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Alpine Acquisition Corp. – IPO: ‘S-1’ on 7/21/21 – ‘EX-4.2’

On:  Wednesday, 7/21/21, at 8:45am ET   ·   Accession #:  1213900-21-37828   ·   File #:  333-258063

Previous ‘S-1’:  None   ·   Next & Latest:  ‘S-1/A’ on 8/19/21   ·   7 References:   

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 7/21/21  Alpine Acquisition Corp.          S-1                   22:3.8M                                   EdgarAgents LLC/FA

Initial Public Offering (IPO):  Registration Statement (General Form)   —   Form S-1   —   SA’33

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: S-1         Registration Statement (General Form)               HTML   2.43M 
 2: EX-1.1      Form of Underwriting Agreement                      HTML    190K 
 3: EX-3.1      Certificate of Incorporation                        HTML     27K 
 4: EX-3.2      Form of Amended and Restated Certificate of         HTML     42K 
                Incorporation                                                    
 5: EX-3.3      Articles of Incorporation/Organization or Bylaws    HTML     75K 
 6: EX-4.1      Specimen Unit Certificate                           HTML     25K 
 7: EX-4.2      Specimen Common Stock Certificate                   HTML     24K 
 8: EX-4.3      Specimen Warrant Certificate                        HTML     26K 
 9: EX-4.4      Form of Warrant Agreement Between Continental       HTML     85K 
                Stock Transfer & Trust Company and the Registrant                
10: EX-5.1      Opinion of Graubard Miller                          HTML     14K 
11: EX-10.1     Form of Letter Agreement Among the Registrant and   HTML     42K 
                Each of the Sponsor, Directors and Officers of the               
                Registrant                                                       
12: EX-10.2     Form of Investment Management Trust Agreement       HTML     70K 
                Between Continental Stock Transfer & Trust Company               
                and the Registrant                                               
13: EX-10.3     Form of Registration Rights Agreement Between the   HTML     82K 
                Registrant and Securityholders                                   
14: EX-10.4     Form of Indemnity Agreement                         HTML     67K 
15: EX-10.5     Form of Administrative Services Agreement           HTML     13K 
16: EX-10.6     Form of Subscription Agreement for Private          HTML     25K 
                Placement                                                        
17: EX-10.7     Promissory Note                                     HTML     18K 
18: EX-14       Form of Code of Ethics                              HTML     36K 
19: EX-23.1     Consent of Marcum LLP                               HTML      9K 
20: EX-99.1     Audit Committee Charter                             HTML     30K 
21: EX-99.2     Compensation Committee Charter                      HTML     25K 
22: EX-99.3     Nominating Committee Charter                        HTML     28K 


‘EX-4.2’   —   Specimen Common Stock Certificate


This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



Exhibit 4.2

 

NUMBER SHARES
   

_________C

  

 

ALPINE ACQUISITION CORPORATION

 

INCORPORATED UNDER THE LAWS OF DELAWARE

 

COMMON STOCK

 

SEE REVERSE FOR
CERTAIN DEFINITIONS

 

   CUSIP
This Certifies that  
    
is the owner of   

 

 

FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK OF THE PAR VALUE OF $0.0001 EACH OF

 

ALPINE ACQUISITION CORPORATION

 

transferable on the books of the Company in person or by duly authorized attorney upon surrender of this certificate properly endorsed.

The Company will be forced to redeem all of its shares of Common Stock issued in its initial public offering and liquidate if it is unable to complete an initial business combination within the time period set forth in the Company’s Amended and Restated Certificate of Incorporation, as in effect at such time.
This certificate is not valid unless countersigned by the Transfer Agent and registered by the Registrar.
Witness the facsimile seal of the Company and the facsimile signatures of its duly authorized officers.

 

Dated:      
       
       
CHAIRMAN   SECRETARY

 

 C: 

 

 

 

The following abbreviations, when used in the inscription on the face of this certificate, shall be construed as though they were written out in full according to applicable laws or regulations:

 

TEN COM - as tenants in common   UNIF GIFT MIN ACT -   Custodian  
            (Cust)   (Minor)
TEN ENT - as tenants by the entireties        
            under Uniform Gifts to Minors Act
JT TEN - as joint tenants with right of survivorship and not as tenants in common      
            (State)

 

Additional abbreviations may also be used though not in the above list.

 

Alpine Acquisition Corporation

 

The Company will furnish without charge to each stockholder who so requests the powers, designations, preferences, and relative, participating, optional, or other special rights of each class of stock or series thereof of the Company and the qualifications, limitations, or restrictions of such preferences, and/or rights. This certificate and the shares represented thereby are issued and shall be held subject to all the provisions of the Certificate of Incorporation and all amendments thereto and resolutions of the Board of Directors (copies of which may be obtained from the secretary of the Company), to all of which the holder of this certificate by acceptance hereof assents.

 

For value received, ___________________________ hereby sell, assign and transfer unto

 

PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE
 
  
  
  

 

 

 

(PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE, OF ASSIGNEE)

 

 

 

 

 

 

shares of the capital stock represented by the within Certificate, and do hereby irrevocably constitute and appoint __________________________________________________________________________________________ Attorney to transfer the said stock on the books of the within named Company with full power of substitution in the premises.

 

Dated      
       
   Notice:The signature to this assignment must correspond with the name as written upon the face of the certificate in every particular, without alteration or enlargement or any change whatever.

 

 C: 

 C: 2

 

 

Signature(s) Guaranteed:

 

 

THE 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 S.E.C. RULE 17Ad-15).  

 

The holder(s) of this certificate shall be entitled to receive a pro-rata portion of the funds from the trust account only in the event that (i) the Corporation is forced to liquidate because it does not consummate an initial business combination within the period of time set forth in the Corporation’s Amended and Restated Certificate of Incorporation, as the same may be amended from time to time (the “Charter”) or (ii) if the holder seeks to convert his shares upon consummation of, or sell his shares in a tender offer in connection with, an initial business combination or in connection with certain amendments to the Charter. In no other circumstances shall the holder(s) have any right or interest of any kind in or to the trust account.

 

 C: 

3


7 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/01/23  Alpine Acquisition Corp.          S-4/A                 60:87M                                    EdgarAgents LLC/FA
 1/13/23  Alpine Acquisition Corp.          S-4/A                 61:87M                                    EdgarAgents LLC/FA
12/16/22  Alpine Acquisition Corp.          S-4/A                 62:87M                                    EdgarAgents LLC/FA
10/11/22  Alpine Acquisition Corp.          S-4/A                 63:85M                                    EdgarAgents LLC/FA
 8/12/22  Alpine Acquisition Corp.          S-4                   59:57M                                    EdgarAgents LLC/FA
 3/31/22  Alpine Acquisition Corp.          10-K       12/31/21   52:3.3M                                   EdgarAgents LLC/FA
 8/19/21  Alpine Acquisition Corp.          S-1/A                  2:2.5M                                   EdgarAgents LLC/FA
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Filing Submission 0001213900-21-037828   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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