FORM OF INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • January 22nd, 2020 • CITIC Capital Acquisition Corp. • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of , 2020 by and between CITIC Capital Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
20,000,000 Units CITIC Capital Acquisition Corp. FORM OF UNDERWRITING AGREEMENTUnderwriting Agreement • January 22nd, 2020 • CITIC Capital Acquisition Corp. • Blank checks • New York
CITIC Capital Acquisition Corp. 9/F East Tower, Beijing Genesis, No. 8 Xinyuan South Road Chaoyang District, Beijing, 100027 People’s Republic of ChinaCITIC Capital Acquisition Corp. • January 22nd, 2020 • Blank checks • New York
This agreement (the “Agreement”) is entered into on November 14, 2019 by and between CITIC Capital Acquisition LLC, a Cayman Islands limited liability company (the “Subscriber” or “you”), and CITIC Capital Acquisition Corp., a Cayman Islands exempted company (the “Company,” “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to subscribe for and purchase 5,750,000 Class B ordinary shares of $0.0001 par value per share (the “Shares”), up to 750,000 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:
FORM OF PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • January 22nd, 2020 • CITIC Capital Acquisition Corp. • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of __________, 2020 (as it may from time to time be amended, this “Agreement”), is entered into by and between CITIC Capital Acquisition Corp., a Cayman Islands exempted company (the “Company”), and CITIC Capital Acquisition LLC, a Cayman Islands limited liability company (the “Purchaser”).
FORM OF INDEMNITY AGREEMENTForm of Indemnity Agreement • January 22nd, 2020 • CITIC Capital Acquisition Corp. • Blank checks • New York
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of _________, 2020, by and between CITIC CAPITAL ACQUISITION CORP., a Cayman Islands exempted company (the “Company”), and _____________ (“Indemnitee”).
CITIC Capital Acquisition Corp. 9/F, East Tower, Genesis Beijing No. 8 Xinyuan South Road, Chaoyang District Beijing 100027 People’s Republic of ChinaLetter Agreement • January 22nd, 2020 • CITIC Capital 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 among CITIC Capital Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Credit Suisse Securities (USA) LLC, 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 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 “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 Prospect
FORM OF REGISTRATION RIGHTS AGREEMENTForm of Registration Rights Agreement • January 22nd, 2020 • CITIC Capital Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of __________, 2020, is made and entered into by and among CITIC Capital Acquisition Corp., a Cayman Islands exempted company (the “Company”), CITIC Capital Acquisition LLC, a Cayman Islands 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”).
FORM OF WARRANT AGREEMENTForm of Warrant Agreement • January 22nd, 2020 • CITIC Capital Acquisition Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of __________, 2020, is by and between CITIC Capital Acquisition 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”).
CITIC CAPITAL ACQUISITION CORP. 9/F, East Tower, Genesis Beijing No. 8 Xinyuan South Road, Chaoyang District Beijing 100027 People’s Republic of ChinaLetter Agreement • January 22nd, 2020 • CITIC Capital Acquisition Corp. • Blank checks • New York
This letter agreement (this “Agreement”) by and between CITIC Capital Acquisition Corp. (the “Company”) and CITIC Capital Acquisition 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”):
