Exhibit 4.1


 


	NUMBER	UNITS 
	U-	 


 


SEE REVERSE FOR CERTAIN DEFINITIONS


 


CUSIP 624745 204 


 


MUDRICK CAPITAL ACQUISITION CORPORATION 


 


UNITS CONSISTING OF ONE SHARE OF CLASS A
COMMON STOCK AND ONE WARRANT, 


EACH WARRANT ENTITLING THE HOLDER TO PURCHASE
ONE SHARE OF CLASS A COMMON STOCK 


 


THIS CERTIFIES THAT                     
is the owner of          Units.


 


Each Unit (“Unit”)
consists of one (1) share of Class A common stock, par value $0.0001 per share (“Common Stock”),
of Mudrick Capital Acquisition Corporation, a Delaware corporation (the “Company”), and one warrant (the
“Warrant”). Each Warrant entitles the holder to purchase one (1) share (subject to adjustment)
of Common Stock for $11.50 per share (subject to adjustment). Each Warrant will become exercisable on the later of (i) thirty
(30) days after the Company’s completion of a merger, capital stock exchange, asset acquisition, stock purchase, reorganization
or other similar business combination with one or more businesses (each a “Business Combination”), or
(ii) twelve (12) months from the closing of the Company’s initial public offering, and will expire unless exercised
before 5:00 p.m., New York City Time, on the date that is five (5) years after the date on which the Company completes its
initial Business Combination, or earlier upon redemption or liquidation (the “Expiration Date”). The
Common Stock and Warrants comprising the Units represented by this certificate are not transferable separately prior to            , 2018,
unless Cantor Fitzgerald & Co. elects to allow separate trading earlier, subject to the Company’s filing of a Current
Report on Form 8-K with the Securities and Exchange Commission containing an audited balance sheet reflecting the Company’s
receipt of the gross proceeds of the Company’s initial public offering and issuing a press release announcing when separate
trading will begin. The terms of the Warrants are governed by a Warrant Agreement, dated as of              , 2018, between the Company
and Continental Stock Transfer & Trust Company, as 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. Copies of the
Warrant Agreement are on file at the office of the Warrant Agent at 1 State Street, 30th Floor, New York, New York 10004,
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 Company.


 


This certificate shall be governed by and construed
in accordance with the internal laws of the State of New York.


 


Witness the facsimile signature of a duly authorized
signatory of the Company.


 


	 	 	 	 	 
	Authorized Signatory	 	 	 	Transfer Agent


 




     


     


    

 


Mudrick Capital Acquisition Corporation 


 


The Company will furnish without charge to
each unitholder 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 Company 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 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)


 


Units represented by the within Certificate,
and do hereby irrevocably constitute and appoint 


 


Attorney to transfer the said Units 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.


 


	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 S.E.C. RULE 17Ad-15 (OR ANY SUCCESSOR RULE).	 


 


In each case, as more fully described in
the Company’s final prospectus dated                   ,
2018, the holder(s) of this certificate shall be entitled to receive a pro-rata portion of certain funds held in the trust
account established in


 




     


     


    

 


connection with its initial public offering
only in the event that (i) the Company redeems the shares of Class A common stock sold in the Company’s initial
public offering and liquidates because it does not consummate an initial business combination by                   ,
2020, (ii) the Company redeems the shares of Class A common stock sold in its initial public offering in connection with
a stockholder vote to amend the Company’s amended and restated certificate of incorporation to modify the substance or timing
of the Company’s obligation to redeem 100% of the Class A common stock if it does not consummate an initial business
combination by                   , 2020,
or (iii) if the holder(s) seek(s) to redeem for cash his, her or its respective shares of Class A common stock
in connection with a tender offer (or proxy solicitation, solely in the event the Company seeks stockholder approval of the proposed
initial business combination) setting forth the details of a proposed initial business combination. In no other circumstances shall
the holder(s) have any right or interest of any kind in or to the trust account.