CFV / CF Acquisition Corp V - Class A - Documents déposés auprès de la SEC, rapport annuel, procuration

CFV / CF Acquisition Corp. V Class A / GLAZER CAPITAL, LLC Passive Investment

SC 13G 1 cfv20211231.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 CF Acquisition Corp. V (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 12520R106 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to

CFV / CF Acquisition Corp. V Class A / CITADEL ADVISORS LLC - CF ACQUISITION CORP. V Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2 (Amendment No. 1)* CF Acquisition Corp. V (Name of Issuer) Class A common stock, par value $0.0001 per share (the ?Shares?) (Title of Class of Securities) 125

CFV / CF Acquisition Corp. V Class A / HIGHBRIDGE CAPITAL MANAGEMENT LLC - HIGHBRIDGE CAPITAL MANAGEMENT, LLC Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Satellogic V Inc. (formerly known as CF Acquisition Corp. V) (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 12520R106 (CUSIP Number) December 31, 2021 (Date of event which requires filing of this statement) Check th

CFV / CF Acquisition Corp. V Class A / Weiss Asset Management LP Passive Investment

CUSIP NO. 12520R106 SCHEDULE 13G/A PAGE 1 OF 10 PAGES =============================================================================== UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.1)* CF ACQUISITION CORP. V - (Name of Issuer) Class A common stock, par value $0.0001 per share - (Title of Class of Securi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-39953 Satellogic V Inc. (Exact name of registrant as specified in its c

Regulation FD Disclosure, Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Completion of Acquisition or Disposition of Assets, Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 24, 2022 Satellogic V Inc. (Exact name of registrant as specified in its charter) Delaware 001-39953 85-1030340 (State or other jurisdiction of incorporation) (Commission File

Filed by Satellogic Inc.

425 1 d302682d425.htm 425 Filed by Satellogic Inc. Pursuant to Rule 425 Under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Additional Subject Companies: CF Acquisition Corp. V Commission File No.: 001-39953 The following transcript was conducted on Fox Business Network’s The Claman Countdown January 21st, 3:30pm EST Liz Claman Secret

Filed by Satellogic Inc.

Filed by Satellogic Inc. Pursuant to Rule 425 Under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Additional Subject Companies: CF Acquisition Corp. V Commission File No.: 001-39953 The following interview transcript was conducted on Bloomberg Television. Howard Lutnick and Steven Mnuchin Jan. 18, 2021 “Balance of Power” with David We

Liberty Letter Agreement dated January 18, 2022.

Exhibit 10.2 SATELLOGIC INC. January 18, 2022 Liberty Strategic Capital (SATL) Holdings, LLC 2001 Pennsylvania Avenue, NW Washington, D.C. 20006-1850 Re: Letter Agreement Reference is made to that certain Subscription Agreement (the ?Subscription Agreement?), dated as of the date hereof, by and among Satellogic Inc., an exempted company limited by shares incorporated under the laws of the British

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 18, 2022 CF ACQUISITION C

425 1 d295968d425.htm 425 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 18, 2022 CF ACQUISITION CORP. V (Exact name of registrant as specified in its charter) Delaware 001-39953 85-1030340 (State or other jurisdiction of

Secretary Steven Mnuchin’s Liberty Strategic Capital to Invest $150 Million in Satellogic and CF Acquisition Corp. V (Nasdaq: CFV)

Exhibit 99.1 Secretary Steven Mnuchin?s Liberty Strategic Capital to Invest $150 Million in Satellogic and CF Acquisition Corp. V (Nasdaq: CFV) ? Investment will support Satellogic as it scales its constellation, with the goal of weekly remapping of the entire Earth?s surface in 2023 and daily remapping thereafter, unlocking countless commercial, sustainability, and government applications ? Secre

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934

DEFA14A 1 d256598ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule

SUPPLEMENT NO. 1 DATED JANUARY 18, 2022 TO THE PROXY STATEMENT OF CF ACQUISITION CORP. V AND THE PROSPECTUS OF SATELLOGIC INC. DATED NOVEMBER 12, 2021

Filed by Satellogic Inc. Pursuant to Rule 425 Under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Additional Subject Companies: CF Acquisition Corp. V Commission File No.: 001-39953 SUPPLEMENT NO. 1 DATED JANUARY 18, 2022 TO THE PROXY STATEMENT OF CF ACQUISITION CORP. V AND THE PROSPECTUS OF SATELLOGIC INC. DATED NOVEMBER 12, 2021 Thi

Liberty Subscription Agreement dated January 18, 2022.

Exhibit 10.1 Execution Version SUBSCRIPTION AGREEMENT January 18, 2022 CF Acquisition Corp. V 110 East 59th Street New York, NY 10022 Satellogic Inc. Kingston Chambers PO Box 173 Road Town, Tortola British Virgin Islands Nettar Group Inc. (d/b/a Satellogic) c/o Maples Corporate Services (BVI) Limited Kingston Chambers P.O. Box 173 Road Town, Tortola British Virgin Islands Ladies and Gentlemen: Thi

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 18, 2022 CF ACQUISITION CORP. V (Exact name of registrant as specified in its charter) Delaware 001-39953 85-1030340 (State or other jurisdiction of incorporation) (Commission

CF Acquisition Corp. V Announces Adjournment of Special Meeting to Negotiate Potential Additional PIPE Financing

425 1 d271258d425.htm 425 Filed by Satellogic Inc. Pursuant to Rule 425 Under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Additional Subject Companies: CF Acquisition Corp. V Commission File No.: 001-39953 CF Acquisition Corp. V Announces Adjournment of Special Meeting to Negotiate Potential Additional PIPE Financing New York, New Y

CF Acquisition Corp. V Announces Adjournment of Special Meeting to Negotiate Potential Additional PIPE Financing

Exhibit 99.1 CF Acquisition Corp. V Announces Adjournment of Special Meeting to Negotiate Potential Additional PIPE Financing New York, New York, December 30, 2021 - CF Acquisition Corp. V (Nasdaq: CFFV, ?CF V?), announced today that it convened and then adjourned, without conducting any other business, CF V?s special meeting of stockholders (the ?Special Meeting?) held on December 30, 2021. The S

Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 30, 2021 CF ACQUISITION CORP. V (Exact name of registrant as specified in its charter) Delaware 001-39953 85-1030340 (State or other jurisdiction of incorporation) (Commissio

CF Acquisition Corp. V Announces Adjournment of Special Meeting to Negotiate Potential Additional PIPE Financing

Exhibit 99.1 CF Acquisition Corp. V Announces Adjournment of Special Meeting to Negotiate Potential Additional PIPE Financing New York, New York, December 30, 2021 - CF Acquisition Corp. V (Nasdaq: CFFV, ?CF V?), announced today that it convened and then adjourned, without conducting any other business, CF V?s special meeting of stockholders (the ?Special Meeting?) held on December 30, 2021. The S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 30, 2021 CF ACQUISITION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 30, 2021 CF ACQUISITION CORP. V (Exact name of registrant as specified in its charter) Delaware 001-39953 85-1030340 (State or other jurisdiction of incorporation) (Commissio

Satellogic Announces Development of High-Throughput Manufacturing Plant in the Netherlands New strategically located facility will further accelerate satellite manufacturing

Filed by Satellogic Inc. Pursuant to Rule 425 Under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Additional Subject Companies: CF Acquisition Corp. V Commission File No.: 001-39953 Satellogic Announces Development of High-Throughput Manufacturing Plant in the Netherlands New strategically located facility will further accelerate sate

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 27, 2021 (December 23, 2

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 27, 2021 (December 23, 2021) CF ACQUISITION CORP. V (Exact name of registrant as specified in its charter) Delaware 001-39953 85-1030340 (State or other jurisdiction of incor

AMENDMENT NO. 2 TO LOAN AND SECURITY AGREEMENT

Exhibit 99.1 AMENDMENT NO. 2 TO LOAN AND SECURITY AGREEMENT THIS AMENDMENT TO LOAN AND SECURITY AGREEMENT (this ?Amendment?) is made effective as of December 23, 2021 (the ?Effective Date?), by and among Columbia River Investment Limited, a British Virgin Islands company (?CRIL?), and Nettar Group Inc., a British Virgin Islands company (?Borrower?). WHEREAS, Borrower and CRIL are parties to that c

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 27, 2021 (December 23, 2021) CF ACQUISITION CORP. V (Exact name of registrant as specified in its charter) Delaware 001-39953 85-1030340 (State or other jurisdiction of incor

SECURED PROMISSORY NOTE New York, New York $15,000,000.00 December 23, 2021

Exhibit 99.2 EXECUTION VERSION SECURED PROMISSORY NOTE New York, New York $15,000,000.00 December 23, 2021 FOR VALUE RECEIVED, the undersigned, Nettar Group Inc., a business company with limited liability incorporated under the laws of the British Virgin Islands (the ?Maker?), hereby unconditionally promises to pay to Cantor Fitzgerald Securities, a New York general partnership (?Payee? and, toget

Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 20, 2021 CF ACQUISITION CORP. V (Exact name of registrant as specified in its charter) Delaware 001-39953 85-1030340 (State or other jurisdiction of incorporation) (Commissio

CF Acquisition Corp. V Announces Adjournment of Special Meeting

Exhibit 99.1 CF Acquisition Corp. V Announces Adjournment of Special Meeting New York, New York, December 20, 2021 - CF Acquisition Corp. V (Nasdaq: CFFV, ?CF V?), announced today that it convened and then adjourned, without conducting any other business, CF V?s special meeting of stockholders (the ?Special Meeting?) held on December 20, 2021. The Special Meeting has been adjourned until Thursday,

CF Acquisition Corp. V Announces Adjournment of Special Meeting

Exhibit 99.1 CF Acquisition Corp. V Announces Adjournment of Special Meeting New York, New York, December 20, 2021 - CF Acquisition Corp. V (Nasdaq: CFFV, ?CF V?), announced today that it convened and then adjourned, without conducting any other business, CF V?s special meeting of stockholders (the ?Special Meeting?) held on December 20, 2021. The Special Meeting has been adjourned until Thursday,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 20, 2021 CF ACQUISITION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 20, 2021 CF ACQUISITION CORP. V (Exact name of registrant as specified in its charter) Delaware 001-39953 85-1030340 (State or other jurisdiction of incorporation) (Commissio

CF Acquisition Corp. V Announces Adjournment of Special Meeting

EX-99.1 2 ea151941ex99-1cfacqui5.htm PRESS RELEASE, DATED DECEMBER 8, 2021 Exhibit 99.1 CF Acquisition Corp. V Announces Adjournment of Special Meeting New York, New York, December 8, 2021 - CF Acquisition Corp. V (Nasdaq: CFV, “CF V”), announced today that it convened and then adjourned, without conducting any other business, CF V’s special meeting of stockholders (the “Special Meeting”) held on

CF Acquisition Corp. V Announces Adjournment of Special Meeting

Exhibit 99.1 CF Acquisition Corp. V Announces Adjournment of Special Meeting New York, New York, December 8, 2021 - CF Acquisition Corp. V (Nasdaq: CFV, ?CF V?), announced today that it convened and then adjourned, without conducting any other business, CF V?s special meeting of stockholders (the ?Special Meeting?) held on December 8, 2021. The Special Meeting has been adjourned until Monday, Dece

Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 8, 2021 CF ACQUISITION CORP. V (Exact name of registrant as specified in its charter) Delaware 001-39953 85-1030340 (State or other jurisdiction of incorporation) (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 8, 2021 CF ACQUISITION C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 8, 2021 CF ACQUISITION CORP. V (Exact name of registrant as specified in its charter) Delaware 001-39953 85-1030340 (State or other jurisdiction of incorporation) (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 20

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CF ACQUISITION CORP

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 6, 2021 CF ACQUISITION CORP. V (Exact name of registrant as specified in its charter) Delaware 001-39953 85-1030340 (State or other jurisdiction of incorporation) (Commission

Filed by Satellogic Inc.

Filed by Satellogic Inc. Pursuant to Rule 425 Under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Additional Subject Companies: CF Acquisition Corp. V Commission File No.: 001-39953 The following is a transcript from the Satellogic Inc. Analyst Day which was held on November 18, 2021. Ryan Driver: Hello, everyone. We’re going to give

Filed by Satellogic Inc.

Filed by Satellogic Inc. (Commission File No.: 333-258764) pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Additional subject companies: CF Acquisition Corp. V (Commission File No. 001-39953) ANALYST DAY NOVEMBER 2021 1 LEGAL DISCLAIMER Disclaimers and Other Important Information This presentation (this “Prese

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 ☐ TRANSITION REPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CF ACQUISITION CORP. V (Exact name of r

CF Acquisition Corp. V and Satellogic Announce Effectiveness of Registration Statement Special Meeting of Stockholders of CF Acquisition Corp. V (“CF V”) to Approve the Business Combination with Nettar Group Inc. d/b/a Satellogic (“Satellogic”) Will

425 1 d253087d425.htm 425 Filed by CF Acquisition Corp. V (Commission File No.: 001-39953) pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Additional subject companies: Satellogic Inc. (Commission File No. 333-258764) CF Acquisition Corp. V and Satellogic Announce Effectiveness of Registration Statement Specia

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934

DEFM14A 1 d178511ddefm14a.htm DEFM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as

CFV / CF Acquisition Corp. V Class A / Weiss Asset Management LP Passive Investment

=============================================================================== UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 ☐ TRANSITION REPORT PU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CF ACQUISITION CORP. V (Exact name of regist

CFV / CF Acquisition Corp. V Class A / CITADEL ADVISORS LLC - CF ACQUISITION CORP. V Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2 (Amendment No. )* CF Acquisition Corp. V (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 12520R106 (CUSIP Nu

JOINT FILING AGREEMENT

EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on Schedule 13G filed herewith (and any amendments thereto), relating to the Class A common stock of CF Acquisition Corp. V, a Delaware corporation, is being filed jointly with the Securities and Exchange Commission pursuant to Rule 13d-1(c) under the Securities Exchange Act of 1934, as amended, on behalf of each o

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Filed by CF Acquisition Corp. V pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: CF Acquisition Corp. V Commission File No.: 001-39953 Date: July 15, 2021 Emiliano Kargieman and Nora Ali on Public Live, July 15, 2021, 1pm EST Nora Ali 0:16 Hello, hello, welcome everyone to today’s public live s

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 8, 2021 (July 5, 2021) CF ACQUISITION CORP. V (Exact name of registrant as specified in its charter) Delaware 001-39953 85-1030340 (State or other jurisdiction of incorporation)

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Filed by CF Acquisition Corp. V pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: CF Acquisition Corp. V Commission File No.: 001-39953 Date: July 7, 2021 The following article from CNBC was re-posted on Nettar Group Inc.?s (d/b/a Satellogic) social media channels on July 7, 2021 Space company S

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Filed by CF Acquisition Corp. V pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: CF Acquisition Corp. V Commission File No.: 333-251971 Date: July 5, 2021 Satellogic ? Investor Webcast Transcript 5 July 2021 Howard Lutnick: Hello, everyone. I'm Howard Lutnick, Chairman and CEO of Cantor Fitzger

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 6, 2021 (July 5, 2021) CF ACQUISITION CORP. V (Exact name of registrant as specified in its charter) Delaware 001-39953 85-1030340 (State or other jurisdiction of incorporation)

C ONFIDENTIAL 1 JULY 2021 LEGAL DISCLAIMER Disclaimers and Other Important Information This presentation (this “Presentation”) is provided for informational purposes only and has been prepared to assist interested parties in making their own evaluati

Exhibit 99.2 C ONFIDENTIAL 1 JULY 2021 LEGAL DISCLAIMER Disclaimers and Other Important Information This presentation (this ?Presentation?) is provided for informational purposes only and has been prepared to assist interested parties in making their own evaluation with respect to a potential business combination between Nettar Group Inc . (?Satellogic? or the ?Company?) and CF Acquisition Corp .

Form of Series X Preference Shareholder Agreement, dated as of July 5, 2021, by and among CF V, PubCo, the Company and the Series X Shareholders.

Exhibit 10.5 Execution Version SERIES X PREFERENCE SHAREHOLDER AGREEMENT This SERIES X PREFERENCE SHAREHOLDER AGREEMENT (this ?Agreement?) is made and entered into as of July 5, 2021 by and among the persons identified on Schedule I hereto (each, a ?Shareholder? and collectively the ?Shareholders?), CF Acquisition Corp. V, a Delaware corporation (?SPAC?), Satellogic Inc., a business company with l

Form of Shareholder Support Agreement.

Exhibit 10.2 Execution Version SHAREHOLDER SUPPORT AGREEMENT by and among CF ACQUISITION CORP. V, SATELLOGIC INC., NETTAR GROUP, INC. and certain SHAREHOLDERS OF NETTAR GROUP, INC. Dated as of July 5, 2021 SHAREHOLDER SUPPORT AGREEMENT This SHAREHOLDER SUPPORT AGREEMENT (this ?Agreement?) is made and entered into as of July 5, 2021 by and among the persons identified on Schedule I hereto (each, a

Form of PIPE Subscription Agreement.

Exhibit 10.1 SUBSCRIPTION AGREEMENT July [?], 2021 CF Acquisition Corp. V 110 East 59th Street New York, NY 10022 Satellogic Inc. Kingston Chambers PO Box 173 Road Town, Tortola British Virgin Islands Nettar Group Inc. (d/b/a Satellogic) c/o Maples Corporate Services (BVI) Limited Kingston Chambers P.O. Box 173 Road Town, Tortola British Virgin Islands Ladies and Gentlemen: This Subscription Agree

C ONFIDENTIAL 1 JULY 2021 LEGAL DISCLAIMER Disclaimers and Other Important Information This presentation (this “Presentation”) is provided for informational purposes only and has been prepared to assist interested parties in making their own evaluati

Exhibit 99.2 C ONFIDENTIAL 1 JULY 2021 LEGAL DISCLAIMER Disclaimers and Other Important Information This presentation (this ?Presentation?) is provided for informational purposes only and has been prepared to assist interested parties in making their own evaluation with respect to a potential business combination between Nettar Group Inc . (?Satellogic? or the ?Company?) and CF Acquisition Corp .

Form of Sponsor Support Agreement.

Exhibit 10.3 Execution Version SPONSOR SUPPORT AGREEMENT This SPONSOR SUPPORT AGREEMENT (this?Agreement?) is made and entered into as of July 5, 2021, by and among CFAC Holdings V, LLC, a Delaware limited liability company (?Sponsor?), CF Acquisition Corp. V, a Delaware corporation (?SPAC?), Satellogic Inc., a business company with limited liability incorporated under the laws of the British Virgi

Agreement and Plan of Merger, dated as of July 5, 2021, by and among CF V, PubCo, Merger Sub 1, Merger Sub 2 and the Company.

Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER* by and among Satellogic Inc., CF ACQUISITION CORP. V, Ganymede Merger Sub 1 Inc., Ganymede Merger Sub 2 Inc. and Nettar Group Inc. dated as of July 5, 2021 *Certain exhibits and the schedules to this Exhibit have been omitted in accordance with Regulation S-K Item 601(a)(5). The Registrant agrees to furnish supplementally a copy of any om

Form of Sponsor Support Agreement.

EX-10.3 5 ea143737ex10-3cfacquis5.htm FORM OF SPONSOR SUPPORT AGREEMENT Exhibit 10.3 Execution Version SPONSOR SUPPORT AGREEMENT This SPONSOR SUPPORT AGREEMENT (this“Agreement”) is made and entered into as of July 5, 2021, by and among CFAC Holdings V, LLC, a Delaware limited liability company (“Sponsor”), CF Acquisition Corp. V, a Delaware corporation (“SPAC”), Satellogic Inc., a business company

Amended and Restated Forward Purchase Contract, dated as of July 5, 2021, by and among CF V, PubCo and Sponsor.

Exhibit 10.6 Execution Version AMENDED AND RESTATED FORWARD PURCHASE CONTRACT This Amended and Restated Forward Purchase Contract (this ?Agreement?) is entered into as of July 5, 2021, by and between CFAC Holdings V, LLC, a Delaware limited liability company (the ?Purchaser?), Satellogic Inc., a business company with limited liability incorporated under the laws of the British Virgin Island (?PubC

Form of Series X Preference Shareholder Agreement, dated as of July 5, 2021, by and among CF V, PubCo, the Company and the Series X Shareholders.

EX-10.5 7 ea143737ex10-5cfacquis5.htm FORM OF SERIES X PREFERENCE SHAREHOLDER AGREEMENT, DATED AS OF JULY 5, 2021, BY AND AMONG CF V, PUBCO, THE COMPANY AND THE SERIES X SHAREHOLDERS Exhibit 10.5 Execution Version SERIES X PREFERENCE SHAREHOLDER AGREEMENT This SERIES X PREFERENCE SHAREHOLDER AGREEMENT (this “Agreement”) is made and entered into as of July 5, 2021 by and among the persons identifie

Satellogic, A Leader in Satellite Earth Imagery, to Go Public Through Merger with Cantor Fitzgerald’s CF Acquisition Corp. V

Exhibit 99.1 Satellogic, A Leader in Satellite Earth Imagery, to Go Public Through Merger with Cantor Fitzgerald?s CF Acquisition Corp. V Proven leader in Earth Observation with vertically integrated platform, differentiated technology, and 17 commercial satellites in orbit, representing more capacity than the next four1 Earth Observation companies combined Satellogic seeks to remap the entire sur

Form of Shareholder Support Agreement.

Exhibit 10.2 Execution Version SHAREHOLDER SUPPORT AGREEMENT by and among CF ACQUISITION CORP. V, SATELLOGIC INC., NETTAR GROUP, INC. and certain SHAREHOLDERS OF NETTAR GROUP, INC. Dated as of July 5, 2021 SHAREHOLDER SUPPORT AGREEMENT This SHAREHOLDER SUPPORT AGREEMENT (this ?Agreement?) is made and entered into as of July 5, 2021 by and among the persons identified on Schedule I hereto (each, a

Satellogic, A Leader in Satellite Earth Imagery, to Go Public Through Merger with Cantor Fitzgerald’s CF Acquisition Corp. V

EX-99.1 9 ea143737ex99-1cfacquis5.htm JOINT PRESS RELEASE, DATED JULY 6, 2020 Exhibit 99.1 Satellogic, A Leader in Satellite Earth Imagery, to Go Public Through Merger with Cantor Fitzgerald’s CF Acquisition Corp. V Proven leader in Earth Observation with vertically integrated platform, differentiated technology, and 17 commercial satellites in orbit, representing more capacity than the next four1

Agreement and Plan of Merger, dated as of July 5, 2021, by and among CF V, PubCo, Merger Sub 1, Merger Sub 2 and the Company.

Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER* by and among Satellogic Inc., CF ACQUISITION CORP. V, Ganymede Merger Sub 1 Inc., Ganymede Merger Sub 2 Inc. and Nettar Group Inc. dated as of July 5, 2021 *Certain exhibits and the schedules to this Exhibit have been omitted in accordance with Regulation S-K Item 601(a)(5). The Registrant agrees to furnish supplementally a copy of any om

Form of Lock-Up Agreement.

Exhibit 10.4 Execution Version FORM OF LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this ?Agreement?) is made and entered into as of July 5, 2021 by and among (i) Satellogic Inc., a business company with limited liability incorporated under the laws of the British Virgin Islands (?PubCo?), (ii) CF Acquisition Corp. V, a Delaware corporation (?SPAC?) and (iii) the undersigned (?Holder?). Any capitaliz

Form of PIPE Subscription Agreement.

Exhibit 10.1 SUBSCRIPTION AGREEMENT July [?], 2021 CF Acquisition Corp. V 110 East 59th Street New York, NY 10022 Satellogic Inc. Kingston Chambers PO Box 173 Road Town, Tortola British Virgin Islands Nettar Group Inc. (d/b/a Satellogic) c/o Maples Corporate Services (BVI) Limited Kingston Chambers P.O. Box 173 Road Town, Tortola British Virgin Islands Ladies and Gentlemen: This Subscription Agree

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 6, 2021 (July 5, 2021) CF AC

425 1 ea143737-8kcfacquis5.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 6, 2021 (July 5, 2021) CF ACQUISITION CORP. V (Exact name of registrant as specified in its charter) Delaware 001-39953 85-1030340 (

Amended and Restated Forward Purchase Contract, dated as of July 5, 2021, by and among CF V, PubCo and Sponsor.

Exhibit 10.6 Execution Version AMENDED AND RESTATED FORWARD PURCHASE CONTRACT This Amended and Restated Forward Purchase Contract (this ?Agreement?) is entered into as of July 5, 2021, by and between CFAC Holdings V, LLC, a Delaware limited liability company (the ?Purchaser?), Satellogic Inc., a business company with limited liability incorporated under the laws of the British Virgin Island (?PubC

Form of Lock-Up Agreement.

Exhibit 10.4 Execution Version FORM OF LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this ?Agreement?) is made and entered into as of July 5, 2021 by and among (i) Satellogic Inc., a business company with limited liability incorporated under the laws of the British Virgin Islands (?PubCo?), (ii) CF Acquisition Corp. V, a Delaware corporation (?SPAC?) and (iii) the undersigned (?Holder?). Any capitaliz

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CF ACQUISITION CORP. V (Exact name of regis

CF Acquisition Corp. V Announces Separate Trading of Class A Common Stock and Warrants

Exhibit 99.1 CF Acquisition Corp. V Announces Separate Trading of Class A Common Stock and Warrants New York, New York, March 17, 2021 ? CF Acquisition Corp. V (Nasdaq: CFFVU, the ?Company?) announced today that, commencing March 22, 2021, holders of the 25,000,000 units sold in the Company?s initial public offering, may elect to separately trade shares of the Company?s Class A common stock and wa

Other Events, Financial Statements and Exhibits

8-K 1 ea137882-8kcfacquis5.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 17, 2021 CF ACQUISITION CORP. V (Exact name of registrant as specified in its charter) Delaware 001-39953 85-1030340 (State or othe

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* CF Acquisition Corp. V (Name of Issuer) Class A Common Stock, $0.0001 par value (Title of Class of Securities) 12520R 1

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* CF Acquisition Corp. V (Name of Issuer) Class A Common Stock, $0.0001 par value (Title of Class of Securities) 12520R 106 (CUSIP Number) Howard W. Lutnick 110 East 59th Street New York, New York 10022 (212) 938-5000 (Name, Address and Telephone Number of Person Authori

CF Acquisition Corp. V

SC 13G 1 p21-0618sc13g.htm CF ACQUISITION CORP. V SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* CF Acquisition Corp. V (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 12520R205** (CUSIP Number) February 2, 2021 (Date of event which requires filing of this statement

INDEX TO BALANCE SHEET

EX-99.1 2 brhc10019890ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 INDEX TO BALANCE SHEET Page Report of Independent Registered Public Accounting Firm F-1 Balance Sheet F-2 Notes to Balance Sheet F-3 Report of Independent Registered Public Accounting Firm To the Stockholders and the Board of Directors of CF Acquisition Corp. V Opinion on the Financial Statement We have audited the accompanying balance she

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 8, 2021 (February 2, 2021) CF ACQUISITION CORP. V (Exact name of registrant as specified in its charter) Delaware 001-39953 85-1030340 (State or other jurisdiction of incorpo

[Signature Page Follows]

Exhibit 10.4 THIS EXPENSE ADVANCEMENT AGREEMENT (this "Agreement"), dated as of January 28, 2021, is made and entered into by and among CF Acquisition Corp. V, a Delaware corporation (the "Company"), and CFAC Holdings V, LLC (the "Sponsor"). RECITALS WHEREAS, the Company is engaged in an initial public offering (the "Offering") pursuant to which the Company will issue and deliver up to 28,750,000

UNDERWRITING AGREEMENT CF ACQUISITION CORP. V CANTOR FITZGERALD & CO. Dated: January 28, 2021 CF ACQUISITION CORP. V UNDERWRITING AGREEMENT New York, New York January 28, 2021

EX-1.1 2 brhc10019690ex1-1.htm EXHIBIT 1.1 Exhibit 1.1 UNDERWRITING AGREEMENT between CF ACQUISITION CORP. V and CANTOR FITZGERALD & CO. Dated: January 28, 2021 CF ACQUISITION CORP. V UNDERWRITING AGREEMENT New York, New York January 28, 2021 Cantor Fitzgerald & Co. 499 Park Avenue New York, New York 10022 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: The u

Cantor Fitzgerald & Co. 499 Park Avenue New York, New York 10022 January 28, 2021

Exhibit 1.2 Cantor Fitzgerald & Co. 499 Park Avenue New York, New York 10022 January 28, 2021 CF Acquisition Corp. V 110 East 59th Street New York, NY 10022 Attn: CEO Ladies and Gentlemen: This is to confirm our agreement whereby CF Acquisition Corp. V, a Delaware corporation (“Company”), has requested Cantor Fitzgerald & Co. (the “Advisor”) to assist it in connection with the Company merging with

PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT

Exhibit 10.5 PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT This PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT (this "Agreement") is made as of the 28th day of January 2021, by and between CF Acquisition Corp. V, a Delaware corporation (the "Company"), and CFAC Holdings V, LLC, a Delaware limited liability company (the "Subscriber"), with a principal place of business at 110 East 59th Street, New York, N

CF Acquisition Corp. V Announces Pricing of $250 Million Initial Public Offering

Exhibit 99.1 CF Acquisition Corp. V Announces Pricing of $250 Million Initial Public Offering New York, New York, January 28, 2021 - CF Acquisition Corp. V (Nasdaq: CFFVU, the "Company") announced today that it priced its initial public offering of 25,000,000 units at $10.00 per unit. The units are expected to be listed on the Nasdaq Capital Market ("Nasdaq") and trade under the symbol "CFFVU" beg

-CF Acquisition Corp. V

EX-10.7 12 brhc10019690ex10-7.htm EXHIBIT 10.7 Exhibit 10.7 -CF Acquisition Corp. V 110 East 59th Street New York, NY 10022 January 28, 2021 CFAC Holdings V, LLC 110 East 59th Street New York, NY 10022 Re: Administrative Services Agreement Ladies and Gentlemen: This letter agreement by and between CF Acquisition Corp. V (the "Company") and CFAC Holdings V, LLC (the "Sponsor"), dated as of the date

CF Acquisition Corp. V Announces Closing of $250 Million Initial Public Offering

Exhibit 99.2 CF Acquisition Corp. V Announces Closing of $250 Million Initial Public Offering New York, New York, February 2, 2021 – CF Acquisition Corp. V (Nasdaq: CFFVU, the “Company”) announced today that it closed its initial public offering of 25,000,000 units at $10.00 per unit, resulting in gross proceeds of $250,000,000. The units began trading on the Nasdaq Capital Market (“Nasdaq”) under

PROMISSORY NOTE

EX-10.6 11 brhc10019690ex10-6.htm EXHIBIT 10.6 Exhibit 10.6 THIS PROMISSORY NOTE ("NOTE") AND THE SECURITIES INTO WHICH THE NOTE MAY BE CONVERTED HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR UNDER THE SECURITIES LAWS OF ANY STATE. THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTR

[Signature Page Follows]

Exhibit 10.1 January 28, 2021 CF Acquisition Corp. V 110 East 59th Street New York, NY 10022 Re: Initial Public Offering Ladies and Gentlemen: This letter (this "Letter Agreement") is being delivered to you in accordance with the Underwriting Agreement (the "Underwriting Agreement") entered into by and among CF Acquisition Corp. V, a Delaware corporation (the "Company"), and Cantor Fitzgerald & Co

CFAC Holdings V, LLC 110 East 59th Street New York, NY 10022

EX-10.8 13 brhc10019690ex10-8.htm EXHIBIT 10.8 Exhibit 10.8 CFAC Holdings V, LLC 110 East 59th Street New York, NY 10022 January 28, 2021 CFAC Holdings V, LLC 110 East 59th Street New York, NY 10022 Re: Forward Purchase Contract Ladies and Gentlemen: We are pleased to accept the offer CFAC Holdings V, LLC (the “Subscriber” or “you”) has made to purchase an aggregate of (i) 1,000,000 units (the “Un

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION CF ACQUISITION CORP. V January 28, 2021

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CF ACQUISITION CORP. V January 28, 2021 CF Acquisition Corp. V, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The original name of the Corporation was CF Finance Acquisition Corp. III, which subsequently changed to CF Finance Acquisition Corp. VI,

REGISTRATION RIGHTS AGREEMENT

Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of January 28, 2021, is made and entered into by and among CF Acquisition Corp. V, a Delaware corporation (the "Company"), CFAC Holdings V, LLC, a Delaware limited liability company (the "Sponsor") and each of the undersigned individuals (together with the Sponsor and any person or entity who

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 3, 2021 (January 28, 2021) CF ACQUISITION CORP. V (Exact name of registrant as specified in its charter) Delaware 001-39953 85-1030340 (State or other jurisdiction of incorpo

INVESTMENT MANAGEMENT TRUST AGREEMENT

EX-10.2 7 brhc10019690ex10-2.htm EXHIBIT 10.2 Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this "Agreement") is made effective as of January 28, 2021, by and between CF Acquisition Corp. V, a Delaware corporation (the "Company"), and Continental Stock Transfer & Trust Company, a New York corporation (the "Trustee"). WHEREAS, the Company's registrat

WARRANT AGREEMENT

Exhibit 4.1 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this "Agreement"), dated as of January 28, 2021, is by and between CF Acquisition Corp. V, a Delaware corporation (the "Company"), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the "Warrant Agent", also referred to herein, in its capacity as the Company's transfer agent, as the "Transfer Agent"). WHER

$250,000,000 CF Acquisition Corp. V 25,000,000 Units

TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(4) Registration No. 333-251971 PROSPECTUS $250,000,000 CF Acquisition Corp. V 25,000,000 Units CF Acquisition Corp. V is a blank check company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses, which we refer to as our ini

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CORRESP 1 filename1.htm CF Acquisition Corp. V 110 East 59th Street New York, NY 10022 January 27, 2021 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street N.E. Washington, D.C., 20549 Attention: Todd K. Schiffman Re: CF Acquisition Corp. V Registration Statement on Form S-1 Filed January 8, 2021, as amended File No. 333- 1030340 Dear Mr. Schiffm

- 8-A12B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 CF ACQUISITION CORP. V (Exact Name of Registrant as Specified in Its Charter) Delaware 85-1030340 (State of Incorporation or Organization) (I.R.S. Employer Identification No.) 110 East 59th Stree

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January 27, 2021 VIA EDGAR U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549-4561 Re: CF Acquisition Corp. V Registration Statement on Form S-1 File No. 333-251971 Ladies and Gentlemen: Pursuant to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended (the ?Act?), the undersigned hereby joins in the request of CF Acquisition Corp. V

PROMISSORY NOTE

Exhibit 10.2 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY

WARRANT AGREEMENT

Exhibit 4.4 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this “Agreement”), dated as of [ ], 2021, is by and between CF Acquisition Corp. V, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”, also referred to herein, in its capacity as the Company’s transfer agent, as the “Transfer Agent”). WHEREAS, on

CHARTER OF THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF CF ACQUISITION CORP. V

Exhibit 99.2 CHARTER OF THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF CF ACQUISITION CORP. V I. PURPOSE OF THE COMMITTEE The purposes of the Compensation Committee (the “Committee”) of the Board of Directors (the “Board”) of CF Acquisition Corp. V (the “Company”) shall be to oversee the Company’s compensation and employee benefit plans and practices, including its executive compensation

REGISTRATION RIGHTS AGREEMENT

Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [ ], 2021, is made and entered into by and among CF Acquisition Corp. V, a Delaware corporation (the “Company”), CFAC Holdings V, LLC, a Delaware limited liability company (the “Sponsor”) and each of the undersigned individuals (together with the Sponsor and any person or entity who hereaf

UNDERWRITING AGREEMENT CF ACQUISITION CORP. V CANTOR FITZGERALD & CO. Dated: ____________, 2021 CF ACQUISITION CORP. V UNDERWRITING AGREEMENT

Exhibit 1.1 UNDERWRITING AGREEMENT between CF ACQUISITION CORP. V and CANTOR FITZGERALD & CO. Dated: , 2021 CF ACQUISITION CORP. V UNDERWRITING AGREEMENT New York, New York , 2021 Cantor Fitzgerald & Co. 499 Park Avenue New York, New York 10022 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: The undersigned, CF Acquisition Corp. V, a Delaware corporation (the

CONSENT OF NATASHA CORNSTEIN

EX-99.5 30 nt10015928x3ex99-5.htm EXHIBIT 99.5 Exhibit 99.5 CONSENT OF NATASHA CORNSTEIN As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named as a Director Nominee in the Registration Statement on Form S-1 of CF Acquisition Corp. V (the “Company”), originally filed on January 8, 2021, and any and all amendments thereto, registering se

INDEMNITY AGREEMENT

Exhibit 10.6 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [ ], 2021, by and between CF Acquisition Corp. V, a Delaware corporation (the “Company”), and [ ] (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are provided with adequate prot

CERTIFICATE OF AMENDMENT OF THE CERTIFICATE OF INCORPORATION CF FINANCE ACQUISITION CORP. III

Exhibit 3.2 CERTIFICATE OF AMENDMENT OF THE CERTIFICATE OF INCORPORATION OF CF FINANCE ACQUISITION CORP. III CF FINANCE ACQUISITION CORP. III, a corporation organized and existing under the provisions of the Delaware General Corporation Law (the “DGCL”), incorporated on January 23, 2020. DOES HEREBY CERTIFY: FIRST: That the Board of Directors duly adopted resolutions proposing to amend the Company

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION CF ACQUISITION CORP. V [ ], 2021

EX-3.5 8 nt10015928x3ex3-5.htm EXHIBIT 3.5 Exhibit 3.5 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CF ACQUISITION CORP. V [ ], 2021 CF Acquisition Corp. V, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The original name of the Corporation was subsequently changed to CF Finance Acquisition Corp. VI and s

Cantor Fitzgerald & Co. 499 Park Avenue New York, New York 10022 _______, 2021

Exhibit 1.2 Cantor Fitzgerald & Co. 499 Park Avenue New York, New York 10022 , 2021 CF Acquisition Corp. V 110 East 59th Street New York, NY 10022 Attn: CEO Ladies and Gentlemen: This is to confirm our agreement whereby CF Acquisition Corp. V, a Delaware corporation (“Company”), has requested Cantor Fitzgerald & Co. (the “Advisor”) to assist it in connection with the Company merging with, acquirin

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CF Acquisition Corp. V 110 East 59th Street New York, NY 10022 VIA EDGAR January 20, 2021 U.S. Securities & Exchange Commission Division of Corporation Finance Office of Real Estate & Construction 100 F Street, NE Washington, D.C. 20549 Attn: Todd K. Schiffman Re: CF Acquisition Corp. V Registration Statement on Form S-1 Filed January 8, 2021 File No. 333- 251971 Dear Mr. Schiffman: CF Acquisition

[Signature Page Follows]

Exhibit 10.1 [ ], 2021 CF Acquisition Corp. V 110 East 59th Street New York, NY 10022 Re: Initial Public Offering Ladies and Gentlemen: This letter (this "Letter Agreement") is being delivered to you in accordance with the Underwriting Agreement (the "Underwriting Agreement") entered into by and among CF Acquisition Corp. V, a Delaware corporation (the "Company"), and Cantor Fitzgerald & Co. as re

Warrants THIS WARRANT SHALL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW CF ACQUISITION CORP. V Incorporated Under the Laws of the State of Delaware

EX-4.3 12 nt10015928x3ex4-3.htm EXHIBIT 4.3 Exhibit 4.3 [FACE] Number Warrants THIS WARRANT SHALL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW CF ACQUISITION CORP. V Incorporated Under the Laws of the State of Delaware CUSIP 12520R 114 Warrant Certificate This Warrant Certificate certifies that , or registered assigns

CFAC Holdings V, LLC 110 East 59th Street New York, NY 10022

EX-10.9 23 nt10015928x3ex10-9.htm EXHIBIT 10.9 Exhibit 10.9 CFAC Holdings V, LLC 110 East 59th Street New York, NY 10022 [ ], 2021 CFAC Holdings V, LLC 110 East 59th Street New York, NY 10022 Re: Forward Purchase Contract Ladies and Gentlemen: We are pleased to accept the offer CFAC Holdings V, LLC (the “Subscriber” or “you”) has made to purchase an aggregate of (i) 1,000,000 units (the “Units”) o

CF Acquisition Corp. V 110 East 59th Street New York, NY 10022

Exhibit 10.8 CF Acquisition Corp. V 110 East 59th Street New York, NY 10022 , 2021 CFAC Holdings V, LLC 110 East 59th Street New York, NY 10022 Re: Administrative Services Agreement Ladies and Gentlemen: This letter agreement by and between CF Acquisition Corp. V (the “Company”) and CFAC Holdings V, LLC (the “Sponsor”), dated as of the date hereof, will confirm our agreement that, commencing on th

[Signature Page Follows]

EX-10.7 21 nt10015928x3ex10-7.htm EXHIBIT 10.7 Exhibit 10.7 THIS EXPENSE ADVANCEMENT AGREEMENT (this “Agreement”), dated as of [ ], 2021, is made and entered into by and among CF Acquisition Corp. V, a Delaware corporation (the “Company”), and CFAC Holdings V, LLC (the “Sponsor”). RECITALS WHEREAS, the Company is engaged in an initial public offering (the “Offering”) pursuant to which the Company

CODE OF ETHICS OF CF ACQUISITION CORP. V

EX-14 24 nt10015928x3ex14.htm EXHIBIT 14 Exhibit 14 CODE OF ETHICS OF CF ACQUISITION CORP. V 1. Introduction The Board of Directors (the “Board”) of CF Acquisition Corp. V has adopted this code of ethics (this “Code”), as amended from time to time by the Board and which is applicable to all of the Company’s directors, officers and employees to: ● promote honest and ethical conduct, including the e

CONSENT OF ANSHU JAIN

EX-99.3 28 nt10015928x3ex99-3.htm EXHIBIT 99.3 Exhibit 99.3 CONSENT OF ANSHU JAIN As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named as a Director Nominee in the Registration Statement on Form S-1 of CF Acquisition Corp. V (the “Company”), originally filed on January 8, 2021, and any and all amendments thereto, registering securitie

THIRD CERTIFICATE OF AMENDMENT OF THE CERTIFICATE OF INCORPORATION CF FINANCE ACQUISITION CORP. VI

Exhibit 3.4 THIRD CERTIFICATE OF AMENDMENT OF THE CERTIFICATE OF INCORPORATION OF CF FINANCE ACQUISITION CORP. VI CF Finance Acquisition Corp. VI, a corporation duly organized and existing under the General Corporation Law of the State of Delaware (the “Corporation”), does hereby certify that: 1. The Certificate of Incorporation of the Corporation is hereby amended by amending and restating Articl

SECOND CERTIFICATE OF AMENDMENT OF THE CERTIFICATE OF INCORPORATION CF FINANCE ACQUISITION CORP. III

EX-3.3 6 nt10015928x3ex3-3.htm EXHIBIT 3.3 Exhibit 3.3 SECOND CERTIFICATE OF AMENDMENT OF THE CERTIFICATE OF INCORPORATION OF CF FINANCE ACQUISITION CORP. III CF FINANCE ACQUISITION CORP. III, a corporation organized and existing under the provisions of the Delaware General Corporation Law (the “DGCL”), incorporated on January 23, 2020. DOES HEREBY CERTIFY: FIRST: That the Board of Directors duly

CF ACQUISITION CORP. V UNITS CONSISTING OF ONE SHARE OF CLASS A COMMON STOCK AND ONE-THIRD OF ONE EACH WHOLE WARRANT ENTITLING THE HOLDER TO PURCHASE ONE SHARE OF CLASS A COMMON STOCK

Exhibit 4.1 NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 12520R 205 CF ACQUISITION CORP. V UNITS CONSISTING OF ONE SHARE OF CLASS A COMMON STOCK AND ONE-THIRD OF ONE 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 (1) share of Class A common stock, par value $0.

CF ACQUISITION CORP. V AUDIT COMMITTEE CHARTER

EX-99.1 26 nt10015928x3ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 CF ACQUISITION CORP. V AUDIT COMMITTEE CHARTER 1. STATUS The Audit Committee (the “Committee”) is a committee of the Board of Directors (the “Board”) of CF Acquisition Corp. V (the “Company”). 2. PURPOSE The Committee is appointed by the Board for the primary purposes of: ● Performing the Board’s oversight responsibilities as they relate

CERTIFICATE OF INCORPORATION CF FINANCE ACQUISITION CORP. III

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Registration Statement - S-1

TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on January 8, 2021. Registration No. 333-       UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CF Acquisition Corp. V (Exact name of registrant as specified in its charter) Delaware 6770 85-1030340 (State or other jurisdiction of inco

This is a confidential draft submission to the U.S. Securities and Exchange Commission on October 13, 2020 and is not being filed under the Securities Act of 1933, as amended.

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