WARRANT AGREEMENTWarrant Agreement • October 2nd, 2020 • FG New America Acquisition Corp. • Blank checks • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 2nd, 2020 • FG New America Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September 29, 2020, is made and entered into by and among FG New America Acquisition Corp., a Delaware corporation (the “Company”), FG New America Investors LLC, a Delaware limited liability company (the “Sponsor”), Piper Sandler & Co. and ThinkEquity, a division of Fordham Financial Management, Inc., as representatives of the underwriters (the “Underwriters”) and the undersigned parties listed on the signature page hereto under “Holders” (each such party, together with the Sponsor, the Underwriters 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”).
UNDERWRITING AGREEMENT between FG NEW AMERICA ACQUISITION CORP. and THINKEQUITY, A DIVISION OF FORDHAM FINANCIAL MANAGEMENT, INC.Underwriting Agreement • October 2nd, 2020 • FG New America Acquisition Corp. • Blank checks • New York
The undersigned, FG New America Acquisition Corp., a Delaware corporation (the “Company”), hereby confirms its agreement with ThinkEquity, a division of Fordham Financial Management, Inc. (“ThinkEquity”) and Piper Sandler & Co. (“Piper” and together with ThinkEquity, 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:
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • October 2nd, 2020 • FG New America Acquisition Corp. • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of September 29, 2020 by and between FG New America Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, a New York corporation (the “Trustee”).
PRIVATE PLACEMENT UNITS PURCHASE AGREEMENTPrivate Placement Units Purchase Agreement • October 2nd, 2020 • FG New America Acquisition Corp. • Blank checks • New York
This PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT (this “Agreement”) is made as of the 29th day of September, 2020, by and between FG New America Acquisition Corp., a Delaware corporation (the “Company”), having its principal place of business at 105. S. Maple Street, Itasca, Illinois 60143, and FG New America Investors LLC, a Delaware limited liability company (the “Subscriber”), having its principal place of business at 105. S. Maple Street, Itasca, Illinois 60143.
15 EXERCISE PRICE WARRANTS PURCHASE AGREEMENTWarrants Purchase Agreement • October 2nd, 2020 • FG New America Acquisition Corp. • Blank checks • New York
THIS $15 EXERCISE PRICE WARRANTS PURCHASE AGREEMENT, dated as of September 29, 2020 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and among FG New America Acquisition Corp., a Delaware corporation (the “Company”), and FG New America Investors LLC, a Delaware limited liability company (the “Purchaser”).
FOUNDER WARRANTS PURCHASE AGREEMENTFounder Warrants Purchase Agreement • October 2nd, 2020 • FG New America Acquisition Corp. • Blank checks • New York
THIS FOUNDER WARRANTS PURCHASE AGREEMENT, dated as of September 29, 2020 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and among FG New America Acquisition Corp., a Delaware corporation (the “Company”), and FG New America Investors LLC, a Delaware limited liability company (the “Purchaser”).
FG New America Acquisition Corp.Underwriting Agreement • October 2nd, 2020 • FG New America Acquisition Corp. • 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 FG New America Acquisition Corp., a Delaware corporation (the “Company”), and Piper Sandler & Co. and ThinkEquity, a division of Fordham Financial Management, Inc., 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 25,875,000 of the Company’s units (including up to 3,375,000 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 “Class A Common Stock”), and one-half of one redeemable warrant. Each whole warrant (each, a “Warrant”) entitles the holder thereof to purchase one share of Class A Common Stock at a price of $11.50 per share
FG NEW AMERICA ACQUISITION CORP. Itasca, Illinois 60143Administrative Services Agreement • October 2nd, 2020 • FG New America Acquisition Corp. • Blank checks • New York
This letter agreement (this “Agreement”) by and among FG New America Acquisition Corp. (the “Company”) and FG New America Investors LLC (the “Sponsor”), 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 or the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”):
