25,000,000 Units Experience Investment Corp. UNDERWRITING AGREEMENTUnderwriting Agreement • September 18th, 2019 • Experience Investment Corp. • Blank checks • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 18th, 2019 • Experience Investment Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September 12, 2019, is made and entered into by and among Experience Investment Corp., a Delaware corporation (the “Company”), Experience Sponsor LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned parties listed on the signature page hereto (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”).
Experience Investment Corp. Denver, CO 80206 Re: Initial Public Offering Gentlemen:Underwriting Agreement • September 18th, 2019 • Experience Investment Corp. • Blank checks
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) to be entered into by and among Experience Investment Corp., a Delaware corporation (the “Company”), Deutsche Bank Securities Inc., Citigroup Global Markets Inc. and J.P. Morgan Securities 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 comprised of one share of the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”), and one-third of one redeemable warrant. Each whole Warrant (each, a “Warrant”) entitles the holder thereof to purchase one share of Common Stock at a price of $11.50 per share, subject to a
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • September 18th, 2019 • Experience Investment Corp. • Blank checks • New York
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • September 18th, 2019 • Experience Investment Corp. • Blank checks • Delaware
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of September 12, 2019 (as it may from time to time be amended, this “Agreement”), is entered into by and between Experience Investment Corp., a Delaware corporation (the “Company”), and Experience Sponsor LLC, a Delaware limited liability company (the “Purchaser”).
WARRANT AGREEMENT between EXPERIENCE INVESTMENT CORP. and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLCWarrant Agreement • September 18th, 2019 • Experience Investment Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of September 12, 2019, is by and between Experience Investment Corp., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”).
