REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 22nd, 2021 • LCP Acquisition Corp • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [•], 2021, is made and entered into by and among LCP Acquisition Corp., a Cayman Islands exempted company (the “Company”), LCP Sponsor LLC, a Delaware limited liability company (the “Sponsor”), and any other parties listed on the signature pages hereto (together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, the “Holders” and, each, a “Holder”).
LCP Acquisition Corp. 50 Main Street, Suite 1410 White Plains, NY 10606LCP Acquisition Corp • September 4th, 2020 • Blank checks • New York
LCP Acquisition Corp., a Cayman Islands exempted company (the “Company”), is pleased to accept the offer LCP Sponsor LLC, a Delaware limited liability company (the “Subscriber” or “you”), has made to subscribe for 5,750,000 Class B ordinary shares of the Company (the “Shares”), $0.0001 par value per share (the “Class B Shares”), up to 750,000 of which are subject to complete or partial forfeiture by you if the underwriters of the Company’s initial public offering (“IPO”) of units (“Units”) 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 Shares and the Company’s Class A ordinary shares, $0.0001 par value per share (the “Class A Shares”). Pursuant to the Company’s memorandum and articles of association, as amended to the date hereof (the “Articles”), Class B Shares will convert into Class A shares on a one-for-one basis, subject to adjustment, upon the te
WARRANT AGREEMENT LCP ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated [●], 2021Warrant Agreement • March 22nd, 2021 • LCP Acquisition Corp • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated [●], 2021, is by and between LCP Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent”).
SPONSOR WARRANTS PURCHASE AGREEMENTSponsor Warrants Purchase Agreement • March 22nd, 2021 • LCP Acquisition Corp • Blank checks • New York
THIS SPONSOR WARRANTS PURCHASE AGREEMENT, dated as of [•], 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between LCP Acquisition Corp., a Cayman Islands exempted company (the “Company”), and LCP Sponsor LLC, a Delaware limited liability company (the “Purchaser”).
LCP Acquisition Corp. c/o The LCP Group, L.P. White Plains, New York 10606Letter Agreement • March 22nd, 2021 • LCP Acquisition Corp • Blank checks
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into or proposed to be entered into by and between LCP Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Deutsche Bank Securities Inc., as the representative of the several underwriters named therein (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of 23,000,000 of the Company’s units (including up to 3,000,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one Class A ordinary share of the Company, par value $0.0001 per share (each, an “Ordinary Share”), and one-third of one redeemable warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder thereof to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment. The Units shall be sold in the Public Offering pursuant to a regist
SUBSCRIPTION AGREEMENTSubscription Agreement • March 22nd, 2021 • LCP Acquisition Corp • Blank checks • New York
This Subscription Agreement (this “Agreement”) is entered into as of February 18, 2021 by and among LCP Acquisition Corp., a corporation organized under the laws of the Cayman Islands as a Cayman Islands exempted company (the “Company”), LCP Sponsor LLC, a Delaware limited liability company (the “Sponsor”), and [BlackRock Entity] (the “Purchaser”).
INDEMNITY AGREEMENTIndemnity Agreement • March 22nd, 2021 • LCP Acquisition Corp • Blank checks • New York
NOW, THEREFORE, in consideration of the premises and the covenants contained herein and subject to the provisions of the letter agreement dated as of [ ], 2021 between the Company and Indemnitee pursuant to the Underwriting Agreement between the Company and the Underwriters in connection with the Company’s initial public offering, the Company and Indemnitee do hereby covenant and agree as follows:
UNDERWRITING AGREEMENTUnderwriting Agreement • March 22nd, 2021 • LCP Acquisition Corp • Blank checks • New York
LCP Acquisition Corp., a Cayman Islands exempted company (the “Company”), proposes, subject to the terms and conditions stated in this agreement (the “Agreement”), to sell to you and, as applicable, to the several underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “Representative”) are acting as representative, 20,000,000 units (the “Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Underwritten Units”). The Company also proposes to grant to the Underwriters an option to purchase up to 3,000,000 additional units to cover over-allotments, if any (the “Option Units”; the Option Units, together with the Underwritten Units, being hereinafter called the “ Public Units” or the “Securities”). To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as Underwriter, and the term Underwriter shall mean either the sing
INVESTMENT MANAGEMENT TRUST AGREEMENTTrust Agreement • March 22nd, 2021 • LCP Acquisition Corp • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of [●], 2021, by and between LCP Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
LCP Acquisition Corp. 50 Main Street, Suite 1410 White Plains, New York 10606Administrative Services Agreement • March 22nd, 2021 • LCP Acquisition Corp • Blank checks • New York
This Administrative Services Agreement (this “Agreement”) by and between LCP Acquisition Corp. (the “Company”) and LCP Investors LLC (the “Provider”), dated as of the date hereof, will confirm our agreement that, commencing on the date the securities of the Company are first listed on The Nasdaq Capital Market (the “Listing Date”) and continuing until the earlier of the consummation by the Company of an initial business combination and the Company’s liquidation (in each case as described in the Registration Statement on Form S-1 (File No. 333-249344) filed with the Securities and Exchange Commission) (such earlier date hereinafter referred to as the “Termination Date”), the Provider shall make available to the Company, at 50 Main Street, Suite 1410, White Plains, New York 10606 (or any successor location or other existing office locations of the Provider or any of its affiliates), certain office space, administrative and support services as may be reasonably requested by the Company. I
Dear [BlackRock Entity]:LCP Acquisition Corp • April 8th, 2021 • Blank checks • New York
The parties hereto hereby enter into this letter agreement, dated and effective as of the date hereof (this “Agreement”), by and among E. Robert Roskind, Francis Lively and Peter Sullivan (each, a “Principal”, and together, collectively, the “Principals”), and [BlackRock Entity] (“BlackRock”). For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, BlackRock and the Principals hereby agree as follows: the Principals hereby grant to BlackRock the option, but not the obligation, to purchase up to [30]% of any PIPE Transaction (as defined below) for LCP Acquisition Corp., a corporation organized as a Cayman Islands exempted company (the “SPAC”), on the terms and conditions set forth herein (such right of BlackRock referred to herein as the “ROFR”). For purposes of this Agreement, “PIPE Transaction” refers to the private offering of the SPAC to institutional investors pursuant to the terms of subscription agreements to be entered into among the sub
BLACKROCK] WARRANTS PURCHASE AGREEMENTWarrants Purchase Agreement • March 22nd, 2021 • LCP Acquisition Corp • Blank checks • New York
THIS [BLACKROCK] WARRANTS PURCHASE AGREEMENT, dated as of [●], 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between LCP Acquisition Corp., a Cayman Islands exempted company (the “Company”), and [BlackRock Entity], a Delaware corporation (the “Purchaser”).
