Exhibit 4.3


 


SPECIMEN WARRANT
CERTIFICATE


 


	NUMBER	 	[·] WARRANTS
	WA-	 	 


 


(THIS WARRANT
WILL BE VOID IF NOT EXERCISED PRIOR TO 5:00 P.M.


NEW YORK CITY
TIME, FIVE YEARS FROM THE CLOSING DATE OF THE COMPANY'S INITIAL


BUSINESS COMBINATION)


AMERICAS TECHNOLOGY
ACQUISITION CORP.


 


CUSIP G0404A 110


 


WARRANT


 


THIS WARRANT CERTIFIES THAT, for value
received, or registered agents, is the registered holder of a Warrant or Warrants (the “Warrant”), expiring on a date
which is five (5) years from the completion of the Company’s initial business combination, to purchase one fully paid
and non-assessable ordinary share (the “Warrant Shares”), par value US$0.0001 per share (the “Ordinary Shares”),
of AMERICAS TECHNOLOGY ACQUISITION CORP., a Cayman Islands exempted company (the “Company”), for each Warrant evidenced
by this Warrant Certificate. This Warrant Certificate is subject to and shall be interpreted under the terms and conditions of
the Warrant Agreement (as defined below).


 


The Warrant entitles the holder thereof
to purchase from the Company, from time to time, in whole or in part, commencing on the later to occur of (i) the completion
of the Company's initial business combination and (ii) twelve (12) months following the closing of the Company’s initial
public offering, such number of Warrant Shares at the price of US$11.50 per share (the “Warrant Price”), upon surrender
of this Warrant Certificate and payment of the Warrant Price at the office or agency of Continental Stock Transfer & Trust
Company (the “Warrant Agent”), such payment to be made subject to the conditions set forth herein and in the Warrant
Agreement, dated [·], 2020, between the Company and the Warrant Agent (the “Warrant Agreement”). In no event
shall the registered holder(s) of this Warrant be entitled to receive a net-cash settlement in lieu of physical settlement
in Warrant Shares of the Company. The Warrant Agreement provides that, upon the occurrence of certain events, the Warrant Price,
the Redemption Trigger Price (defined below) and the number of Warrant Shares purchasable hereunder, set forth on the face hereof,
may be adjusted, subject to certain conditions. The term Warrant Price as used in this Warrant Certificate refers to the price
per Warrant Share at which Warrant Shares may be purchased at the time the Warrant is exercised. Only whole Ordinary Shares may
be issued upon exercise of this Warrant.


 


This Warrant will expire on the date first
referenced above if it is not exercised prior to such date by the registered holder pursuant to the terms of the Warrant Agreement
or if it is not redeemed by the Company prior to such date.


 


No fraction of a Share will be issued upon
any exercise of a Warrant. If, upon exercise of a Warrant, a holder would be entitled to receive a fractional interest in an Ordinary
Share, the Company shall, upon exercise, issue or cause to be issued (by rounding up or down to the nearest whole number) such
whole number of Ordinary Shares issuable on such exercise (and such fraction of an Ordinary Share will be disregarded).


 


Upon any exercise of the Warrant for less
than the total number of full Warrant Shares provided for herein, there shall be issued to the registered holder(s) hereof
or its assignee(s) a new Warrant Certificate covering the number of Warrant Shares for which the Warrant has not been exercised.


 


Warrant Certificates, when surrendered
at the office or agency of the Warrant Agent by the registered holder(s) hereof in person or by attorney duly authorized in
writing, may be exchanged in the manner and subject to the limitations provided in the Warrant Agreement, but without payment of
any service charge, for another Warrant Certificate or Warrant Certificates of like tenor and evidencing in the aggregate a like
number of Warrants.


 


Upon due presentment for registration of
transfer of the Warrant Certificate at the office or agency of the Warrant Agent, a new Warrant Certificate or Warrant Certificates
of like tenor and evidencing in the aggregate a like number of Warrants shall be issued to the transferee(s) in exchange for
this Warrant Certificate, subject to the limitations provided in the Warrant Agreement, without charge except for any applicable
tax or other governmental charge.


 


The Company and the Warrant Agent may deem
and treat the registered holder(s) as the absolute owner(s) of this Warrant Certificate (notwithstanding any notation
of ownership or other writing hereon made by anyone) for the purpose of any exercise hereof, of any distribution to the registered
holder(s), and for all other purposes, and neither the Company nor the Warrant Agent shall be affected by any notice to the contrary.


 






     


     


    

 


This Warrant does not entitle the registered
holder(s) to any of the rights of a shareholder of the Company.


 


After the Warrant becomes exercisable and
prior to its expiration date, the Company reserves the right to call the Warrant at any time, with a notice of call in writing
to the holder(s) of record of the Warrant, giving 30 days' notice of such call if the last reported sale price of the Warrant
Shares has been equal to or greater than US$18.00 per share (the “Redemption Trigger Price”) of the Warrant Price for
any 20 trading days within a 30 consecutive trading day period commencing once the Warrant becomes exercisable and ending on the
third business day prior to the date on which notice of such call is given, provided that (i) a registration statement under
the Act with respect to the Ordinary Shares issuable upon exercise must be effective and a current prospectus must be available
for use by the registered holders hereof or (ii) the Warrants may be exercised on cashless basis as set forth in the Warrant
Agreement and such cashless exercise is exempt from registration under the United States Securities Act of 1933, as amended. The
call price is US$0.01 per Warrant Share.


 


If the foregoing conditions are satisfied
and the Company calls the Warrant for redemption, each holder will then be entitled to exercise his, her or its Warrant prior to
the date scheduled for redemption; provided that the Company may require the Registered Holder who desires to exercise the Warrant,
to elect cashless exercise as set forth in the Warrant Agreement, and such Registered Holder must exercise the Warrants on a cashless
basis if the Company so requires. Any Warrant either not exercised or tendered back to the Company by the end of the date specified
in the notice of call shall be canceled on the books of the Company and have no further value except for the $0.01 call price.


 


This Warrant shall be governed and construed
in accordance with the internal laws of the State of New York, without regard to conflicts of laws principles thereof.


 


COUNTERSIGNED:


 


CONTINENTAL STOCK TRANSFER & TRUST
COMPANY


 


WARRANT AGENT


 


	BY:	 	 
	 	 	 
	AUTHORIZED OFFICER	 	 
	 	 	 
	 	 	 
	DATED:	 	 
	 	 	 
	 	 	 
	(Signature)	 	 
	 	 	 
	CHIEF EXECUTIVE OFFICER	 	 
	 	 	 
	(Signature)	 	 
	 	 	 
	SECRETARY	 	 
	 	 	 


 


[REVERSE OF CERTIFICATE]


 






     


     


    

 


SUBSCRIPTION FORM


 


To Be Executed by the Registered Holder(s) in
Order to Exercise Warrants


 


The undersigned hereby irrevocably elects
to exercise the right, represented by this Warrant Certificate, to receive Ordinary Shares in accordance with the terms of this
Warrant Certificate and pursuant to the method selected below. Capitalized terms used herein and not otherwise defined have the
respective meanings set forth in the Warrant Certificate. PLEASE CHECK ONE METHOD OF PAYMENT:


 


	a	 “Cash Exercise” with respect to Warrant Shares; and/or


 


	 	a “Cashless Exercise” with respect to Warrant Shares because on the date of this exercise, there is no effective registration statement registering the Warrant Shares, or the prospectus contained therein is not available for the resale of the Warrant Shares, in which event the Company shall deliver to the registered holder(s) Ordinary Shares pursuant to Section 3.3.2 of the Warrant Agreement.
	 
	 
	 


 


The undersigned requests that a certificate
for such shares be registered in the name(s) of


 


	 
	(PLEASE TYPE OR PRINT NAME(S) AND ADDRESS)
	 
	 
	 
	(SOCIAL SECURITY OR TAX IDENTIFICATION NUMBER(S))


 


	and be delivered to	 	 



 






     


     


    

 


  (PLEASE
PRINT OR TYPE NAME(S) AND ADDRESS)



 


and, if such number of Warrants shall not
be all the Warrants evidenced by this Warrant Certificate, that a new Warrant Certificate for the balance of such Warrants be registered
in the name of, and delivered to, the registered holder(s) at the address(es) stated below:


 


Dated:


 


	 	 	 
	(SIGNATURE(S))	 	 
	 	 	 
	 	 	 
	(ADDRESS(ES))	 	 
	 	 	 
	 	 	 
	 	 	 
	 	 	 
	(TAX IDENTIFICATION NUMBER(S))	 	 


 


ASSIGNMENT


 


To Be Executed by the Registered Holder in Order to Assign Warrants


 


For Value Received, hereby sell(s), assign(s), and transfer(s) unto


 


	 	 	 
	 	 	 
	(PLEASE TYPE OR PRINT NAME(S) AND ADDRESS(ES))	 	 
	 	 	 
	 	 	 
	 	 	 
	 	 	 


 


(SOCIAL SECURITY OR TAX IDENTIFICATION NUMBER(S))


 


	and to be delivered to	 	 	 	 



 


  (PLEASE PRINT OR TYPE NAME(S) AND ADDRESS(ES))  



 


	 	 	 
	 	 	 
	 	 	 
	(SOCIAL SECURITY OR TAX IDENTIFICATION NUMBER(S))	 	 


 


of the Warrants represented by this Warrant Certificate, and
hereby irrevocably constitute and appoint Attorney to transfer this Warrant Certificate on the books of the Company, with full
power of substitution in the premises.


 


	Dated:	 	 
	 	 	 
	 	 	 
	(SIGNATURE(S))	 	 


 


NOTICE: THE SIGNATURE(S) 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:


 


	By	 	 	 


 


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).