EX-4.3



 Exhibit 4.3 

[Form of Warrant Certificate] 

[FACE] 
  

					
	NUMBER	  		  	CUSIP                

 MODERN MEDIA ACQUISITION CORP. 

INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE 

WARRANTS 
 THIS WARRANT
SHALL BE VOID IF NOT EXERCISED PRIOR TO 
 THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR 

IN THE WARRANT AGREEMENT DESCRIBED BELOW 
  

							
	 This Certifies that
	 	          
	  	 is the
	  	
				
	 registered holder of
	 	          
	  	 Warrant(s)
	  	

 (the “Warrants” and each, a “Warrant”) to purchase shares of common stock, $0.0001 par value (“Common
Stock”), of Modern Media Acquisition Corp., a Delaware corporation (the “Corporation”). 
 Each Warrant entitles the holder,
upon exercise during the period set forth in the Warrant Agreement referred to below, to receive from the Corporation that number of fully paid and nonassessable shares of Common Stock as set forth below, at the exercise price (the “Exercise
Price”) as determined pursuant to the Warrant Agreement, payable in lawful money (or through “cashless exercise” as provided for in the Warrant Agreement) of the United States of America upon surrender of this Warrant Certificate and
payment of the Exercise Price at the office or agency of the Warrant Agent referred to below, subject to the conditions set forth herein and in the Warrant Agreement. Defined terms used in this Warrant Certificate but not defined herein shall have
the meanings given to them in the Warrant Agreement. 
 Each whole Warrant is initially exercisable for one fully paid and non-assessable share of Common Stock. Only whole Warrants are exercisable. No fractional shares will be issued upon the exercise of any Warrant. If, upon the exercise of Warrants, a holder would be entitled to
receive a fractional interest in a share of Common Stock, the Corporation will, upon exercise, round down to the nearest whole number the number of shares of Common Stock to be issued to the Warrant holder. The number of the shares of Common Stock
issuable upon exercise of the Warrants is subject to adjustment upon the occurrence of certain events as set forth in the Warrant Agreement. 

The initial Exercise Price per share of Common Stock for any Warrant is equal to $11.50 per share. The Exercise Price is subject to adjustment
upon the occurrence of certain events as set forth in the Warrant Agreement. 
 Subject to the conditions set forth in the Warrant
Agreement, the Warrants may be exercised only during the Exercise Period and to the extent not exercised by the end of such Exercise Period, such Warrants shall become void. 

Reference is hereby made to the further provisions of this Warrant Certificate set forth on the reverse hereof and such further provisions
shall for all purposes have the same effect as though fully set forth at this place. 
 This Warrant Certificate shall not be valid unless
countersigned by the Warrant Agent, as such term is used in the Warrant Agreement. 
 This Warrant Certificate shall be governed by and
construed in accordance with the internal laws of the State of New York, without regard to conflicts of laws principles thereof. 







 
			
	MODERN MEDIA ACQUISITION CORP.
		
	By:	 	  

		 	Name:
		 	Title:
	
	 CONTINENTAL STOCK TRANSFER & TRUST COMPANY, as Warrant Agent

		
	By:	 	  

		 	Name:
		 	Title:









 [Form of Warrant Certificate] 

[BACK] 
 The Warrants evidenced
by this Warrant Certificate are part of a duly authorized issue of Warrants entitling the holder on exercise to receive                shares of Common Stock and are
issued or to be issued pursuant to a Warrant Agreement dated as of                , 2017 (the “Warrant Agreement”), duly executed and delivered by the
Corporation to Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”), which Warrant Agreement is hereby incorporated by reference in and made a part of this instrument and is
hereby referred to for a description of the rights, limitation of rights, obligations, duties and immunities thereunder of the Warrant Agent, the Corporation and the holders (the words “holders” or “holder” meaning the Registered
Holders or Registered Holder, respectively) of the Warrants. A copy of the Warrant Agreement may be obtained by the holder hereof upon written request to the Corporation. Defined terms used in this Warrant Certificate but not defined herein shall
have the meanings given to them in the Warrant Agreement. 
 Warrants may be exercised at any time during the Exercise Period set forth in
the Warrant Agreement. The holder of Warrants evidenced by this Warrant Certificate may exercise them by surrendering this Warrant Certificate, with the form of Election to Purchase set forth hereon properly completed and executed, together with
payment of the Exercise Price as specified in the Warrant Agreement (or through “cashless exercise” as provided for in the Warrant Agreement) at the principal corporate trust office of the Warrant Agent. In the event that upon any exercise
of Warrants evidenced hereby the number of Warrants exercised shall be less than the total number of Warrants evidenced hereby, there shall be issued to the holder hereof or his, her or its assignee, a new Warrant Certificate evidencing the number
of Warrants not exercised. 
 Notwithstanding anything else in this Warrant Certificate or the Warrant Agreement, no Warrant may be
exercised unless at the time of exercise (i) a registration statement covering the shares of Common Stock to be issued upon exercise is effective under the Securities Act and (ii) a prospectus thereunder relating to the shares of Common
Stock is current, except through “cashless exercise” as provided for in the Warrant Agreement. 
 The Warrant Agreement provides
that upon the occurrence of certain events the number of shares of Common Stock issuable upon exercise of the Warrants set forth on the face hereof may, subject to certain conditions, be adjusted. Only whole Warrants are exercisable. If, upon
exercise of a Warrant, the holder thereof would be entitled to receive a fractional interest in a share of Common Stock, the Corporation shall, upon exercise, round down to the nearest whole number of shares of Common Stock to be issued to the
holder of the Warrant. 
 Warrant Certificates, when surrendered at the principal corporate trust office of the Warrant Agent by the
Registered Holder thereof in person or by legal representative or 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 evidencing in the aggregate a like number of Warrants. 
 Upon due
presentation for registration of transfer of this Warrant Certificate at the office 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 tax or other governmental charge imposed in connection therewith. 

The Corporation and the Warrant Agent may deem and treat the Registered Holder(s) hereof 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 holder(s) hereof, and for all other purposes, and neither the Corporation nor the Warrant Agent
shall be affected by any notice to the contrary. Neither the Warrants nor this Warrant Certificate entitles any holder hereof to any rights of a stockholder of the Corporation. 







 Election To Purchase 

(To Be Executed Upon Exercise of Warrant) 

The undersigned hereby irrevocably elects to exercise the right, represented by this Warrant Certificate, to
receive                shares of Common Stock and herewith tenders payment for such shares to the order of Modern Media Acquisition Corp. (the “Corporation”)
in the amount of $                in accordance with the terms hereof. The undersigned requests that a Certificate for such shares be registered in the name
of                , whose address is                and that such shares be delivered
to                 , whose address is                . If said number of shares is less
than all of the shares of Common Stock purchasable hereunder, the undersigned requests that a new Warrant Certificate representing the remaining balance of such shares be registered in the name
of                , whose address is                , and that such Warrant Certificate
be delivered to                , whose address is                . 

In the event that the Warrant has been called for redemption by the Corporation pursuant to Section 6 of the Warrant
Agreement and the Corporation has required cashless exercise pursuant to Section 6.3 of the Warrant Agreement, the number of shares that this Warrant is exercisable for shall be determined in accordance with
subsection 3.3.1(b) and Section 6.3 of the Warrant Agreement. 
 In the event that the
Warrant is a Private Placement Warrant that is to be exercised on a “cashless” basis pursuant to subsection 3.3.1(c) of the Warrant Agreement, the number of shares that this Warrant is exercisable for shall be
determined in accordance with subsection 3.3.1(c) of the Warrant Agreement. 
 In the event that the Warrant is to
be exercised on a “cashless” basis pursuant to Section 7.4 of the Warrant Agreement, the number of shares that this Warrant is exercisable for shall be determined in accordance with
Section 7.4 of the Warrant Agreement. 
 In the event that the Warrant may be exercised, to the extent allowed by
the Warrant Agreement, through cashless exercise (i) the number of shares that this Warrant is exercisable for would be determined in accordance with the relevant section of the Warrant Agreement which allows for such cashless exercise and
(ii) the holder hereof shall complete the following: The undersigned hereby irrevocably elects to exercise the right, represented by this Warrant Certificate, through the cashless exercise provisions of the Warrant Agreement, to receive shares
of Common Stock. If said number of shares is less than all of the shares of Common Stock purchasable hereunder (after giving effect to the cashless exercise), the undersigned requests that a new Warrant Certificate representing the remaining balance
of such shares be registered in the name of                 , whose address
is                 , and that such Warrant Certificate be delivered to                 ,
whose address is                 . 
  

					
	Date:                 ,	 		 	
		 		 	  

		 		 	(Signature)
			
		 		 	  

		 		 	  

		 		 	  

		 		 	  

		 		 	(Address)
			
		 		 	  

		 		 	(Tax Identification Number)








 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 UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED).