REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 28th, 2022 • Horizon Space Acquisition I Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the December 21, 2022, by and among Horizon Space Acquisition I Corp., a Cayman Islands company (the “Company”) and the undersigned parties listed under Investor on the signature page hereto (each, an “Investor” and collectively, the “Investors”).
WARRANT AGREEMENTWarrant Agreement • December 28th, 2022 • Horizon Space Acquisition I Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of December 21, 2022, is by and between Horizon Space Acquisition I Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, LLC, as warrant agent (the “Warrant Agent” or also referred to herein as the “Transfer Agent”).
RIGHTS AGREEMENTRights Agreement • December 28th, 2022 • Horizon Space Acquisition I Corp. • Blank checks • New York
This Rights Agreement (this “Agreement”) is made as of December 21, 2022 between Horizon Space Acquisition I Corp., a Cayman Islands company, with offices at 1412 Broadway, 21st Floor, Suite 21V, New York, NY 10018 (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited liability trust company, with offices at 1 State Street, 30th Floor, New York, NY 10004 (the “Right Agent”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • December 28th, 2022 • Horizon Space Acquisition I Corp. • Blank checks • New York
This Agreement, made and entered into effective as of December 21, 2022 (“Agreement”), by and between Horizon Space Acquisition I Corp., a Cayman Islands exempted company (“Company”), and the undersigned indemnitee (“Indemnitee”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • December 28th, 2022 • Horizon Space Acquisition I Corp. • Blank checks
This Agreement is made as of December 21, 2022 by and between Horizon Space Acquisition I Corp. (the “Company”) and Continental Stock Transfer & Trust Company, as trustee (“Trustee”).
FORM OF WARRANT AGREEMENTForm of Warrant Agreement • November 29th, 2022 • Horizon Space Acquisition I Corp. • Blank checks
THIS WARRANT AGREEMENT (this “Agreement”), dated as of [●], 2022, is by and between Horizon Space Acquisition I Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, LLC, as warrant agent (the “Warrant Agent” or also referred to herein as the “Transfer Agent”).
HORIZON SPACE ACQUISITION I CORP. PO Box 309, Ugland House Grand Cayman, KY1-1004, Cayman IslandsHorizon Space Acquisition I Corp. • November 29th, 2022 • Blank checks • New York
We are pleased to accept the offer you (the “Subscriber”) have made to purchase 1,725,000 ordinary shares (the “Shares”), par value $0.0001 per share (the “Ordinary Shares”) in ourselves, Horizon Space Acquisition I Corp., a Cayman Islands exempted company (the “Company”), among which, up to 225,000 Ordinary Shares are subject to forfeiture by you if the underwriter of the initial public offering (the “IPO”) of the Company does not fully exercise their over-allotment options (the “Over-allotment Option”). The terms on which the Company is willing to sell the Shares to the Subscriber pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and the Company and the Subscriber’s agreement regarding such Shares, are as follows:
Horizon Space Acquisition I Corp. 6,000,000 Units Underwriting AgreementWarrant Agreement • December 28th, 2022 • Horizon Space Acquisition I Corp. • Blank checks • New York
Horizon Space Acquisition I Corp., a Cayman Islands exempted company (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (collectively, the “Underwriters”), for whom you are acting as representative (the “Representative”), an aggregate of 6,000,000 units of the Company (the “Underwritten Units”) and, at the option of the Underwriters, up to an additional 900,000 units of the Company (the “Option Units”). The Underwritten Units and the Option Units are herein referred to as the “Public Units.”
PRIVATE UNIT SUBSCRIPTION AGREEMENT BETWEEN THE REGISTRANT AND THE SPONSORPrivate Unit Subscription Agreement • December 28th, 2022 • Horizon Space Acquisition I Corp. • Blank checks
Horizon Space Acquisition I Corp. 21st Floor, Suite 21V New York, NY 10018 Network 1 Financial Securities, Inc. Red Bank, NJ 07701Horizon Space Acquisition I Corp. • December 28th, 2022 • Blank checks
This letter is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Horizon Space Acquisition I Corp., a Cayman Islands company (the “Company”), and Network 1 Financial Securities, Inc., as Representative (the “Representative”) of the several underwriters named on Schedule A thereto (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of the Company’s units (the “Units”), each comprised of ordinary share of the Company, par value $0.0001 per share (the “Ordinary Share”), one redeemable warrant, with each whole warrant to acquire one Ordinary Share (the “Warrants”), and one right to receive one-tenth (1/10) of one Ordinary Share (the “Rights”). Certain capitalized terms used herein are defined in paragraph 14 hereof.
SHARE ESCROW AGREEMENTShare Escrow Agreement • December 28th, 2022 • Horizon Space Acquisition I Corp. • Blank checks • New York
SHARE ESCROW AGREEMENT, dated as of December 21, 2022 (“Agreement”), by and among Horizon Space Acquisition I Corp., a Cayman Islands exempted Company (the “Company”), the initial shareholders listed on Exhibit A attached hereto (each, an “Initial Shareholder” and collectively the “Initial Shareholders”) and Continental Stock Transfer & Trust Company, a New York limited liability trust company (the “Escrow Agent”).
Horizon Space Acquisition I Corp.Horizon Space Acquisition I Corp. • December 28th, 2022 • Blank checks
This letter agreement by and between Horizon Space Acquisition I Corp. (the “Company”) and Horizon Space Acquisition I Sponsor Corp. (the “Sponsor”), dated as of the date hereof, will confirm our agreement that, commencing on the date of the Company’s final prospectus (the “Start 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”):
SECURITIES TRANSFER AGREEMENTSecurities Transfer Agreement • December 28th, 2022 • Horizon Space Acquisition I Corp. • Blank checks
This Securities Transfer Agreement is dated as of September 12, 2022 (this “Transfer”), by and among Horizon Space Acquisition I Sponsor Corp., a Cayman Islands exempted company (the “Seller”), Horizon Space Acquisition I Corp., a Cayman Islands exempted company (the “Company”), and the parties identified on the signature page hereto (each a “Buyer” and collectively, the “Buyers”).
TRUST AMENDMENTInvestment Management Trust Agreement • March 27th, 2024 • Horizon Space Acquisition I Corp. • Blank checks • New York
THIS AMENDMENT TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT (this “Amendment”) is made as of March 22, 2024, by and between Horizon Space Acquisition I Corp., a Cayman Islands company (the “Company”), and Continental Stock Transfer & Trust Company (the “Trustee”). Capitalized terms contained in this Amendment, but not specifically defined in this Amendment, shall have the meanings ascribed to such terms in that certain Investment Management Trust Agreement, dated December 21, 2022, by and between the parties hereto (as the same may be amended, restated or supplemented, the “Trust Agreement”).
UNITS CONSISTING OF ONE ORDINARY SHARE, ONE WARRANT TO ACQUIRE ONE ORDINARY SHARE, AND ONE RIGHT TO RECEIVE ONE-TENTH OF ONE ORDINARY SHAREHorizon Space Acquisition I Corp. • November 29th, 2022 • Blank checks
This Unit Certificate shall be governed and construed in accordance with the internal laws of the State of New York, without regard to conflicts of laws principles thereof.
TRUST AMENDMENTInvestment Management Trust Agreement • October 5th, 2023 • Horizon Space Acquisition I Corp. • Blank checks • New York
THIS AMENDMENT TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT (this “Amendment”) is made as of October 4, 2023, by and between Horizon Space Acquisition I Corp., a Cayman Islands company (the “Company”), and Continental Stock Transfer & Trust Company (the “Trustee”). Capitalized terms contained in this Amendment, but not specifically defined in this Amendment, shall have the meanings ascribed to such terms in that certain Investment Management Trust Agreement, dated December 21, 2022, amended on September 25, 2023, by and between the parties hereto (the “Trust Agreement”).
TRUST AMENDMENTInvestment Management Trust Agreement • September 27th, 2023 • Horizon Space Acquisition I Corp. • Blank checks • New York
THIS AMENDMENT TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT (this “Amendment”) is made as of September 25, 2023, by and between Horizon Space Acquisition I Corp., a Cayman Islands company (the “Company”), and Continental Stock Transfer & Trust Company (the “Trustee”). Capitalized terms contained in this Amendment, but not specifically defined in this Amendment, shall have the meanings ascribed to such terms in that certain Investment Management Trust Agreement, dated December 21, 2022, by and between the parties hereto (the “Trust Agreement”).
