INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • October 1st, 2021 • Parabellum Acquisition Corp. • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of September 27, 2021, by and between Parabellum Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the “Trustee”).
12,500,000 Units Parabellum Acquisition Corp. UNDERWRITING AGREEMENTUnderwriting Agreement • October 1st, 2021 • Parabellum Acquisition Corp. • Blank checks • New York
REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENTRegistration and Shareholder Rights Agreement • October 1st, 2021 • Parabellum Acquisition Corp. • Blank checks • New York
THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this "Agreement"), dated as of September 27, 2021, is made and entered into by and among Parabellum Acquisition Corp., a Delaware corporation (the "Company"), Parabellum Acquisition Partners LLC, a Delaware limited liability company (the "Sponsor"; together with 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").
WARRANT AGREEMENTWarrant Agreement • October 1st, 2021 • Parabellum Acquisition Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of September 27, 2021, is by and between Parabellum Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”).
12,500,000 Units1 Parabellum Acquisition Corp. UNDERWRITING AGREEMENTParabellum Acquisition Corp. • September 7th, 2021 • Blank checks • New York
INDEMNITY AGREEMENTIndemnity Agreement • October 1st, 2021 • Parabellum Acquisition Corp. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this "Agreement") is made as of September 27, 2021, by and between Parabellum Acquisition Corp., a Delaware corporation (the "Company"), and Ajit Medhekar ("Indemnitee").
FORM OF INDEMNITY AGREEMENTIndemnity Agreement • May 21st, 2021 • Parabellum Acquisition Corp. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this "Agreement") is made as of [], 2021, by and between Parabellum Acquisition Corp., a Delaware corporation (the "Company"), and ("Indemnitee").
PRIVATE PLACEMENT WARRANT PURCHASE AGREEMENTPrivate Placement Warrant Purchase Agreement • October 1st, 2021 • Parabellum Acquisition Corp. • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of September 27, 2021 (as it may from time to time be amended, this "Agreement"), is entered into by and between Parabellum Acquisition Corp., a Delaware corporation (the "Company") and Parabellum Acquisition Partners LLC, a Delaware limited liability company (the "Purchaser").
INDEMNITY AGREEMENTIndemnity Agreement • October 1st, 2021 • Parabellum Acquisition Corp. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this "Agreement") is made as of September 27, 2021, by and between Parabellum Acquisition Corp., a Delaware corporation (the "Company"), and Herve P. Fages ("Indemnitee").
Parabellum Acquisition Corp.Agreement • March 26th, 2021 • Parabellum Acquisition Corp. • Delaware
This agreement (this “Agreement”) is entered into as of March 10, 2021, by and between Parabellum Acquisiton Partners, LLC, a Delaware limited liability company (the “Subscriber”), and Parabellum Acquisition Corp., a Delaware corporation (the “Company”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to subscribe for and purchase 3,593,750 shares of Class B common stock, $0.0001 par value per share, of the Company (the “Shares”), up to 468,750 of which are subject to complete or partial forfeiture by the Subscriber if the underwriters of the initial public offering (“IPO”) of units (“Units”) of the Company do not fully exercise their over-allotment option (the “Over-allotment Option”). The terms 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:
Parabellum Acquisition Corp. 3811 Turtle Creek Blvd, Suite 2125 Dallas, TX 75219 Re: Initial Public Offering Ladies and Gentlemen:Letter Agreement • September 7th, 2021 • Parabellum Acquisition Corp. • Blank checks
This letter (this "Letter Agreement") is being delivered to you in accordance with the Underwriting Agreement (the "Underwriting Agreement") entered into by and among Parabellum Acquisition Corp., a Delaware corporation (the "Company") and B. Riley Securities, Inc. as underwriter (the "Underwriter"), relating to an underwritten initial public offering (the "Public Offering"), of up to 14,375,000 of the Company's units (including up to 1,875,000 units that may be purchased to cover over-allotments, if any) (the "Units"), each comprised of one share of the Company's Class A common stock, par value $0.0001 per share (the "Common Stock"), and three-quarters of one redeemable warrant. Each whole warrant (each, a "Warrant") entitles the holder thereof to purchase one share of Common Stock 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 "Prospectus"), filed by the Compan
Parabellum Acquisition Corp. Suite 2125 Dallas, TX 75219 Re: Initial Public Offering Ladies and Gentlemen:Letter Agreement • October 1st, 2021 • Parabellum Acquisition Corp. • Blank checks
This letter (this "Letter Agreement") is being delivered to you in accordance with the Underwriting Agreement (the "Underwriting Agreement") entered into by and among Parabellum Acquisition Corp., a Delaware corporation (the "Company") and B. Riley Securities, Inc. as underwriter (the "Underwriter"), relating to an underwritten initial public offering (the "Public Offering"), of up to 14,375,000 of the Company's units (including up to 1,875,000 units that may be purchased to cover over-allotments, if any) (the "Units"), each comprised of one share of the Company's Class A common stock, par value $0.0001 per share (the "Common Stock"), and three-quarters of one redeemable warrant. Each whole warrant (each, a "Warrant") entitles the holder thereof to purchase one share of Common Stock 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 "Prospectus"), filed by the Compan
PARABELLUM ACQUISITION CORP. 3811 Turtle Creek Blvd, Suite 2125, Dallas, TX 75219Parabellum Acquisition Corp. • September 7th, 2021 • Blank checks • New York
WARRANT AGREEMENTWarrant Agreement • June 30th, 2021 • Parabellum Acquisition Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of [______], 2021, is by and between Parabellum Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”).
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (i) NOT MATERIAL AND (ii) THE TYPE THAT THE COMPANY TREATS AS PRIVATE OR CONFIDENTIAL. [***] indicates the redacted confidential portions of this exhibit.Parabellum Acquisition Corp. • December 23rd, 2022 • Blank checks
The parties set forth under nos. (1) – (3) above, together with any transferee permitted pursuant to this Agreement, are hereinafter collectively referred to as the “Parties” and each individually as a “Party”. The terms “Parties“ and “Party“ shall include Holdco with a view to the applicability (solely) of Section 2.2, Sections 4 through 7, Section 10 and Section 12.
INVESTMENT AGREEMENTInvestment Agreement • August 13th, 2021 • Parabellum Acquisition Corp. • Blank checks • New York
THIS INVESTMENT AGREEMENT (this “Agreement”), dated as of [●], 2021, is by and among (i) Parabellum Acquisition Corp., a Delaware corporation (the “SPAC”), (ii) Parabellum Acquisition Partners LLC, a Delaware limited liability company (the “Sponsor”), and (iii) [_____________], a [Delaware limited partnership] (the “Investor”).
PARABELLUM ACQUISITION CORP.Parabellum Acquisition Corp. • October 1st, 2021 • Blank checks • New York
This letter agreement by and between Parabellum Acquisition Corp. (the "Company") and Parabellum Acquisition Partners, LLC (the "Sponsor"), dated as of the date hereof, will confirm our agreement that, commencing on the date the Registration Statement on Form S-1 and prospectus filed with the U.S. Securities and Exchange Commission (File No. 333-254763) (the "Registration Statement") is declared effective (the "Effective Date") and continuing until the earlier of the consummation by the Company of an initial business combination or the Company's liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the "Termination Date"):
