Haymaker Medici Acquisition Corp. Sample Contracts
UNDERWRITING AGREEMENT between HAYMAKER ACQUISITION CORP V, CANTOR FITZGERALD & CO. and WILLIAM BLAIR & COMPANY, L.L.C. Dated: [*], 2026Underwriting Agreement • September 2nd, 2026 • Haymaker Acquisition Corp V • Blank checks • New York
The undersigned, Haymaker Acquisition Corp V (formerly known as Haymaker Medici Acquisition Corp.), a Cayman Islands exempted company (the “Company”), hereby confirms its agreement with Cantor Fitzgerald & Co. (“Cantor”) and William Blair & Company, L.L.C. (“William Blair” and together with Cantor, the “Representatives”) and with the other underwriters named on Schedule A hereto (if any), for which the Representatives are acting as representatives (the Representatives and such other underwriters being collectively referred to herein as the “Underwriters” or, each underwriter individually, an “Underwriter,” provided that, if only Cantor and William Blair are listed on such Schedule A, any references to Underwriters shall refer exclusively to Cantor and William Blair) as follows:
HAYMAKER MEDICI ACQUISITION CORP. Palm Beach, Florida 33480Securities Subscription Agreement • February 27th, 2026 • Haymaker Medici Acquisition Corp. • Blank checks • New York
Haymaker Medici Acquisition Corp., a Cayman Islands exempted company (the “Company”), is pleased to accept the offer Haymaker Medici Sponsor, LLC, a Delaware limited liability company (the “ Subscriber” or “you”), has made to subscribe for 5,750,000 Class B ordinary shares, par value US$0.0001 per share, of the Company (the “Shares”), up to 750,000 of which are subject to forfeiture by you if the underwriters of the Company’s initial public offering (“IPO”) of units (“Units”) do not fully exercise their over-allotment option (the “Over-allotment Option”). For the purposes of this Agreement, references to “Ordinary Shares” are to, collectively, the Company’s Class B ordinary shares, US$0.0001 par value per share (the “Class B Ordinary Shares”) and the Company’s Class A ordinary shares, US$0.0001 par value per share (the “Class A Ordinary Shares”). Pursuant to the Company’s memorandum and articles of association (as may be amended and restated from time to time, the “Articles”), the Clas
FORM OF INDEMNITY AGREEMENTIndemnification Agreement • February 27th, 2026 • Haymaker Medici Acquisition Corp. • Blank checks • New York
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [•], 2026, by and between Haymaker Medici Acquisition Corp., a Cayman Islands exempted company (the “Company”), and the undersigned (“Indemnitee”).
UNDERWRITING AGREEMENT between HAYMAKER ACQUISITION CORP V, CANTOR FITZGERALD & CO. and WILLIAM BLAIR & COMPANY, L.L.C. Dated: [*], 2026Underwriting Agreement • September 11th, 2026 • Haymaker Acquisition Corp V • Blank checks • New York
The undersigned, Haymaker Acquisition Corp V (formerly known as Haymaker Medici Acquisition Corp.), a Cayman Islands exempted company (the “Company”), hereby confirms its agreement with Cantor Fitzgerald & Co. (“Cantor”) and William Blair & Company, L.L.C. (“William Blair” and together with Cantor, the “Representatives”) and with the other underwriters named on Schedule A hereto (if any), for which the Representatives are acting as representatives (the Representatives and such other underwriters being collectively referred to herein as the “Underwriters” or, each underwriter individually, an “Underwriter,” provided that, if only Cantor and William Blair are listed on such Schedule A, any references to Underwriters shall refer exclusively to Cantor and William Blair) as follows:
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • September 11th, 2026 • Haymaker Acquisition Corp V • Blank checks
This Investment Management Trust Agreement (this “Agreement”) is made effective as of [•], 2026 by and between Haymaker Acquisition Corp V, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
WARRANT AGREEMENTWarrant Agreement • September 11th, 2026 • Haymaker Acquisition Corp V • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of _______, 2026, is by and between Haymaker Acquisition Corp V, 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,” and also referred to herein as the “Transfer Agent”).
Haymaker Acquisition Corp V Suite 350 West Palm Beach, FL 33401Underwriting Agreement • September 11th, 2026 • Haymaker Acquisition Corp V • 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 Haymaker Acquisition Corp V, a Cayman Islands exempted company (the “Company”) and Cantor Fitzgerald & Co. and William Blair & Company, L.L.C., as representatives (the “Representatives”) of the underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of up to 28,750,000 of the Company’s units (including up to 3,750,000 units which may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one Class A ordinary share, par value $0.0001 per share, of the Company (the “Class A Ordinary Shares”) and one-third of one redeemable warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder thereof to purchase one Class A Ordinary Share at a price of $11.50 per share, subject to adjustment. The Units shall be sold in the Public Offering
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • September 11th, 2026 • Haymaker Acquisition Corp V • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [•], 2026 (as it may from time to time be amended, this “Agreement”), is entered into by and between Haymaker Acquisition Corp V, a Cayman Islands exempted company (the “Company”), and Haymaker Sponsor V LLC, a Delaware limited liability company (the “Purchaser”).
WARRANT AGREEMENTWarrant Agreement • February 27th, 2026 • Haymaker Medici Acquisition Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of _______, 2026, is by and between Haymaker Medici Acquisition Corp., 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,” and also referred to herein as the “Transfer Agent”).