UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 8-K


CURRENT REPORT
Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 9, 2021 (March 9, 2021)


ISUN, INC.
(Exact name of registrant as specified in its charter)

Delaware
001-37707
47-2150172
(State or other jurisdiction of incorporation or organization)
(Commission File Number)
(I.R.S. Employer Identification Number)

400 Avenue D, Suite 10, Williston, Vermont 05495
(Address of Principal Executive Offices) (Zip Code)

(802) 658-3378
(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered
Common Stock, $0.0001 par value per share

ISUN

Nasdaq Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

ITEM 1.01
ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

On March 9, 2021, iSun, Inc. (the “Company”) entered into that certain Amendment No. 1 to Warrant Agreement (the “Warrant Amendment”) with Continental Stock Transfer & Trust Company (“Continental”), regarding  4,194,500 warrants to purchase Common Stock of the Company, par value $0.0001 (the “Common Stock”), at an exercise price of $5.75 per half share ($11.50 per full share)  pursuant to the terms of that certain Warrant Agreement between the Company and Continental dated March 2, 2016 (the “Warrant Agreement”). The purpose of the Warrant Amendment was to correct a typographical error in Section 6.1 of the Warrant Agreement.

ITEM 3.03
MATERIAL MODIFICATION TO RIGHTS OF SECURITY HOLDERS

The Warrant Amendment corrects a typographical error in Section 6.1 of the Warrant Agreement. The original Warrant Agreement provided that the Company could, at its option, redeem, at a redemption price of $0.01 per warrant, all of the outstanding warrants at any time that the last sale price of the Company’s Common Stock has been at least $24.00 per share on each of twenty (20) trading days within any thirty (30) trading day period. This $24.00 price was incorrect and the result of a typographical error. The Warrant Amendment corrects this price to the intended price of $15.00 per share and is consistent with the Underwriting Agreement entered into in connection with the Company’s initial public offering (the “IPO”)  and the Prospectus provided to purchasers of Units (which included the Warrants).  .
The description of the Warrant Amendment does not purport to be complete and is qualified in its entirety by reference to the Warrant Amendment, a copy of which is filed as Exhibit 4.1 to this Report and incorporated herein by reference.

ITEM 7.01
REGULATION FD DISCLOSURE

On March 9, 2021, the Company issued a press release announcing the redemption of all of its outstanding public warrants to purchase shares of the Company’s Common Stock that were issued under the Warrant Agreement. A copy of the press release is filed as Exhibit 99.1 to this Report and incorporated herein by reference.

A copy of the Notice of Redemption delivered by the Company is filed as Exhibit 99.2 to this Report and is incorporated herein by reference. None of this Current Report on Form 8-K, the press release attached hereto as Exhibit 99.1 nor the Notice of Redemption attached hereto as Exhibit 99.2 constitutes an offer to sell or the solicitation of an offer to buy any Company securities, and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering, solicitation or sale would be unlawful.

The information in this Item 7.01 and Exhibits 99.1 and 99.2 attached hereto shall not be deemed “filed” for purposes of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such filing.

ITEM 9.01
FINANCIAL STATEMENTS AND EXHIBITS

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

4.1
Amendment No. 1 to Warrant Agreement, dated March  9, 2021
Press Release, dated March 9, 2021
Notice of Redemption, dated March 9, 2021

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: March 9, 2021

iSun, Inc.



By:
/s/ Jeffrey Peck

Name:
Jeffrey Peck

Title:
Chief Executive Officer


Exhibit 4.1

AMENDMENT NO. 1 TO WARRANT AGREEMENT

This Amendment No. 1 to Warrant Agreement (this “Amendment”), dated as of March  9, 2021, is among iSun, Inc., a Delaware corporation, formerly known as The Peck Company Holding, Inc. formerly known as    Jensyn Acquisition Corp. (“iSun”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Warrant Agent”).

RECITALS

WHEREAS, iSun and the Warrant Agent are parties to that certain Warrant Agreement (the “Warrant Agreement”), dated as of March 2, 2016;
 
WHEREAS, Section 9.8 provides that the parties to the Warrant Agreement may amend the Warrant Agreement to cure or correct any defective provision without the consent of any registered holder, provided that such amendment shall not adversely affect the interest of the registered holders;
 
WHEREAS, the parties now wish to amend the Warrant Agreement to correct an error in Section 6.1 of the Warrant Agreement;
 
WHEREAS, the parties have agreed to enter into this Amendment.
 
NOW, THEREFORE, in consideration of the premises and the respective agreements set forth in this Amendment, and intending to be legally bound, the parties hereto agree as follows:

ARTICLE 1
DEFINITIONS

1.1 Defined Terms.

(a) Capitalized terms that are defined in this Amendment shall have the meanings ascribed in this Amendment to such terms. All other capitalized terms shall have the meanings ascribed to such terms in the Warrant Agreement as amended by this Amendment. Unless the context of this Amendment clearly requires otherwise, references to the plural include the singular; references to the singular include the plural; the words “include,” “includes,” and “including” will be deemed to be followed by “without limitation”; and the term “or” has, except where otherwise indicated, the inclusive meaning represented by the phrase “and/or.”
 
(b) Each reference to “hereof,” “hereunder,” “herein” and “hereby” and each other similar reference contained in the Warrant Agreement, each reference to “this Agreement,” “the Warrant Agreement” and each other similar reference contained in the Warrant Agreement and each reference contained in this Amendment to the “Warrant Agreement” shall on and after the Amendment Effective Date (as defined below) refer to the Warrant Agreement as amended by this Amendment. Any notices, requests, certificates and other instruments executed and delivered on or after the Amendment Effective Date may refer to the Warrant Agreement without making specific reference to this Amendment but nevertheless all such references shall mean the Warrant Agreement as amended by this Amendment unless the context otherwise requires.

ARTICLE 2
AMENDMENTS

2.1 Amendments to the Warrant Agreement.

Section 6.1 of the Warrant Agreement is hereby deleted in its entirety and replaced as follows:

Redemption. Subject to Section 6.4 hereof, not less than all of the outstanding Warrants may be redeemed, at the option of the Company, at any time while they are exercisable and prior to their expiration, at the office of the Warrant Agent, upon the notice referred to in Section 6.2, at the price of $.01 per Warrant (“Redemption Price”), provided that the last sale price of the Common Stock has been at least $15.00 per share (subject to adjustment in accordance with Section 4 hereof), on each of twenty (20) trading days within any thirty (30) trading day period (“30-Day Trading Period”) ending on the third business day prior to the date on which notice of redemption is given and provided further that there is a current registration statement in effect and a current prospectus is available with respect to the shares of Common Stock underlying the Warrants for each day in the 30-Day Trading Period and continuing each day thereafter until the Redemption Date (defined below).

ARTICLE 3
EFFECTIVENESS
 
3.1 Effectiveness. Upon the execution and delivery of a counterpart hereof by each of the parties hereto, this Amendment shall be deemed effective as of March 2, 2016 (the “Amendment Effective Date”).


ARTICLE 4
MISCELLANEOUS

4.1 Ratification and Confirmation. Except as expressly set forth in this Amendment, the terms, provisions and conditions of the Warrant Agreement are hereby ratified and confirmed and shall remain unchanged and in full force and effect without interruption or impairment of any kind.

4.1 Benefit of this Amendment. Nothing in this Amendment expressed and nothing that may be implied from any of the provisions hereof is intended, or shall be construed, to confer upon, or give to, any Person or corporation other than the parties hereto and the registered holders any right, remedy or claim under or by reason of this Amendment or of any covenant, condition, stipulation, promise or agreement hereof, and all covenants, conditions, stipulations, promises and agreements in this Amendment contained shall be for the sole and exclusive benefit of the parties hereto and their successors and of the registered holders.
 
4.2 Applicable Law. The validity, interpretation and performance of this Amendment shall be governed in accordance with the laws of the State of Delaware, without giving effect to any conflict of law principles thereof that would result in the application of the laws of any other jurisdiction.
 
4.3 Headings. The Article and Section headings contained in this Amendment are for convenience only and are not a part of this Amendment and shall not affect the interpretation of this Amendment.
 
4.4 Counterparts. This Amendment may be executed in any number of counterparts on separate counterparts, each of which so executed shall be deemed an original, but all such counterparts shall together constitute one and the same instrument. A signature to this Amendment transmitted/executed electronically or by facsimile shall have the same authority, effect and enforceability as an original signature.
 
4.5 Severability. Wherever possible, each provision of this Amendment shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Amendment shall be prohibited by or invalid under applicable law, such provision shall be ineffective to the extent of such prohibition or invalidity, without invalidating the remainder of such provision or the remaining provisions of this Amendment.
 
4.6 Amendment. This Amendment may not be amended or modified except in the manner specified for an amendment of or modification to the Warrant Agreement in the Warrant Agreement.
 
4.7 Authority. iSun represents and warrants that: (a) it is a corporation, duly organized and validly existing under the laws of the State of Delaware; (b) it has all requisite power and authority to execute, deliver and perform its obligations under this Amendment; and (c) this Amendment has been duly authorized, executed and delivered by iSun and constitutes its legal, valid and binding obligation, enforceable against it in accordance with its terms, except to the extent the enforceability hereof is subject to applicable bankruptcy, insolvency, reorganization and other laws affecting the enforcement of creditors’ rights generally and to equitable principles.

IN WITNESS WHEREOF, the parties have executed this Amendment, or caused this Amendment to be executed by their authorized representatives, as of the date stated in the introductory paragraph of this Amendment.


ISUN, INC.



By:
s/ Jeffrey Peck

Name:
Jeffrey Peck

Title:
Chief Executive Officer

[Signature Page to Amendment No. 1 to Warrant Agreement]


CONTINENTAL STOCK TRANSFER & TRUST COMPANY



By:
s/ Henry Farrell

Name:
Henry Farrell

Title:
Vice President

[Signature Page to Amendment No. 1 to Warrant Agreement]

 
Exhibit 99.1

iSun Announces Redemption of All Public Warrants
 
WILLISTON, VT, March 9, 2021 - 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.
 
Each 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.
 
Of 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.
 
“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.”
 
None 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.
 
The 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.
 
Questions 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.
 
No Offer or Solicitation
 
This 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
 
About iSun, Inc.
 
Headquartered in Williston, VT, iSun, Inc. (NASDAQ: ISUN) is a business rooted in values that align people, purpose, 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
 
Forward Looking Statements
 
This 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.
 
Investor Relations Contact:
Chase Jacobson
IR@isunenergy.com
802-264-2040

 
Exhibit 99.2

March 9, 2021
 
NOTICE OF REDEMPTION OF PUBLIC WARRANTS (CUSIP   465246 114)
 
Dear Public Warrant Holder,
 
iSun, Inc. (the “Company”) hereby gives notice to Public Warrant holders and to Continental Stock Transfer & Trust Company (the “Warrant Agent”) that it intends to redeem, at 6:30 p.m. New York City time on April 12, 2021 (the “Redemption Date”), warrants issued on March 2, 2016 in association with the Company’s offering pursuant to its Registration Statement on Form S-1 as amended (File No. 333-208159) (each a “Public Warrant”, and together, the  “Public 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 Public  Warrant (the “Redemption Price”). The Company is providing this notice to each record holder of the Public Warrants ( the Warrant Holders”) and to Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”), pursuant to Section 6 of that certain Warrant Agreement between the Company and the Warrant Agent, dated March 2, 2016, as amended. Each 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.
 
Warrants to purchase Common Stock that were issued under the Warrant Agreement in a private placement simultaneously with the Company’s initial public offering and are still held by the initial holders thereof or their permitted transferees are not subject to this notice of redemption.
 
The Public Warrants are traded on the over-the-counter market under the symbol “ISUNW” and the Common Stock is listed on Nasdaq under the symbol “ISUN.” On March 8, 2021, the last reported sale price of the Public Warrants was $2.40 and the last reported sale price of the Common Stock was $11.85.
 
TERMS OF REDEMPTION; CESSATION OF RIGHTS
 
The rights of the Warrant Holders to exercise their Public Warrants will terminate immediately prior to 6:30 p.m. New York City time on the Redemption Date. At 6:30 p.m. New York City time on the Redemption Date and thereafter, holders of unexercised Public 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 Public 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 Public Warrants. Note that the act of exercising is VOLUNTARY, meaning holders must instruct their broker to submit the Public Warrants for exercise.
 
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.
 
However, please note that this action does not preclude the earlier exercise of the Public Warrants. The Public Warrants may be exercised for cash in accordance with the terms therein at any time prior to the Redemption Date. In furtherance thereof, the Company agrees that it will honor all exercise notices with respect to the Public Warrants subject to this notice that are tendered through 6:30 p.m. (New York City time) on the Redemption Date.
 
The Company is exercising this right to redeem the Public Warrants pursuant to Section 6 of the Warrant Agreement. Pursuant to Section 6 of the Warrant Agreement, the Company has the right to redeem all of the outstanding Public Warrants if the last sales price of the Common Stock equals or exceeds $15.00 per share on each of twenty (20) trading days within a thirty (30) trading-day period. As of March 4, 2021 the sale price of the Company’s Common Stock has exceeded $15.00 per share on each of 20 trading days within a 30-day trading period. Under the terms of the Warrant Agreement, by providing this notice the Company is entitled to redeem the Public Warrants at any time more than thirty days (30) after the date of this notice.
 
EXERCISE PROCEDURE
 
Public Warrant Holders have until 6:30 p.m. New York City time on the Redemption Date to exercise their Public Warrants to purchase Common Stock. Public Warrants may only be exercised for cash. Each Public Warrant entitles the holder thereof to purchase one-half of one share of Common Stock at a cash price of $5.75 per Public Warrant exercised (the “Exercise Price”).
 
Payment of the Exercise Price 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.
 
Those who hold their 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.
 
Persons who are holders of record of their Public Warrants may exercise their Public Warrants by sending:
 

1.
The Warrant Certificate;
 

2.
A fully and properly completed “Subscription Form” (a form of which is attached hereto as Annex A), duly executed and indicating, among of things, the number of Public Warrants being exercised; and
 

3.
The exercise funds via wire transfer,
 
to:
 
Continental Stock Transfer & Trust Company
17 Battery Place
New York, NY 10004
Attention: Compliance Department
Telephone: (212) 509-4000
 
The method of delivery of the Public Warrants is at the option and risk of the holder, but if mail is used, registered mail properly insured is suggested.
 
The Warrant Certificate, the fully and properly completed Subscription Form and the exercise funds must be received by Continental Stock Transfer & Trust Company prior to 6:30 p.m. New York City time on the Redemption Date. Subject to the following paragraph, any failure to deliver a fully and properly completed Subscription Form together with the related Warrant Certificate and exercise funds before such time will result in such holder’s Public Warrants being redeemed at the Redemption Price of $0.01 per Public Warrant and not exercised.
 
For Warrant Holders who hold their Public  Warrants in “street name,” provided that the Exercise Price for the Public Warrants being exercised and a Notice of Guaranteed Delivery are received by the Warrant Agent prior to 6:30 p.m. New York City time on the Redemption Date, broker-dealers shall have two business days from the Redemption Date, or 6:30 p.m. New York City time on April 14, 2021, to deliver the Public Warrants to the Warrant Agent. Any such Public Warrant received without the Subscription Form or the 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 Public Warrant, and not for exercise.
 
PROSPECTUS
 
A prospectus covering the Common Stock issuable upon the exercise of the Public Warrants (and the supplements thereto) is included in a registration statement filed with, and declared effective by, the Securities and Exchange Commission (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.
 
REDEMPTION PROCEDURE
 
Payment of the Redemption Price will be made by the Company upon presentation and surrender of a Public Warrant for payment after 6:30 p.m. New York City time on the Redemption Date. Those who hold their Public Warrant in “street name” should contact their broker to determine their broker’s procedure for redeeming their Public Warrants.
 
*********************************
Any questions you may have about redemption and exercising your Public Warrants may be directed to the Warrant Agent at its address and telephone number set forth above.
 
 
Sincerely,
 
Jeffrey Peck
   
 
Jeffrey Peck
 
Chief Executive Officer, iSun, Inc.

ANNEX A
 
iSun, Inc.
 
SUBSCRIPTION FORM
 
To Be Executed by the Registered Holder in Order to Exercise Public Warrants
 
The undersigned Registered Holder irrevocably elects to exercise ___________________________Public Warrants represented by this Warrant Certificate, and to purchase the Common Stock issuable upon the exercise of such Public Warrants, and requests that Certificates for such shares shall be issued in the name of
 

(PLEASE TYPE OR PRINT NAME AND ADDRESS)



(SOCIAL SECURITY OR TAX IDENTIFICATION NUMBER)
and be delivered to
 
PLEASE PRINT OR TYPE NAME AND ADDRESS)

and, if such number of Public Warrants shall not be all the Public Warrants evidenced by this Warrant Certificate, that a new Warrant Certificate for the balance of such Public Warrants be registered in the name of, and delivered to, the Registered Holder at the address stated below:
 
Dated:

 
(SIGNATURE)
 
 
(ADDRESS)
 
 
 
(TAX IDENTIFICATION NUMBER)