20,000,000 Units1 SK Growth Opportunities Corporation UNDERWRITING AGREEMENTUnderwriting Agreement • June 29th, 2022 • SK Growth Opportunities Corp • Blank checks • New York
This press release is not an offer for sale of the securities in the United States or in any other jurisdiction where such offer is prohibited, and such securities may not be offered or sold in the United States absent registration or an exemption from registration under the United States Securities Act of 1933, as amended.
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • June 29th, 2022 • SK Growth Opportunities Corp • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of June 23, 2022 (as it may from time to time be amended, this “Agreement”), is entered into by and between SK Growth Opportunities Corporation, a Cayman Islands exempted company (the “Company”), and Auxo Capital Managers LLC, a Delaware limited liability company (the “Purchaser”).
WARRANT AGREEMENTWarrant Agreement • June 29th, 2022 • SK Growth Opportunities Corp • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of June 23, 2022, is by and between SK Growth Opportunities Corporation, 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”).
REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENTRegistration and Shareholder Rights Agreement • June 29th, 2022 • SK Growth Opportunities Corp • Blank checks • New York
THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of June 23, 2022, is made and entered into by and among SK Growth Opportunities Corporation, a Cayman Islands exempted company (the “Company”), Auxo Capital Managers LLC, a Delaware 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”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • June 29th, 2022 • SK Growth Opportunities Corp • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of June 23 , 2022 by and between SK Growth Opportunities Corporation, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
SK Growth Opportunities Corporation New York, NY 10003 Re: Initial Public Offering Ladies and Gentlemen:Letter Agreement • June 29th, 2022 • SK Growth Opportunities 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 SK Growth Opportunities Corporation, a Cayman Islands exempted company (the “Company”), and Deutsche Bank Securities Inc., as underwriter (the “Underwriter”), 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 “Public 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 Prospectus (as defined below). The Units will be sold in the Public Offering pursuant to a regis
SK GROWTH OPPORTUNITIES CORPORATION New York, NY 10003Letter Agreement • June 29th, 2022 • SK Growth Opportunities Corp • Blank checks • New York
This letter agreement (this “Agreement”) by and between SK Growth Opportunities Corporation (the “Company”) and SK Global Development Advisors LLC (the “Advisory Company”), 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 Nasdaq Global Market (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 and the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”):
