and CONTINENTAL STOCK TRANSFER & TRUST COMPANY WARRANT AGREEMENT Dated as of August 18, 2016Warrant Agreement • August 24th, 2016 • Stellar Acquisition III Inc. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of August 18, 2016, is by and between Stellar Acquisition III Inc., a Marshall Islands corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”).
6,500,000 Units Stellar Acquisition III Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • August 24th, 2016 • Stellar Acquisition III Inc. • Blank checks • New York
The undersigned, Stellar Acquisition III Inc., a Marshall Islands company (“Company”), hereby confirms its agreement with Maxim Group LLC (hereinafter referred to as “you”, “Maxim”, or as the “Representative”) and with the other underwriters named on Schedule A hereto for which you are acting as representative (the Representative and the other Underwriters being collectively referred to herein as the “Underwriters” or, individually, an “Underwriter”), as follows:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 24th, 2016 • Stellar Acquisition III Inc. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 18, 2016, is made and entered into by and among Stellar Acquisition III Inc., a Marshall Islands corporation (the “Company”), Astra Maritime Corp., Dominium Investments Inc., Magellan Investments Corp. and Firmus Investments Inc. (the “Sponsors”), and the undersigned parties listed under Holders on the signature page hereto (each such party, together with the Sponsors 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 • August 24th, 2016 • Stellar Acquisition III Inc. • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of August 18, 2016 by and between Stellar Acquisition III Inc., a Marshall Islands corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
Stellar Acquisition III Inc. Maroussi 15125 Athens, GreeceUnderwriting Agreement • August 24th, 2016 • Stellar Acquisition III Inc. • Blank checks
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) proposed to be entered into by and between Stellar Acquisition III Inc., a Marshall Islands corporation (the “Company”), and Maxim Group LLC, as representative of the several underwriters named therein (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of 6,500,000 of the Company’s units (the “Units”), each Unit comprised of one share of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), and one warrant (each, a “Warrant”). Each Warrant entitles the holder thereof to purchase one share of the Common Stock at a price of $11.50 per share, subject to adjustment. The Units shall be sold in the Public Offering pursuant to a registration statement on Form S-1 and prospectus (the “Prospectus”) filed by the Company with the Securities and Exchange Commission (the “Commission”) and
Stellar Acquisition III Inc. 90 Kifi ssias Avenue Maroussi 15125 Athens, GreeceAdministrative Services Agreement • August 24th, 2016 • Stellar Acquisition III Inc. • Blank checks • New York
