12,000,000 Units ACKRELL SPAC PARTNERS I CO. UNDERWRITING AGREEMENTUnderwriting Agreement • December 28th, 2020 • ACKRELL SPAC Partners I Co. • Blank checks • New York
Ackrell SPAC Partners I Co., a Delaware corporation (the “Company”), hereby confirms its agreement with EarlyBirdCapital, Inc. (the “Representative”) and with the other underwriters named on Schedule A hereto (if any), for which the Representative is acting as representative (the Representative and such other underwriters being collectively referred to herein as the “Underwriters” or, each underwriter individually, an “Underwriter”) and with I-Bankers Securities, Inc. acting as the qualified independent underwriter (the “QIU”), as follows:
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 23rd, 2021 • ACKRELL SPAC Partners I Co. • Blank checks • New York
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of December 22, 2021, by and among Blackstone Products, Inc., a Delaware corporation (the “Company”), Ackrell SPAC Partners I Co., a Delaware corporation (“SPAC”), Ackrell SPAC Sponsors I LLC, a Delaware limited liability company (“Sponsor”), EarlyBirdCapital, Inc. a Delaware corporation (“EBC”), William A. Lamkin (“Lamkin”) and Daniel L. Sheehan (“Sheehan,” and collectively, with Sponsor, EBC, Lamkin, the “Initial Investors”) and the undersigned parties listed under Holders on the signature page hereto (each such party, together with the Initial Investors and any person or entity who hereafter becomes a party to or bound by this Agreement pursuant to Section 6.2 hereof “Holder” and collectively, the “Holders”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • December 28th, 2020 • ACKRELL SPAC Partners I Co. • Blank checks • New York
This Agreement is made as of December 21, 2020 by and between Ackrell SPAC Partners I Co. (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”).
EARLYBIRDCAPITAL, INC. New York, New York 10017 December 21, 2020ACKRELL SPAC Partners I Co. • December 28th, 2020 • Blank checks • New York
This is to confirm our agreement (this “Agreement”) whereby Ackrell SPAC Partners I Co., a Delaware corporation (“Company”), has requested EarlyBirdCapital, Inc. (the “Advisor”) to assist it in connection with the Company merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or similar business combination (in each case, a “Business Combination”) with one or more businesses or entities (each a “Target”) as described in the Company’s Registration Statement on Form S-1 (File No. 333-251060) filed with the Securities and Exchange Commission (“Registration Statement”) in connection with its initial public offering (“IPO”).
WARRANT AGREEMENTWarrant Agreement • December 28th, 2020 • ACKRELL SPAC Partners I Co. • Blank checks • New York
This agreement is made as of December 21, 2020 between Ackrell SPAC Partners I Co., a Delaware corporation, with offices at 251 Little Falls Drive, Wilmington, Delaware 19808 (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 1 State Street, New York, New York 10004 (“Warrant Agent”).
STOCK ESCROW AGREEMENTStock Escrow Agreement • December 28th, 2020 • ACKRELL SPAC Partners I Co. • Blank checks • New York
STOCK ESCROW AGREEMENT, dated as of December 21, 2020 (“Agreement”), by and among ACKRELL SPAC PARTNERS I CO., a Delaware corporation (“Company”), the stockholders of the Company listed on Exhibit A hereto (the “Founders”) and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York limited purpose trust company (“Escrow Agent”).
Ackrell SPAC Partners I Co. Claymont, DE 19703 EarlyBirdCapital, Inc. New York, NY 10017Letter Agreement • December 28th, 2020 • ACKRELL SPAC Partners I Co. • Blank checks • New York
This letter is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Ackrell SPAC Partners I Co., a Delaware corporation (the “Company”), and EarlyBirdCapital, Inc. as representative (the “Representative”) of the several Underwriters named in Schedule I thereto (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of the Company’s units (the “Units”), each comprised of one subunit (the “Subunits”) and one-half of a warrant. Each Subunit consists of one share of the Company’s common stock, par value $0.0001 per share (the “Common Stock”)and one-half of a warrant, each whole warrant exercisable for one share of Common Stock (each, a “Warrant”). Certain capitalized terms used herein are defined in paragraph 13 hereof.
STOCKHOLDER SUPPORT AGREEMENTStockholder Support Agreement • December 23rd, 2021 • ACKRELL SPAC Partners I Co. • Blank checks • Delaware
This Stockholder Support Agreement (this “Agreement”), dated as of December 22, 2021, is entered into by and among Ackrell SPAC Partners I Co., a Delaware corporation (“Ackrell”), North Atlantic Imports, LLC, a Utah limited liability company (the “Company”), and Ackrell SPAC Sponsors I LLC, a Delaware limited liability company (the “Stockholder”). Capitalized terms used but not otherwise defined in this Agreement shall have the meanings ascribed to them in the Business Combination Agreement (as defined below).
LOCK-UP AGREEMENTLock-Up Agreement • December 23rd, 2021 • ACKRELL SPAC Partners I Co. • Blank checks • Delaware
This Lock-Up Agreement is dated as of December 22, 2021 and is by and among Blackstone Products, Inc., a Delaware corporation (the “Company”), and each of the stockholder parties identified on Exhibit A hereto and the other Persons who enter into a joinder to this Agreement substantially in the form of Exhibit B hereto with the Company in order to become a “Stockholder Party” for purposes of this Agreement (collectively, the “Stockholder Parties”).
TRANSFEROR AgreementTransferor Agreement • December 23rd, 2021 • ACKRELL SPAC Partners I Co. • Blank checks • Delaware
This TRANSFEROR AGREEMENT (this “Agreement”) is entered into this 22nd day of December 2021, by and among Blackstone Products, Inc., a Delaware corporation (the “Issuer”), on the one hand, and Roger Dahle, an individual residing in Utah (“Dahle”), North Atlantic Imports Inc., a business company formed under the laws of the British Virgin Islands (“NAI”), and Ackrell SPAC Sponsors I LLC, a Delaware limited liability company (“Sponsor” and together with Dahle and NAI, the “Transferors”), on the other hand. Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed thereto in the Business Combination Agreement (as defined below).
Ackrell SPAC Partners I Co.ACKRELL SPAC Partners I Co. • December 28th, 2020 • Blank checks
This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement (the “Registration Statement”) for the initial public offering (the “IPO”) of Ackrell SPAC Partners I Co.’s (the “Company”) securities and continuing until the earlier of (i) the consummation by the Company of an initial business combination or (ii) the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), ACVT I, LLC shall make available to the Company certain office space, utilities and secretarial support as may be required by the Company from time to time, situated at 2093 Philadelphia Pike #1968, Claymont, DE 19703 (or any successor location). In exchange therefore, the Company shall pay ACVT I, LLC the sum of $10,000 per month on the Effective Date and continuing monthly thereafter until the Termination Date. ACVT I, LLC hereby agrees that it does not have
Ackrell SPAC Partners I Co. Claymont, DE 19703 EarlyBirdCapital, Inc. New York, NY 10017ACKRELL SPAC Partners I Co. • December 10th, 2020 • Blank checks • New York
This letter is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Ackrell SPAC Partners I Co., a Delaware corporation (the “Company”), and EarlyBirdCapital, Inc. as representative (the “Representative”) of the several Underwriters named in Schedule I thereto (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of the Company’s units (the “Units”), each comprised of one subunit (the “Subunits”) and one-half of a warrant. Each Subunit consists of one share of the Company’s common stock, par value $0.0001 per share (the “Common Stock”)and one-half of a warrant, each whole warrant exercisable for one share of Common Stock (each, a “Warrant”). Certain capitalized terms used herein are defined in paragraph 13 hereof.
BUSINESS COMBINATION AGREEMENT BY AND AMONG Ackrell SPAC Partners I Co., North Atlantic Imports, LLC, Blackstone Products, Inc., Ackrell Merger Sub, Inc., Roger Dahle AND North Atlantic Imports, Inc. DATED AS OF DECEMBER 22, 2021Business Combination Agreement • December 23rd, 2021 • ACKRELL SPAC Partners I Co. • Blank checks • Delaware
This BUSINESS COMBINATION AGREEMENT, dated as of December 22, 2021 (this “Agreement”), is made by and among Ackrell SPAC Partners I Co., a Delaware corporation (“Ackrell”), Blackstone Products, Inc., a newly formed Delaware corporation and wholly-owned subsidiary of Ackrell (“Newco”), Ackrell Merger Sub Inc., a newly formed Delaware corporation and wholly-owned subsidiary of Newco (“Merger Sub”), North Atlantic Imports, LLC, a Utah limited liability company (the “Company”), Roger Dahle, an individual residing in Utah and holder of certain membership interests in the Company (“Dahle”) and North Atlantic Imports, Inc., a business company formed under the laws of the British Virgin Islands (“NAI” and together with Dahle, the “Contributors”).
Subscription AgreementSubscription Agreement • December 23rd, 2021 • ACKRELL SPAC Partners I Co. • Blank checks • Delaware
This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into this 22nd day of December 2021, by and among Ackrell SPAC Partners I Co., a Delaware corporation (“SPAC”), Blackstone Products, Inc., a Delaware corporation (the “Issuer”), and the undersigned (“Subscriber” or “you”). Defined terms used but not otherwise defined herein shall have the respective meanings ascribed thereto in the Business Combination Agreement (as defined below).
Ackrell SPAC Partners I Co.ACKRELL SPAC Partners I Co. • December 10th, 2020 • Blank checks
This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement (the “Registration Statement”) for the initial public offering (the “IPO”) of Ackrell SPAC Partners I Co.’s (the “Company”) securities and continuing until the earlier of (i) the consummation by the Company of an initial business combination or (ii) the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), ACVT I, LLC shall make available to the Company certain office space, utilities and secretarial support as may be required by the Company from time to time, situated at 2093 Philadelphia Pike #1968, Claymont, DE 19703 (or any successor location). In exchange therefore, the Company shall pay ACVT I, LLC the sum of $10,000 per month on the Effective Date and continuing monthly thereafter until the Termination Date. ACVT I, LLC hereby agrees that it does not have
