REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 31st, 2023 • Haymaker Acquisition Corp. 4 • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 25, 2023, is made and entered into by and among Haymaker Acquisition Corp. 4, a Cayman Islands exempted company (the “Company”) and Haymaker Sponsor 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”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • July 31st, 2023 • Haymaker Acquisition Corp. 4 • Blank checks
This Investment Management Trust Agreement (this “Agreement”) is made effective as of July 25, 2023 by and between Haymaker Acquisition Corp. 4, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
HAYMAKER ACQUISITION CORP. IV New York, NY 10022Securities Subscription Agreement • May 8th, 2023 • Haymaker Acquisition Corp. 4 • Blank checks • New York
Haymaker Acquisition Corp. IV, a Cayman Islands exempted company (the “Company”), is pleased to accept the offer Haymaker Sponsor IV 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 Ordinary 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 Ordinary Shares and the Company’s Class A ordinary shares, $0.0001 par value per share (the “Class A Ordinary Shares”). Pursuant to the Company’s memorandum and articles of association, as amended to the date hereof (the “Articles”), unless otherwise provided in the definitive agreement for the C
WARRANT AGREEMENTWarrant Agreement • July 31st, 2023 • Haymaker Acquisition Corp. 4 • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of July 25, 2023, is by and between Haymaker Acquisition Corp. 4, 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”).
UNIT SUBSCRIPTION AGREEMENTUnit Subscription Agreement • July 31st, 2023 • Haymaker Acquisition Corp. 4 • Blank checks • New York
This UNIT SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of this 25th day of July, 2023, by and between Haymaker Acquisition Corp. 4, a Cayman Islands exempted company (the “Company”), having its principal place of business at 501 Madison Avenue, Floor 5, New York, NY 10022, and Haymaker Sponsor IV LLC (the “Purchaser”).
FORM OF INDEMNITY AGREEMENTIndemnification Agreement • July 17th, 2023 • Haymaker Acquisition Corp. 4 • Blank checks • New York
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [__], 2023, by and between Haymaker Acquisition Corp. 4, a Cayman Islands exempted company (the “Company”), and [__] (“Indemnitee”).
UNDERWRITING AGREEMENT among Haymaker Acquisition Corp. 4, CANTOR FITZGERALD & CO. and WILLIAM BLAIR & COMPANY, L.L.C. Dated: July 25, 2023 Haymaker Acquisition Corp. 4 UNDERWRITING AGREEMENTUnderwriting Agreement • July 31st, 2023 • Haymaker Acquisition Corp. 4 • Blank checks • New York
The undersigned, Haymaker Acquisition Corp. 4, a Cayman Islands exempted company (the “Company”), hereby confirms its agreement with Cantor Fitzgerald & Co. (“Cantor Fitzgerald”) and William Blair & Company, L.L.C. (“William Blair” and together with Cantor Fitzgerald, the “Representatives”) and with the other underwriters named on Schedule A hereto (if any), for which the Representatives are acting as representatives (the Representatives and such other underwriters being collectively referred to herein as the “Underwriters” or, each underwriter individually, an “Underwriter”) as follows:
Haymaker Acquisition Corp. 4 New York, NY 10022 Haymaker Acquisition Corp. 4 Re: Initial Public Offering Ladies and Gentlemen:Underwriting Agreement • July 31st, 2023 • Haymaker Acquisition Corp. 4 • 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 Haymaker Acquisition Corp. 4, a Cayman Islands exempted company (the “Company”), and Cantor Fitzgerald & Co. and William Blair & Company, L.L.C., as the representatives (the “Representatives”) of the several underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of up to 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 of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Class A Ordinary Shares”) and one-half of one redeemable warrant. Each whole warrant (each, a “Public Warrant”) entitles the holder thereof to purchase one Class A Ordinary Share at a price of $11.50 per share, subject to adjustment as described in the Prospectus (a
Haymaker Acquisition Corp. 4Advisory Services Agreement • July 31st, 2023 • Haymaker Acquisition Corp. 4 • Blank checks
This letter agreement by and between Haymaker Acquisition Corp. 4 (the “Company”) and Forest Crest Holdings, LLC (“FCH”), 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 New York Stock Exchange (the “Listing Date”), pursuant to a Registration Statement on Form S-1 and prospectus filed with the Securities and Exchange Commission (the “Registration Statement”) 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”):
Haymaker Acquisition Corp. 4 New York, NY 10022Administrative Services Agreement • July 3rd, 2023 • Haymaker Acquisition Corp. 4 • Blank checks
This letter agreement (this “Agreement”) by and between Haymaker Acquisition Corp. 4 (the “Company”) and Mistral Capital Management LLC (“Mistral”), 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 New York Stock Exchange (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 and the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”):
Haymaker Acquisition Corp. 4 New York, NY 10022Administrative Services Agreement • July 31st, 2023 • Haymaker Acquisition Corp. 4 • Blank checks
This letter agreement (this “Agreement”) by and between Haymaker Acquisition Corp. 4 (the “Company”) and Mistral Capital Management LLC (“Mistral”), 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 New York Stock Exchange (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 and the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”):
