120,000,000 Units KKR Acquisition Holdings I Corp. UNDERWRITING AGREEMENTUnderwriting Agreement • March 22nd, 2021 • KKR Acquisition Holdings I Corp. • Blank checks • New York
KKR Acquisition Holdings I Corp., a Delaware corporation (the “Company”), proposes to issue and sell to you and, as applicable, to the several underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “Representative”) are acting as representative, an aggregate of 120,000,000 units (the “Units”) of the Company (said Units to be issued and sold by the Company being hereinafter called the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to 18,000,000 additional Units to cover over-allotments, if any (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). Certain capitalized terms used herein and not otherwise defined are defined in Section 21 hereof.
WARRANT AGREEMENTWarrant Agreement • March 22nd, 2021 • KKR Acquisition Holdings I Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of March 19, 2021, is by and between KKR Acquisition Holdings I Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”).
KKR Acquisition Holdings I Corp. 30 Hudson Yards, Suite 7500 New York, NY 10001 Re: Initial Public Offering Ladies and Gentlemen:Underwriting Agreement • March 22nd, 2021 • KKR Acquisition Holdings I 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 KKR Acquisition Holdings I Corp., a Delaware corporation (the “Company”), and Citigroup Global Markets Inc., as representative (the “Representative”) of the several underwriters (each, an “Underwriter” and collectively, the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of 138,000,000 of the Company’s units (including up to 18,000,000 units that may be purchased by the Underwriters to cover over-allotments, if any) (the “Units”), each comprising one share of the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”), and one-fourth 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 adjustment. The Units will be sold in the
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • March 22nd, 2021 • KKR Acquisition Holdings I Corp. • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of March 19, 2021 by and between KKR Acquisition Holdings I Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the “Trustee”).
REGISTRATION AND STOCKHOLDER RIGHTS AGREEMENTRegistration and Stockholder Rights Agreement • March 22nd, 2021 • KKR Acquisition Holdings I Corp. • Blank checks • New York
THIS REGISTRATION AND STOCKHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of March 19, 2021, is made and entered into by and among KKR Acquisition Holdings I Corp., a Delaware corporation (the “Company”), KKR Acquisition Sponsor I LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned parties listed under Holder on the signature page hereto (each such party, together with the Sponsor, members of the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, a “Holder” and collectively the “Holders”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • March 22nd, 2021 • KKR Acquisition Holdings I Corp. • Blank checks • Delaware
This Indemnification Agreement is dated as of March 19, 2021 (this “Agreement”) and is between KKR Acquisition Holdings I Corp., a Delaware corporation (the “Company”), and the undersigned director and/or officer of the Company (“Indemnitee”).
WARRANT PURCHASE AGREEMENTWarrant Purchase Agreement • March 22nd, 2021 • KKR Acquisition Holdings I Corp. • Blank checks • New York
THIS WARRANT PURCHASE AGREEMENT (as it may from time to time be amended, this “Agreement”), dated as of March 16, 2021, is entered into by and among KKR Acquisition Holdings I Corp., a Delaware corporation (the “Company”), and KKR Acquisition Sponsor I LLC, a Delaware limited liability company (the “Purchaser”).
KKR Acquisition Sponsor I LLC New York, NY 10001Access Agreement • March 22nd, 2021 • KKR Acquisition Holdings I Corp. • Blank checks • New York
KKR Acquisition Holdings I Corp. (the “Company”) is a newly organized blank check company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”). In connection with the Company’s proposed initial public offering of securities and related listing on the New York Stock Exchange (the “Offering”) contemplated by the Company’s registration statement on Form S-1 (Reg. No. 333-252741) (the “Form S-1”), KKR Acquisition Sponsor I LLC, the sponsor and initial stockholder of the Company (the “Sponsor”), hereby agrees with the Company (this “Agreement”) for the benefit of itself, KKR ASH I LLC (“ASH”), GSSB Corporation (the “GSSB”), and affiliates of ASH and GSSB (such affiliates, together with ASH and GSSB, the “Member Affiliates”) that:
