Fortress Value Acquisition Corp. IV - FORM S-1 - EX-4.1 - SPECIMEN UNIT CERTIFICATE - February 19, 2021

Attached files

file filename
EX-10.2 - FORM OF LETTER AGREEMENT AMONG THE REGISTRANT AND ITS OFFICERS AND DIRECTORS - Fortress Value Acquisition Corp. IVd93759dex102.htm
EX-4.4 - FORM OF WARRANT AGREEMENT BETWEEN CONTINENTAL STOCK TRANSFER& TRUST COMPANY - Fortress Value Acquisition Corp. IVd93759dex44.htm
EX-99.4 - CONSENT OF CLAUDIO REYNA - Fortress Value Acquisition Corp. IVd93759dex994.htm
EX-99.3 - CONSENT OF LESLEE COWEN - Fortress Value Acquisition Corp. IVd93759dex993.htm
EX-99.2 - CONSENT OF MARC FURSTEIN - Fortress Value Acquisition Corp. IVd93759dex992.htm
EX-99.1 - CONSENT OF ANDREW A MCKNIGHT - Fortress Value Acquisition Corp. IVd93759dex991.htm
EX-23.1 - CONSENT OF WITHUMSMITH+BROWN, PC - Fortress Value Acquisition Corp. IVd93759dex231.htm
EX-10.8 - FORM OF ADMINISTRATIVE SERVICES AGREEMENT BETWEEN THE REGISTRANT AND FIG LLC - Fortress Value Acquisition Corp. IVd93759dex108.htm
EX-10.7 - FORM OF INDEMNITY AGREEMENT - Fortress Value Acquisition Corp. IVd93759dex107.htm
EX-10.6 - FORM OF PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT - Fortress Value Acquisition Corp. IVd93759dex106.htm
EX-10.5 - SECURITIES SUBSCRIPTION AGREEMENT, DATED OCTOBER 5, 2020 - Fortress Value Acquisition Corp. IVd93759dex105.htm
EX-10.4 - FORM OF REGISTRATION RIGHTS AGREEMENT - Fortress Value Acquisition Corp. IVd93759dex104.htm
EX-10.3 - FORM OF INVESTMENT MANAGEMENT TRUST AGREEMENT - Fortress Value Acquisition Corp. IVd93759dex103.htm
EX-10.1 - PROMISSORY NOTE, DATED OCTOBER 5, 2020 - Fortress Value Acquisition Corp. IVd93759dex101.htm
EX-5.1 - OPINION OF WEIL, GOTSHAL & MANGES LLP, COUNSEL TO THE REGISTRANT - Fortress Value Acquisition Corp. IVd93759dex51.htm
EX-4.2 - SPECIMEN CLASS A COMMON STOCK CERTIFICATE - Fortress Value Acquisition Corp. IVd93759dex42.htm
EX-3.3 - BYLAWS - Fortress Value Acquisition Corp. IVd93759dex33.htm
EX-3.2 - FORM OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION - Fortress Value Acquisition Corp. IVd93759dex32.htm
EX-3.1 - CERTIFICATE OF INCORPORATION - Fortress Value Acquisition Corp. IVd93759dex31.htm
S-1 - FORM S-1 - Fortress Value Acquisition Corp. IVd93759ds1.htm

Exhibit 4.1

NUMBER UNITS

U-

SEE REVERSE FOR CERTAIN DEFINITIONS

CUSIP [•]

FORTRESS VALUE ACQUISITION CORP. IV

UNITS CONSISTING OF ONE SHARE OF CLASS A COMMON STOCK AND ONE-EIGHTH OF ONE

REDEEMABLE WARRANT TO PURCHASE ONE SHARE OF CLASS A COMMON STOCK

THIS CERTIFIES THAT                is the owner of                Units.

Each Unit (“Unit”) consists of one (1) share of Class A common stock, par value $0.0001 per share (“Common Stock”), of Fortress Value Acquisition Corp. IV, a Delaware corporation (the “Company”), and one-eighth (1/8) of one redeemable warrant (each whole warrant, a “Warrant”). Only whole Warrants are exercisable. Each whole Warrant entitles the holder to purchase one (1) share (subject to adjustment) of Common Stock for $11.50 per share (subject to adjustment). Each Warrant will become exercisable on the later of (i) 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 (ii) twelve (12) months from the closing of the Company’s initial public offering, 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 “Expiration Date”). The Common Stock and Warrants comprising the Units represented by this certificate will begin separate trading on                , 2021, unless Deutsche Bank Securities Inc., BofA Securities, Inc. and PJT Partners LP 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 its initial public offering and issuing a press release announcing when such earlier 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.

Upon the consummation of the Business Combination, the Units represented by this certificate will automatically separate into shares of Common Stock and Warrants comprising such Units.

This certificate is not valid unless countersigned by the Transfer Agent and 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 its duly authorized officers.

 

 

Secretary

   

 

Chief Financial Officer

FORTRESS VALUE ACQUISITION CORP. IV

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 stock 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    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 sell, assign and transfer 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 do 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:

 

 

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).

 

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In each case, as more fully described in the Company’s final prospectus 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 its initial public offering only in the event that (i) the Company redeems the shares of Common Stock sold in its initial public offering and liquidates because it does not consummate an initial Business Combination by the date set forth in the Company’s amended and restated certificate of incorporation, (ii) the Company redeems the shares of Common Stock sold in its initial public offering in connection with a stockholder vote to amend the Company’s amended and restated certificate of incorporation (A) to modify the substance or timing of the Company’s obligation to allow redemption in connection with the Company’s initial Business Combination or to redeem 100% of the Common Stock if it does not consummate an initial Business Combination by the date set forth in the Company’s amended and restated certificate of incorporation or (B) with respect to any other provision relating to the rights of holders of the Common stock 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.

 

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