Blueprint
Exhibit 4.2
C
BIG ROCK PARTNERS ACQUISITION CORP.
INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE
COMMON STOCK
SEE REVERSE FOR
CERTAIN DEFINITIONS
This Certifies that
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CUSIP 089482 103
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is the owner of
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FULLY PAID AND NON-ASSESSABLE SHARES OF THE PAR VALUE OF $0.001
EACH
OF THE COMMON STOCK OF
BIG ROCK PARTNERS ACQUISITION CORP.
transferable on the books of the Corporation in person or by duly
authorized attorney upon surrender of this certificate properly
endorsed. The Corporation will be forced to liquidate if it is
unable to complete an initial business combination within the
period of time as set forth in the Corporation’s Amended and
Restated Certificate of Incorporation, as the same may be amended
from time to time, all as more fully described in the
Corporation’s final prospectus
dated ,
2017
This certificate is not valid unless countersigned by the Transfer
Agent and registered by the Registrar.
Witness the facsimile seal of the Corporation and the facsimile
signatures of its duly authorized officers.
Dated:
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CHAIRMAN
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[INSERT SEAL HERE]
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SECRETARY
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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
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as tenants in common
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UNIF GIFT MIN ACT-
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Custodian
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TEN ENT
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as tenants by the entireties
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(Cust)
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(Minor)
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JT TEN
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as joint tenants with right of survivorship
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under Uniform Gifts to Minors
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and not as tenants in common
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Act
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(State)
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Additional abbreviations may also be used though not in the above
list.
Big Rock Partners Acquisition Corp.
The Corporation 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 Corporation 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 providing for the issue of
shares of Preferred Stock (copies of which may be obtained from the
secretary of the Corporation), 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
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(PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE, OF
ASSIGNEE)
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of the capital stock represented by the within Certificate, and do
hereby irrevocably constitute and appoint
to transfer the said stock on the books of the within named
Corporation will full power of substitution in the
premises.
Dated_____________
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Notice:
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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.
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Signature(s) Guaranteed:
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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).
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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.