5,000,000 Units I-AM CAPITAL ACQUISITION COMPANY UNDERWRITING AGREEMENTUnderwriting Agreement • July 12th, 2017 • I-Am CAPITAL ACQUISITION Co • Blank checks • New York
The undersigned, I-AM Capital Acquisition Company, a Delaware corporation (“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:
and CONTINENTAL STOCK TRANSFER & TRUST COMPANY WARRANT AGREEMENT Dated as of [●], 2017Warrant Agreement • July 12th, 2017 • I-Am CAPITAL ACQUISITION Co • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of [●], 2017, is by and between I-AM Capital Acquisition Company, a Delaware 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”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • July 12th, 2017 • I-Am CAPITAL ACQUISITION Co • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of [________], 2017 by and between I-AM Capital Acquisition Company, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
THE REGISTERED HOLDER OF THIS PURCHASE OPTION, BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE OPTION, EXCEPT AS HEREIN PROVIDED, AND THE REGISTERED HOLDER OF THIS PURCHASE OPTION AGREES THAT IT WILL NOT SELL,...I-Am CAPITAL ACQUISITION Co • July 12th, 2017 • Blank checks • New York
THIS PURCHASE OPTION IS NOT EXERCISABLE PRIOR TO THE LATER OF: (I) THE CONSUMMATION BY I-AM CAPITAL ACQUISITION COMPANY (THE “COMPANY”) OF A MERGER, CAPITAL STOCK EXCHANGE, ASSET ACQUISITION, STOCK PURCHASE, REORGANIZATION OR OTHER SIMILAR BUSINESS TRANSACTION (A “BUSINESS TRANSACTION”) (AS DESCRIBED MORE FULLY IN THE COMPANY’S REGISTRATION STATEMENT (AS DEFINED HEREIN)) AND (II) TWELVE MONTHS FOLLOWING THE EFFECTIVE DATE. THIS PURCHASE OPTION SHALL BE VOID AFTER 5:00 P.M., NEW YORK CITY LOCAL TIME, ON _________, 2022.
I-AM Capital Acquisition Company New York, NY 10105Letter Agreement • July 12th, 2017 • I-Am CAPITAL ACQUISITION Co • 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 I-AM Capital Acquisition Company, a Delaware 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 up to 5,750,000 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”) an
UNIT PURCHASE AGREEMENTUnit Purchase Agreement • July 12th, 2017 • I-Am CAPITAL ACQUISITION Co • Blank checks • New York
This UNIT PURCHASE AGREEMENT (this “Agreement”) is made as of July 7, 2017, by and between I-AM Capital Acquisition Company, a Delaware corporation (the “Company”), with a principal place of business at 1345 Avenue of the Americas, 2nd Floor, New York, NY 10105, and I-AM Capital Partners LLC, a Delaware limited liability company with its offices at 1345 Avenue of the Americas, 2nd Floor, New York, NY 10105 (the “Subscriber”).
