NORTHVIEW ACQUISITION CORPORATION UNDERWRITING AGREEMENTUnderwriting Agreement • December 23rd, 2021 • NorthView Acquisition Corp • Blank checks • New York
Northview Acquisition Corporation, a Delaware corporation (the “Company”), hereby confirms its agreement with I-Bankers Securities, Inc. (the “Representative”), as representative of the several underwriters named on Schedule A hereto (the “Underwriters” or, each underwriter individually, an “Underwriter”), as follows:
WARRANT AGREEMENT between NORTHVIEW ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANYWarrant Agreement • December 23rd, 2021 • NorthView Acquisition Corp • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of December 20, 2021, is by and between NorthView 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”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • December 23rd, 2021 • NorthView Acquisition Corp • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of December 20, 2021 by and between NorthView Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 23rd, 2021 • NorthView Acquisition Corp • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 20, 2021, is made and entered into by and among NorthView Acquisition Corp., a Delaware corporation (the “Company”), NorthView Sponsor I, LLC, a Delaware limited liability company (the “Sponsor”) and the undersigned parties listed under Holder 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”).
RIGHTS AGREEMENTRights Agreement • December 23rd, 2021 • NorthView Acquisition Corp • Blank checks • New York
This Rights Agreement (this “Agreement”) is made as of December 20, 2021 between NorthView Acquisition Corp., a Delaware corporation, with offices at 207 West 25th Street, 9th Floor, New York, NY 10001 (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at One State Street, 30th Floor, New York, New York 10004 (“Rights Agent”).
NorthView Acquisition Corp. New York, NY 10001 Re: Initial Public Offering Gentlemen:Letter Agreement • December 23rd, 2021 • NorthView Acquisition Corp • 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 among NorthView Acquisition Corp., a Delaware corporation (the “Company”) and I-Bankers Securities, Inc. as representative of the several underwriters (each, an “Underwriter” and collectively, the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of up to 18,975,000 of the Company’s units (including up to 2,475,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one share of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), one right (a "Right"), and one-half of one redeemable warrant. Each right entitles the holder thereof to receive one-tenth (1/10) of one share of common stock. Each whole warrant (each, a “Warrant”) entitles the holder thereof to purchase one share of Common Stock at a price of $11.50
I-Bankers Securities, Inc. 535 5th Avenue, 4th fl. New York, NY 10017 USANorthView Acquisition Corp • December 23rd, 2021 • Blank checks • New York
This is to confirm our agreement whereby NorthView Acquisition Corp., a Delaware corporation (“Company”), has requested I-Bankers Securities, Inc. and Dawson James Securities, Inc. (the “Advisors”) to assist it in connection with the Company merging with, acquiring shares of, engaging in a share exchange, share reconstruction, recapitalization and amalgamation, purchasing all or substantially all of the assets of, entering into contractual arrangements, or engaging in any other similar business combination (in each case, a “Business Combination”) with one or more businesses or entities (each a “Target”) as described in the Company’s Registration Statement on Form S-1 (File No. 333-257156) filed with the Securities and Exchange Commission (“Registration Statement”) in connection with its initial public offering (“IPO”).
