Warburg Pincus Capital Corporation I—A 25,000,000 Units UNDERWRITING AGREEMENTUnderwriting Agreement • March 9th, 2021 • Warburg Pincus Capital Corp I-A • Blank checks • New York
Warburg Pincus Capital Corporation I—A, a Cayman Islands exempted company (the “Company”), proposes to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representative”) are acting as representative, 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 3,750,000 additional units to cover over-allotments, if any (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called 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 the Underwriters, and the term Underwriters shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise define
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • March 9th, 2021 • Warburg Pincus Capital Corp I-A • Blank checks • New York
Warburg Pincus Capital Corporation I - A New York, New York 10017Securities Subscription Agreement • February 17th, 2021 • Warburg Pincus Capital Corp I-A • Blank checks • New York
This agreement (this “Agreement”) is entered into on December 9, 2020 by and between Warburg Pincus Capital Corporation I-A Sponsor, L.P., a Cayman Islands exempted limited partnership (the “Subscriber” or “you”), and Warburg Pincus Capital Corporation I-A, 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:
INDEMNITY AGREEMENTIndemnity Agreement • March 1st, 2021 • Warburg Pincus Capital Corp I-A • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of March [•], 2021, by and between Warburg Pincus Capital Corporation I—A, a Cayman Islands exempted company (the “Company”), and [•] (“Indemnitee”).
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • March 9th, 2021 • Warburg Pincus Capital Corp I-A • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), dated as of March 4, 2021, is entered into by and between Warburg Pincus Capital Corporation I—A, a Cayman Islands exempted company (the “Company”), and Warburg Pincus Capital Corporation I—A Sponsor, L.P., a Cayman Islands exempted limited partnership (the “Purchaser”).
REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENTRegistration and Shareholder Rights Agreement • March 9th, 2021 • Warburg Pincus Capital Corp I-A • Blank checks • New York
THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of March 9, 2021, is made and entered into by and among Warburg Pincus Capital Corporation I—A, a Cayman Islands exempted company (the “Company”), Warburg Pincus Capital Corporation I—A Sponsor, L.P., a Cayman Islands exempted limited partnership (the “Sponsor”), and each individual named 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 6.2 of this Agreement, a “Holder” and collectively the “Holders”).
March 9, 2021 Warburg Pincus Capital Corporation I—A New York, New York 10017Underwriting Agreement • March 9th, 2021 • Warburg Pincus Capital Corp I-A • Blank checks • New York
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Warburg Pincus Capital Corporation I—A, a Cayman Islands exempted company (the “Company”), and Citigroup Global Markets Inc., as the underwriter (the “Underwriter”), relating to an underwritten initial public offering (the “Public Offering”) of 25,000,000 of the Company’s units (and up to an additional 3,750,000 units that may be purchased pursuant to the Underwriters’ option to purchase additional units, the “Units”), each comprised of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-fifth 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 will be sold in the Public Offering pursuant to a registration statement on For
WARRANT AGREEMENT WARBURG PINCUS CAPITAL CORPORATION I—A and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated March 9, 2021Warrant Agreement • March 9th, 2021 • Warburg Pincus Capital Corp I-A • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated March 9, 2021, is by and between Warburg Pincus Capital Corporation I—A, 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”).
WARBURG PINCUS CAPITAL CORPORATION I—AOffice Space Agreement • March 9th, 2021 • Warburg Pincus Capital Corp I-A • Blank checks • New York
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 the securities of Warburg Pincus Capital Corporation I—A (the “Company”) and continuing until the earlier of (i) the consummation by the Company of an initial business combination and (ii) the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), Warburg Pincus Capital Corporation I—A Sponsor, L.P. (the “Sponsor”) shall take steps directly or indirectly to make available to the Company certain office space, secretarial and administrative services as may be required by the Company from time to time, situated at 450 Lexington Avenue, New York, New York 10017 (or any successor location). In exchange therefore, the Company shall pay the Sponsor, or an affiliate thereof, as determined by th
REIMBURSEMENT AGREEMENTReimbursement Agreement • March 9th, 2021 • Warburg Pincus Capital Corp I-A • Blank checks • New York
This Reimbursement Agreement (this “Agreement”) is made effective as of March 9, 2021, by and between Warburg Pincus Capital Corporation I—A, a Cayman Islands exempted company (the “Company”), and Warburg Pincus LLC (“WP”).
REIMBURSEMENT AGREEMENTReimbursement Agreement • March 1st, 2021 • Warburg Pincus Capital Corp I-A • Blank checks • New York
This Reimbursement Agreement (this “Agreement”) is made effective as of March [•], 2021, by and between Warburg Pincus Capital Corporation I—A, a Cayman Islands exempted company (the “Company”), and Warburg Pincus LLC (“WP”).
WARBURG PINCUS CAPITAL CORPORATION I—AOffice Space and Support Services Agreement • February 25th, 2021 • Warburg Pincus Capital Corp I-A • Blank checks • New York
