10,000,000 Units Vistas Media Acquisition Company Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • August 12th, 2020 • Vistas Media Acquisition Co Inc. • Blank checks • New York
The undersigned, Vistas Media Acquisition Company Inc., a Delaware corporation (“Company”), hereby confirms its agreement with I-Bankers Securities, Inc. (hereinafter referred to as “you”, “I-Bankers”, or 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 • August 12th, 2020 • Vistas Media Acquisition Co Inc. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of August 6, 2020, is by and between Vistas Media Acquisition Company Inc., a Delaware corporation (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”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 12th, 2020 • Vistas Media Acquisition Co Inc. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 6, 2020, is made and entered into by and among Vistas Media Acquisition Company Inc., a Delaware corporation (the “Company”), Vistas Media Sponsor, LLC, a Delaware limited liability company (the “Sponsor”), I-Bankers Securities, Inc. (“I-Bankers”) and each of the other undersigned parties listed on the signature page hereto under “Holders” (each such party, together with the Sponsor, I-Bankers 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”).
PRIVATE PLACEMENT UNITS PURCHASE AGREEMENTPrivate Placement Units Purchase Agreement • August 12th, 2020 • Vistas Media Acquisition Co Inc. • Blank checks • New York
This PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT (this “Agreement”) is made as of the 6th day of August, 2020, by and between Vistas Media Acquisition Company Inc., a Delaware corporation with a principal place of business at 30 Wall Street, 8th Floor, New York, New York 10005 (the “Company”), and I-Bankers Securities, Inc. (the “Subscriber”).
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • August 12th, 2020 • Vistas Media Acquisition Co Inc. • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of August 6, 2020 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and between Vistas Media Acquisition Company Inc., a Delaware corporation (the “Company”), and Vistas Media Sponsor, LLC, a Delaware limited liability company (the “Purchaser”).
I-Bankers Securities, Inc. Suite 423 New York, New York 10017Vistas Media Acquisition Co Inc. • August 12th, 2020 • Blank checks • New York
This is to confirm our agreement whereby Vistas Media Acquisition Company Inc., a Delaware corporation (“Company”), has requested I-Bankers Securities, Inc. (the “Advisor”) to serve as the Company’s advisor in connection with the Company acquiring, engaging in a share exchange, share reconstruction and amalgamation with, purchasing all or substantially all of the assets of, entering into contractual arrangements with, or engaging in any other similar business combination with one or more businesses or entities (each a “Target”) (in each case, a “Business Combination”) as described in the Company’s Registration Statement on Form S-1 (File No. 333-239819 filed with the U.S. Securities and Exchange Commission (“Registration Statement”) in connection with its initial public offering (“IPO”).
VISTAS MEDIA ACQUISITION COMPANY INC. New York, NY 10005Letter Agreement • August 12th, 2020 • Vistas Media Acquisition Co Inc. • Blank checks • New York
This letter agreement (this “Agreement”) by and among Vistas Media Acquisition Company Inc. (the “Company”) and Vistas Media Sponsor, LLC (the “Sponsor”), 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 Nasdaq Capital Market (the “Listing Date”), pursuant to a Registration Statement on Form S-1 and prospectus filed with the U.S. 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”):
