WARRANT AGREEMENTWarrant Agreement • April 26th, 2017 • KBL Merger Corp. Iv • Blank checks • New York
THIS WARRANT AGREEMENT (“Agreement”) dated as of [______], 2017 is between KBL Merger Corp. IV, a Delaware corporation, (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation (“Warrant Agent”).
KBL Merger Corp. IVKBL Merger Corp. Iv • April 26th, 2017 • Blank checks • New York
We are pleased to accept the offer KBL IV Sponsor LLC (the “Subscriber” or “you”) has made to purchase 2,875,000 shares of common stock (the “Shares”), par value $0.0001 per share (the “Common Stock”), up to 375,000 of which are subject to complete or partial forfeiture by you if the underwriters of the initial public offering (“IPO”) of KBL Merger Corp. IV, a Delaware corporation (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:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 26th, 2017 • KBL Merger Corp. Iv • Blank checks • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [_____], 2017, is made and entered into by and among KBL Merger Corp. IV, a Delaware corporation (the “Company”), KBL IV Sponsor LLC, a Delaware limited liability company (the “Sponsor”), Ladenburg Thalmann & Co. Inc. (“LT & Co.”) and the undersigned parties listed under Holders on the signature page hereto (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “Holder” and collectively the “Holders”).
INDEMNITY AGREEMENTIndemnity Agreement • April 26th, 2017 • KBL Merger Corp. Iv • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of _________, 2017, by and between KBL MERGER CORP. IV, a Delaware corporation (the “Company”), and ___________ (“Indemnitee”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • April 26th, 2017 • KBL Merger Corp. Iv • Blank checks • New York
This Agreement is made as of [_____], 2017 by and between KBL Merger Corp. IV (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”).
Ladenburg Thalmann & Co. Inc. New York, New York 10022 As Representative of the Several Underwriters named in Schedule I of the Underwriting AgreementLetter Agreement • April 26th, 2017 • KBL Merger Corp. Iv • Blank checks • New York
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) proposed to be entered into by and between KBL Merger Corp. IV, a Delaware corporation (the “Company”), and Ladenburg Thalmann & Co. Inc. as representative (the “Representative”) of the several underwriters named therein (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of 10,000,000 of the Company’s units (the “Units”), each comprised of one share of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), and one warrant (each, a “Warrant”). Each 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 the Company with the Securities and Exchange Commission (the “Commis
AMENDED AND RESTATED UNIT SUBSCRIPTION AGREEMENTAmended and Restated Unit Subscription Agreement • April 26th, 2017 • KBL Merger Corp. Iv • Blank checks • New York
This AMENDED AND RESTATED UNIT SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of the 19th day of April 2017, by and between KBL Merger Corp. IV, a Delaware corporation (the “Company”), and KBL IV Sponsor LLC, a Delaware limited liability company (the “Subscriber”), each with a principal place of business at 527 Stanton Christiana Rd, Newark, DE 19713.
KBL Merger Corp. IV 527 Stanton Christiana Rd. Newark, DE 19713KBL Merger Corp. Iv • April 26th, 2017 • Blank checks
