REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 21st, 2021 • Hennessy Capital Investment Corp. V • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 14, 2021, is made and entered into by and among Hennessy Capital Investment Corp. V, a Delaware corporation (the “Company”), Hennessy Capital Partners V 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”).
SUBSCRIPTION AGREEMENTSubscription Agreement • January 21st, 2021 • Hennessy Capital Investment Corp. V • Blank checks • New York
This Subscription Agreement (this “Agreement”) is entered into as of January 5, 2021 between Hennessy Capital Investment Corp. V, a Delaware corporation (the “Company”), Hennessy Capital Partners V LLC, a Delaware limited liability company (the “Sponsor”) and [BlackRock Entity]1 (the “Purchaser”).
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement • January 21st, 2021 • Hennessy Capital Investment Corp. V • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of January 14, 2021 (this “Agreement”), is entered into by and between Hennessy Capital Investment Corp. V, a Delaware corporation (the “Company”), and Hennessy Capital Partners V LLC, a Delaware limited liability company (the “Purchaser”).
Hennessy Capital Investment Corp. V Wilson, Wyoming 83014 (307) 201-1903Letter Agreement • January 21st, 2021 • Hennessy Capital Investment Corp. V • Blank checks • New York
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 Hennessy Capital Investment Corp. V, a Delaware corporation (the “Company”) and Citigroup Global Markets Inc. and Barclays Capital Inc. (collectively, the “Representatives”), relating to an underwritten initial public offering (the “Public Offering”), of 34,500,000 of the Company’s units (including up to 4,500,000 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-fourth of one redeemable 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 will be sold in the Public Offering pursuant to a registration statement on Form S-1 and prospectus (the
HENNESSY CAPITAL INVESTMENT CORP. V and CONTINENTAL STOCK TRANSFER & TRUST COMPANY WARRANT AGREEMENT Dated as of January 14, 2021Warrant Agreement • January 21st, 2021 • Hennessy Capital Investment Corp. V • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of January 14, 2021 is by and between Hennessy Capital Investment Corp. V, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • January 21st, 2021 • Hennessy Capital Investment Corp. V • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of January 14, 2021 by and between Hennessy Capital Investment Corp. V, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
HENNESSY CAPITAL INVESTMENT CORP. VHennessy Capital Investment Corp. V • January 21st, 2021 • Blank checks • New York
This letter agreement by and between Hennessy Capital Investment Corp. V (the “Company”) and Hennessy Capital LLC (“Hennessy Capital”), 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 Capital 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 or the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”):
