Attached files

file filename
EX-10.3 - FORM OF INVESTMENT MANAGEMENT TRUST AGREEMENT BETWEEN CONTINENTAL STOCK TRANSFER - Fisker Inc./DEfs12018a1ex10-3_spartan.htm
EX-99.1 - CONSENT OF ROBERT C. REEVES - Fisker Inc./DEfs12018a1ex99-1_spartan.htm
EX-23.1 - CONSENT OF WITHUMSMITH+BROWN, PC - Fisker Inc./DEfs12018a1ex23-1_spartan.htm
EX-10.9 - FORM OF FORWARD PURCHASE AGREEMENT BETWEEN THE REGISTRANT AND THE INVESTORS LIST - Fisker Inc./DEfs12018a1ex10-9_spartan.htm
EX-10.8 - FORM OF ADMINISTRATIVE SERVICES AGREEMENT BETWEEN THE REGISTRANT AND SPONSOR - Fisker Inc./DEfs12018a1ex10-8_spartan.htm
EX-10.7 - FORM OF INDEMNIFICATION AGREEMENT - Fisker Inc./DEfs12018a1ex10-7_spartan.htm
EX-10.6 - FORM OF PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT BETWEEN THE REGISTRANT AND - Fisker Inc./DEfs12018a1ex10-6_spartan.htm
EX-10.5 - SECURITIES PURCHASE AGREEMENT, DATED OCTOBER 18, 2017, BETWEEN THE REGISTRANT (F - Fisker Inc./DEfs12018a1ex10-5_spartan.htm
EX-10.4 - FORM OF REGISTRATION RIGHTS AGREEMENT AMONG THE REGISTRANT, SPONSOR AND THE OTHE - Fisker Inc./DEfs12018a1ex10-4_spartan.htm
EX-10.2 - FORM OF LETTER AGREEMENT AMONG THE REGISTRANT AND ITS OFFICERS AND DIRECTORS AND - Fisker Inc./DEfs12018a1ex10-2_spartan.htm
EX-10.1 - PROMISSORY NOTE, DATED OCTOBER 18, 2017, ISSUED TO SPONSOR (F/K/A NIKE ENERGY AC - Fisker Inc./DEfs12018a1ex10-1_spartan.htm
EX-4.4 - FORM OF WARRANT AGREEMENT BETWEEN CONTINENTAL STOCK TRANSFER & TRUST COMPANY AND - Fisker Inc./DEfs12018a1ex4-4_spartan.htm
EX-4.3 - SPECIMEN WARRANT CERTIFICATE - Fisker Inc./DEfs12018a1ex4-3_spartan.htm
EX-4.1 - SPECIMEN UNIT CERTIFICATE - Fisker Inc./DEfs12018a1ex4-1_spartan.htm
EX-3.4 - BYLAWS - Fisker Inc./DEfs12018a1ex3-4_spartan.htm
EX-3.3 - FORM OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION - Fisker Inc./DEfs12018a1ex3-3_spartan.htm
EX-3.2 - CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF THE REGISTRANT (F/K/ - Fisker Inc./DEfs12018a1ex3-2_spartan.htm
EX-3.1 - CERTIFICATE OF INCORPORATION OF THE REGISTRANT (F/K/A NIKE ENERGY ACQUISITION CO - Fisker Inc./DEfs12018a1ex3-1_spartan.htm
EX-1.1 - FORM OF UNDERWRITING AGREEMENT - Fisker Inc./DEfs12018a1ex1-1_spartan.htm
S-1/A - AMENDED REGISTRATION STATEMENT - Fisker Inc./DEfs12018a1_spartanenergy.htm

Exhibit 4.2

 

NUMBER

 

C-

 

  SHARES
  SEE REVERSE FOR
  CERTAIN DEFINITIONS
  CUSIP [          ]

 

SPARTAN ENERGY ACQUISITION CORP.
INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE
CLASS A COMMON STOCK

 

This Certifies that

 

is the owner of

 

FULLY PAID AND NON-ASSESSABLE SHARES OF THE PAR VALUE OF $0.0001 EACH OF THE CLASS A COMMON STOCK OF

 

SPARTAN ENERGY ACQUISITION CORP.
(THE “CORPORATION”)

 

transferable on the books of the Corporation in person or by duly authorized attorney upon surrender of this certificate properly endorsed. The Corporation will be forced to redeem all of its shares of Class A common stock if it is unable to complete a business combination by [           ], 2020, as more fully described in the Corporation’s final prospectus dated [         ], 2018.

 

This certificate is not valid unless countersigned by the Transfer Agent and registered by the Registrar.

 

Witness the seal of the Corporation and the facsimile signatures of its duly authorized officers.

 

 

Secretary [Corporate Seal]
Delaware
Chief Executive Officer

 

 

 

 

SPARTAN ENERGY ACQUISITION CORP.

 

The Corporation will furnish without charge to each stockholder who so requests the powers, designations, preferences and relative, participating, optional or other special rights of each class of stock or series thereof of the Corporation and the qualifications, limitations, or restrictions of such preferences and/or rights. This certificate and the shares represented thereby are issued and shall be held subject to all the provisions of the Certificate of Incorporation and all amendments thereto and resolutions of the Board of Directors providing for the issue of securities (copies of which may be obtained from the secretary of the Corporation), to all of which the holder of this certificate by acceptance hereof assents. 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 UNIF GIFT MIN ACT — Custodian
TEN ENT as tenants by the entireties   (Cust)   (Minor)
JT TEN as joint tenants with right
of survivorship and not as tenants in common
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(S) OF ASSIGNEE(S))

 

 

 

(PLEASE PRINT OR TYPEWRITE NAME(S) AND ADDRESS(ES), INCLUDING ZIP CODE, OF ASSIGNEE(S))

 

 

 

 

 

 

 

 

 

 

Shares of the capital stock represented by the within Certificate, and hereby irrevocably constitutes and appoints

 

Attorney to transfer the said stock on the books of the within named Corporation with full power of substitution in the premises.

 

Dated:

 

 

NOTICE: THE SIGNATURE(S) 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:

By

 

 

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 (OR ANY SUCCESSOR RULE)) UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED).

 

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In each case, as more fully described in the Corporation’s final prospectus dated [             ], 2018, 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 Corporation’s initial public offering only in the event that (i) the Corporation redeems the shares of Class A common stock sold in its initial public offering and liquidates because it does not consummate an initial business combination by [            ], 2020, (ii) the Corporation redeems the shares of Class A common stock sold in its initial public offering in connection with a stockholder vote to approve an amendment to the Corporation’s amended and restated certificate of incorporation that would affect the substance or timing of the Corporation’s obligation to redeem 100% of the Class A common stock if it does not consummate an initial business combination by [              ], 2020 or (iii) if the holder(s) seek(s) to redeem for cash his, her or its respective shares of Class A common stock in connection with a tender offer (or proxy solicitation, solely in the event the Corporation 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.

 

 

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