INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • August 24th, 2021 • First Light Acquisition Group, Inc. • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of [●], 2021 by and between First Light Acquisition Group, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
WARRANT AGREEMENT between FIRST LIGHT ACQUISITION GROUP, INC. and CONTINENTAL STOCK TRANSFER & TRUST COMPANYWarrant Agreement • August 24th, 2021 • First Light Acquisition Group, Inc. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of [●], 2021, is by and between First Light Acquisition Group, Inc., 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”).
REGISTRATION AND STOCKHOLDER RIGHTS AGREEMENTRegistration and Stockholder Rights Agreement • August 24th, 2021 • First Light Acquisition Group, Inc. • Blank checks • New York
THIS REGISTRATION AND STOCKHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2021, is made and entered into by and among First Light Acquisition Group, Inc., a Delaware corporation (the “Company”), each of the undersigned series 1 through 15 of First Light Acquisition Group, LLC, a Delaware series limited liability company (such 15 series collectively, the “Sponsor”), Metric Finance Holdings I, LLC, a Delaware limited liability company (“Metric”) (each of the Sponsor, Metric 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”).
FIRST LIGHT ACQUISITION GROUP, INC. 11110 SUNSET HILLS ROAD #2278 RESTON, VA 20190Investment Agreement • August 24th, 2021 • First Light Acquisition Group, Inc. • Blank checks • New York
This agreement (the “Agreement”) is entered into on the date set forth above by and among ____________, a _______________________________________ (the “Purchaser”), each of Series 1 through 15 of First Light Acquisition Group, LLC, a Delaware series limited liability company (the “Sponsor”), Metric Finance Holdings I, LLC, a Delaware limited liability company (“Metric” and together with the Sponsor, the “Sellers”), and First Light Acquisition Group, Inc., a Delaware corporation (the “Company”). Pursuant to the terms hereof, the Sellers hereby accept the offer the Purchaser has made to purchase, in the aggregate, [•] shares of Class B common stock, $0.0001 par value per share of the Company (the “Shares”). The Purchaser shall purchase that number of Shares from each series of the Sponsor and Metric set forth on Annex I, all of which are subject to forfeiture by the Purchaser if the Purchaser submits an indication of interest (the “IPO Indication”) for less than [•] units (“Units”) of th
First Light Acquisition Group, Inc. 11110 Sunset Hills Road #2278 Reston, VA 20190 Re: Initial Public Offering Ladies and Gentlemen:Letter Agreement • August 24th, 2021 • First Light Acquisition Group, Inc. • Blank checks
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) to be entered into by and between First Light Acquisition Group, Inc., a Delaware corporation (the “Company”), and Guggenheim Securities, LLC, as the underwriter (the “Underwriter”), relating to an underwritten initial public offering (the “Public Offering”), of 23,000,000 of the Company’s units (including up to 3,000,000 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 one-half 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 shall be sold in the Public Offering pursuant to a registration statement on Form S-1 and prospectus (the “Prospectus”) filed by th
First Light Acquisition Group, Inc. 11110 Sunset Hills Road #2278 Reston, VA 20190First Light Acquisition Group, Inc. • August 24th, 2021 • Blank checks • New York
First Light Acquisition Group, Inc., a Delaware corporation (the “Company”), is pleased to accept the offer Metric Finance Holdings I, LLC, a Delaware limited liability company (the “Subscriber” or “you”), has made to purchase 1,144,250 shares of the Company’s Class B common stock (the “Shares”), $0.0001 par value per share (the “Class B Common Stock”), up to 149,250 of which are subject to complete or partial forfeiture by you if the underwriters of the Company’s initial public offering of units of the Company (“IPO”) do not fully exercise their over-allotment option (the “Over-allotment Option”). For the purposes of this Agreement, references to “Common Stock” are to, collectively, the Class B Common Stock and the Company’s Class A common stock, $0.0001 par value per share (the “Class A Common Stock”). Pursuant to the Company’s certificate of incorporation, as amended to the date hereof (the “Charter”), shares of Class B Common Stock will convert into shares of Class A Common Stock o
AMENDED AND RESTATED FORWARD PURCHASE AGREEMENTForward Purchase Agreement • August 24th, 2021 • First Light Acquisition Group, Inc. • Blank checks • New York
This Amended and Restated Forward Purchase Agreement (this “Agreement”) is entered into as of August 20, 2021, between First Light Acquisition Group, Inc., a Delaware corporation (the “Company”), and Franklin Strategic Series—Franklin Small Cap Growth Fund, a Delaware statutory trust (the “Purchaser”).
First Light Acquisition Group, Inc. 11110 Sunset Hills Road #2278 Reston, VA 20190 Re: Initial Public Offering Ladies and Gentlemen:Letter Agreement • August 24th, 2021 • First Light Acquisition Group, Inc. • Blank checks
This letter agreement (this “Letter Agreement”) is being delivered to First Light Acquisition Group, Inc. (the “Company”) in connection with the initial public offering by the Company (the “Public Offering”) of 23,000,000 units (including up to 3,000,000 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 one-half of one redeemable warrant. Each whole 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 shall be sold in the Public Offering pursuant to a registration statement on Form S-1 and prospectus filed by the Company with the Securities and Exchange Commission and the Company shall apply to have the Units listed on New York Stock Exchange.
20,000,000 Units First Light Acquisition Group, Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • August 24th, 2021 • First Light Acquisition Group, Inc. • Blank checks • New York
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • August 24th, 2021 • First Light Acquisition Group, Inc. • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, effective as of [•], 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between First Light Acquisition Group, Inc., a Delaware corporation (the “Company”), each of the undersigned series 1 through 15 of First Light Acquisition Group, LLC, a Delaware series limited liability company (such 15 series collectively, the “Sponsor”) and Metric Finance Holdings I, LLC, a Delaware limited liability company (“Metric”, together with the Sponsor, the “Purchasers”).
