Deferred Underwriting Fee Waiver Agreement between Cactus Acquisition Corp. 1 Limited and Underwriters (Oppenheimer & Co. Inc. and Moelis & Company LLC)

Contract Categories: Business Finance › Waiver Agreements
Summary

Cactus Acquisition Corp. 1 Limited has received written waivers from Oppenheimer & Co. Inc. and Moelis & Company LLC, the underwriters of its initial public offering, stating that they will not require payment of the deferred underwriting fee that would otherwise be due upon the company's business combination with a target. However, all other rights under the original underwriting agreement, including indemnity provisions, remain in effect and are not waived by this agreement.

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EX-10.4 5 ea0200198ex10-4_cactusacqu1.htm DEFERRED UNDERWRITING FEE WAIVER GRANTED BY UNDERWRITER OF THE COMPANY'S INITIAL PUBLIC OFFERING

Exhibit 10.4

 

 

  Oppenheimer & Co. Inc.
  85 Broad Street 23rd Floor
  New York, NY 10004

 

Member of All Principal Exchanges

 

January 29, 2024

 

CONFIDENTIAL

 

Cactus Acquisition Corp. 1 Limited
4B Cedar Brook Drive

Cranbury, NJ 08512

 

Attention:

 

Stephen T. Wills

Chief Financial Officer

 

Dear Mr. Wills:

 

Oppenheimer & Co. Inc. (“Oppenheimer”) hereby waives the deferred underwriting fee payable upon a business combination of Cactus Acquisition Corp. 1 Limited with a target. For the avoidance of doubt, Oppenheimer does not waive any other rights, including without limitation, any indemnity set forth in the underwriting agreement.

 

  Very truly yours,

OPPENHEIMER & CO. INC.
   
  By: /s/ Michael Margolis, R.Ph.
  Name:  Michael Margolis, R.Ph.
  Title: Senior Managing Director,
Co-Head Healthcare IB

 

 

 

 

January 16th, 2024

 

CONFIDENTIAL

 

Cactus Acquisition Corp. 1 Limited
4B Cedar Brook Drive

Cranbury, NJ 08512

 

Attention:

 

Stephen T. Wills
Chief Financial Officer

 

Dear Mr. Wills:

 

Moelis & Company LLC (“Moelis”) hereby waives the deferred underwriting fee payable upon a business combination of Cactus Acquisition Corp. 1 Limited with a target. For the avoidance of doubt, Moelis does not waive any other rights, including without limitation, any indemnity set forth in the underwriting agreement.

 

  Very truly yours,
   
  MOELIS & COMPANY LLC
   
  By: /s/ Steven Halperin
  Name:  Steven Halperin
  Title: Managing Director