FORM OF INDEMNIFICATION AGREEMENT)Indemnification Agreement • November 21st, 2007 • HCM Acquisition CO • Blank checks • Delaware
This Indemnification Agreement (“Agreement”) is made as of ___, 200___, by and between HCM Acquisition Company, a Delaware corporation (the “Company”), and (“Indemnitee”).
WARRANT AGREEMENT HCM ACQUISITION COMPANY and AMERICAN STOCK TRANSFER & TRUST COMPANY, as Warrant Agent WARRANT AGREEMENT Dated as of ____________ ___, 2008Warrant Agreement • January 18th, 2008 • HCM Acquisition CO • Blank checks • New York
WARRANT AGREEMENT dated as of ___, 2008, between HCM Acquisition Company, a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, a New York corporation, as Warrant Agent (the “Warrant Agent”).
HCM Acquisition Company 25,000,000 Units1 Underwriting AgreementUnderwriting Agreement • January 18th, 2008 • HCM Acquisition CO • Blank checks • New York
HCM Acquisition Company, a corporation organized under the laws of Delaware (the “Company”), proposes to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom Citigroup Global Markets Inc. (the “Representative”) is acting as representative, an aggregate of 25,000,000 units (the “Units”) of the Company (said Units to be issued and sold by the Company being hereinafter called the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to an additional 3,750,000 units to cover over-allotments (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). Certain capitalized terms used in this Agreement and not otherwise defined are defined in Section 20 hereof.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 18th, 2008 • HCM Acquisition CO • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the [ ] day of [ , 2008], by and among HCM Acquisition Company, a Delaware corporation (the “Company”) and the undersigned parties listed under the heading “Investors” on the signature page hereto (each, an “Investor” and collectively, the “Investors”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • January 18th, 2008 • HCM Acquisition CO • Blank checks • New York
Pursuant to Section 3(ii) of the Investment Management Trust Agreement between HCM Acquisition Company (the “Company”) and American Stock Transfer & Trust Company dated as of [ ___, 2008] (the “Trust Agreement”), we hereby authorize you to disburse from the Trust Account proceeds from the Property, as defined in the Trust Agreement, equal to $ , to via wire transfer on , 200 .
Form of Rule 10b5-1 Stock Purchase PlanRule 10b5-1 Stock Purchase Plan • January 18th, 2008 • HCM Acquisition CO • Blank checks
This Rule 10b5-1 Stock Purchase Plan (this “Purchase Plan”), is entered into on ___, 2008 by and between [· ] ( “Broker”), HCM Acquisition Company, a Delaware corporation (the “Company”), HCM Acquisition Holdings, LLC, a Delaware limited liability company (“Founding Stockholder”) and Highland Capital Management, L.P., a Delaware limited partnership and the sole member of the Founding Stockholder (“HCMLP”).
Form of Letter Agreement for Director and Officers of HCM Acquisition Company]Letter Agreement • January 18th, 2008 • HCM Acquisition CO • Blank checks • New York
This letter is being delivered to you in connection with an underwritten initial public offering (the “IPO”) of the Company’s units (the “Units”), each consisting of one share of the Company’s common stock, par value $0.001 per share (the “Common Stock”), and one warrant exercisable for one share of Common Stock (each, a “Warrant”). Certain capitalized terms used herein are defined in paragraph 9 hereof.
Form of Letter Agreement of HCM Acquisition Company with Highland Capital Management, L.P. and HCM Acquisition Holdings, LLC]Letter Agreement • January 18th, 2008 • HCM Acquisition CO • Blank checks • New York
This letter is being delivered to you in connection with an underwritten initial public offering (the “IPO”) of the Company’s units (the “Units”), each consisting of one share of the Company’s common stock, par value $0.001 per share (the “Common Stock”), and one warrant exercisable for one share of Common Stock (each, a “Warrant”). Certain capitalized terms used herein are defined in paragraph 13 hereof.
HCM ACQUISITION COMPANY FOUNDER’S SECURITIES PURCHASE AGREEMENTFounder’s Securities Purchase Agreement • October 10th, 2007 • HCM Acquisition CO • New York
THIS FOUNDER’S SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of October 4, 2007, is entered into by and among HCM Acquisition Company, a Delaware corporation (the “Company”) and HCM Acquisition Holdings, LLC, a Delaware limited liability company (the “Purchaser”).
HCM ACQUISITION COMPANY October 3, 2007Administrative Services Agreement • October 10th, 2007 • HCM Acquisition CO
This letter will confirm our agreement that, commencing on the effective date (“Effective Date”) of the registration statement for the initial public offering (“IPO”) of the securities of HCM Acquisition Company (“Company”) and continuing until the consummation by the Company of a business combination (as described in the Company’s IPO prospectus) or the distribution of the trust account (as described in the Company’s IPO prospectus) to the Company’s public stockholders, Highland Capital Management, L.P. or its affiliates shall make available to the Company certain general and administrative services including utilities and administrative support, as well as the use of certain limited office space, as may be required by the Company from time to time, initially situated at 13455 Noel Road, Suite 800, Dallas, TX 75240 (or any successor location). In exchange therefor, the Company shall pay Highland Capital Management, L.P., or its affiliates, the sum of $10,000 per month beginning on the
HCM ACQUISITION COMPANY AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 23rd, 2008 • HCM Acquisition CO • Blank checks • New York
THIS AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT (this “Amended and Restated Agreement”) dated as of May 22, 2008 is entered into by and among HCM Acquisition Company, a Delaware corporation (the “Company”) and each of the purchasers listed on Exhibit A attached hereto (each individually, a “Purchaser” and collectively, the “Purchasers”).
HCM ACQUISITION COMPANY SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 21st, 2007 • HCM Acquisition CO • Blank checks • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of November 15, 2007, is entered into by and among HCM Acquisition Holdings, LLC, a Delaware limited liability company (the “Seller”), and the purchasers identified on Exhibit A hereto (each, a “Purchaser” and collectively, the “Purchasers”).
