SECOND AMENDMENT TO SPONSOR EARNOUT LETTER May 29, 2019Sponsor Earnout Letter • May 29th, 2019 • Thunder Bridge Acquisition LTD • Blank checks
This Second Amendment (this “Second Amendment”) to the Sponsor Earnout Letter (as defined below) is made and entered into as of the date first written above by and among Thunder Bridge Acquisition, Ltd., a Cayman Islands exempted company (“Parent”), Thunder Bridge Acquisition LLC, a Delaware limited liability company (“Sponsor”), and Hawk Parent Holdings LLC, a Delaware limited liability company (the “Company”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Sponsor Earnout Letter (and to the extent not defined therein, the Merger Agreement).
Thunder Bridge Acquisition LLC 9912 Georgetown Pike, Suite D203 Great Falls, Virginia 22066Sponsor Earnout Letter • January 22nd, 2019 • Thunder Bridge Acquisition LTD • Blank checks
Reference is hereby made to that certain Agreement and Plan of Merger, dated as of January 21, 2019 (as amended, the “Merger Agreement”) by and among Thunder Bridge Acquisition Ltd., a Cayman Islands exempted company (including any successor entity thereto, including upon the Domestication (as defined in the Merger Agreement), “Parent”), TB Acquisition Merger Sub LLC, a Delaware limited liability company and wholly-owned subsidiary of Parent (“Merger Sub”), Hawk Parent Holdings LLC, a Delaware limited liability company (including the successor entity in its merger with Merger Sub pursuant to the Merger Agreement, the “Company”) and, solely in its capacity as the Company Securityholder Representative, CC Payment Holdings, L.L.C., a Delaware limited liability company. Any capitalized term used but not defined herein will have the meanings ascribed thereto in the Merger Agreement.
AMENDMENT TO SPONSOR EARNOUT LETTER May 9, 2019Sponsor Earnout Letter • May 9th, 2019 • Thunder Bridge Acquisition LTD • Blank checks
This Amendment (this “Amendment”) to the Sponsor Earnout Letter (as defined below) is made and entered into as of the date first written above by and among Thunder Bridge Acquisition, Ltd., a Cayman Islands exempted company (“Parent”), Thunder Bridge Acquisition LLC, a Delaware limited liability company (“Sponsor”), and Hawk Parent Holdings LLC, a Delaware limited liability company (the “Company”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Sponsor Earnout Letter (and to the extent not defined therein, the Merger Agreement).
Thunder Bridge Acquisition II LLC 9912 Georgetown Pike, Suite D203 Great Falls, Virginia 22066 December 14, 2020Sponsor Earnout Letter • December 15th, 2020 • Thunder Bridge Acquisition II, LTD • Blank checks
Reference is hereby made to that certain Master Transactions Agreement, dated as of [•], 2020 (as amended, the “Merger Agreement”) by and among Thunder Bridge II Surviving Pubco, Inc., a Delaware corporation (“Parent”), the Merger Subs described therein, Thunder Bridge Acquisition II Ltd., a Cayman Islands exempted company (including any successor entity thereto, including upon the Domestication (as defined in the Merger Agreement), “Thunder Bridge II”), Ay Dee Kay LLC, d/b/a indie Semiconductor, a California limited liability company (including the successor entity in its merger with ADK Merger Sub pursuant to the Merger Agreement, the “Company”), the ADK Blockers named therein, ADK Service Provider HoldCo, LLC, and the Company Securityholder Representative. Any capitalized term used but not defined herein will have the meanings ascribed thereto in the Merger Agreement.
