HECKMANN CORPORATION
Exhibit 4.6
NUMBER | UNITS | |
U |
SEE REVERSE FOR
CERTAIN DEFINITIONS
HECKMANN CORPORATION
CUSIP:
UNITS CONSISTING OF ONE SHARE OF COMMON STOCK AND
ONE WARRANT TO PURCHASE ONE SHARE OF COMMON STOCK
THIS CERTIFIES THAT is the owner of Units.
Each Unit (Unit) consists of one (1) share of common stock, par value $.001 per share (the Common Stock), of Heckmann Corporation, a Delaware corporation (the Corporation), and one warrant (the Warrant). The Warrant entitles the holder to purchase one (1) share of Common Stock for $7.50 per share (subject to adjustment pursuant to the Warrant Agreement, as described below). The Warrant is exercisable immediately and will expire unless exercised before 5:00 p.m., New York City time, on , 2011 [four years after the effective date of the registration statement relating to the initial public offering of the Units], or earlier upon redemption (the Expiration Date). The terms of the Warrants are governed by a Warrant Agreement, dated as of , 2007, between the Corporation and American Stock Transfer & Trust Company (the Warrant Agent) and are subject to the terms and provisions contained therein, all of which terms and provisions the holder of this certificate consents to by acceptance hereof. This Unit Certificate shall be governed in accordance with the laws of the State of Delaware. Copies of the Warrant Agreement are on file at the office of the Warrant Agent at 59 Maiden Lane, New York, New York 10038 and are available to any Warrant holder on written request and without cost.
This certificate is not valid unless countersigned by the Transfer Agent and Registrar of the Corporation.
Witness the facsimile seal of the Corporation and the facsimile signature of its duly authorized officers.
HECKMANN CORPORATION
CORPORATE
DELAWARE
SEAL
2007
By: |
|
| ||||
President | Secretary |
Countersigned By: |
| |
Transfer Agent |
1
HECKMANN CORPORATION
The Corporation will furnish without charge to each unit holder who so requests, a statement of the powers, designations, preferences and relative, participating, optional or other special rights of each class of stock or series thereof of the Corporation and the qualifications, limitations, or restrictions of such preferences and/or rights.
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 | ||
TEN ENT | as tenants by the entireties | (Cust) (Minor) | ||
JT TEN | as joint tenants with right of survivorship and not as tenants in common | under Uniform Gifts to Minors Act | ||
(State) |
Additional abbreviations may also be used though not in the above list.
FOR VALUE RECEIVED, HEREBY SELLS, ASSIGNS AND TRANSFERS UNTO (PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF ASSIGNEE)
__________________________________
__________________________________
(PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE, OF ASSIGNEE)
UNITS REPRESENTED BY THE WITHIN CERTIFICATE, AND DOES HEREBY IRREVOCABLY CONSTITUTE AND APPOINT ATTORNEY TO TRANSFER THE SAID UNITS ON THE BOOKS OF THE WITHIN NAMED CORPORATION 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. |
Signature(s) Guaranteed: |
|
THE SIGNATURE(S) MUST 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 SECURITIES AND EXCHANGE COMMISSION RULE 17Ad15). |
2