FORM OF WARRANT AGREEMENT between SPINNING EAGLE ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated as of [ ], 2021Warrant Agreement • June 24th, 2021 • Spinning Eagle Acquisition Corp. • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of [ ], 2021, is by and between Spinning Eagle 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,” and also referred to herein as the “Transfer Agent”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 20th, 2024 • Bold Eagle Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of , 2024, is made and entered into by and among Bold Eagle Acquisition Corp., a Cayman Islands exempted company (the “Company”), Eagle Equity Partners IV, LLC, a Delaware limited liability company (the “Sponsor”) and each of the undersigned parties listed on the signature page hereto under “Holders” (each such party, 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, a “Holder” and collectively the “Holders”).
INDEMNITY AGREEMENTIndemnity Agreement • September 20th, 2024 • Bold Eagle Acquisition Corp. • Blank checks • New York
This INDEMNITY AGREEMENT (this “Agreement”) is made as of , 2024, by and between Bold Eagle Acquisition Corp., a Cayman Islands exempted company (the “Company”), and _____________ (“Indemnitee”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • September 20th, 2024 • Bold Eagle Acquisition Corp. • Blank checks
This Investment Management Trust Agreement (this “Agreement”) is made effective as of [●], 2024 by and between Bold Eagle Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
PRIVATE PLACEMENT SHARES PURCHASE AGREEMENTPrivate Placement Shares Purchase Agreement • September 20th, 2024 • Bold Eagle Acquisition Corp. • Blank checks • New York
THIS PRIVATE PLACEMENT SHARES PURCHASE AGREEMENT, dated as of __________, 2024 (as it may from time to time be amended, this “Agreement”), is entered into by and between Bold Eagle Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Eagle Equity Partners IV, LLC, a Cayman Islands limited liability company (the “Purchaser”).
Bold Eagle Acquisition Corp. New York, NY 10075Letter Agreement • September 20th, 2024 • Bold Eagle 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 by and among Bold Eagle Acquisition Corp., a Cayman Islands exempted company (the “Company”), and UBS Securities LLC and Jefferies LLC, as representatives (the “Representatives”) of the several underwriters (each, an “Underwriter” and collectively, the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of up to 28,750,000 of the Company’s units (including up to 3,750,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each consisting of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Class A Ordinary Shares”), and one right to receive one twentieth (1/20) of a Class A Ordinary Share upon the consummation of an initial business combination (the “Eagle Share Rights”). The Units will be sold in the Public Offering pursuant to a registr
Spinning Eagle Acquisition Corp.Bold Eagle Acquisition Corp. • September 20th, 2024 • Blank checks • New York
Spinning Eagle Acquisition Corp., a Cayman Islands exempted company (the “Company”, “we” or “us”), is pleased to accept the offer made by Eagle Equity Partners IV, LLC, a Cayman Islands limited liability company (“Subscriber” or “you”), to purchase 57,500,000 Class B ordinary shares of the Company, of $0.0001 par value per share (the “Shares”), up to 7,500,000 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 comprised of one Class A ordinary share and one, or a portion of one, warrant to purchase one Class A ordinary share (“Units”), do not fully exercise their option to purchase additional Units to cover over-allotments, if any (the “Over-allotment Option”). The terms of the sale by the Company of the Shares to Subscriber, and the Company and Subscriber’s agreements regarding the Shares, are as follows:
BOLD EAGLE ACQUISITION CORP. New York, NY, 10075Bold Eagle Acquisition Corp. • September 20th, 2024 • Blank checks
This administrative services and indemnification agreement (this “Agreement”) by and between Bold Eagle Acquisition Corp. (the “Company”), Eagle Equity Partners IV, LLC (the “Sponsor”) and Global Eagle Acquisition LLC, an affiliate of the Sponsor (“GEA”), dated as of the date hereof, will confirm our agreement that, in connection with the Company’s initial public offering of securities (the “Offering”) and related listing on The Nasdaq Stock Market LLC (“Nasdaq”), commencing on the date the securities of the Company are first listed on Nasdaq (the “Listing Date”), pursuant to a Registration Statement on Form S-1 and prospectus filed with the U.S. Securities and Exchange Commission (the “Registration Statement”) and continuing until the earlier of the consummation by the Company of an initial business combination (“Business Combination”) or the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination D
