INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • October 5th, 2021 • Home Plate Acquisition Corp • Blank checks • New York
INDEMNITY AGREEMENTIndemnity Agreement • June 8th, 2021 • Home Plate Acquisition Corp • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of , 2021, by and between Home Plate Acquisition Corporation, a Delaware corporation (the “Company”), and (“Indemnitee”).
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • September 3rd, 2021 • Home Plate Acquisition Corp • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (as it may from time to time be amended, this “Agreement”), dated as of _______, 2021, is entered into by and among Home Plate Acquisition Corporation, a Delaware corporation (the “Company”), and Home Plate Sponsor LLC, a Delaware limited liability company (the “Purchaser”).
WARRANT AGREEMENTWarrant Agreement • October 5th, 2021 • Home Plate Acquisition Corp • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of September 29, 2021, is by and between Home Plate Acquisition Corporation, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (the “Warrant Agent” and, in its capacity as transfer agent, referred to herein as the “Transfer Agent”).
REGISTRATION AND STOCKHOLDER RIGHTS AGREEMENTRegistration and Stockholder Rights Agreement • October 5th, 2021 • Home Plate Acquisition Corp • Blank checks • New York
THIS REGISTRATION AND STOCKHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of September 29, 2021, is made and entered into by and among Home Plate Acquisition Corporation, a Delaware corporation (the “Company”), Home Plate Sponsor LLC, a Delaware limited liability company (the “Sponsor”), Jefferies LLC (“Jefferies”) and the undersigned parties listed under Holder on the signature page hereto (each such party, together with the Sponsor, members of the Sponsor, Jefferies, and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.3 of this Agreement, a “Holder” and collectively the “Holders”).
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTWarrant Purchase Agreement • October 5th, 2021 • Home Plate Acquisition Corp • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (as it may from time to time be amended, this “Agreement”), dated as of September 29, 2021, is entered into by and among Home Plate Acquisition Corporation, a Delaware corporation (the “Company”), and Home Plate Sponsor LLC, a Delaware limited liability company (the “Purchaser”).
Home Plate Acquisition Corporation New York, NY 10028Subscription Agreement • June 8th, 2021 • Home Plate Acquisition Corp • Blank checks • New York
We are pleased to accept the offer Home Plate Sponsor LLC (the “Subscriber” or “you”) has made to purchase 5,650,000 shares (“Founder Shares”) of the Class B common stock, $0.0001 par value per share (the “Class B Common Stock”), of Home Plate Acquisition Corporation, a Delaware corporation (the “Company”), up to 750,000 of which are subject to forfeiture by you if the underwriters of the proposed initial public offering (“IPO”) of the Company pursuant to the registration statement on Form S-1 expected to be filed by the Company in connection with the IPO (the “Registration Statement”) do not fully exercise their over-allotment option (the “Over-allotment Option”) as described below. For the purposes of this Agreement (this “Agreement”), references to “Common Stock” are to, collectively, the Class B Common Stock and the Company’s Class A common stock, $0.0001 par value per share (the “Class A Common Stock”). Pursuant to the Company’s certificate of incorporation (as may be amended and/
Home Plate Acquisition Corporation New York, NY 10028 Jefferies LLC as Representative (as defined below) of the Underwriter(s) listed in Schedule I to the Underwriting Agreement (as defined below) New York, NY 10022Underwriting Agreement • October 5th, 2021 • Home Plate Acquisition Corp • Blank checks • New York
This letter (the “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Home Plate Acquisition Corporation, a Delaware corporation (the “Company”) and Jefferies LLC, as representative (the “Representative”) of the underwriter(s) named in Schedule A thereto (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of the Company’s units (the “Units”), each unit comprised of one share of the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”), and one-half of one redeemable 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.
20,000,000 Units Home Plate Acquisition Corporation UNDERWRITING AGREEMENTUnderwriting Agreement • October 5th, 2021 • Home Plate Acquisition Corp • Blank checks • New York
Home Plate Acquisition Corporation New York, NY 10028 Jefferies LLC as Representative (as defined below) of the [several Underwriters] listed in Schedule I to the Underwriting Agreement (as defined below) New York, NY 10022Underwriting Agreement • June 8th, 2021 • Home Plate Acquisition Corp • Blank checks • New York
This letter (the “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Home Plate Acquisition Corporation, a Delaware corporation (the “Company”) and Jefferies LLC, as representative (the “Representative”) of the [several underwriters] named in Schedule A thereto (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of the Company’s units (the “Units”), each unit comprised of one share of the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”), and one-half of one redeemable warrant, each whole warrant exercisable for one share of Common Stock (each, a “Warrant”). Certain capitalized terms used herein are defined in paragraph 12 hereof.
Home Plate Acquisition Corporation New York, NY 10028 Jefferies LLC as Representative (as defined below) of the Underwriter(s) listed in Schedule I to the Underwriting Agreement (as defined below) New York, NY 10022Underwriting Agreement • October 5th, 2021 • Home Plate Acquisition Corp • Blank checks • New York
This letter (the “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Home Plate Acquisition Corporation, a Delaware corporation (the “Company”) and Jefferies LLC, as representative (the “Representative”) of the underwriter(s) named in Schedule A thereto (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of the Company’s units (the “Units”), each unit comprised of one share of the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”), and one-half of one redeemable warrant, each whole warrant exercisable for one share of Common Stock (each, a “Warrant”). Certain capitalized terms used herein are defined in paragraph 12 hereof.
Home Plate Acquisition Corporation New York, NY 10028Subscription Agreement • June 8th, 2021 • Home Plate Acquisition Corp • Blank checks • New York
We are pleased to accept the offer you (the “Subscriber” or “you”) have made to purchase 25,000 shares (“Founder Shares”) of the Class B common stock, $0.0001 par value per share (the “Class B Common Stock”), of Home Plate Acquisition Corporation, a Delaware corporation (the “Company”). For the purposes of this Agreement (this “Agreement”), references to “Common Stock” are to, collectively, the Class B Common Stock and the Company’s Class A common stock, $0.0001 par value per share (the “Class A Common Stock”). Pursuant to the Company’s certificate of incorporation (as may be amended and/or restated from time to time, the “Charter”), shares of Class B Common Stock will automatically convert into shares of Class A Common Stock on a one-for-one basis, subject to adjustment, upon the terms and conditions set forth in the Charter. Unless the context otherwise requires, as used herein “Securities” shall refer to the Founder Shares and shall be deemed to include any shares of Class A Common
HOME PLATE ACQUISITION CORPORATION New York, NY 10028Investment Agreement • October 5th, 2021 • Home Plate Acquisition Corp • Blank checks • New York
This agreement (the “Agreement”) is entered into on the date set forth above by and among the purchaser(s) listed on the signature page hereto (the “Purchaser”), Home Plate Sponsor LLC, a Delaware limited liability company (the “Sponsor”), and Home Plate Acquisition Corporation, a Delaware corporation (the “Company”). As used in this Agreement, the term “Purchaser” means all entities purchasing Shares under this Agreement. In the event that there is more than one Purchaser under this Agreement and Purchaser has any obligations or makes any covenants, representations or warranties under this Agreement, the same shall be deemed to be made severally and not jointly by each Purchaser hereunder. This Agreement may be executed by an investment manager on behalf of managed funds and/or accounts, and for the avoidance of doubt, such fund or account shall, severally and not jointly, be deemed the Purchaser hereunder.
FORM OF REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 20th, 2023 • Home Plate Acquisition Corp • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2023 is made and entered into by and among Heidmar Marine Inc., a company organized and existing under the laws of Marshall Islands (“Holdings”), Home Plate Sponsor LLC (the “Sponsor” and, together with the equityholders designated as Legacy Home Plate Holders on Schedule A hereto, the “Legacy Home Plate Holders”), the equityholders of Heidmar Inc., a company organized and existing under the laws of Marshall Islands (the “Company”), designated as Legacy Heidmar Holders on Schedule B hereto (each such party a “Legacy Heidmar Holder”, and together with the Legacy Home Plate Holders 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”), and, for the limited purpose set forth in Section 5.4 of this Agreement, Home Plate Acquisition Corporation, a Delaware corporation (“Home Plate”).
BUSINESS COMBINATION AGREEMENT by and among HOME PLATE ACQUISITION CORPORATION, HOME PLATE SPONSOR LLC, HEIDMAR INC., HP MERGER SUBSIDIARY CORP., HEIDMAR MARINE INC., and THE COMPANY shareholderS Dated as of March 19, 2023Business Combination Agreement • March 20th, 2023 • Home Plate Acquisition Corp • Blank checks • Delaware
This Business Combination Agreement (this “Agreement”) is made and entered into as of March 19, 2023, by and among Home Plate Acquisition Corporation, a Delaware corporation (“SPAC”), Home Plate Sponsor LLC, a Delaware limited liability company, solely for purposes of Section 8.24 (“Sponsor”), Heidmar Marine Inc., a company organized and existing under the laws of Marshall Islands (“Holdings”), HP Merger Subsidiary Corp., a Delaware corporation (“Merger Sub”), Heidmar Inc., a company organized and existing under the laws of Marshall Islands (the “Company”), and those shareholders of the Company set forth on the signature pages hereto as a “Company Shareholder” to this Agreement (collectively, the “Company Shareholders“). SPAC, Holdings, Merger Sub, the Company and the Company Shareholders are sometimes referred to herein individually as a “Party“ and, collectively, as the “Parties“.
AMENDMENT NO. 1 TO INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • April 11th, 2023 • Home Plate Acquisition Corp • Blank checks • New York
THIS AMENDMENT NO. 1 TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT (this “Amendment”) is made as of March 30, 2023, by and between Home Plate Acquisition Corporation, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). Capitalized terms contained in this Amendment, but not specifically defined in this Amendment, shall have the meanings ascribed to such terms in the Original Agreement (as defined below).
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • March 20th, 2023 • Home Plate Acquisition Corp • Blank checks
This Sponsor Support Agreement (this “Sponsor Agreement”) is dated as of March 19, 2023, by and among Home Plate Sponsor LLC, a Delaware limited liability company (the “Sponsor”), Home Plate Acquisition Corporation, a Delaware corporation (“SPAC”), Heidmar Inc., a company organized and existing under the laws of Marshall Islands (the “Company”), and Heidmar Marine Inc., a company organized and existing under the laws of Marshall Islands (“Holdings”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Business Combination Agreement (as defined below).
FOURTH AMENDMENT TO BUSINESS COMBINATION AGREEMENTBusiness Combination Agreement • September 22nd, 2023 • Home Plate Acquisition Corp • Blank checks • Delaware
This Fourth Amendment to Business Combination Agreement (this “Amendment”) is made and entered into as of September 21, 2023, by and among Home Plate Acquisition Corporation, a Delaware corporation (“SPAC”), and Heidmar Inc., a company organized and existing under the laws of Marshall Islands (the “Company”).
FORM OF LOCK-UP AGREEMENT (COMPANY SHAREHOLDERS)Lock-Up Agreement • March 20th, 2023 • Home Plate Acquisition Corp • Blank checks • Delaware
THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of [●], 2023 between (i) Heidmar Marine Inc., a company organized and existing under the laws of Marshall Islands (“Holdings”), and (ii) the undersigned (the “Holder”). Holdings and the Holder are sometimes referred to herein individually as a “Party” and, collectively, as the “Parties”. Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Business Combination Agreement (as defined below).
FIRST AMENDMENT TO BUSINESS COMBINATION AGREEMENTBusiness Combination Agreement • July 18th, 2023 • Home Plate Acquisition Corp • Blank checks • Delaware
This First Amendment to Business Combination Agreement (this “Amendment”) is made and entered into as of July 17, 2023, by and among Home Plate Acquisition Corporation, a Delaware corporation (“SPAC”), and Heidmar Inc., a company organized and existing under the laws of Marshall Islands (the “Company”).
FORM OF NON-REDEMPTION AGREEMENT AND ASSIGNMENT OF ECONOMIC INTERESTNon-Redemption Agreement and Assignment of Economic Interest • March 29th, 2023 • Home Plate Acquisition Corp • Blank checks • Delaware
This Non-Redemption Agreement and Assignment of Economic Interest (this “Agreement”) is entered as of March [●], 2023 by and among Home Plate Acquisition Corporation (“SPAC”), Home Plate Sponsor LLC (“Sponsor”) and the undersigned investor(s) (“Investor”).
Home Plate Acquisition Corporation New York, NY 10028Administrative Services Agreement • June 8th, 2021 • Home Plate Acquisition Corp • Blank checks • Delaware
This letter agreement by and between Home Plate Acquisition Corporation, (the “Company”) and Home Plate Sponsor LLC (“Provider”), dated as of the date hereof, will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the Registration Statement on Form S-1 filed with the U.S. Securities and Exchange Commission (the “Registration Statement”) for the Company’s initial public offering and continuing until the earlier of the consummation by the Company of an initial 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 Date”):
Home Plate Acquisition Corporation New York, NY 10028Administrative Services Agreement • October 5th, 2021 • Home Plate Acquisition Corp • Blank checks • Delaware
This letter agreement by and between Home Plate Acquisition Corporation, (the “Company”) and Home Plate Sponsor LLC (“Provider”), dated as of the date hereof, will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the Registration Statement on Form S-1 filed with the U.S. Securities and Exchange Commission (the “Registration Statement”) for the Company’s initial public offering and continuing until the earlier of the consummation by the Company of an initial 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 Date”):
THIRD AMENDMENT TO BUSINESS COMBINATION AGREEMENTBusiness Combination Agreement • September 14th, 2023 • Home Plate Acquisition Corp • Blank checks • Delaware
This Third Amendment to Business Combination Agreement (this “Amendment”) is made and entered into as of September 13, 2023, by and among Home Plate Acquisition Corporation, a Delaware corporation (“SPAC”), and Heidmar Inc., a company organized and existing under the laws of Marshall Islands (the “Company”).
SECOND AMENDMENT TO BUSINESS COMBINATION AGREEMENTBusiness Combination Agreement • August 3rd, 2023 • Home Plate Acquisition Corp • Blank checks • Delaware
This Second Amendment to Business Combination Agreement (this “Amendment”) is made and entered into as of August 2, 2023, by and among Home Plate Acquisition Corporation, a Delaware corporation (“SPAC”), and Heidmar Inc., a company organized and existing under the laws of Marshall Islands (the “Company”).
ASSIGNMENT, ASSUMPTION AND AMENDMENT AGREEMENT (WARRANT AGREEMENT)Warrant Agreement • March 20th, 2023 • Home Plate Acquisition Corp • Blank checks • New York
This Assignment, Assumption and Amendment Agreement (this “Agreement”) is made as of [•], 2023, by and among Home Plate Acquisition Corporation, a Delaware corporation (the “Company”), Heidmar Marine Inc., a company organized and existing under the laws of Marshall Islands (“Holdings”), and Continental Stock Transfer & Trust Company, a New York limited purposes trust company (the “Warrant Agent”).
