ANDRETTI ACQUISITION CORP. Indianapolis, Indiana 46268Andretti Acquisition Corp. • December 17th, 2021 • Blank checks • New York
We are pleased to accept the offer SOL Verano Blocker 1 LLC (the “Subscriber” or “you”) has made to purchase 1,430,923 of Class B ordinary shares (the “Shares”), $0.0001 par value per share (the “Class B Ordinary Shares” and, together with all other classes of the Company’s (as defined below) ordinary shares, the “Ordinary Shares”), up to 233,382 Shares of which are subject to complete or partial forfeiture by you if the underwriters of the initial public offering (“IPO”) of Andretti Acquisition Corp., a Cayman Islands exempted company (the “Company”), do not fully exercise their over-allotment option (the “Over-Allotment Option”). The terms (this “Agreement”) on which the Company is willing to sell the Shares to the Subscriber, and the Company and the Subscriber’s agreements regarding the Shares, are as follows:
FORM OF INVESTMENT MANAGEMENT TRUST AGREEMENTTrust Agreement • December 17th, 2021 • Andretti Acquisition Corp. • Blank checks • New York
THIS INVESTMENT MANAGEMENT TRUST AGREEMENT is made effective as of [ ], 2021 (as amended, supplemented or otherwise modified from time to time, this “Agreement”), by and between Andretti Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the “Trustee”).
FORM OF PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • December 17th, 2021 • Andretti Acquisition Corp. • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [ ], 2021 (as amended, supplemented or otherwise modified from time to time, this “Agreement”), is entered into by and between Andretti Acquisition Corp., a Cayman Islands exempted company (the “Company”), and SOL Verano Blocker 1 LLC, a Delaware limited liability company (the “Purchaser”).
