8,700,000 Units Financial Strategies Acquisition Corp. UNDERWRITING AGREEMENTUnderwriting Agreement • November 24th, 2021 • Financial Strategies Acquisition Corp. • Blank checks • New York
The undersigned, Financial Strategies Acquisition Corp., a Delaware corporation (“Company”), hereby confirms its agreement with I-Bankers Securities, Inc. (hereinafter referred to as “you”, “I-Bankers”, or as the “Representative”) and with the other underwriters named on Schedule A hereto for which you are acting as representative (the Representative and the other Underwriters being collectively referred to herein as the “Underwriters” or, individually, an “Underwriter”), as follows:
WARRANT AGREEMENTWarrant Agreement • November 24th, 2021 • Financial Strategies Acquisition Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of [____], 2021, is by and between Financial Strategies Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent,” also referred to herein as the “Transfer Agent”).
INDEMNITY AGREEMENTIndemnity Agreement • November 24th, 2021 • Financial Strategies Acquisition Corp. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of _________, 2021, by and between Financial Strategies, Acquisition Corp., a Delaware corporation (the “Company”), and ___________ (“Indemnitee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 24th, 2021 • Financial Strategies Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [____], 2021, is made and entered into by and among Financial Strategies Acquisition Corp., a Delaware corporation (the “Company”), I-Bankers Securities, Inc. (the “Representative”) and the undersigned parties listed under “Investors” on the signature page hereto (each, an “Investor” and collectively, the “Investors,” and, together with the Representative and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, each a “Holder” and collectively the “Holders”).
RIGHTS AGREEMENTRights Agreement • November 24th, 2021 • Financial Strategies Acquisition Corp. • Blank checks • New York
This Rights Agreement (this “Agreement”) is made as of __________, 2021, by and between Financial Strategies Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Rights Agent”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • November 24th, 2021 • Financial Strategies Acquisition Corp. • Blank checks
This Investment Management Trust Agreement (this “Agreement”) is made as of [●], 2021 by and between Financial Strategies Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
November [__], 2021Letter Agreement • November 24th, 2021 • Financial Strategies 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 Financial Strategies Acquisition Corp., a Delaware corporation (the “Company”), and I-Bankers Securities, Inc., as representative (the “Representative”) of the several underwriters (each, an “Underwriter” and collectively, the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of 10,005,000 of the Company’s units (including up to 1,305,000 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”), one redeemable warrant and one right. Each warrant (a “Warrant”) entitles the holder thereof to purchase one share of Common Stock at a price of $11.50 per share, subject to adjustment. Each right (a “Right”) entitles the holder to receive one-tenth of o
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • November 24th, 2021 • Financial Strategies Acquisition Corp. • Blank checks
This Securities Assignment Agreement is dated as of November [●], 2021 (this “Assignment”), by and among FSC Sponsor LLC, a Delaware limited liability company (the “Seller”), and the other parties identified on the signature page(s) hereto (each a “Buyer” and collectively, the “Buyers”).
Celtic Asset & Equity Partners Ltd. 9 Cherrywood Park Tallanstown Republic of Ireland Administrative Services Agreement Ladies and Gentlemen:Financial Strategies Acquisition Corp. • November 24th, 2021 • Blank checks
This letter agreement by and between Financial Strategies Acquisition Corporation (the “Company”) and Celtic Asset & Equity Partners Ltd. (“Celtic”), dated as of the date hereof, will confirm our agreement that, commencing on the date the securities of the Company are first listed on the NYSE Capital Market or Nasdaq (the “Listing Date”), pursuant to a Registration Statement on Form S-1 and prospectus filed with the Securities and Exchange Commission (the “Registration Statement”) 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”):
PRIVATE PLACEMENT UNITS PURCHASE AGREEMENTPrivate Placement Units Purchase Agreement • November 24th, 2021 • Financial Strategies Acquisition Corp. • Blank checks • New York
This Private Placement Units Purchase Agreement (this “Agreement”) is made as of the [_] day of November, 2021, by and among Financial Strategies Acquisition Corp., a Delaware corporation (the “Company”), having its principal place of business at 2626 Cole Avenue, Suite 300, Dallas, Texas 75204, FSC Sponsor LLC, a Delaware limited liability company and the Subscribers identified on Schedule I attached hereto (each a “Subscriber and collectively the “Subscribers”).
