0001829126-26-001228 Sample Contracts
SKY ACQUISITION GROUP UNDERWRITING AGREEMENTUnderwriting Agreement • February 11th, 2026 • Sky Acquisition Group • Blank checks • New York
Contract Type FiledFebruary 11th, 2026 Company Industry JurisdictionSky Acquisition Group, a Cayman Islands exempted company (the “Company”), hereby confirms its agreement with Maxim Group LLC (the “Representative” or “Maxim”), as representative of the several underwriters named on Schedule A hereto (the “Underwriters” or, each underwriter individually, an “Underwriter”), as follows:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 11th, 2026 • Sky Acquisition Group • Blank checks • New York
Contract Type FiledFebruary 11th, 2026 Company Industry JurisdictionTHIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [ ], 2026 is made and entered into by and among Sky Acquisition Group, a Cayman Islands exempted company (the “Company”), Sky Capital Sponsor LLC, a Delaware limited liability company (the “Sponsor”), Maxim Group, LLC (the “Representative”) and the undersigned parties listed under Holder on the signature pages hereto (each such party, 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”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • February 11th, 2026 • Sky Acquisition Group • Blank checks
Contract Type FiledFebruary 11th, 2026 Company Industry
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • February 11th, 2026 • Sky Acquisition Group • Blank checks • New York
Contract Type FiledFebruary 11th, 2026 Company Industry JurisdictionTHIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of February [ ], 2026 (as it may from time to time be amended, this “Agreement”), is entered into by and between Sky Acquisition Group, a Cayman Islands exempted company (the “Company”), and Sky Capital Sponsor LLC, a Delaware limited liability company (the “Purchaser”).
WARRANT AGREEMENTWarrant Agreement • February 11th, 2026 • Sky Acquisition Group • Blank checks • New York
Contract Type FiledFebruary 11th, 2026 Company Industry JurisdictionTHIS WARRANT AGREEMENT (this “Agreement”), dated as of [_], 2026, is by and between Sky Acquisition Group, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (in such capacity, the “Warrant Agent,” and also referred to herein as the “Transfer Agent”).
Sky Acquisition Group San Francisco, California, 94111 Re: Initial Public Offering Ladies and Gentlemen:Letter Agreement • February 11th, 2026 • Sky Acquisition Group • Blank checks
Contract Type FiledFebruary 11th, 2026 Company IndustryThis letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among Sky Acquisition Group, a Cayman Islands exempted company (the “Company”) and Maxim Group LLC, as representative (the “Representative”) of the underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of up to 15,000,000 of the Company’s units (including up to 2,250,000 units which may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one Class A ordinary share, par value $0.0001 per share, of the Company (the “Class A Ordinary Shares”) and one-third of one redeemable warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder thereof to purchase one Class A Ordinary Share at a price of $11.50 per share, subject to adjustment. The Units shall be sold in the Public Offering pursuant to the registration statement on Form S-1 (
