FORWARD PURCHASE AGREEMENTForward Purchase Agreement • March 31st, 2022 • Aries I Acquisition Corp. • Blank checks • New York
This Forward Purchase Agreement (this “Agreement”) is entered into as of May 18, 2021, by and between Aries I Acquisition Corporation., a Cayman Islands exempted company (the “Company”), and the party listed as the purchaser on the signature page hereof (the “Purchaser”).
SECOND AMENDED & RESTATED FORWARD PURCHASE AGREEMENTForward Purchase Agreement • February 14th, 2022 • byNordic Acquisition Corp • Blank checks • New York
This Second Amended & Restated Forward Purchase Agreement (as the same may be further amended, supplemented or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”) is entered into and effective as of February 11, 2022, by and between byNordic Acquisition Corporation, a Delaware corporation (the “Company”), and Rothesay Investment Sarl SPF (the “Purchaser”).
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • April 12th, 2023 • Wejo Holdings Ltd. • New York
This Forward Purchase Agreement (this “Agreement”) is entered into as of August 4, 2021, by and among TKB Critical Technologies 1, a Cayman Islands exempt company (the “Company”), and each of Corbin ERISA Opportunity Fund, Ltd. (“Corbin ERISA”), Corbin Opportunity Fund, L.P. (“Corbin Opportunity”), Atalaya Special Purpose Investment Fund II LP (“ASPIF II”), and ACM ASOF VII (Cayman) Holdco LP (together with Corbin ERISA, Corbin Opportunity and ASPIF II, each a “Purchaser” and collectively the “Purchasers”).
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • February 16th, 2022 • Silver Sustainable Solutions Corp. • Blank checks • New York
This Forward Purchase Agreement (this “Agreement”) is entered into as of January 28, 2022, by and between Silver Sustainable Solutions Corp., a Delaware corporation (the “Company”), and Avenue Sustainable Solutions Fund, L.P., a Delaware limited partnership (the “Purchaser”).
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • March 24th, 2021 • LDH Growth Corp I • Blank checks • New York
This Forward Purchase Agreement (this “Agreement”) is entered into as of March 18, 2021, by and among LDH Growth Corp I, a Cayman Islands exempted company (the “Company”), and the party listed as the purchaser on the signature page hereof (the “Purchaser”).
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • April 9th, 2021 • CM Life Sciences III Inc. • Blank checks • New York
This Forward Purchase Agreement (this “Agreement”) is entered into as of April 6, 2021, by and between CM Life Sciences III Inc., a Delaware corporation (the “Company”), and Corvex Management LP, a Delaware limited partnership, acting solely in its capacity as investment advisor (in such capacity, the “Advisor”) to one or more investment funds, clients or accounts (collectively, “Clients”) managed from time to time by the Advisor.
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • March 24th, 2021 • Longview Acquisition Corp. II • Blank checks • New York
This Forward Purchase Agreement (this “Agreement”) is entered into as of March 18, 2021, between Longview Acquisition Corp. II, a Delaware corporation (the “Company”), Glenview Capital Management, LLC (the “Adviser”) and each of the purchasers listed on the signature pages hereto (each, a “Purchaser” and, collectively, along with any additional entities identified by the Adviser to become a party to this agreement pursuant to Section 8(f) hereof, the “Purchasers”).
BetweenForward Purchase Agreement • November 15th, 2005 • STT Communications LTD • Telephone communications (no radiotelephone) • New York
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • August 19th, 2022 • Lanvin Group Holdings LTD • Apparel & other finishd prods of fabrics & similar matl • Hong Kong
This Forward Purchase Agreement (this “Agreement”) is entered into as of January 5, 2021, between Primavera Capital Acquisition Corporation, a Cayman Islands exempted company (the “Company”), Primavera Capital Acquisition LLC, a Cayman Islands limited liability company (the “Sponsor”) and the party listed as the purchaser on the signature page hereof (the “Purchaser”).
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • November 9th, 2021 • Rigel Resource Acquisition Corp. • Blank checks • New York
This Forward Purchase Agreement (this “Agreement”) is entered into as of November 4, 2021, by and between Rigel Resource Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Orion Mine Finance Fund III LP, a Cayman Islands exempted limited partnership (together with its permitted assignees, the “Purchaser”).
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • June 1st, 2021 • Post Holdings Partnering Corp • Blank checks • New York
This Forward Purchase Agreement (this “Agreement”) is entered into as of May 28, 2021, by and between Post Holdings Partnering Corporation, a Delaware corporation (the “Company”), and PHPC Sponsor, LLC, a Delaware limited liability company (the “Purchaser”).
EX-10.9 5 t1601083_ex10-9.htm FORM OF FORWARD PURCHASE AGREEMENT FORWARD PURCHASE AGREEMENTForward Purchase Agreement • May 5th, 2020 • Delaware
This Forward Purchase Agreement (this “Agreement”) is entered into as of April 18, 2016, between CF Corporation, a Cayman Islands exempted limited company (the “Company”), the party listed as the purchaser on the signature page hereof (the “Purchaser”) and, solely for the purposes of Section 6 hereof, CF Capital Growth, LLC (the “Sponsor”).
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • November 24th, 2021 • LatAmGrowth SPAC • Blank checks • New York
This Forward Purchase Agreement (this “Agreement”) is entered into as of __________, 2021, by and between LatAmGrowth SPAC, a blank check company incorporated as a Cayman Islands exempted company (the “Company”), and _____________ (the “Purchaser”).
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • April 25th, 2022 • JATT Acquisition Corp • Blank checks • New York
This Forward Purchase Agreement (this “Agreement”) is entered into as of August 5, 2021, by and between Jatt Acquisition Corp., a Cayman Limited Corporation (the “Company”) and Athanor International Master Fund, LP (the “Purchaser”).
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • April 13th, 2021 • Aldel Financial Inc. • Blank checks • New York
This Forward Purchase Agreement (this “Agreement”) is made as of this 8th day of April, 2021 by and between Aldel Financial Inc., a Delaware corporation (“Aldel Financial”) and Aldel Capital LLC (“Buyer”).
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • July 5th, 2022 • Health Sciences Acquisitions Corp 2 • Blank checks • New York
This Forward Purchase Agreement (this “Agreement”) is entered into as of July 4, 2022, by and among Health Sciences Acquisitions Corporation 2, a Cayman Islands exempted company (which shall deregister in the Cayman Islands and domesticate as a Delaware corporation prior to the Merger Closing, “Parent”), Orchestra BioMed, Inc., a Delaware corporation (the “Company”), and Covidien Group S.à.r.l. (the “Purchasing Party”). Capitalized terms used but not defined in this Agreement shall have the meanings ascribed to such terms in that certain Agreement and Plan of Merger, dated as of the date of this Agreement, by and among Parent, the Company and HSAC Olympus Merger Sub, Inc. (the “Merger Agreement”).
AMENDED AND RESTATED FORWARD PURCHASE AGREEMENTForward Purchase Agreement • April 27th, 2021 • Northern Genesis Acquisition Corp. II • Blank checks • New York
This Amended and Restated Forward Purchase Agreement (this “Agreement”) is entered into as of April 21, 2021 between Northern Genesis Acquisition Corp. II, a Delaware corporation (the “Company”), Northern Genesis Capital II LLC, a Delaware limited liability company (f/k/a Northern Genesis Capital LLC) (“NGC”), and each Purchaser (as defined herein) that executes and delivers from time to time a Purchaser Joinder hereto (as defined herein), and amends and restates that certain Forward Purchase Agreement dated January 11, 2021 between the Company and NGC.
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • November 4th, 2020 • TPG Pace Beneficial Finance Corp. • Blank checks • New York
This Forward Purchase Agreement (this “Agreement”) is entered into as of September 23, 2020, among TPG Pace Beneficial Finance Corp., a Cayman Islands exempted limited company (the “Company”), and other third parties (each, a “Purchaser”, and collectively, the “Purchasers”). The amount of Units (as defined below) subject to forward purchase by each Purchaser will be set forth, from time to time, in an appendix hereto (as may be amended from time to time without further input from the Company).
DATED JANUARY 31, 2021 AMONG KISMET ACQUISITION ONE CORP (The Company) and KISMET SPONSOR LIMITED (The Purchaser) and NEXTERS INC. (Pubco)Forward Purchase Agreement • June 15th, 2021 • Nexters Inc. • Services-computer programming services • New York
This Amended and Restated Forward Purchase Agreement (this “Agreement”) is entered into as of January 31, 2021, by and among (i) Kismet Acquisition One Corp., a British Virgin Islands business company with limited liability (the “Company”), (ii) Kismet Sponsor Limited, a business company incorporated in the British Virgin Islands with limited liability (the “Purchaser”). (iii) Nexters Inc., a British Virgin Islands business company (“Pubco”). The Company, the Purchaser and Pubco are sometimes referred to herein individually as a “party” and, collectively, as the “parties.” Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in that certain business combination agreement, dated on or around the date hereof, by and among (i) the Company, (ii) Sponsor (solely in its capacity as a representative of the shareholders of Kismet), (iii) Pubco, (iv) Nexters Global Ltd., a private limited liability company domiciled in Cyprus (the “Target Compa
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • February 25th, 2021 • Khosla Ventures Acquisition Co. • Blank checks • New York
This Forward Purchase Agreement (this “Agreement”) is entered into as of [•], 2021, between Khosla Ventures Acquisition Co., a Delaware corporation (the “Company”), [•], a Delaware [•], and [•], a Delaware [•] (together, the “Purchasers”).
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • August 6th, 2020 • Lionheart Acquisition Corp. II • Blank checks • New York
This Forward Purchase Agreement (this “Agreement”) is entered into as of [____________], 2020, between Lionheart Acquisition Corporation II, a Delaware corporation (the “Company”), and Nomura Securities International, Inc. (the “Purchaser”).
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • June 21st, 2021 • Lamar Partnering Corp • Blank checks • New York
This Forward Purchase Agreement (this “Agreement”) is entered into as of , 2021, by and between Lamar Partnering Corporation, a Cayman Islands exempted company (the “Company”), and Lamar Partnering Sponsor LLC, a Delaware limited liability company (the “Sponsor”).
FORWARD PURCHASE AGREEMENT CONFIRMATION AMENDMENTForward Purchase Agreement • March 29th, 2024 • Spectaire Holdings Inc. • Measuring & controlling devices, nec
THIS FORWARD PURCHASE AGREEMENT CONFIRMATION AMENDMENT, dated as of October 26, 2023 (this “Amendment”), is entered into by and between Polar Multi- Strategy Master Fund, a Cayman Islands exempted company (“Seller”) and Spectaire Holdings Inc. (f/k/a Perception Capital Corp. II.), a Delaware corporation (“Spectaire”). Capitalized terms not defined herein shall have the meanings assigned to such terms in the Confirmation (as defined below).
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • January 22nd, 2021 • Mason Industrial Technology, Inc. • Blank checks • New York
This Forward Purchase Agreement (this “Agreement”) is entered into as of [●], 2021, between Mason Industrial Technology, Inc., a Delaware corporation (the “Company”), and Mason Industrial Sponsor LLC, a [●] limited liability company (the “Purchaser”).
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • October 1st, 2020 • ION Acquisition Corp 1 Ltd. • Blank checks • New York
This Forward Purchase Agreement (this “Agreement”) is entered into as of September 15, 2020, by and between ION Acquisition Corp 1 Ltd., a Cayman Islands exempted company (the “Company”), and The Phoenix Insurance Company Ltd., a company incorporated in Israel (“Phoenix”), The Phoenix Insurance Company Ltd. (Nostro), a company incorporated in Israel and an affiliate of Phoenix, and The Phoenix Excellence Pension and Provident Fund Ltd., a company incorporated in Israel and an affiliate of Phoenix (Phoenix and its affiliates collectively referred to herein as the “Purchaser”).
AMENDED AND RESTATED FORWARD PURCHASE AGREEMENTForward Purchase Agreement • February 15th, 2019 • Tortoise Acquisition Corp. • Blank checks • Delaware
This Amended and Restated Forward Purchase Agreement (this “Agreement”) is entered into as of February 6, 2019, among Tortoise Acquisition Corp., a Delaware corporation (the “Company”), Tortoise Sponsor LLC, a Delaware limited liability company (the “Sponsor”) and Atlas Point Energy Infrastructure Fund, LLC, a Delaware limited liability company (the “Purchaser”).
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • May 27th, 2020 • Longview Acquisition Corp. • Blank checks • New York
This Forward Purchase Agreement (this “Agreement”) is entered into as of May 20, 2020, between Longview Acquisition Corp., a Delaware corporation (the “Company”), and Glenview Capital Management, LLC (the “Adviser”) and each of the purchasers listed on signature pages hereto (each, a “Purchaser” and, collectively, the “Purchasers”).
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • July 7th, 2021 • Corsair Partnering Corp • Blank checks • New York
This Forward Purchase Agreement (this “Agreement”) is entered into as of June 30, 2021, by and among Corsair Partnering Corporation, a Cayman Islands exempted company (the “Company”), and the party listed as the purchaser on the signature page hereof (the “Purchaser”).
AMENDMENT NO. 1 TO FORWARD PURCHASE AGREEMENTForward Purchase Agreement • March 19th, 2021 • TPG Pace Tech Opportunities Corp. • Blank checks • New York
This first amendment (the “Amendment”) to that certain Forward Purchase Agreement (the “Agreement”) entered into as of September 23, 2020, among TPG Pace Tech Opportunities Corp., a Cayman Islands exempted limited company (the “Company”), and other third parties (each, a “Purchaser”, and collectively, the “Purchasers”), is entered into as of October 6, 2020, pursuant to Section 9(m) of the Agreement. Capitalized terms that are used herein shall have the meanings ascribed to them in the Agreement. In consideration of the mutual promises and covenants contained herein, the Company and the Purchaser hereby agree as follow:
AMENDED AND RESTATED FORWARD PURCHASE AGREEMENTForward Purchase Agreement • August 24th, 2021 • First Light Acquisition Group, Inc. • Blank checks • New York
This Amended and Restated Forward Purchase Agreement (this “Agreement”) is entered into as of August 20, 2021, between First Light Acquisition Group, Inc., a Delaware corporation (the “Company”), and Franklin Strategic Series—Franklin Small Cap Growth Fund, a Delaware statutory trust (the “Purchaser”).
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • April 14th, 2021 • Panacea Acquisition Corp. II • Blank checks • New York
This Forward Purchase Agreement (this “Agreement”) is entered into as of April 6, 2021, by and among Panacea Acquisition Corp. II, a Cayman Islands exempted company (the “Company”), EcoR1 Panacea Holdings II, LLC, a Delaware limited liability company (the “Adviser”), and each of the purchasers listed on signature pages hereto (each, a “Purchaser” and, collectively, the “Purchasers”).
AMENDMENT NO. 1 TO FORWARD PURCHASE AGREEMENTForward Purchase Agreement • June 22nd, 2021 • DD3 Acquisition Corp. II • Blank checks • New York
This Amendment No. 1, dated as of June 21, 2021 (this “Amendment”), amends the Forward Purchase Agreement, dated as of November 19, 2020 (the “Agreement”), between DD3 Acquisition Corp. II, a Delaware corporation (the “Company”) and MG Partners Multi-Strategy Fund LP, an Ontario limited partnership (the “Purchaser”). Unless otherwise defined herein, capitalized terms are used herein as defined in the Agreement.
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • December 15th, 2020 • Periphas Capital Partnering Corp • Blank checks • New York
This Forward Purchase Agreement (this “Agreement”) is entered into as of _______, 2020, by and among Periphas Capital Partnering Corporation, a Delaware corporation (the “Company”), and __________ (the “Purchaser”).
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • August 10th, 2020 • Black Knight, Inc. • Services-prepackaged software • Delaware
This Forward Purchase Agreement (this “Agreement”) is entered into as of July 26, 2020, by and between Black Knight, Inc., a Delaware corporation (“Black Knight”), and Cannae Holdings, LLC a Delaware limited liability company (the “Purchaser”).
AMENDMENT NO. 1 TO FORWARD PURCHASE AGREEMENTForward Purchase Agreement • May 5th, 2020 • Delaware
This first amendment (the “Amendment”) to that certain Forward Purchase Agreement (the “Agreement”) entered into as of October 5, 2017, between One Madison Corporation, a Cayman Islands exempted company (the “Company”), the party listed as the purchaser on the signature page hereof (the “Purchaser”) and, solely for the purposes of Section 7 of the Agreement, One Madison Group LLC (the “Sponsor”), is entered into as of [__], 2017 pursuant to Section 10(l) of the Agreement. Capitalized terms that are used herein, except as otherwised defined herein, shall have the meanings ascribed to them in the Agreement. In consideration of the mutual promises and covenants contained herein, the Company, the Sponsor and the Purchaser hereby agree as follows:
