WARRANT AGREEMENTWarrant Agreement • October 10th, 2024 • Stellar v Capital Corp. (Cayman Islands) • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of [●], 2024, is by and between Stellar V Capital 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”).
RE: Securities Subscription AgreementSecurities Subscription Agreement • December 4th, 2024 • Stellar v Capital Corp. (Cayman Islands) • Blank checks • New York
This agreement (the “Agreement”) is entered into as of July 15, 2024 by and between Stellar V Sponsor LLC, a Delaware limited liability company (the “Subscriber” or “you”), and Stellar V Capital Corp., a Cayman Island exempted company (the “Company,” “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 4,312,500 Class B Ordinary shares, $0.0001 par value per share (the “Shares”), up to 562,500 of which are subject to forfeiture 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:
Re: Indemnification Agreement with respect to Proposed OfferingIndemnification Agreement • August 28th, 2024 • Stellar v Capital Corp. (Cayman Islands) • Blank checks
Stellar V Sponsor LLC (the “Sponsor”) has requested that BTIG, LLC (“BTIG”) provide certain investment banking services (the “Services”) in connection with a potential private placement (the “Proposed Offering”) of membership units of the Sponsor. BTIG’s Services hereunder in connection with the Proposed Offering may include, but not necessarily be limited to, introduction of the Sponsor to potential qualified investors, assisting the Sponsor in arranging meetings and communications with potential qualified investors and such other services as the Sponsor and BTIG may from time to time agree.
