Underwriting AgreementUnderwriting Agreement • March 24th, 2021 • LDH Growth Corp I • Blank checks • New York
LDH Growth Corp I, a Cayman Islands exempted company (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (collectively, the “Underwriters”) an aggregate of 20,000,000 units (the “Firm Units”) of the Company and, at the election of the Underwriters, up to 3,000,000 additional units, if any (the “Optional Units”, the Optional Units, together with the Firm Units that the Underwriters elect to purchase pursuant to Section 2 hereof being hereinafter called the “Units”).
LDH Growth Corp ILDH Growth Corp I • January 29th, 2021 • New York
We are pleased to accept the offer LDH Sponsor LLC, a Delaware limited liability company (the “Subscriber” or “you”), has made to subscribe for 7,187,500 Class B ordinary shares (the “Shares”), $0.0001 par value per share (the “Class B Ordinary Shares” together with all other classes of Company (as defined below) ordinary shares, the “Ordinary Shares”), up to 937,500 Shares of which will be required to be surrendered by you and cancelled if the underwriters of the initial public offering (“IPO”) of LDH Growth Corp I, a Cayman Islands exempted company (the “Company”), do not fully exercise their over-allotment option (the “Over-allotment Option”). The terms (this “Agreement”) on which the Company is willing to sell the Shares to the Subscriber, and the Company and the Subscriber’s agreements regarding such Shares, are as follows:
WARRANT AGREEMENT LDH GROWTH CORP I and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated March 18, 2021Warrant Agreement • March 24th, 2021 • LDH Growth Corp I • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated March 18, 2021, is by and between LDH Growth Corp I, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent”).
REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENTRegistration and Shareholder Rights Agreement • March 24th, 2021 • LDH Growth Corp I • Blank checks • New York
THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of March 18, 2021, is made and entered into by and among LDH Growth Corp I, a Cayman Islands exempted company (the “Company”), LDH Sponsor 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 6.2 of this Agreement, a “Holder” and collectively the “Holders”).
LDH Growth Corp I Miami Florida 33138, United StatesLetter Agreement • March 24th, 2021 • LDH Growth Corp I • Blank checks • New York
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among LDH Growth Corp I, a Cayman Islands exempted company (the “Company”), Citigroup Global Markets Inc., and JP Morgan Securities LLC (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”) of 20,000,000 of the Company’s units (or 23,000,000 units that may be purchased if the Underwriters’ option to purchase additional units is exercised, the “Units”), each comprising of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-fifth of one redeemable warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder thereof to purchase one Ordinary Share 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 a prospectus (the “Pr
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • February 23rd, 2021 • LDH Growth Corp I • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), dated as of [•], 2021, is entered into by and between LDH Growth Corp I, a Cayman Islands exempted company (the “Company”), and LDH Sponsor LLC, a Delaware limited liability company (the “Purchaser”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • March 24th, 2021 • LDH Growth Corp I • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of March 18, 2021 by and between LDH Growth Corp I, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the “Trustee”).
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • February 23rd, 2021 • LDH Growth Corp I • Blank checks • New York
This Forward Purchase Agreement (this “Agreement”) is entered into as of [●], 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”).
INDEMNITY AGREEMENTIndemnity Agreement • March 24th, 2021 • LDH Growth Corp I • Blank checks • New York
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of March 18, 2021, by and between LDH Growth Corp I, a Cayman Islands exempted company (the “Company”), and (“Indemnitee”).
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”).
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTWarrant Agreement • March 24th, 2021 • LDH Growth Corp I • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), dated as of March 18, 2021, is entered into by and between LDH Growth Corp I, a Cayman Islands exempted company (the “Company”), and LDH Sponsor LLC, a Delaware limited liability company (the “Purchaser”).
LDH GROWTH CORP ILDH Growth Corp I • February 23rd, 2021 • Blank checks
LDH GROWTH CORP ILDH Growth Corp I • March 24th, 2021 • Blank checks • New York
This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement (the “Registration Statement”) for the initial public offering (the “IPO”) of the securities of LDH Growth Corp I (the “Company”) and continuing until the earlier of (i) the consummation by the Company of an initial business combination and (ii) the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), LDH Sponsor LLC (the “Sponsor”) shall take steps directly or indirectly to make available to the Company certain office space, secretarial and administrative services as may be required by the Company from time to time, situated at 600 Brickell Avenue, Suite 2650 Miami, Florida 33138, United States (or any successor location). In exchange therefore, the Company shall pay the Sponsor a sum of $10,000 per month on the Effective Date and continuing monthly thereafter
