PropTech Acquisition Corporation (“PropTech”)\, which may be affected by\, among other things\, competition and the ability of the combined company to grow and manage growth profitably\, maintain key commercial relationships and retain its management and key employees; (2) expansion plans and opportunities\, including future and pending acquisitions or additional business combinations; (3) costs related to the Merger and being a public company; (4) litigation\, complaints\, and/or adverse publicity; (5) the impact of changes in consumer spending patterns\, consumer preferences\, local\, regional and national economic conditions\, crime\, weather\, demographic trends and employee availability; (6) privacy and data protection laws\, privacy or data breaches\, or the loss of data; (7) the impact of the COVID-19 pandemic and its effect on the business and financial conditions of Porch; and (8) other risks and uncertainties set forth in the sections entitled “Risk Factors” and “Forward-Looking Statements” in the definitive proxy statement/consent solicitation statement/prospectus filed by PropTech (n/k/a Porch) with the Securities and Exchange Commission (the “SEC”) on December 3\, 2020 and other documents of Porch filed\, or to be filed\, with the SEC.   \n\n\n\nNothing in this press release should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. You should not place undue reliance on forward-looking statements\, which speak only as of the date they are made. Porch does not undertake any duty to update these forward-looking statements\, except as may be required by law. \n\n\n\nInvestor Relations Contact:Gateway Investor RelationsCody Slach\, Matt Glover(949) 574-3860PRCH@gatewayir.com
URL:https://commonstockwarrants.com/event/porch-group-nasdaq-prch-prchw-closes-redemption-of-stock-warrants-end/
CATEGORIES:Warrant Redemptions
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END:VEVENT
BEGIN:VEVENT
DTSTART;TZID=America/New_York:20210412T170000
DTEND;TZID=America/New_York:20210412T170000
DTSTAMP:20260419T074913
CREATED:20210331T025449Z
LAST-MODIFIED:20210331T025454Z
UID:690363-1618246800-1618246800@commonstockwarrants.com
SUMMARY:iSUN (NASDAQ: ISUN\, ISUNW) CLOSING Redemption of Stock Warrants (END)
DESCRIPTION:iSun\, Inc. (NASDAQ: ISUN) (“iSun” or the “Company”) a leading solar energy and clean mobility infrastructure innovator with 50 years of construction expertise for solar\, electrical and data services\, today announced that the Company will redeem all of its outstanding public warrants (the “Public Warrants”) to purchase shares of the Company’s Common Stock\, par value $0.0001 per share (the “Common Stock”)\, that were issued under the Warrant Agreement\, dated March 2\, 2016\, as amended (the “Warrant Agreement”)\, by and between the Company (formerly Jensyn Acquisition Corporation and formerly The Peck Company Holdings\, Inc. ) and Continental Stock Transfer & Trust Company\, as Warrant Agent (the “Warrant Agent”)\, as part of the Units sold in the Company’s initial public offering (the “IPO”) and that remain outstanding at 6:30 p.m. New York City time on April 12\, 2021 (the “Redemption Date”) for a redemption price of $0.01 per Public Warrant (the “Redemption Price”). Warrants to purchase Common Stock that were issued under the Warrant Agreement in a private placement simultaneously with the IPO and that are still held by the initial holders thereof or their permitted transferees are not subject to this redemption. \n\n\n\nEach Public Warrant entitles the holder thereof to purchase one-half of one share of Common Stock for a purchase price of $5.75 per half share\, subject to adjustment. Any Public Warrants that remain unexercised at 6:30 p.m. New York City time on the Redemption Date will be void and no longer exercisable and their holders will have no rights with respect to those Public Warrants\, except to receive the Redemption Price or as otherwise described in this notice for holders who hold their Public Warrants in “street name.” The Company hereby informs you of its intention to irrevocably deposit with the Warrant Agent cash sufficient to pay the redemption price for all outstanding Public Warrants no later than one day prior to the Redemption Date. \n\n\n\nOf the 4\,194\,500 Public Warrants outstanding from our combination with Jensyn Acquisition Corporation in June 2019 and that are available to exercise\, 2\,629\,120 or 63% have been exercised to date and 1\,565\,380 or 37% remaining outstanding. \n\n\n\n“The redemption of our warrants marks another critical step in the evolution of iSun as we work to further streamline our capital structure and enhance our cash position\,” said Jeffrey Peck\, iSun’s Chief Executive Officer. “With 63% of the public warrants having been exercised to date\, the anticipated additional exercises will provide iSun with increased cash on the balance sheet to invest in both organic growth initiatives and to pursue M&A and investment opportunities in-line with our strategy to be an integrated provider of renewable energy as a service.” \n\n\n\nNone of the Company\, its Board of Directors or officers has made or is making any representation or recommendation to any holder of the Public Warrants as to whether to exercise or refrain from exercising any Public Warrants. \n\n\n\nThe shares of Common Stock underlying the Public Warrants have been registered by the Company under the Securities Act of 1933\, as amended\, and are covered by a Registration Statement filed on Form S-1 with\, and declared effective by\, the Securities and Exchange Commission (Registration No. 333-208159). The SEC maintains an Internet website that contains a copy of this Registration Statement and Prospectus filed in connection therewith. The address of that site is www.sec.gov. Alternatively\, a copy of the Prospectus from the iSun investor relations website may be obtained at https://investors.isunenergy.com. \n\n\n\nQuestions concerning exercise of redemption of the Public Warrants can be directed to Continental Stock Transfer & Trust Company\, 1 State Street\, 30th Floor\, New York\, New York 10004\, Attention: Compliance Department\, telephone number (212) 509-4000. \n\n\n\nNo Offer or Solicitation \n\n\n\nThis press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any offer of any of the Company’s securities in any jurisdiction in which such offer\, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. \n\n\n\nAbout iSun\, Inc. \n\n\n\nHeadquartered in Williston\, VT\, iSun\, Inc. (NASDAQ: ISUN) is a business rooted in values of integrity and diversity that align people\, innovation and sustainability. Ranked by Solar Power World as one of the leading commercial solar contractors in the United States\, iSun provides solar energy and clean mobility infrastructure to customers for projects from smart solar mobile phone and electric vehicle charging\, up to multi-megawatt renewable energy solutions. iSun’s innovations were recognized this year by the Solar Impulse Foundation of Bertrand Piccard as one the globe’s Top 1000 Sustainability Solutions. As a winner\, this award will result in the iSun solution being presented to hundreds of government entities around the world\, including various municipal\, state and federal agencies in the United States. Since entering the renewable energy market in 2012\, iSun has installed over 200 megawatts of rooftop\, ground mount and EV carport solar systems (equal to power required for 38\,000 homes). We continue to focus on profitable growth opportunities. For more information\, visit www.isunenergy.com \n\n\n\nForward Looking Statements \n\n\n\nThis press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include\, but are not limited to\, statements about (i) iSun’s plans\, objectives\, expectations and intentions and other statements contained in this press release that are not historical facts; and (ii) other statements identified by words such as “expects” “anticipates\,” “intends\,” “plans\,” “believes\,” “seeks\,” “estimates\,” “targets\,” “projects\,” or words of similar meaning generally intended to identify forward-looking statements. These forward-looking statements are based upon the current beliefs and expectations of the respective management of iSun and are inherently subject to significant business\, economic and competitive uncertainties and contingencies\, many of which are beyond the control of iSun. In addition\, these forward-looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to change. Actual results may differ materially from the anticipated results discussed in these forward-looking statements because of possible uncertainties. \n\n\n\n\n\n\n\nContacts\n\n\n\nInvestor Relations Contact:Chase JacobsonIR@isunenergy.com802-264-2040
URL:https://commonstockwarrants.com/event/isun-nasdaq-isun-isunw-closing-redemption-of-stock-warrants-end/
CATEGORIES:Warrant Redemptions
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BEGIN:VEVENT
DTSTART;TZID=America/Denver:20210405T170000
DTEND;TZID=America/Denver:20210405T170000
DTSTAMP:20260419T074913
CREATED:20210330T195533Z
LAST-MODIFIED:20210330T195556Z
UID:690160-1617642000-1617642000@commonstockwarrants.com
SUMMARY:(NYSE: RMO\, RMO.WS)  Romeo Power CLOSING Warrant redemption (END)
DESCRIPTION:Romeo Power\, Inc. (“Romeo Power” or the “Company”) (NYSE: RMO)\, an energy technology leader delivering large-scale electrification solutions for complex commercial applications\, announced today that it has extended the period during which its public warrants may be exercised by the holders of such warrants to 5:00 p.m. New York City time on April 5\, 2021. \n\n\n\nOn February 16\, 2021\, the Company announced it would redeem all of the outstanding public warrants to purchase shares of its common stock\, $0.0001 par value per share (“Common Stock”)\, that were issued under the Warrant Agreement\, dated February 7\, 2019 (the “Warrant Agreement”)\, by and between Romeo Power (formerly known as RMG Acquisition Corp.) and American Stock Transfer & Trust Company\, LLC\, as warrant agent\, and that remain outstanding following the redemption date\, for a redemption price of $0.01 per warrant. Warrants that were issued under the Warrant Agreement in a private placement and are still held by the initial holders thereof or their permitted transferees are not subject to the redemption. \n\n\n\nAll such public warrants may be exercised by the holders thereof until 5:00 p.m. New York City time on April 5\, 2021 to purchase fully paid and non-assessable shares of Common Stock underlying such warrants\, at the exercise price of $11.50 per share. Any such public warrants that remain unexercised following 5:00 p.m. New York City time on April 5\, 2021 will be void and no longer exercisable\, and the holders of those public warrants will be entitled to receive only the redemption price of $0.01 per warrant. \n\n\n\nNone of Romeo Power\, its board of directors or employees has made or is making any representation or recommendation to any holder of the public warrants as to whether to exercise or refrain from exercising any public warrants. \n\n\n\nThe shares of Common Stock issuable upon exercise of the public warrants have been registered by Romeo Power under the Securities Act of 1933\, as amended\, and are covered by a registration statement filed on Form S-1 with\, and declared effective by\, the Securities and Exchange Commission (Registration No.333-252190). \n\n\n\nQuestions concerning redemption and exercise of the public warrants can be directed to American Stock Transfer & Trust Company\, LLC\, 6201 15th Avenue\, Brooklyn\, NY 11219\, Email: reorgwarrants@astfinancial.com. \n\n\n\nNo Offer or Solicitation \n\n\n\nThis press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any offer of any of Romeo Power’s securities in any jurisdiction in which such offer\, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. \n\n\n\nAbout Romeo Power\, Inc. \n\n\n\nFounded in 2016 and headquartered in Los Angeles\, California\, Romeo Power (NYSE: RMO) is an energy technology leader delivering large-scale electrification solutions for complex commercial applications. The Company’s suite of advanced hardware\, combined with its innovative battery management system\, delivers the safety\, performance\, reliability and configurability its customers need to succeed. Romeo Power’s 113\,000 square-foot manufacturing facility brings its flexible design and development process in-house to pack the most energy dense modules on the market. To keep up with everything Romeo Power\, please follow the Company on social @romeopowerinc or visit https://romeopower.com. \n\n\n\nView source version on businesswire.com: https://www.businesswire.com/news/home/20210311005487/en/ \n\n\n\nContacts \n\n\n\nRomeo PowerFor InvestorsICR\, Inc.RomeoPowerIR@icrinc.comFor MediaICR\, Inc.RomeoPowerPR@icrinc.com
URL:https://commonstockwarrants.com/event/nyse-rmo-rmo-ws-romeo-power-closing-warrant-redemption-end/
CATEGORIES:Warrant Redemptions
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BEGIN:VEVENT
DTSTART;TZID=America/New_York:20210405T080000
DTEND;TZID=America/New_York:20210405T170000
DTSTAMP:20260419T074913
CREATED:20210405T160751Z
LAST-MODIFIED:20210405T160755Z
UID:690465-1617609600-1617642000@commonstockwarrants.com
SUMMARY:Vincerx Pharma (NASDAQ: VINC\, VINCW) Announces Redemption of Public Warrants (BEGIN)
DESCRIPTION:Vincerx Pharma\, Inc. (Nasdaq: VINC) (the “Company”)\, today announced that it will redeem all of its outstanding public warrants (the “Public Warrants”) to purchase shares of the Company’s common stock\, $0.0001 par value per share (“Common Stock”)\, that were issued under the Warrant Agreement\, dated as of March 5\, 2020 (the “Warrant Agreement”)\, by and between the Company and Continental Stock Transfer & Trust Company\, as warrant agent (the “Warrant Agent”)\, and that remain outstanding at 5:00 p.m. New York City time on May 5\, 2021 (the “Redemption Date”) for a redemption price of $0.01 per Public Warrant (the “Redemption Price”). Prior to the Redemption Date\, the Company’s units\, listed on the Nasdaq Capital Market under the symbol “LSACU\,” will each be separated into one share of Common Stock and one Public Warrant\, and be traded on the Nasdaq Capital Market under the symbols “LSAC” and “LSACW\,” respectively. \n\n\n\nWarrants to purchase Common Stock that were issued under the Warrant Agreement in a private placement and still held by the initial holders thereof or their permitted transferees are not subject to this redemption. \n\n\n\nUnder the terms of the Warrant Agreement\, the Company is entitled to redeem all the outstanding Public Warrants if the last sale price of the Common Stock is at least $16.50 per share for any 20 trading days within any 30-day trading period ending on the third business day prior to the date on which a notice of redemption is given. This share price performance target has been met. At the direction of the Company\, the Warrant Agent has delivered a notice of redemption to each of the registered holders of the outstanding Public Warrants. \n\n\n\nEach Public Warrant may be exercised by the holders thereof until 5:00 p.m. New York City time on the Redemption Date\, to purchase one-half (1/2) of a fully paid and non-assessable share of Common Stock underlying such warrant\, at the exercise price of $11.50 per whole share of Common Stock. Pursuant to the Warrant Agreement\, a holder may exercise its warrants only for a whole number of shares. This means that only an even number of Public Warrants may be exercised at any given time by a holder. Any Public Warrants that remain unexercised following 5:00 p.m. New York City time on the Redemption Date will be void and no longer exercisable\, and the holders of those Public Warrants will be entitled to receive only the redemption price of $0.01 per warrant. 6\,563\,767 Public Warrants were initially issued by the Company\, exercisable for an aggregate of 3\,281\,883 shares of Common Stock at a price of $11.50 per share\, representing a total of approximately $37.7 million in potential proceeds to the Company. \n\n\n\nNone of the Company\, its board of directors or employees has made or is making any representation or recommendation to any holder of the Public Warrants as to whether to exercise or refrain from exercising any Public Warrants. \n\n\n\nThe shares of Common Stock underlying the Public Warrants have been registered by the Company under the Securities Act of 1933\, as amended\, and are covered by a registration statement on Form S-1 filed with\, and declared effective by\, the Securities and Exchange Commission (File No. 333-252589). \n\n\n\nQuestions concerning redemption and exercise of the Public Warrants can be directed to Continental Stock Transfer & Trust Company\, 1 State Street\, 30th Floor\, New York\, New York 10004\, Attention: Compliance Department\, telephone number (212) 509-4000. \n\n\n\nNo Offer or SolicitationThis press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any offer of any of the Company’s securities in any jurisdiction in which such offer\, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. \n\n\n\nAbout Vincerx Pharma\, Inc.Vincerx Pharma (Vincerx) is a recently formed clinical-stage life sciences company focused on leveraging its extensive development and oncology expertise to advance new therapies intended to address unmet medical needs for the treatment of cancer. Vincerx’s executive team has assembled a management team of biopharmaceutical experts with extensive experience in building and operating organizations that develop and deliver innovative medicines to patients. Vincerx’s current pipeline is derived from an exclusive license agreement with Bayer and includes a clinical-stage and follow-on small molecule drug program and a preclinical stage bioconjugation/next-generation antibody-drug conjugate platform. \n\n\n\nForward Looking StatementsThis press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933\, as amended (the “Securities Act”)\, and Section 21E of the Securities Exchange Act of 1934\, as amended\, that are intended to be covered by the “safe harbor” created by those sections. Forward-looking statements\, which are based on certain assumptions and describe future plans\, strategies\, expectations and events\, can generally be identified by the use of forward-looking terms such as “believe\,” “expect\,” “may\,” “will\,” “should\,” “would\,” “could\,” “seek\,” “intend\,” “plan\,” “goal\,” “project\,” “estimate\,” “anticipate” or other comparable terms. All statements other than statements of historical facts included in this press release are forward-looking statements. Forward-looking statements include\, but are not limited to\, statements regarding the redemption of the Public Warrants and the expected proceeds from the exercise of the Public Warrants. Forward-looking statements are neither historical facts nor assurances of future performance or events. Instead\, they are based only on current beliefs\, expectations and assumptions regarding future business developments\, future plans and strategies\, projections\, anticipated events and trends\, the economy and other future conditions. Forward-looking statements are subject to inherent uncertainties\, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. \n\n\n\nActual results\, conditions and events may differ materially from those indicated in the forward-looking statements. Therefore\, you should not rely on any of these forward-looking statements. Important factors that could cause actual results\, conditions and events to differ materially from those indicated in the forward-looking statements include\, but are not limited to: general economic\, financial\, legal\, political and business conditions and changes in domestic and foreign markets; the potential effects of the COVID-19 pandemic; risks associated with preclinical or clinical development conducted prior to Vincerx’s in-licensing; failure to realize the anticipated benefits of the business combination with LifeSci Acquisition Corp.; failure to realize the benefits of the Bayer license; risks related to the rollout of Vincerx’s business and the timing of expected business milestones; changes in the assumptions underlying Vincerx’s expectations regarding its future business or business model; Vincerx’s ability to develop and commercialize product candidates; the availability and uses of capital; the effects of competition on Vincerx’s future business; and the risks and uncertainties set forth in reports on Forms 10-K\, 10-Q and 8-K filed with or furnished to the SEC from time to time by Vincerx. Forward-looking statements speak only as of the date hereof\, and Vincerx disclaims any obligation to update any forward-looking statements. \n\n\n\nContact InformationBruce MackleLifeSci Advisors\, LLC646-889-1200bmackle@lifesciadvisors.com
URL:https://commonstockwarrants.com/event/vincerx-pharma-nasdaq-vinc-vincw-announces-redemption-of-public-warrants-begin/
CATEGORIES:Warrant Redemptions
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