Common Contracts

931 similar Securities Subscription Agreement contracts by Siddhi Acquisition Corp (Cayman Islands), Blue Water Acquisition Corp. III, EGH Acquisition Corp., others

LIGHTWAVE ACQUISITION CORP.
Securities Subscription Agreement • June 16th, 2025 • LightWave Acquisition Corp. • Blank checks • New York

This agreement (the “Agreement”) is entered into as of January 29, 2025 by and between LightWave Founders LLC, a Delaware limited liability company (the “Subscriber” or “you”), and LightWave Acquisition Corp., an exempted company incorporated in the Cayman Islands with limited liability (the “Company,” “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 6,062,500 Class B ordinary shares, $0.0001 par value per share (the “Shares”), up to 562,500 of which are subject to surrender and cancellation by you 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 Company and the Subscriber’s agreements regarding such Shares are as follows:

CF International Acquisition Corp. IV New York, NY 10022
Securities Subscription Agreement • June 6th, 2025 • Cantor Equity Partners III, Inc. • Blank checks • Delaware

CF International Acquisition Corp. IV, a Cayman Islands exempted company (the “Company”), is pleased to accept the offer CFAC International Holdings IV, LLC, a Delaware limited liability company (the “Subscriber” or “you”), has made to subscribe for 14,375,000 Class B ordinary shares of the Company (the “Shares”), $0.0001 par value per share (the “Class B Shares”), up to 1,875,000 of which are subject to complete or partial 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 Class B Shares and the Company’s Class A ordinary shares, $0.0001 par value per share (the “Class A Shares”). Pursuant to the Company’s memorandum and articles of association, as amended to the date hereof (the “Articles”), unless otherwise provided in the definitive agreement for the Compa

HCM III ACQUISITION CORP Stamford, CT 06902
Securities Subscription Agreement • June 6th, 2025 • HCM Iii Acquisition Corp. • New York

We are pleased to accept the offer HCM Investor Holdings III, LLC (the “Subscriber” or “you”) has made to purchase 7,666,667 shares of 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 1,000,000 Shares of which are subject to complete or partial forfeiture by you if the underwriters of the initial public offering (“IPO”) of HCM III Acquisition Corp, 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:

Cohen Circle Sponsor II, LLC Philadelphia, PA 19104 March 24, 2025
Securities Subscription Agreement • May 23rd, 2025 • Cohen Circle Aqusition Corp. II • Blank checks • New York

Cohen Circle Acquisition Corp. II, a Cayman Islands exempted company (the “Company”), is pleased to accept the offer of Cohen Circle Sponsor II, LLC, a Delaware limited liability company (the “Subscriber” or “you”), has made to subscribe for and purchase 8,655,000 Class B ordinary shares (the “Shares”), $0.0001 par value per share (the “Class B Ordinary Shares”), up to 1,100,000 of which are subject to complete or partial 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 Class B Ordinary Shares and the Company’s Class A ordinary shares, US$0.0001 par value per share (the “Class A Ordinary Shares’’). 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

REPUBLIC DIGITAL ACQUISITION COMPANY
Securities Subscription Agreement • May 19th, 2025 • New York

Republic Digital Acquisition Company, a Cayman Islands exempted company (the “Company”), is pleased to accept the offer Republic Sponsor 1 LLC, a Delaware limited liability company, (the “Subscriber” or “you”) has made to subscribe for 6,325,000 Class B ordinary shares of the Company (the “Shares”), US$0.0001 par value per share (the “Class B Ordinary Shares”), up to 825,000 of which are subject to complete or partial 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 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, the “Articles”), Class B Ordinary Shares will convert into Class A Ordinary Shares

AXIOM INTELLIGENCE ACQUISITION CORP 1 London, United Kingdom SW1Y 5JG
Securities Subscription Agreement • May 14th, 2025 • Axiom Intelligence Acquisition Corp 1 • Blank checks • New York

Axiom Intelligence Acquisition Corp 1, a Cayman Islands exempted company (the “Company”), is pleased to accept the offer Axiom Intelligence Holdings 1 LLC, a Delaware limited liability company, (the “Subscriber” or “you”) has made to subscribe for 5,750,000 Class B ordinary shares of the Company (the “Shares”), US$0.0004 par value per share (the “Class B Ordinary Shares”), up to 750,000 of which are subject to complete or partial 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 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, the “Articles”), Class B Ordinary Shares will convert into Class A Ord

JENA ACQUISITION CORPORATION II Las Vegas, NV 89134
Securities Subscription Agreement • May 12th, 2025 • Jena Acquisition Corporartion Ii • Blank checks • New York

Jena Acquisition Corporation II, a Cayman Islands exempted company (the “Company”), is pleased to accept the offer Jena Acquisition Sponsor LLC II, a Nevada limited liability company, (the “Subscriber” or “you”) has made to subscribe for 5,750,000 Class B ordinary shares of the Company (the “Shares”), US$0.0001 par value per share (the “Class B Ordinary Shares”), up to 750,000 of which are subject to complete or partial 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 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, the “Articles”), Class B Ordinary Shares will convert into Class A Ordinary Shar

OYSTER ENTERPRISES II ACQUISITION CORP
Securities Subscription Agreement • May 6th, 2025 • Oyster Enterprises II Acquisition Corp • Blank checks • New York

Oyster Enterprises II Acquisition Corp, a Cayman Islands exempted company (the “Company”), is pleased to accept the offer Oyster Enterprises II LLC, a Delaware limited liability company, (the “Subscriber” or “you”) has made to subscribe for 7,187,500 Class B ordinary shares of the Company (the “Shares”), US$0.0001 par value per share (the “Class B Ordinary Shares”), up to 937,500 of which are subject to complete or partial 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 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, the “Articles”), Class B Ordinary Shares will convert into Class A Ordinary S

STAR 52 DEFENSE ACQUISITION CORP. New York, NY 10017
Securities Subscription Agreement • April 25th, 2025 • Kochav Defense Acquisition Corp. • Blank checks • New York

Star 52 Defense Acquisition Corp., a Cayman Islands exempted company (the “Company”), is pleased to accept the offer Star 52 Sponsor LLC, a Delaware limited liability company, (the “Subscriber” or “you”) has made to subscribe for 3,835,000 Class B ordinary shares of the Company (the “Shares”), US$0.0001 par value per share (the “Class B Ordinary Shares”), up to 500,217 of which are subject to complete or partial 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 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, the “Articles”), Class B Ordinary Shares will convert into Class A Ordinary Shares on a

Berto Acquisition Corp. Las Vegas, Nevada 89144
Securities Subscription Agreement • April 18th, 2025 • Berto Acquisition Corp. • Blank checks • New York

Berto Acquisition Corp., a Cayman Islands exempted company limited by shares (the “Company,” “we” or “us”) is pleased to accept the offer made by Equity Trust Company Custodian FBO Robert H You IRA (the “Subscriber” or “you”) to subscribe for and purchase 2,012,500 ordinary shares of the Company, of US$0.0001 par value per share (the “Shares”), up to 262,500 of which are subject to surrender and cancellation by you to the extent that the underwriters of the initial public offering (“IPO”) of the Company’s units, each expected to be comprised of one ordinary share and one-half of one redeemable warrant to purchase one ordinary share (“Units”), do not fully exercise their option to purchase additional Units to cover over-allotments (the “Over-allotment Option”). The Company and the Subscriber’s agreements regarding such Shares are as follows:

EGH ACQUISITION CORP. 16941 Clearlake Avenue Lakewood Ranch, FL 34202
Securities Subscription Agreement • April 16th, 2025 • EGH Acquisition Corp. • Blank checks • New York

EGH Acquisition Corp., a Cayman Islands exempted company (the “Company”), is pleased to accept the offer EGH Sponsor LLC, a Delaware limited liability company, (the “Subscriber” or “you”) has made to subscribe for 5,750,000 Class B ordinary shares of the Company (the “Shares”), US$0.0001 par value per share (the “Class B Ordinary Shares”), up to 750,000 of which are subject to complete or partial 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 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, the “Articles”), Class B Ordinary Shares will convert into Class A Ordinary Shares on a one-for-one basi

TWELVE SEAS INVESTMENT COMPANY III 2685 Nottingham Avenue Los Angeles, CA 90027
Securities Subscription Agreement • April 7th, 2025 • Twelve Seas Investment Co III/Cayman • Blank checks • New York

Twelve Seas Investment Company III, a Cayman Islands exempted company (the “Company”), is pleased to accept the offer Twelve Seas Sponsor LLC, a Delaware limited liability company, (the “Subscriber” or “you”) has made to subscribe for 4,933,500 Class B ordinary shares of the Company (the “Shares”), US$0.0001 par value per share (the “Class B Ordinary Shares”), up to 643,500 of which are subject to complete or partial 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 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, the “Articles”), Class B Ordinary Shares will convert into Class A Ordinary Shares

NEW PROVIDENCE ACQUISITION CORP. III
Securities Subscription Agreement • April 7th, 2025 • New Providence Acquisition Corp. III/Cayman • Blank checks • New York

New Providence Acquisition Corp. III, a Cayman Islands exempted company (the “Company”), is pleased to accept the offer of New Providence Holdings III, LLC, a Delaware limited liability company, (the “Subscriber” or “you”) has made to subscribe for 5,750,000 Class B ordinary shares of the Company (the “Shares”), US$0.0001 par value per share (the “Class B Ordinary Shares”), up to 750,000 of which are subject to complete or partial 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 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, the “Articles”), Class B Ordinary Shares will convert into Class A Or

FIGX CAPITAL ACQUISITION CORP. 428 Greenwood Beach Rd. Tiburon, California 94920
Securities Subscription Agreement • April 1st, 2025 • FIGX Capital Acquisition Corp. • Blank checks • New York

FIGX Capital Acquisition Corp., a Cayman Islands exempted company (the “Company”), is pleased to accept the offer of FIGX Acquisition Partners LLC, a Delaware limited liability company, (the “Subscriber” or “you”) has made to subscribe for 3,877,118 Class B ordinary shares of the Company (the “Shares”), US$0.0001 par value per share (the “Class B Ordinary Shares”), up to 491,250 of which are subject to complete or partial 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 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, the “Articles”), Class B Ordinary Shares will convert into Class A Ordinary Sh

Blue Water Acquisition Corp. III Suite 363 Greenwich, CT 06830
Securities Subscription Agreement • March 31st, 2025 • Blue Water Acquisition Corp. III • Blank checks • New York

This agreement (the “Agreement”) is between Blue Water Acquisition III LLC, a Delaware limited liability company (the “Subscriber” or “you”), and Blue Water Acquisition Corp. III, a Cayman Islands exempted company (the “Company,” “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to subscribe for and purchase 5,750,000 Class B Ordinary Shares, $0.0001 par value per share of the Company (the “Shares”), up to 750,000 of which are subject to surrender and cancellation by you 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 Company and the Subscriber’s agreements regarding such Shares are as follows:

Columbus Circle Capital Corp I New York NY 10019
Securities Subscription Agreement • March 26th, 2025 • Columbus Circle Capital Corp. I • Blank checks • New York

Columbus Circle Capital Corp I, a Cayman Islands exempted company (the “Company”), is pleased to accept the offer Columbus Circle 1 Sponsor Corporation LLC, a Delaware limited liability company, (the “Subscriber” or “you”) has made to subscribe for 5,750,000 Class B ordinary shares of the Company (the “Shares”), US$0.0001 par value per share (the “Class B Ordinary Shares”), up to 750,000 of which are subject to complete or partial forfeiture by you if the underwriters of the Company’s initial public offering (“IPO”) of 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 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, the “Articles”), Class B Ordinary Shares will convert into Class A Ordinary Sha

BLUE ACQUISITION CORP. Newport Beach, CA 92660
Securities Subscription Agreement • March 26th, 2025 • Blue Acquisition Corp/Cayman • Blank checks • New York

Blue Acquisition Corp., a Cayman Islands exempted company (the “Company”), is pleased to accept the offer Blue Holdings Sponsor LLC, a Delaware limited liability company, (the “Subscriber” or “you”) has made to subscribe for 6,059,925 Class B ordinary shares of the Company (the “Shares”), US$0.0001 par value per share (the “Class B Ordinary Shares”), up to 790,425 of which are subject to complete or partial 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 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, the “Articles”), Class B Ordinary Shares will convert into Class A Ordinary Shares on a one-f

SIDDHI ACQUISITION CORP
Securities Subscription Agreement • March 25th, 2025 • Siddhi Acquisition Corp (Cayman Islands) • Blank checks • New York

WHEREAS, Siddhi Acquisition Corp, a Cayman Islands exempted company (the “Company,” “we” or “us”), and Siddhi Sponsor LLC, a Delaware limited liability company (the “Subscriber” or “you”), are party to that certain Securities Subscription Agreement dated July 15, 2024, as amended and restated by the amendment dated October 7, 2024 (the “Amended and Restated Securities Subscription Agreement”), providing for, among other things, the purchase of 7,187, 500 ordinary shares, US $0.0001 par value per share of the Company (the “Shares”);

RE: Securities Subscription Agreement
Securities Subscription Agreement • March 25th, 2025 • Siddhi Acquisition Corp (Cayman Islands) • Blank checks • New York

This agreement (the “Agreement”) is entered into as of July 15, 2024 by and between Siddhi Sponsor LLC, a Delaware limited liability company (the “Subscriber” or “you”), and Siddhi Acquisition Corp., a Cayman Island exempted company (the “Company,” “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 5,750,000 Class B Ordinary shares, $0.0001 par value per share (the “Shares”), up to 750,000 of which are subject to forfeiture by you 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 Company and the Subscriber’s agreements regarding such Shares are as follows:

SIDDHI ACQUISITION CORP
Securities Subscription Agreement • March 25th, 2025 • Siddhi Acquisition Corp (Cayman Islands) • Blank checks • New York

WHEREAS, Siddhi Acquisition Corp, a Cayman Islands exempted company (the “Company,” “we” or “us”), and Siddhi Sponsor LLC, a Delaware limited liability company (the “Subscriber” or “you”), are party to that certain Securities Subscription Agreement dated July 15, 2024 (the “Subscription Agreement”), providing for, among other things, the purchase of 5,750,000 ordinary shares, US $0.0001 par value per share of the Company (the “Shares”);

Perimeter Acquisition Corp. I Dallas, Texas 75204
Securities Subscription Agreement • March 20th, 2025 • Perimeter Acquisition Corp. I • Delaware

This agreement (this “Agreement”) is entered into on March 7, 2025 by and between Perimeter Acquisition Sponsor LLC, a Delaware limited liability company (the “Subscriber” or “you”), and Perimeter Acquisition Corp. I, a Cayman Islands exempted company limited by shares (the “Company”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 4,312,500 Class B ordinary shares of the Company, US$0.0001 par value per share (the “Shares”), up to 562,500 of which are subject to forfeiture by you, as further described in Section 3.1 below, to the extent the underwriters of the Company’s initial public offering (“IPO”) of 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 Class B ordinary shares, US$0.0001 par value per share (the “Class B Ordinary Shares”) and the Company’s Class A ordinary shares, $0.0001 par value p

SIZZLE ACQUISITION CORP. II Washington, DC 20011
Securities Subscription Agreement • March 14th, 2025 • Sizzle Acquisition Corp. II • Blank checks • New York

Sizzle Acquisition Corp. II, a Cayman Islands exempted company (the “Company”), is pleased to accept the offer VO Sponsor II, LLC, a Delaware limited liability company, (the “Subscriber” or “you”) has made to subscribe for 7,666,667 Class B ordinary shares of the Company (the “Shares”), $0.0001 par value per share (the “Class B Ordinary Shares”), up to 1,000,000 of which are subject to complete or partial 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 Class B Ordinary Shares and the Company’s Class A ordinary shares, $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, the “Articles”), Class B Ordinary Shares will convert into Class A Ordinary Shares on a one-for-o

CF International Acquisition Corp. III New York, NY 10022
Securities Subscription Agreement • March 10th, 2025 • Cantor Equity Partners II, Inc. • Blank checks • Delaware

CF International Acquisition Corp. III, a Cayman Islands exempted company (the “Company”), is pleased to accept the offer CFAC International Holdings III, LLC, a Delaware limited liability company (the “Subscriber” or “you”), has made to subscribe for 14,375,000 Class B ordinary shares of the Company (the “Shares”), $0.0001 par value per share (the “Class B Shares”), up to 1,875,000 of which are subject to complete or partial 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 Class B Shares and the Company’s Class A ordinary shares, $0.0001 par value per share (the “Class A Shares”). Pursuant to the Company’s memorandum and articles of association, as amended to the date hereof (the “Articles”), unless otherwise provided in the definitive agreement for the Com

REPUBLIC DIGITAL ACQUISITION COMPANY
Securities Subscription Agreement • February 28th, 2025 • Republic Digital Acquisition Co • New York

Republic Digital Acquisition Company, a Cayman Islands exempted company (the “Company”), is pleased to accept the offer Republic Sponsor 1 LLC, a Delaware limited liability company, (the “Subscriber” or “you”) has made to subscribe for 6,325,000 Class B ordinary shares of the Company (the “Shares”), US$0.0001 par value per share (the “Class B Ordinary Shares”), up to 825,000 of which are subject to complete or partial 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 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, the “Articles”), Class B Ordinary Shares will convert into Class A Ordinary Shares

WEN ACQUISITION CORP Suite 1530 Oakland CA 94612
Securities Subscription Agreement • February 25th, 2025 • WEN Acquisition Corp • Blank checks • New York

Wen Acquisition Corp, a Cayman Islands exempted company (the “Company”), is pleased to accept the offer Wen Sponsor LLC, a Delaware limited liability company, (the “Subscriber” or “you”) has made to subscribe for 5,750,000 Class B ordinary shares of the Company (the “Shares”), US$0.0001 par value per share (the “Class B Ordinary Shares”), up to 750,000 of which are subject to complete or partial 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 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, the “Articles”), Class B Ordinary Shares will convert into Class A Ordinary Shares on a one-for-one basis

PROCAP ACQUISITION CORP New York, NY 10022
Securities Subscription Agreement • February 20th, 2025 • ProCap Acquisition Corp • Blank checks • New York

ProCap Acquisition Corp, a Cayman Islands exempted company (the “Company”), is pleased to accept the offer ProCap Acquisition Sponsor, LLC, a Delaware limited liability company, (the “Subscriber” or “you”) has made to subscribe for 5,750,000 Class B ordinary shares of the Company (the “Shares”), $0.0001 par value per share (the “Class B Ordinary Shares”), up to 750,000 of which are subject to complete or partial 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 Class B Ordinary Shares and the Company’s Class A ordinary shares, $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, the “Articles”), Class B Ordinary Shares will convert into Class A Ordinary Shares on a on

Blue Water Acquisition Corp. III Suite 363 Greenwich, CT 06830
Securities Subscription Agreement • February 20th, 2025 • Blue Water Acquisition Corp. III • New York

This agreement (the “Agreement”) is between Blue Water Acquisition III LLC, a Delaware limited liability company (the “Subscriber” or “you”), and Blue Water Acquisition Corp. III, a Cayman Islands exempted company (the “Company,” “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to subscribe for and purchase 5,750,000 Class B Ordinary Shares, $0.0001 par value per share of the Company (the “Shares”), up to 750,000 of which are subject to surrender and cancellation by you 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 Company and the Subscriber’s agreements regarding such Shares are as follows:

CCIS ACQUISITION CORP. October 28, 2024
Securities Subscription Agreement • February 19th, 2025 • CCIS Acquisition Corp • New York

CCIS Acquisition Corp., a Cayman Islands exempt company (the “Company”), is pleased to accept the offer of Future Service Management Corp., a British Virgin Islands business company (the “Subscriber” or “you”), has made to subscribe for and purchase 1,725,000 ordinary shares (the “Shares”), par value $0.001 per share (the “Ordinary Shares”), up to 225,000 of which are subject to complete or partial 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”). The Company and the Subscriber’s agreements regarding such Shares, are as follows:

Crane Harbor Sponsor, LLC January 7, 2025
Securities Subscription Agreement • February 12th, 2025 • Crane Harbor Acquisition Corp. • New York

Crane Harbor Acquisition Corp., a Cayman Islands exempted company (the “Company”), is pleased to accept the offer of Crane Harbor Sponsor, LLC, a Delaware limited liability company (the “Subscriber” or “you”), has made to subscribe for and purchase 6,708,333 Class B ordinary shares (the “Shares”), $0.0001 par value per share (the “Class B Ordinary Shares”), up to 875,000 of which are subject to complete or partial 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 Class B Ordinary Shares and the Company’s Class A ordinary shares, US$0.0001 par value per share (the “Class A Ordinary Shares’’). 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,

UY Scuti Acquisition Corp. 340 East 64th Street, Apt 5PNew York, NY 10065 August 2, 2024
Securities Subscription Agreement • February 11th, 2025 • UY Scuti Acquisition Corp. • Blank checks • New York

UY Scuti Acquisition Corp., a Cayman Islands exempt company (the “Company”), is pleased to accept the offer of UY Scuti Investments Limited, a British Virgin Islands business company (the “Subscriber” or “you”), has made to subscribe for and purchase 1,725,000 ordinary shares (the “Shares”), par value $0.0001 per share (the “Ordinary Shares”), up to 225,000 of which are subject to complete or partial 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”). The Company and the Subscriber’s agreements regarding such Shares, are as follows:

UY Scuti Acquisition Corp. 340 East 64th Street, Apt 5PNew York, NY 10065 September 9, 2024
Securities Subscription Agreement • February 11th, 2025 • UY Scuti Acquisition Corp. • Blank checks • New York

UY Scuti Acquisition Corp., a Cayman Islands exempt company (the “Company”), is pleased to accept the amended offer of UY Scuti Investments Limited, a British Virgin Islands business company (the “Subscriber” or “you”), has made to subscribe for and purchase 1,437,500 ordinary shares (the “Shares”), par value $0.0001 per share (the “Ordinary Shares”), up to 187,500 of which are subject to complete or partial 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”). The Company and the Subscriber’s agreements regarding such Shares, are as follows:

EGH ACQUISITION CORP. 16941 Clearlake Avenue Lakewood Ranch, FL 34202
Securities Subscription Agreement • February 6th, 2025 • EGH Acquisition Corp. • Blank checks • New York

EGH Acquisition Corp., a Cayman Islands exempted company (the “Company”), is pleased to accept the offer EGH Sponsor LLC, a Delaware limited liability company, (the “Subscriber” or “you”) has made to subscribe for 5,750,000 Class B ordinary shares of the Company (the “Shares”), US$0.0001 par value per share (the “Class B Ordinary Shares”), up to 750,000 of which are subject to complete or partial 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 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, the “Articles”), Class B Ordinary Shares will convert into Class A Ordinary Shares on a one-for-one basi

FIFTH ERA ACQUISITION CORP I Tiburon CA 94920
Securities Subscription Agreement • January 31st, 2025 • Fifth Era Acquisition Corp I • Blank checks • New York

Fifth Era Acquisition Corp I, a Cayman Islands exempted company (the “Company”), is pleased to accept the offer Fifth Era Acquisition Sponsor I LLC, a Delaware limited liability company, (the “Subscriber” or “you”) has made to subscribe for 5,750,000 Class B ordinary shares of the Company (the “Shares”), $0.0001 par value per share (the “Class B Ordinary Shares”), up to 750,000 of which are subject to complete or partial 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 Class B Ordinary Shares and the Company’s Class A ordinary shares, $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, the “Articles”), unless otherwise provided in the definitive agreement for the Co

GESHER ACQUISITION CORP. II Hagag Towers North Tower, Floor 24 Haarba 28 Tel Aviv, Israel
Securities Subscription Agreement • January 28th, 2025 • Gesher Acquisition Corp. II • New York

Gesher Acquisition Corp. II, a Cayman Islands exempted company (the “Company”), is pleased to accept the offer Gesher Acquisition Sponsor II LLC, a Delaware limited liability company, (the “Subscriber” or “you”) has made to subscribe for 5,513,483 Class B ordinary shares of the Company (the “Shares”), US$0.0001 par value per share (the “Class B Ordinary Shares”), up to 625,726 of which are subject to complete or partial 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 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, the “Articles”), Class B Ordinary Shares will convert into Class A Ordinary Shar

Soulpower Acquisition Corporation
Securities Subscription Agreement • January 24th, 2025 • Soulpower Acquisition Corp. • Blank checks

This agreement (this “Agreement”) is entered into on June 10, 2024 by and between Soulpower Acquisition Sponsor LLC, a limited liability company organised in the State of Delaware (the “Subscriber” or “you”), and Soulpower Acquisition Corporation, a Cayman Islands exempted company (the “Company”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to subscribe for and purchase 5,750,000 Class B ordinary shares, $0.0001 par value per share (the “Shares”), up to 750,000 of which are subject to forfeiture by you 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 Company and the Subscriber’s agreements regarding such Shares are as follows: