AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 4th, 2021 • FTAC Athena Acquisition Corp. • Blank checks • Delaware
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2021, is made and entered into by and among each of FTAC Athena Acquisition Corp., a Cayman Islands exempted company (the “Company”), FTAC Athena Sponsor, LLC, a Delaware limited liability company, FTAC Athena Advisors, LLC, a Delaware limited liability company, and FTAC Athena PIPE Sponsor, LLC, a Delaware limited liability company (collectively, the “Sponsor”), GGC Public Equities Opportunities, L.P. (“GGC”), Cantor Fitzgerald & Co., a New York general partnership (“Cantor”), the Pico Equityholders (as defined below) and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 (each, a “Holder” and collectively, the “Holders”).
SUBSCRIPTION AGREEMENTSubscription Agreement • August 4th, 2021 • FTAC Athena Acquisition Corp. • Blank checks
This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into on August , 2021, by and among FTAC Athena Acquisition Corp., a Cayman Islands exempted company (the “Issuer”), and the subscriber party set forth on the signature page hereto (“Subscriber”). Capitalized terms used herein without definition shall have the meanings ascribed thereto in the Combination Agreement (as defined below).
BUSINESS COMBINATION AGREEMENT by and between FTAC ATHENA ACQUISITION CORP. AND PICO QUANTITATIVE TRADING HOLDINGS LLC dated as of August 3, 2021Business Combination Agreement • August 4th, 2021 • FTAC Athena Acquisition Corp. • Blank checks • Delaware
This BUSINESS COMBINATION AGREEMENT is made and entered into effective as of August 3, 2021, by and between FTAC ATHENA ACQUISITION CORP., a Cayman Islands exempted company (“Parent”), and PICO QUANTITATIVE TRADING HOLDINGS LLC, a Delaware limited liability company (the “Company”).
SUPPORT AGREEMENTSupport Agreement • August 4th, 2021 • FTAC Athena Acquisition Corp. • Blank checks • Delaware
This Support Agreement (this “Agreement”) is made as of August 3, 2021, by and among (i) FTAC Athena Acquisition Corp., a Cayman Islands exempted company (“Athena”), (ii) FTAC Athena Sponsor, LLC, a Delaware limited liability company (“Athena Sponsor”), and FTAC Athena Advisors, LLC, a Delaware limited liability company (“Advisors” and together with Athena Sponsor, the “Sponsors”), (iii) Pico Quantitative Trading Holdings LLC, a Delaware limited liability company (the “Company”), and (iv) the undersigned members of the Company holding at least 67% of the Company’s voting units as of the date hereof (together, the “Supporting Members” and, together with the Sponsors, the “Voting Parties” and each a “Voting Party”).
FTAC Athena Acquisition Corp. Philadelphia, PA 19104 Ladies and Gentlemen:Letter Agreement • August 4th, 2021 • FTAC Athena Acquisition Corp. • Blank checks • Delaware
This letter agreement (this “Letter Agreement”), by and among FTAC Athena Acquisition Corp., a Cayman Islands exempted company (the “Company”), and certain equityholders of Pico Quantitative Trading Holdings LLC, a Delaware limited liability company (“Pico”), identified on the signature pages hereto, who are intended to become stockholders of the Company (the “Stockholders”), is being delivered concurrently with the execution of that certain Business Combination Agreement, dated as of the date hereof (the “Combination Agreement”), by and between the Company and Pico. Pursuant to the Combination Agreement, each holder of an outstanding Class A common unit of Pico (the “Pico Units”) shall have the right to exchange (“Exchange Rights”) such Pico Unit for cash (if elected by the Company as the managing member of Pico) and/or one share of the Company’s Class A common stock, par value $0.0001 per share (“Common Stock”). In this Letter Agreement, the Pico Units and the shares of Common Stock
FTAC Athena Acquisition Corp. Philadelphia, PA 19104 Ladies and Gentlemen:Letter Agreement • August 4th, 2021 • FTAC Athena Acquisition Corp. • Blank checks • Delaware
This letter agreement (this “Letter Agreement”), by and among FTAC Athena Acquisition Corp., a Cayman Islands exempted company (the “Company”), and certain equityholders of Pico Quantitative Trading Holdings LLC, a Delaware limited liability company (“Pico”), identified on the signature pages hereto, who are intended to become stockholders of the Company (the “Stockholders”), is being delivered concurrently with the execution of that certain Business Combination Agreement, dated as of the date hereof (the “Combination Agreement”), by and between the Company and Pico. Pursuant to the Combination Agreement, each holder of an outstanding Class A common unit of Pico (the “Pico Units”) shall have the right to exchange (“Exchange Rights”) such Pico Unit for cash (if elected by the Company as the managing member of Pico) and/or one share of the Company’s Class A common stock, par value $0.0001 per share (“Common Stock”). In this Letter Agreement, the Pico Units and the shares of Common Stock
SPONSOR SHARE RESTRICTION AGREEMENTSponsor Share Restriction Agreement • August 4th, 2021 • FTAC Athena Acquisition Corp. • Blank checks • Delaware
This SPONSOR SHARE RESTRICTION AGREEMENT (this “Agreement”) is dated as of August 3, 2021, by and among FTAC Athena Acquisition Corp., a Cayman Islands exempted company (“Parent”), FTAC Athena Sponsor, LLC, a Delaware limited liability company (“Athena Sponsor”), and FTAC Athena Advisors, LLC, a Delaware limited liability company (“Advisors” and together with Athena Sponsor, the “Sponsors”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Combination Agreement (as defined below).
