PELICAN ACQUISITION CORPORATIONSecurities Subscription Agreement • May 1st, 2025 • Pelican Acquisition Corp • Blank checks • New York
This agreement (the “Agreement”) is entered into on August 22, 2024 by and between Pelican Sponsor LLC, a Delaware Limited Liability Company (the “Subscriber” or “you”), and Pelican Acquisition Corporation, a Cayman Islands exempted Company (the “Company,” “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 2,875,000 ordinary shares, $0.0001 par value per share, up to 375,000 of which are subject to forfeiture by you if the underwriters of the initial public offering (the “IPO”) of the Company’s units (the “Units”), each Unit consisting of one ordinary share and one right, do not fully exercise their over-allotment option (the “Over-allotment Option”) (herein referred to as the “Shares”). The Company and the Subscriber’s agreements regarding such Shares are as follows:
Berto Acquisition Corp. Las Vegas, Nevada 89144Securities Subscription Agreement • April 18th, 2025 • Berto Acquisition Corp. • Blank checks • New York
Berto Acquisition Corp., a Cayman Islands exempted company limited by shares (the “Company,” “we” or “us”) is pleased to accept the offer made by Equity Trust Company Custodian FBO Harry Lee You IRA (the “Subscriber” or “you”) to subscribe for and purchase 2,300,000 ordinary shares of the Company, of US$0.0001 par value per share (the “Shares”), up to 300,000 of which are subject to surrender and cancellation by you to the extent that the underwriters of the initial public offering (“IPO”) of the Company’s units, each expected to be comprised of one ordinary share and one-half of one redeemable warrant to purchase one ordinary share (“Units”), do not fully exercise their option to purchase additional Units to cover over-allotments (the “Over-allotment Option”). The Company and the Subscriber’s agreements regarding such Shares are as follows:
Rithm Acquisition Corp. c/o Rithm Capital Corp. 799 Broadway, 8th Floor New York, New York 10003Securities Subscription Agreement • February 3rd, 2025 • Rithm Acquisition Corp. • Blank checks • Delaware
This agreement (this "Agreement") is entered into on November 26, 2024 by and between Rithm Acquisition Corp Sponsor LLC, a Delaware limited liability company (the "Subscriber" or "you"), and Rithm Acquisition Corp., a Cayman Islands exempted company (the "Company"). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 5,750,000 Class B ordinary shares, $0.0001 par value per share (the "Shares"), up to 750,000 of which are subject to surrender and cancellation by you, as further described in Section 3.1 below, to the extent the underwriters of the initial public offering ("IPO") of Class A ordinary shares, $0.0001 par value per share, of the Company do not fully exercise their over-allotment option (the "Over-allotment Option"). For the purposes of this Agreement, references to “Ordinary Shares” are to, collectively, the Class B ordinary shares, $0.0001 par value per share (the "Class B Ordinary Shares") and the Company’s Class A ordina
Rithm Acquisition Corp. c/o Rithm Capital Corp. 799 Broadway, 8th Floor New York, New York 10003Securities Subscription Agreement • December 20th, 2024 • Rithm Acquisition Corp. • Blank checks • Delaware
This agreement (this "Agreement") is entered into on November 26, 2024 by and between Rithm Acquisition Corp Sponsor LLC, a Delaware limited liability company (the "Subscriber" or "you"), and Rithm Acquisition Corp., a Cayman Islands exempted company (the "Company"). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 5,750,000 Class B ordinary shares, $0.0001 par value per share (the "Shares"), up to 750,000 of which are subject to surrender and cancellation by you, as further described in Section 3.1 below, to the extent the underwriters of the initial public offering ("IPO") of Class A ordinary shares, $0.0001 par value per share, of the Company do not fully exercise their over-allotment option (the "Over-allotment Option"). For the purposes of this Agreement, references to “Ordinary Shares” are to, collectively, the Class B ordinary shares, $0.0001 par value per share (the "Class B Ordinary Shares") and the Company’s Class A ordina
Swiftmerge Acquisition Corp. West Vancouver, BC V7V3A2 October [●], 2021Securities Subscription Agreement • October 25th, 2021 • Swiftmerge Acquisition Corp. • Blank checks • New York
This agreement (this “Agreement”) is entered into on October [●], 2021 by and between certain investment funds and managed accounts managed by or affiliated with [●] (collectively, the “Subscriber” or “you”), and Swiftmerge Acquisition Corp., a Cayman Islands exempted company (the “Company”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 225,000 Class B ordinary shares, $0.0001 par value per share (the “Shares”). The Company and the Subscriber’s agreements regarding such Shares are as follows:
Rose Hill Acquisition Corporation Atlanta, Georgia 30327Securities Subscription Agreement • September 21st, 2021 • Rose Hill Acquisition Corp • Blank checks • New York
This amended and restated securities subscription agreement (this “Agreement”) is entered into on August 25, 2021 by and between the Subscriber and the Company. Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase the Shares, up to 656,250 of which are subject to surrender and cancellation by you if the underwriters of the initial public offering (“IPO”) of units (“Units”) of the Company do not fully exercise their over-allotment option (the “Over-allotment Option”). The Company and the Subscriber’s agreements regarding such Shares are as follows:
Global Technology Acquisition Corp. I CO Services Cayman Limited P.O. Box 10008 Willow House, Cricket Square Grand Cayman KY1-1001 Cayman IslandsSecurities Subscription Agreement • July 13th, 2021 • Global Technology Acquisition Corp. I • Blank checks
This amended and restated agreement (this "Agreement") is entered into on February 10, 2021 by and between Global Technology Acquisition I Sponsor LP, a Cayman Islands exempted limited partnership acting by its general partner Global Technology Acquisition I Sponsor GP Ltd. (the "Subscriber" or "you"), and Global Technology Acquisition Corp. I, a Cayman Islands exempted company (the "Company"). Pursuant to the terms hereof, (i) the parties hereto wish to amend and restate the securities subscription agreement, dated February 10, 2021, as between them (the "Original Agreement"), and (ii) the Company hereby accepts the offer the Subscriber has made to subscribe for and purchase 6,468,750 Class B ordinary shares, $0.0001 par value per share (the "Shares"), up to 843,750 of which are subject to forfeiture by you if the underwriters of the initial public offering ("IPO") of units ("Units") of the Company do not fully exercise their over-allotment option (the "Over-allotment Option"). The Co
WILLIAMS ROWLAND ACQUISITION CORP. WESTPORT, CT 06880Securities Subscription Agreement • July 12th, 2021 • Williams Rowland Acquisition Corp. • Blank checks • New York
This agreement (the “Agreement”) is entered into on _________, 2021 by and between ____________., a Delaware limited liability company (the “Subscriber”), Williams Rowland Sponsor LLC and Wrac Ltd. (collectively, the “Sponsor”), and Williams Rowland Acquisition Corp., a Delaware corporation (the “Company”). Pursuant to the terms hereof, the Sponsor hereby accepts the offer the Subscriber has made to purchase 125,000 shares of common stock, $0.0001 par value per share of the Company (the “Shares”), all of which are subject to forfeiture by Subscriber if Subscriber does not submit an indication of interest in the initial public offering (“IPO”) of units (“Units”) of the Company. The Company, the Sponsor’s and the Subscriber’s agreements regarding such Shares are as follows:
COLOMBIER ACQUISITION CORP. New York, New York 10002 Telephone: (212) 632-3559Securities Subscription Agreement • May 7th, 2021 • Colombier Acquisition Corp. • Blank checks • Delaware
We are pleased to accept the offer Colombier Sponsor LLC (the “Subscriber” or “you”) has made to purchase [4,312,500] shares of Class B common stock (the “Shares”), $0.0001 par value per share (the “Class B Common Stock” together with all other classes of Company (as defined below) common stock, the “Common Stock”), up to [562,500] Shares of which are subject to complete or partial forfeiture by you if the underwriters of the initial public offering (“IPO”) of Colombier Acquisition Corp., a Delaware corporation (the “Company”), do not fully exercise their over-allotment option (the “Over-allotment Option”). The terms (this “Agreement”) on which the Company is willing to sell the Shares to the Subscriber, and the Company and the Subscriber’s agreements regarding such Shares, are as follows:
Rhapsody Acquisition CorporationSecurities Subscription Agreement • March 10th, 2021 • Cain Acquisition Corp • Blank checks • Delaware
This agreement (this “Agreement”) is entered into on December 30, 2020 by and between CI Sponsor LLC, a Delaware limited liability company (the “Subscriber” or “you”), and Rhapsody Acquisition Corporation, a Cayman Islands exempted company (the “Company”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 7,187,500 Class B ordinary shares, $0.0001 par value per share (the “Shares”), up to 937,500 of which are subject to surrender and cancellation by you if the underwriters of the initial public offering (“IPO”) of units (“Units”) of the Company do not fully exercise their over-allotment option (the “Over-allotment Option”). The Company and the Subscriber’s agreements regarding such Shares are as follows:
Avalon Acquisition Inc.Securities Subscription Agreement • March 5th, 2021 • Avalon Acquisition Inc. • Blank checks • Delaware
This agreement (this “Agreement”) is entered into on October 21, 2020 by and among, Avalon Acquisition Holdings LLC, a Delaware limited liability company the “Subscriber”), and Avalon Acquisition Inc., a Delaware corporation (the “Company”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to subscribe for and purchase 5,750,000 shares of Class B common stock, $0.0001 par value per share, of the Company (the “Shares”), up to 750,000 of which are subject to complete or partial forfeiture by Subscriber if the underwriters of the initial public offering (“IPO”) of units (“Units”) of the Company do not fully exercise their over-allotment option (the “Over-allotment Option”). The terms on which the Company is willing to sell the Shares to the Subscriber, and the Company and the Subscriber’s agreements regarding such Shares, are as follows:
ContractSecurities Subscription Agreement • March 3rd, 2021 • 1.12 Acquisition Corp • New York
This agreement (the “Agreement”) is entered into on February 15, 2021 by and between BGPT 1.12 LP, a Cayman Islands exempted limited partnership (the “Subscriber” or “you”), and 1.12 Acquisition Corp., a Cayman Islands exempted company (the “Company”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 5,366,667 Class B ordinary shares, $0.0001 par value per share, of the Company (the “Class B Shares”), and 8,050,000 Class C ordinary shares, $0.0001 par value per share, of the Company (the “Class C Shares” and, together with the Class B Shares, the “Shares”), up to which 700,000 Class B Shares and 1,050,000 Class C Shares are subject to surrender and cancellation by you if the underwriters of the initial public offering (the “IPO”) of units (the “Units”) of the Company do not fully exercise their over-allotment option (the “Over-allotment Option”).
BRIGHTSPARK CAPITOL CORP. 1300 17th Street North, Suite 820 Arlington, Virginia 22209Securities Subscription Agreement • March 1st, 2021 • BrightSpark Capitol Corp. • New York
This agreement (this “Agreement”) is entered into on February 17, 2021 by and between BrightSpark Capitol Sponsor LLC, a Delaware limited liability company (the “Subscriber” or “you”), and BrightSpark Capitol Corp., a Delaware corporation (the “Company,” “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 5,750,000 shares (the “Shares”) of the Company’s Class B common stock, $0.0001 par value per share (the “Class B Common Stock”), up to 750,000 of which are subject to forfeiture by you if the underwriters of the initial public offering (the “IPO”) of units (the “Units”) of the Company, do not fully exercise their over-allotment option (the “Over-allotment Option”). The Company’s and the Subscriber’s agreements regarding such Shares are as follows:
M3 Acquisition II Corp. 19th Floor New York, NY 10019Securities Subscription Agreement • February 25th, 2021 • M3-Brigade Acquisition II Corp. • Blank checks • Delaware
We are pleased to accept the offer M3 Sponsor II LP, a Delaware limited partnership (the “Subscriber” or “you”) has made to purchase 7,187,500 shares of Class B common stock (the “Shares”), $.0001 par value per share (the “Class B Common Stock” together with all other classes of Company (as defined below) common stock, the “Common Stock”), up to 937,500 Shares of which are subject to complete or partial forfeiture by you if the underwriters of the initial public offering (“IPO”) of M3 Acquisition II Corp., a Delaware corporation (the “Company”), do not fully exercise their over-allotment option (the “Over-allotment Option”). The terms (this “Agreement”) on which the Company is willing to sell the Shares to the Subscriber, and the Company and the Subscriber’s agreements regarding such Shares, are as follows:
EXCOLERE ACQUISITION CORP. Los Angeles, CA 90067Securities Subscription Agreement • February 10th, 2021 • Excolere Acquisition Corp. • Delaware
We are pleased to accept the offer Excolere Acquisition Sponsor LLC (the “Subscriber” or “you”) has made to purchase 5,750,000 shares of Class B common stock (the “Shares”), $0.0001 par value per share (the “Class B Common Stock” together with all other classes of Company (as defined below) common stock, the “Common Stock”), up to 750,000 Shares of which are subject to complete or partial forfeiture by you if the underwriters of the initial public offering (“IPO”) of Excolere Acquisition Corp., a Delaware corporation (the “Company”), do not fully exercise their over-allotment option (the “Over-allotment Option”). The terms (this “Agreement”) on which the Company is willing to sell the Shares to the Subscriber, and the Company and the Subscriber’s agreements regarding such Shares, are as follows:
CAPITOL INVESTMENT CORP. VII 1300 17th Street North, Suite 820 Arlington, Virginia 22209Securities Subscription Agreement • February 8th, 2021 • Capitol Investment Corp. VII • New York
This agreement (this “Agreement”) is entered into on January 22, 2021 by and between Capitol Acquisition Founder VII LLC, a Delaware limited liability company (the “Subscriber” or “you”), and Capitol Investment Corp. VII, a Delaware corporation (the “Company”, “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 4,215,900 shares (the “Shares”) of the Company’s Class B common stock, $0.0001 par value per share (the “Class B Common Stock”), up to 549,900 of which are subject to forfeiture by you if the underwriters of the initial public offering (the “IPO”) of units (the “Units”) of the Company, do not fully exercise their over-allotment option (the “Over-allotment Option”). The Company’s and the Subscriber’s agreements regarding such Shares are as follows:
Rhapsody Acquisition CorporationSecurities Subscription Agreement • February 8th, 2021 • Rhapsody Acquisition Corp • Blank checks • Delaware
This agreement (this “Agreement”) is entered into on December 30, 2020 by and between CI Sponsor LLC, a Delaware limited liability company (the “Subscriber” or “you”), and Rhapsody Acquisition Corporation, a Cayman Islands exempted company (the “Company”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 7,187,500 Class B ordinary shares, $0.0001 par value per share (the “Shares”), up to 937,500 of which are subject to surrender and cancellation by you if the underwriters of the initial public offering (“IPO”) of units (“Units”) of the Company do not fully exercise their over-allotment option (the “Over-allotment Option”). The Company and the Subscriber’s agreements regarding such Shares are as follows:
CAPITOL INVESTMENT CORP. VII 1300 17th Street North, Suite 820 Arlington, Virginia 22209Securities Subscription Agreement • February 8th, 2021 • Capitol Investment Corp. VII • New York
This agreement (this “Agreement”) is entered into on January 22, 2021 by and between Capitol Acquisition Management VII LLC, a Delaware limited liability company (the “Subscriber” or “you”), and Capitol Investment Corp. VII, a Delaware corporation (the “Company”, “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 7,284,100 shares (the “Shares”) of the Company’s Class B common stock, $0.0001 par value per share (the “Class B Common Stock”), up to 950,100 of which are subject to forfeiture by you if the underwriters of the initial public offering (the “IPO”) of units (the “Units”) of the Company, do not fully exercise their over-allotment option (the “Over-allotment Option”). The Company’s and the Subscriber’s agreements regarding such Shares are as follows:
Gaming & Hospitality Acquisition Corp. Las Vegas, Nevada 89135Securities Subscription Agreement • January 29th, 2021 • Gaming & Hospitality Acquisition Corp. • Blank checks • Delaware
Gaming & Hospitality Acquisition Corp. (the “Company” or “us”) is pleased to accept the offer of Affinity Gaming Holdings, L.L.C., a Delaware limited liability company (the “Subscriber” or “you”), to purchase 4,312,500 shares of Class B Common Stock (the “Shares”), par value $0.0001 per share (the “Class B Common Stock” and, together with all other classes of Company common stock, the “Common Stock”), up to 562,500 Shares of which are subject to complete or partial forfeiture by you if the underwriter of the initial public offering (“IPO”) of the Company does not fully exercise its over-allotment option (the “Over-allotment Option”). The terms of this letter agreement (this “Agreement”) on which the Company is willing to sell, and the Subscriber is willing to purchase, the Shares, and the Company and the Subscriber’s agreements regarding such Shares, are as follows:
EMPOWERMENT & INCLUSION CAPITAL I CORP.Securities Subscription Agreement • January 4th, 2021 • Empowerment & Inclusion Capital I Corp. • Blank checks • New York
This agreement (the “Agreement”) is entered into on September 17, 2020 by and between PNC Investment Capital Corp., a Delaware corporation (the “Subscriber” or “you”), and Empowerment & Inclusion Capital I Corp., a Delaware corporation (the “Company”, “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 4,600,000 shares of Class B common stock, $0.0001 par value per share (the “Shares”), of the Company. The Company and the Subscriber’s agreements regarding such Shares are as follows:
Hamilton Lane Alliance Holdings I, Inc.Securities Subscription Agreement • December 17th, 2020 • Hamilton Lane Alliance Holdings I, Inc. • Blank checks • New York
We are pleased to accept the offer HL Alliance Holdings Sponsor LLC (the “Subscriber” or “you”) has made to purchase 14,375,000 shares of Class B common stock (the “Shares”), $0.0001 par value per share (the “Class B Common Stock” and together with all other classes of common stock of the Company (as defined below), the “Common Stock”), up to 1,875,000 Shares of which are subject to complete or partial forfeiture by you if the underwriters of the initial public offering (“IPO”) of Hamilton Lane Alliance Holdings I, Inc., a Delaware corporation (the “Company”), do not fully exercise their over-allotment option (the “Over-allotment Option”). The terms (this “Agreement”) on which the Company is willing to sell the Shares to the Subscriber, and the Company and the Subscriber’s agreements regarding such Shares, are as follows:
Periphas Capital Partnering Corporation New York, NY 10065Securities Subscription Agreement • October 29th, 2020 • Periphas Capital Partnering Corp • Blank checks • Delaware
We are pleased to accept the offer PCPC Holdings, LLC (the “Subscriber” or “you”) has made to purchase 120,000 shares of Class B common stock (the “Class B Shares”), $0.0001 par value per share (the “Class B Common Stock”), and 690,000 shares of Class F common stock (the “Class F Shares” and together with the Class B Shares, the “Shares”), $0.0001 par value per share (the “Class F Common Stock” together with the Class B Common Stock and all other classes of Company (as defined below) common stock, the “Common Stock”), up to 90,000 Class F Shares of which are subject to complete or partial forfeiture by you if the underwriters of the initial public offering (“IPO”) of Periphas Capital Partnering Corporation, a Delaware corporation (the “Company”), do not fully exercise their over-allotment option (the “Over-allotment Option”). The terms (this “Agreement”) on which the Company is willing to sell the Shares to the Subscriber, and the Company and the Subscriber’s agreements regarding such
Genesis Park Acquisition Corp. Houston, TX 77007Securities Subscription Agreement • September 25th, 2020 • Genesis Park Acquisition Corp. • Blank checks • New York
We are pleased to accept the offer Genesis Park Holdings, a Cayman Islands exempted limited company (the “Subscriber” or “you”), has made to subscribe for and purchase 5,750,000 Class B ordinary shares, $0.0001 par value per share (the “Shares”), up to 750,000 Shares of which are subject to surrender and cancellation by you if the underwriters of the initial public offering (“IPO”) of units of Genesis Park Acquisition Corp., a Cayman Islands exempted company (the “Company”), do not fully exercise their over-allotment option (the “Over-allotment Option”). The terms (this “Agreement”) on which the Company is willing to sell the Shares to the Subscriber, and the Company and the Subscriber’s agreements regarding such Shares, are as follows:
Butler Acquisition Corp 640 Fifth Avenue, 12th Floor New York, NY 10019Securities Subscription Agreement • January 29th, 2020 • Churchill Capital Corp III • Blank checks • New York
We are pleased to accept the offer Butler Sponsor LLC (the “Subscriber” or “you”) has made to purchase 17,250,000 shares of Class B common stock (the “Shares”), $.0001 par value per share (the “Class B Common Stock” together with all other classes of Company (as defined below) common stock, the “Common Stock”), up to 2,250,000 Shares of which are subject to complete or partial forfeiture by you if the underwriters of the initial public offering (“IPO”) of Butler Acquisition Corp, a Delaware corporation (the “Company”), do not fully exercise their over-allotment option (the “Over-allotment Option”). The terms (this “Agreement”) on which the Company is willing to sell the Shares to the Subscriber, and the Company and the Subscriber's agreements regarding such Shares, are as follows:
Far Point Acquisition Corporation New York, NY 10022Securities Subscription Agreement • May 22nd, 2018 • Far Point Acquisition Corp • Blank checks • New York
We are pleased to accept the offer FPAC Sponsor LLC (the “Subscriber” or “you”) has made to purchase 11,500,000 shares of Class B common stock (the “Shares”), $.0001 par value per share (the “Class B Common Stock” together with all other classes of Company (as defined below) common stock, the “Common Stock”), up to 1,500,000 Shares of which are subject to complete or partial forfeiture by you if the underwriters of the initial public offering (“IPO”) of Far Point Acquisition Corporation, a Delaware corporation (the “Company”), do not fully exercise their over-allotment option (the “Over-allotment Option”). The terms (this “Agreement”) on which the Company is willing to sell the Shares to the Subscriber, and the Company and the Subscriber’s agreements regarding such Shares, are as follows:
Big Rock Partners Acquisition Corp. Suite 230 Delray Beach, Florida 33483Securities Subscription Agreement • November 14th, 2017 • Big Rock Partners Acquisition Corp. • Blank checks • Delaware
This securities subscription agreement (the “Agreement”) is entered into on September 26, 2017 by and between Big Rock Partners Sponsor, LLC, a Delaware limited liability company (the “ Subscriber ” or “ you ”), and Big Rock Partners Acquisition Corp., a Delaware corporation (the “ Company ”, “ we ” or “ us ”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 1,437,500 shares of the Company’s common stock, $0.001 par value per share (the “ Shares ”), up to 187,500 of which Shares are subject to complete or partial forfeiture (the “ forfeiture ”) if the underwriters of the proposed initial public offering (“ IPO ”) of units of the Company do not fully exercise their over-allotment option (the “ Over-allotment Option ”). The Company and the Subscriber’s agreements regarding such Shares are as follows:
Stellar Acquisition III Inc. Maroussi 15125 Athens, GreeceSecurities Subscription Agreement • February 12th, 2016 • Stellar Acquisition III Inc. • Blank checks • Marshall Islands
We are pleased to accept the offer Mr. Tsirigakis and Mr. Syllanatvos (each a “Subscriber” and collectively the “Subscribers” or “you”) have made to purchase an aggregate of 2,300,000 shares of common stock (the “Shares”), $.0001 par value per share (the “Common Stock”), up to an aggregate of 300,000 of which are subject to complete or partial forfeiture by you if the underwriters of the initial public offering (“IPO”) of Stellar Acquisition III Inc., a Republic of Marshall Islands corporation (the “Company”), do not fully exercise their over-allotment option (the “Over-allotment Option”). The parties acknowledge that the Subscribers originally subscribed to purchase an aggregate of 500 shares of Common Stock in December of 2015, but as of the date of this agreement (this “Agreement”), the payment for those shares of Common Stock was not made. In addition, the parties acknowledge that the Company effectuated a forward stock split of 4,600 shares of Common Stock for each one outstanding
BSP Acquisition Corp. Daytona Beach, FL 32118Securities Subscription Agreement • May 19th, 2014 • BSP Acquisition Corp. • Blank checks • New York
We are pleased to accept the offer BSP Sponsor I, LLC (the “Subscriber” or “you”) has made to purchase 3,980,000 shares of common stock (the “Shares”), $.0001 par value per share (the “Common Stock”), up to 500,000 of which are subject to complete or partial forfeiture by you if the underwriters of the initial public offering (“IPO”) of BSP Acquisition Corp., a Delaware corporation (the “Company”), do not fully exercise their over-allotment option (the “Over-allotment Option”) . The terms (this “Agreement”) on which the Company is willing to sell the Shares to the Subscriber, and the Company and the Subscriber’s agreements regarding such Shares, are as follows:
SCG Financial Acquisition Corp.Securities Subscription Agreement • February 4th, 2011 • SCG Financial Acquisition Corp. • New York
We are pleased to accept the offer SCG Financial Holdings LLC (the “Subscriber” or “you”) has made to purchase 2,190,477 shares of common stock (the “Shares”), $.0001 par value per share (the “Common Stock”), up to 285,715 of which are subject to complete or partial forfeiture (the “forfeiture”) by you if the underwriters of the initial public offering (“IPO”) of SCG Financial Acquisition Corp., a Delaware corporation (the “Company”), do not fully exercise their over-allotment option (the “Over-allotment Option”). Additionally, up to 410,714 of such Shares are subject to complete forfeiture (depending on the exercise of the Over-allotment Option) if the Company’s common stock, following its consummation of a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”), if the trading price of the Common Stock does not exceed $12.00 per share for any 20 trading days within any 3