THIS WARRANT AGREEMENT (this Agreement), dated as of July 13, 2020, is by and between Artius Acquisition Inc., a Cayman Islands exempted company (the Company), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the Warrant Agent).
WHEREAS, the Company has entered into that certain Private Placement Warrants Purchase Agreement (the Private Placement Warrants Purchase Agreement), with Artius Acquisition Partners LLC, a Delaware limited liability company (the Sponsor) pursuant to which the Sponsor will purchase an aggregate of 10,066,667 warrants (or up to 11,326,667 warrants in the aggregate to the extent the Over-allotment Option (as defined below) in connection with the Offering (as defined below) is exercised) simultaneously with the closing of the Offering (and the closing of the Over-allotment Option, if applicable) bearing the legend set forth in Exhibit A hereto (the Private Placement Warrants) at a purchase price of $1.50 per Private Placement Warrant; and
WHEREAS, in order to finance the Companys transaction costs in connection with an intended initial merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination, involving the Company and one or more businesses (a Business Combination), the Sponsor or an affiliate of the Sponsor or certain of the Companys officers and directors may, but are not obligated to, loan to the Company funds as the Company may require, of which up to $1,500,000 of such loans may be convertible into up to an additional 1,000,000 warrants, which will be identical to the Private Placement Warrants, at a price of $1.50 per warrant; and
WHEREAS, the Company is engaged in an initial public offering (the Offering) of units of the Companys equity securities, each such unit comprised of one Class A Ordinary Share of the Company, par value $0.0001 per share (Ordinary Share), and one-third of one Public Warrant (as defined below) (the Units) and, in connection therewith, has determined to issue and deliver up to 21,000,000 redeemable warrants (or up to 24,150,000 redeemable warrants to the extent the Over-allotment Option in connection with the Offering is exercised) to public investors in the Offering (the Public Warrants and, together with the Private Placement Warrants, the Warrants); and
WHEREAS, the Company has filed with the Securities and Exchange Commission (the Commission) registration statements on Form S-1, File Nos. 333-239421 and 333-239841 (the Registration Statements), and prospectus (the Prospectus) for the registration, under the Securities Act of 1933, as amended (the Securities Act), of the Units, the Public Warrants and the Ordinary Shares included in the Units; and
WHEREAS, the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants; and