DiamondPeak Holdings Corp. 29th Floor New York, New York 10019 Re: Initial Public Offering Gentlemen:Letter Agreement • February 14th, 2019 • DiamondPeak Holdings 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 DiamondPeak Holdings Corp., a Delaware corporation (the “Company”), Deutsche Bank Securities 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 28,750,000 of the Company’s units (including up to 3,750,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one share of the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”), and one-third of one 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 shall be sold in the Public Offering pursuant to a registrati
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 14th, 2019 • DiamondPeak Holdings Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this ‘Agreement’), dated as of [●], 2019, is made and entered into by and among DiamondPeak Holdings Corp., a Delaware corporation (the ‘Company’), DiamondPeak Sponsor 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 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’).
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • February 14th, 2019 • DiamondPeak Holdings Corp. • Blank checks • Delaware
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of __, 2019 (as it may from time to time be amended, this “Agreement”), is entered into by and between DiamondPeak Holdings Corp., a Delaware corporation (the “Company”), and DiamondPeak Sponsor LLC, a Delaware limited liability company (the “Purchaser”).
SUBSCRIPTION AGREEMENTSubscription Agreement • February 14th, 2019 • DiamondPeak Holdings Corp. • Blank checks • New York
This Subscription Agreement (this “Agreement”) is entered into as of __, 2019 between DiamondPeak Holdings Corp., a Delaware corporation (the “Company”), DiamondPeak Sponsor LLC, a Delaware limited liability company (the “Sponsor”) and [BlackRock Entity] (the “Purchaser”).
WARRANT AGREEMENT between DIAMONDPEAK HOLDINGS CORP. and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLCWarrant Agreement • February 14th, 2019 • DiamondPeak Holdings Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of [_], 2019, is by and between DiamondPeak Holdings Corp., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”).
