EX-4.6
from 8-K
4 pages
This Letter (This “Letter Agreement”) Is Being Delivered to You in Accordance With the Business Combination Agreement and Plan of Reorganization (The “Bca”) Entered Into by and Among Hyliion Holdings Corp., a Delaware Corporation F/K/a Tortoise Acquisition Corp. (The “Company”), SHLL Merger Sub Inc., a Delaware Corporation and Wholly Owned Subsidiary of the Company (“Merger Sub”), and Hyliion Inc., a Delaware Corporation (“Hyliion”), Pursuant to Which, Among Other Things, Merger Sub Will Be Merged With and Into Hyliion on or About the Date Hereof (The “Merger”), With Hyliion Surviving the Merger as a Wholly Owned Subsidiary of the Company. in Order to Induce the Company to Proceed With the Merger and for Other Good and Valuable Consideration, the Receipt and Sufficiency of Which Are Hereby Acknowledged, the Undersigned (The “Securityholder”) Hereby Agrees With the Company as Follows
12/34/56
EX-4.5
from 8-K
4 pages
This Letter (This “Letter Agreement”) Is Being Delivered to You in Accordance With the Business Combination Agreement and Plan of Reorganization (The “Bca”) Entered Into by and Among Hyliion Holdings Corp., a Delaware Corporation F/K/a Tortoise Acquisition Corp. (The “Company”), SHLL Merger Sub Inc., a Delaware Corporation and Wholly Owned Subsidiary of the Company (“Merger Sub”), and Hyliion Inc., a Delaware Corporation (“Hyliion”), Pursuant to Which, Among Other Things, Merger Sub Will Be Merged With and Into Hyliion on or About the Date Hereof (The “Merger”), With Hyliion Surviving the Merger as a Wholly Owned Subsidiary of the Company. in Order to Induce the Company to Proceed With the Merger and for Other Good and Valuable Consideration, the Receipt and Sufficiency of Which Are Hereby Acknowledged, the Undersigned (The “Securityholder”) Hereby Agrees With the Company as Follows
12/34/56
EX-4.4
from S-1/A
20 pages
Whereas, on [ ], 2019, the Company Entered Into That Certain Private Placement Warrants Purchase Agreement With Tortoise Borrower LLC, a Delaware Limited Liability Company (“Tortoise Borrower”), Pursuant to Which Tortoise Borrower Will Purchase an Aggregate of [ ] Warrants (Or [ ] Warrants if the Over-Allotment Option (As Defined Below) in Connection With the Offering (As Defined Below) Is Exercised in Full) Simultaneously With the Closing of the Offering (And the Closing of the Over-Allotment Option, if Applicable) Bearing the Legend Set Forth in Exhibit B Hereto (The “Private Placement Warrants”) at a Purchase Price of $1.00 Per Private Placement Warrant;
12/34/56