|
||||||||||||||||||||||||||
| SEC Info℠ | | | Home | | | Search | | | My Interests | | | Help | | | Sign In | | | Please Sign In | |||||||
|
||||||||||||||||||||||||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/26/21 InterPrivate II Acquisition Corp. S-1/A 19:3.7M EdgarAgents LLC/FA |
Document/Exhibit Description Pages Size
1: S-1/A Pre-Effective Amendment to Registration Statement HTML 2.71M
(General Form)
2: EX-3.4 Form of Amended and Restated Certificate of HTML 68K
Incorporation
3: EX-4.1 Specimen Unit Certificate HTML 20K
4: EX-4.2 Specimen Class A Common Stock Certificate HTML 17K
5: EX-4.3 Specimen Warrant Certificate HTML 25K
6: EX-4.4 Form of Warrant Agreement by and Between HTML 110K
Continental Stock Transfer & Trust Company and the
Registrant
7: EX-10.1 Form of Letter Agreement by and Among the HTML 44K
Registrant, Interprivate Acquisition Management
Ii, LLC and Each of the Executive Officers and
Directors of the Registrant
14: EX-10.10 Form of Strategic Services Agreement by and HTML 25K
Between the Registrant and James Pipe
8: EX-10.2 Form of Investment Management Trust Agreement by HTML 64K
and Between Continental Stock Transfer & Trust
Company and the Registrant
9: EX-10.3 Form of Registration Rights Agreement by and Among HTML 88K
the Registrant, Interprivate Acquisition
Management Ii, LLC and the Holders Signatory
Thereto
10: EX-10.4 Form of Sponsor Private Placement Warrants HTML 40K
Purchase Agreement by and Between the Registrant
and Interprivate Acquisition Management Ii, LLC
11: EX-10.5 Form of Underwriter Private Placement Warrants HTML 42K
Purchase Agreement by and Between the Registrant
and Earlybirdcapital, Inc
12: EX-10.6 Form of Indemnity Agreement HTML 85K
13: EX-10.9 Form of Administrative Services Agreement by and HTML 15K
Between the Registrant and Interprivate
Acquisition Management Ii, LLC
15: EX-14 Form of Code of Business Conduct and Ethics HTML 33K
16: EX-23.1 Consent of Marcum LLP HTML 9K
17: EX-99.1 Form of Audit Committee Charter HTML 45K
18: EX-99.2 Form of Compensation Committee Charter HTML 29K
19: EX-99.3 Form of Nominating and Corporate Governance HTML 23K
Committee Charter
| EX-4.1 | 1st Page of 3 | TOC | ↑Top | Previous | Next | ↓Bottom | Just 1st |
|---|
Exhibit 4.1
| NUMBER | UNITS |
| U |
SEE REVERSE FOR CERTAIN DEFINITIONS
CUSIP 46064Q 207
INTERPRIVATE II ACQUISITION CORP.
UNITS CONSISTING OF ONE SHARE OF CLASS A COMMON STOCK AND ONE-FIFTH OF ONE REDEEMABLE WARRANT, EACH WHOLE WARRANT ENTITLING THE HOLDER TO PURCHASE ONE SHARE OF CLASS A COMMON STOCK
THIS CERTIFIES THAT is the owner of Units.
Each Unit (“Unit”) consists of one share of Class A common stock, par value $0.0001 per share (“Common Stock”), of InterPrivate II Acquisition Corp., a Delaware corporation (the “Company”), and one-fifth of one redeemable warrant (the “Warrant”). Each whole Warrant entitles the holder to purchase one share of Common Stock for $11.50 per share (subject to adjustment). Only whole Warrants are exercisable. Each whole Warrant will become exercisable thirty (30) days after the Company’s completion of a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or other similar business combination with one or more businesses (each a “Business Combination”), and will expire unless exercised before 5:00 p.m., New York City Time, on the date that is five (5) years after the date on which the Company completes its initial Business Combination, or earlier upon redemption or liquidation. The Common Stock and Warrants comprising the Units represented by this certificate are not transferable separately prior to , 2021, unless Morgan Stanley & Co. LLC and EarlyBirdCapital, Inc. elect to allow separate trading earlier, subject to the Company’s filing of a Current Report on Form 8-K with the Securities and Exchange Commission containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of the Company’s initial public offering and issuing a press release announcing when separate trading will begin. No fractional Warrants will be issued upon separation of the Units. The terms of the Warrants are governed by a Warrant Agreement, dated as of , 2021, between the Company and Continental Stock Transfer & Trust Company, as Warrant Agent, and are subject to the terms and provisions contained therein, all of which terms and provisions the holder of this certificate consents to by acceptance hereof. Copies of the Warrant Agreement are on file at the office of the Warrant Agent at 1 State Street, 30th Floor, New York, New York 10004, and are available to any Warrant holder on written request and without cost.
This certificate is not valid unless countersigned by the Transfer Agent and registered by the Registrar of the Company.
This certificate shall be governed by and construed in accordance with the internal laws of the State of New York.
Witness the facsimile signature of a duly authorized signatory of the Company.
| Authorized Signatory | Transfer Agent |
C:
InterPrivate II Acquisition Corp.
The Company will furnish without charge to each unitholder who so requests, a statement of the powers, designations, preferences and relative, participating, optional or other special rights of each class of equity or series thereof of the Company and the qualifications, limitations, or restrictions of such preferences and/or rights.
The following abbreviations, when used in the inscription on the face of this certificate, shall be construed as though they were written out in full according to applicable laws or regulations:
|
TEN COM — as tenants in common TEN ENT — as tenants by the entireties JT TEN — as joint tenants with right of survivorship and not as tenants in common |
UNIF GIFT MIN ACT |
Custodian (Cust) (Minor)
under Uniform Gifts to Minors Act
(State) |
Additional abbreviations may also be used though not in the above list.
For value received, hereby sells, assigns and transfers unto
(PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF ASSIGNEE)
(PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE, OF ASSIGNEE)
Units represented by the within Certificate, and does hereby irrevocably constitute and appoint
Attorney to transfer the said Units on the books of the within named Company with full power of substitution in the premises.
| Dated |
|
| Notice: The signature to this assignment must correspond with the name as written upon the face of the certificate in every particular, without alteration or enlargement or any change whatever. |
Signature(s) Guaranteed:
C:
THE SIGNATURE(S) MUST BE GUARANTEED BY AN ELIGIBLE GUARANTOR INSTITUTION (BANKS, STOCKBROKERS, SAVINGS AND LOAN ASSOCIATIONS AND CREDIT UNIONS WITH MEMBERSHIP IN AN APPROVED SIGNATURE GUARANTEE MEDALLION PROGRAM, PURSUANT TO S.E.C. RULE 17Ad-15 UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED (OR ANY SUCCESSOR RULE)).
As more fully described in, and subject to the terms and conditions described in, the Company’s final prospectus for its initial public offering dated , 2021, the holder(s) of this certificate shall be entitled to receive a pro rata portion of certain funds held in the trust account established in connection with the Company’s initial public offering only in the event that (i) the Company redeems the shares of Common Stock sold in the Company’s initial public offering and liquidates because it does not consummate an initial business combination by the date set forth (the “Last Date”) in the Company’s Amended and Restated Certificate of Incorporation, as the same may be amended from time to time (the “Charter”), (ii) the Company redeems the shares of Common Stock sold in its initial public offering properly submitted in connection with a stockholder vote to amend the Charter to modify the substance or timing of the Company’s obligation to allow redemption in connection with the Corporation’s initial business combination or to redeem 100% of the Common Stock if it does not consummate an initial business combination by the Last Date or with respect to any other material provisions relating to stockholders’ rights or pre-initial business combination activity, or (iii) if the holder(s) seek(s) to redeem for cash his, her or its respective shares of Common Stock in connection with a tender offer (or proxy solicitation, solely in the event the Company seeks stockholder approval of the proposed initial business combination) setting forth the details of a proposed initial business combination. In no other circumstances shall the holder(s) have any right or interest of any kind in or to the trust account.
C:As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/29/24 Getaround, Inc. 10-K/A 12/31/23 10:778K Donnelley … Solutions/FA 3/29/24 Getaround, Inc. 10-K 12/31/23 114:15M Donnelley … Solutions/FA 11/16/23 Getaround, Inc. 10-K 12/31/22 126:21M Donnelley … Solutions/FA 2/03/23 Getaround, Inc. S-1 133:30M Donnelley … Solutions/FA 12/14/22 Getaround, Inc. 8-K:1,2,3,412/08/22 29:3M Donnelley … Solutions/FA 11/10/22 Getaround, Inc. S-4/A 5:10M Donnelley … Solutions/FA 11/08/22 Getaround, Inc. S-4/A 10:10M Donnelley … Solutions/FA 10/25/22 Getaround, Inc. S-4/A 10/24/22 6:10M Donnelley … Solutions/FA 9/26/22 Getaround, Inc. S-4/A 57:18M Donnelley … Solutions/FA 8/12/22 Getaround, Inc. S-4/A 4:9.8M Donnelley … Solutions/FA 7/08/22 Getaround, Inc. S-4 8:9.8M Donnelley … Solutions/FA 3/31/22 Getaround, Inc. 10-K 12/31/21 54:3.9M EdgarAgents LLC/FA 3/02/21 Getaround, Inc. S-1/A 3:454K EdgarAgents LLC/FA |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/17/21 Getaround, Inc. S-1 12:4.5M EdgarAgents LLC/FA |