DRAYW / Macondray Capital Acquisition Corp I - Warrants (31/05/2028) - SEC-arkiveringar, Årsredovisning, Fullmaktsutlåtande

DRAY / Macondray Capital Acquisition Corp. I Class A / D. E. SHAW & CO, L.P. - SC 13G/A Passive Investment

SC 13G/A 1 tm235349d24sc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 2) Under the Securities Exchange Act of 1934 Macondray Capital Acquisition Corp. I (Name of Issuer) Class A ordinary shares, par value $0.0001 per share (Title of Class of Securities) G5853A107 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this

JOINT FILING AGREEMENT

Exhibit 3 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, each of the undersigned Reporting Persons hereby agrees to the joint filing, along with all other such Reporting Persons, on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Class A ordinary shares, par value $0.

POWER OF ATTORNEY FOR CERTAIN REGULATORY FILINGS INCLUDING CERTAIN FILINGS UNDER THE SECURITIES EXCHANGE ACT OF 1934 AND THE INVESTMENT ADVISERS ACT OF 1940

Exhibit 1 POWER OF ATTORNEY FOR CERTAIN REGULATORY FILINGS INCLUDING CERTAIN FILINGS UNDER THE SECURITIES EXCHANGE ACT OF 1934 AND THE INVESTMENT ADVISERS ACT OF 1940 I, David E.

POWER OF ATTORNEY FOR CERTAIN REGULATORY FILINGS INCLUDING CERTAIN FILINGS UNDER THE SECURITIES EXCHANGE ACT OF 1934 AND THE INVESTMENT ADVISERS ACT OF 1940

Exhibit 2 POWER OF ATTORNEY FOR CERTAIN REGULATORY FILINGS INCLUDING CERTAIN FILINGS UNDER THE SECURITIES EXCHANGE ACT OF 1934 AND THE INVESTMENT ADVISERS ACT OF 1940 I, David E.

DRAY / Macondray Capital Acquisition Corp. I Class A / HIGHBRIDGE CAPITAL MANAGEMENT LLC - MACONDRAY CAPITAL ACQUISITION CORP. I Passive Investment

SC 13G/A 1 p23-0371sc13ga.htm MACONDRAY CAPITAL ACQUISITION CORP. I SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Macondray Capital Acquisition Corp. I (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G5853A107 (CUSIP Number) December 31, 2022 (Date of event w

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 001-40572 MACONDRAY CAPITAL ACQUISITION CORP. I (Exact name of registrant as

CORRECTING and REPLACING Macondray Capital Acquisition Corp. I Announces it will Redeem its Public Shares and will not Consummate an Initial Business Combination

Exhibit 99.1 CORRECTING and REPLACING Macondray Capital Acquisition Corp. I Announces it will Redeem its Public Shares and will not Consummate an Initial Business Combination CORRECTION...by Macondray Capital Acquisition Corp. I December 28, 2022 04:15 PM Eastern Standard Time WOODSIDE, Calif.-(BUSINESS WIRE) -First paragraph, first sentence of the release dated December 27, 2022, should read: “..

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) 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, 2022 Macondray Capital Acquisition Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 001-40572 98-1593063 (State or other

Macondray Capital Acquisition Corp. I Announces it will Redeem its Public Shares and will not Consummate an Initial Business Combination

EX-99.1 2 tm2233496d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 December 27, 2022 Macondray Capital Acquisition Corp. I Announces it will Redeem its Public Shares and will not Consummate an Initial Business Combination WOODSIDE, CA-(GLOBE NEWSWIRE)—Macondray Capital Acquisition Corp. I (NASDAQ: DRAY) (the “Company”) announced today that, because the Company will not consummate an initial business combin

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, 2022 Macondray Capital Acquisition Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 001-40572 98-1593063 (State or other jurisdiction of inco

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, 2022 ☐ TRANSITION REPO

Table of Contents ? ? 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, 2022 ☐ TRANSITION REPORT PU

Table of Contents ? ? 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 March 31, 2022 ☐ TRANSITION REPORT P

Table of Contents 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, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Macondray Capital Acquisi

Amended and Restated Subscription Agreement, dated June 17, 2021, among the Company, the Sponsor and HC NCBR Fund.

Exhibit 10.12 Execution Version THE SECURITIES DESCRIBED HEREIN HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 OR THE SECURITIES LAWS OF ANY STATE OR ANY OTHER JURISDICTION. THERE ARE FURTHER RESTRICTIONS ON THE TRANSFERABILITY OF THE SECURITIES DESCRIBED HEREIN. THE PURCHASE OF THE SECURITIES INVOLVES A HIGH DEGREE OF RISK AND SHOULD BE CONSIDERED ONLY BY PERSONS WHO CAN BEAR THE RISK

Amended and Restated Subscription Agreement, dated June 17, 2021, among the Company, the Sponsor and The Obsidian Master Fund.

? Exhibit 10.10 ? Execution Version ? THE SECURITIES DESCRIBED HEREIN HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 OR THE SECURITIES LAWS OF ANY STATE OR ANY OTHER JURISDICTION. THERE ARE FURTHER RESTRICTIONS ON THE TRANSFERABILITY OF THE SECURITIES DESCRIBED HEREIN. ? THE PURCHASE OF THE SECURITIES INVOLVES A HIGH DEGREE OF RISK AND SHOULD BE CONSIDERED ONLY BY PERSONS WHO CAN BEAR T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Amended and Restated Subscription Agreement, dated June 17, 2021, among the Company, the Sponsor and BlackRock Credit Alpha Master Fund L.P.

? Exhibit 10.11 ? Execution Version ? THE SECURITIES DESCRIBED HEREIN HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 OR THE SECURITIES LAWS OF ANY STATE OR ANY OTHER JURISDICTION. THERE ARE FURTHER RESTRICTIONS ON THE TRANSFERABILITY OF THE SECURITIES DESCRIBED HEREIN. ? THE PURCHASE OF THE SECURITIES INVOLVES A HIGH DEGREE OF RISK AND SHOULD BE CONSIDERED ONLY BY PERSONS WHO CAN BEAR T

Description of Securities Registered under Section 12 of the Exchange Act.

Exhibit 4.2 DESCRIPTION OF SECURITIES Macondray Capital Acquisition Corp. I (the ?Company?, ?we?, ?our? or ?us?) is a Cayman Islands exempted company and our affairs are governed by our second amended and restated memorandum and articles of association (our ?Articles of Association?), the Companies Law (2021 Revision) of the Cayman Islands (the ?Companies Law?) and the common law of the Cayman Isl

DRAY / Macondray Capital Acquisition Corp. I Class A / MILLENNIUM MANAGEMENT LLC Passive Investment

SC 13G 1 DRAYSC13G.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 MACONDRAY CAPITAL ACQUISITION CORP. I (Name of Issuer) CLASS A ORDINARY SHARES, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) G5853A107 (CUSIP Number) APRIL 6, 2022 (Date of event which requires filing of this statement) Check the approp

Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

NT 10-K 1 tm229284d3nt10k.htm NT 10-K SEC FILE NUMBER 001-40572 CUSIP NUMBER UNITED STATES G5853A 107 SECURITIES AND EXCHANGE COMMISSION G5853A 115 Washington, D.C. 20549 G5853A 123 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): x Form 10-K ¨ Form 20-F ¨ Form 11-K ¨ Form 10-Q ¨ Form 10-D ¨ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2021 ¨ Transition Report on Form 10-K ¨ Transiti

JOINT FILING AGREEMENT

Exhibit 3 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, each of the undersigned Reporting Persons hereby agrees to the joint filing, along with all other such Reporting Persons, on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Class A ordinary shares, par value $0.

DRAY / Macondray Capital Acquisition Corp. I Class A / D. E. SHAW & CO, L.P. - SC 13G/A Passive Investment

SC 13G/A 1 tm225573d7sc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 1) Under the Securities Exchange Act of 1934 Macondray Capital Acquisition Corp. I (Name of Issuer) Class A ordinary shares, par value $0.0001 per share (Title of Class of Securities) G5853A107 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this S

POWER OF ATTORNEY FOR CERTAIN REGULATORY FILINGS INCLUDING CERTAIN FILINGS UNDER THE SECURITIES EXCHANGE ACT OF 1934 AND THE INVESTMENT ADVISERS ACT OF 1940

Exhibit 2 POWER OF ATTORNEY FOR CERTAIN REGULATORY FILINGS INCLUDING CERTAIN FILINGS UNDER THE SECURITIES EXCHANGE ACT OF 1934 AND THE INVESTMENT ADVISERS ACT OF 1940 I, David E.

POWER OF ATTORNEY FOR CERTAIN REGULATORY FILINGS INCLUDING CERTAIN FILINGS UNDER THE SECURITIES EXCHANGE ACT OF 1934 AND THE INVESTMENT ADVISERS ACT OF 1940

Exhibit 1 POWER OF ATTORNEY FOR CERTAIN REGULATORY FILINGS INCLUDING CERTAIN FILINGS UNDER THE SECURITIES EXCHANGE ACT OF 1934 AND THE INVESTMENT ADVISERS ACT OF 1940 I, David E.

Joint Filing Agreement, dated as of February 10, 2022, by and among Macondray, LLC, R. Grady Burnett and W. Lance Conn.

Exhibit 1 JOINT FILING AGREEMENT JOINT FILING AGREEMENT, dated as of the 10th, day of February, 2022, among Macondray, LLC, R.

DRAY / Macondray Capital Acquisition Corp. I Class A / Macondray, LLC - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. )* Under the Securities Exchange Act of 1934 Macondray Capital Acquisition Corp. I (Name of Issuer) Class A ordinary shares, par value $0.0001 per share (Titles of Class of Securities) G5853A 107 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appro

DRAY / Macondray Capital Acquisition Corp. I Class A / HIGHBRIDGE CAPITAL MANAGEMENT LLC - MACONDRAY CAPITAL ACQUISITION CORP. I Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Macondray Capital Acquisition Corp. I (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G5853A107 (CUSIP Number) December 31, 2021 (Date of event which requires filing of this statement) Check the appropriate box to

DRAY / Macondray Capital Acquisition Corp. I Class A / D. E. SHAW & CO, L.P. - SC 13G Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Macondray Capital Acquisition Corp. I (Name of Issuer) Class A ordinary shares, par value $0.0001 per share (Title of Class of Securities) G5853A107 (CUSIP Number) November 15, 2021 (Date of Event Which Requires Filing of this Statement) Check the following box to designate the rule pur

POWER OF ATTORNEY FOR CERTAIN REGULATORY FILINGS INCLUDING CERTAIN FILINGS UNDER THE SECURITIES EXCHANGE ACT OF 1934 AND THE INVESTMENT ADVISERS ACT OF 1940

Exhibit 1 POWER OF ATTORNEY FOR CERTAIN REGULATORY FILINGS INCLUDING CERTAIN FILINGS UNDER THE SECURITIES EXCHANGE ACT OF 1934 AND THE INVESTMENT ADVISERS ACT OF 1940 I, David E.

JOINT FILING AGREEMENT

Exhibit 3 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, each of the undersigned Reporting Persons hereby agrees to the joint filing, along with all other such Reporting Persons, on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Class A ordinary shares, par value $0.

POWER OF ATTORNEY FOR CERTAIN REGULATORY FILINGS INCLUDING CERTAIN FILINGS UNDER THE SECURITIES EXCHANGE ACT OF 1934 AND THE INVESTMENT ADVISERS ACT OF 1940

EX-99.2 3 tm2133807d1ex2.htm EXHIBIT 2 Exhibit 2 POWER OF ATTORNEY FOR CERTAIN REGULATORY FILINGS INCLUDING CERTAIN FILINGS UNDER THE SECURITIES EXCHANGE ACT OF 1934 AND THE INVESTMENT ADVISERS ACT OF 1940 I, David E. Shaw, hereby make, constitute, and appoint each of: Edward Fishman, Julius Gaudio, Martin Lebwohl, Maximilian Stone, David Sweet, Nathan Thomas, and Eric Wepsic, acting individually,

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): November 16, 2021 Macondray Capital Acquisition Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 001-40572 98-1593063 (State or other jurisdiction of inco

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

Table of Contents 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 Macondray Capital Acq

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 001-40572 NOTIFICATION OF LATE FILING (Check one): ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K x Form 10-Q ¨ Form 10-D ¨ Form N-CEN ¨ Form N-CSR For Period Ended: September 30, 2021 ¨ Transition Report on Form 10-K ¨  Transition Report on Form 20-F ¨ Transition Report on Form 11-K ¨ Transition Report on For

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 June 30, 2021 ☐ TR

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Macondray Capital Acquisition Corp. I Announces the Separate Trading of its Class A ordinary shares and Warrants Commencing August 19, 2021

Exhibit 99.1 Macondray Capital Acquisition Corp. I Announces the Separate Trading of its Class A ordinary shares and Warrants Commencing August 19, 2021 Woodside, CA, August 16, 2021 ? Macondray Capital Acquisition Corp. I (the ?Company?) today announced that commencing August 19, 2021, holders of the units sold in the Company?s initial public offering may elect to separately trade the Class A ord

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): August 16, 2021 Macondray Capital Acquisition Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 001-40572 98-1593063 (State or other jurisdiction of incorp

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

Table of Contents 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 Macondray Capital Acquisit

Unregistered Sales of Equity Securities, 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): August 10, 2021 Macondray Capital Acquisition Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 001-40572 98-1593063 (State or other jurisdiction of incorp

HIGHBRIDGE CAPITAL MANAGEMENT LLC - MACONDRAY CAPITAL ACQUISITION CORP. I

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Macondray Capital Acquisition Corp. I (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G5853A123** (CUSIP Number) July 14, 2021 (Date of event which requires filing of this statement) Check the appropriate box to desi

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): July 6, 2021 Macondray Capital Acquisition Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 001-40572 98-1593063 (State or other jurisdiction of incorpora

Macondray Capital Acquisition Corp. I Index to Financial Statement

Exhibit 99.1 Macondray Capital Acquisition Corp. I Index to Financial Statement Page Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of July 6, 2021 F-3 Notes to Balance Sheet F-4 F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and the Board of Directors of Macondray Capital Acquisition Corp. I Opinion on the Financial Statement We have

Indemnity Agreement, dated June 30, 2021, by and between the Company and Gretchen Howard (incorporated by reference to Exhibit 10.8 to the Company’s Current Report on Form 8-K (File No. 001-40572) filed with the SEC on July 7, 2021).

Exhibit 10.8 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this ?Agreement?) is made on June 30, 2021. Between: (1) Macondray Capital Acquisition Corp. I, a Cayman Islands exempted company with its registered office at PO Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands (the ?Company?); and (2) Gretchen Howard (?Indemnitee?). Whereas: (A) Highly competent persons have become more relu

Indemnity Agreement, dated June 30, 2021, by and between the Company and Andrew Sheehan (incorporated by reference to Exhibit 10.11 to the Company’s Current Report on Form 8-K (File No. 001-40572) filed with the SEC on July 7, 2021).

EX-10.11 15 tm2121473d1ex10-11.htm EXHIBIT 10.11 Exhibit 10.11 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made on June 30, 2021. Between: (1) Macondray Capital Acquisition Corp. I, a Cayman Islands exempted company with its registered office at PO Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands (the “Company”); and (2) Andrew Sheehan (“Indemnitee”). Whereas: (

Warrant Agreement, dated June 30, 2021, by and between the Company and Continental Stock Transfer & Trust Company, as warrant agent (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K (File No. 001-40572) filed with the SEC on July 7, 2021).

Exhibit 4.1 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this ?Agreement?), dated as of June 30, 2021, is by and between Macondray Capital Acquisition Corp. I, a Cayman Islands exempted company (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the ?Warrant Agent?, also referred to herein as the ?Transfer Agent?). WHEREAS, the Company is engaged

Indemnity Agreement, dated June 30, 2021, by and between the Company and Claire Johnson (incorporated by reference to Exhibit 10.9 to the Company’s Current Report on Form 8-K (File No. 001-40572) filed with the SEC on July 7, 2021).

Exhibit 10.9 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this ?Agreement?) is made on June 30, 2021. Between: (1) Macondray Capital Acquisition Corp. I, a Cayman Islands exempted company with its registered office at PO Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands (the ?Company?); and (2) Claire Johnson (?Indemnitee?). Whereas: (A) Highly competent persons have become more reluc

Macondray Capital Acquisition Corp. I Announces Pricing of $250 Million Initial Public Offering

Exhibit 99.1 Macondray Capital Acquisition Corp. I Announces Pricing of $250 Million Initial Public Offering June 30, 2021 06:49 PM Eastern Daylight Time MENLO PARK, Calif.-(BUSINESSWIRE)-Macondray Capital Acquisition Corp. I (the ?Company?) announced today the pricing of its initial public offering of 25,000,000 units at $10.00 per unit. The units will be listed on the Nasdaq Capital Market (?Nas

Second Amended and Restated Memorandum and Articles of Association (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 001-40572) filed with the SEC on July 7, 2021).

Exhibit 3.1 THE COMPANIES ACT (As Revised) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES SECOND AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF MACONDRAY CAPITAL ACQUISITION CORP. I (adopted by special resolution dated 14 May 2021) THE COMPANIES ACT (As Revised) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES SECOND AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF MACONDRAY CAPIT

Insider Letter Agreement, dated June 30, 2021, by and among the Company, each of its officers, directors and board advisors, and the Sponsor (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No. 001-40572) filed with the SEC on July 7, 2021).

Exhibit 10.1 June 30, 2021 Macondray Capital Acquisition Corp. I 707 Menlo Ave, Suite 110 Menlo Park, CA 94025 Re: Initial Public Offering Gentlemen: This letter (this ?Letter Agreement?) is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) to be entered into by and among Macondray Capital Acquisition Corp. I, a Cayman Islands exempted company (the

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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): June 30, 2021 MACONDRAY CAPITAL ACQUISITION CORP. I (Exact name of registrant as specified in its charter) Cayman Islands 001-40572 98-1593063 (State or other jurisdiction of incorpor

Registration Rights Agreement, dated June 30, 2021, by and among the Company, the Sponsor, the independent directors and board advisors and certain funds and accounts managed by subsidiaries of BlackRock, Inc (incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K (File No. 001-40572) filed with the SEC on July 7, 2021).

Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of June 30, 2021, is made and entered into by and among Macondray Capital Acquisition Corp. I, a Cayman Islands exempted company (the ?Company?), Macondray, LLC, a Delaware limited liability company (the ?Sponsor?), and the undersigned parties listed on the signature page hereto (each such pa

Private Placement Warrants Purchase Agreement, dated June 30, 2021, by and between the Company and the Sponsor (incorporated by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K (File No. 001-40572) filed with the SEC on July 7, 2021).

Exhibit 10.4 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of June 30, 2021 (as it may from time to time be amended, this ?Agreement?), is entered into by and between Macondray Capital Acquisition Corp. I, a Cayman Islands exempted company (the ?Company?), and Macondray, LLC, a Delaware limited liability company (the ?Purchaser?). WHEREA

25,000,000 Units1 Macondray Capital Acquisition Corp. I UNDERWRITING AGREEMENT

EX-1.1 2 tm2121473d1ex1-1.htm EXHIBIT 1.1 Exhibit 1.1 25,000,000 Units1 Macondray Capital Acquisition Corp. I UNDERWRITING AGREEMENT June 30, 2021 B. Riley Securities, Inc. 299 Park Avenue New York, NY 10171 As Representative of the several Underwriters Ladies and Gentlemen: Macondray Capital Acquisition Corp. I, an exempted company incorporated under the laws of the Cayman Islands (the “Company”)

Administrative Services Agreement, dated June 30, 2021, by and between the Company and the Sponsor (incorporated by reference to Exhibit 10.5 to the Company’s Current Report on Form 8-K (File No. 001-40572) filed with the SEC on July 7, 2021).

Exhibit 10.5 Macondray Capital Acquisition Corp. I 707 Menlo Ave, Suite 110 Menlo Park, CA 94025 June 30, 2021 Macondray, LLC 707 Menlo Ave, Suite 110 Menlo Park, CA 94025 Re: Administrative Services Agreement Gentlemen: This letter agreement by and between Macondray Capital Acquisition Corp. I (the ?Company?) and Macondray, LLC (?Sponsor?), our sponsor, dated as of the date hereof, will confirm o

Indemnity Agreement, dated June 30, 2021, by and between the Company and W. Lance Conn (incorporated by reference to Exhibit 10.7 to the Company’s Current Report on Form 8-K (File No. 001-40572) filed with the SEC on July 7, 2021).

Exhibit 10.7 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this ?Agreement?) is made on June 30, 2021. Between: (1) Macondray Capital Acquisition Corp. I, a Cayman Islands exempted company with its registered office at PO Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands (the ?Company?); and (2) W. Lance Conn (?Indemnitee?). Whereas: (A) Highly competent persons have become more reluct

Indemnity Agreement, dated June 30, 2021, by and between the Company and Obinna Onyeagoro (incorporated by reference to Exhibit 10.10 to the Company’s Current Report on Form 8-K (File No. 001-40572) filed with the SEC on July 7, 2021).

Exhibit 10.10 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this ?Agreement?) is made on June 30, 2021. Between: (1) Macondray Capital Acquisition Corp. I, a Cayman Islands exempted company with its registered office at PO Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands (the ?Company?); and (2) Obinna Onyeagoro (?Indemnitee?). Whereas: (A) Highly competent persons have become more re

Investment Management Trust Agreement, dated June 30, 2021, by and between the Company and Continental Stock Transfer & Trust Company, as trustee (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K (File No. 001-40572) filed with the SEC on July 7, 2021).

EX-10.2 6 tm2121473d1ex10-2.htm EXHIBIT 10.2 Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of June 30, 2021, by and between Macondray Capital Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, t

Indemnity Agreement, dated June 30, 2021, by and between the Company and R. Grady Burnett (incorporated by reference to Exhibit 10.6 to the Company’s Current Report on Form 8-K (File No. 001-40572) filed with the SEC on July 7, 2021).

Exhibit 10.6 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this ?Agreement?) is made on June 30, 2021. Between: (1) Macondray Capital Acquisition Corp. I, a Cayman Islands exempted company with its registered office at PO Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands (the ?Company?); and (2) R. Grady Burnett (?Indemnitee?). Whereas: (A) Highly competent persons have become more rel

$250,000,000 Macondray Capital Acquisition Corp. I 25,000,000 Units

TABLE OF CONTENTS ?Filed Pursuant to Rule 424(b)(4)? ?Registration No. 333-256171? $250,000,000 Macondray Capital Acquisition Corp. I 25,000,000 Units ? Macondray Capital Acquisition Corp. I is a blank check company incorporated as a Cayman Islands exempted company for the purpose of effecting a merger or mergers, amalgamation, share exchange, share purchase, asset acquisition, reorganization or s

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 Macondray Capital Acquisition Corp. I (Exact

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 Macondray Capital Acquisition Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 98-1593063 (State of incorporation or organization) (I.R.S. Employer Identification No.

[Signature page follows]

CORRESP 1 filename1.htm June 29, 2021 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Attn: Katherine Wray Re: Macondray Capital Acquisition Corp. I Registration Statement on Form S-1 Filed June 21, 2021, as amended File No. 333-256171 Dear Ms. Wray Reference is made to our letter dated June 28, 2021, requesting the accelera

June 29, 2021

CORRESP 1 filename1.htm June 29, 2021 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549-3561 Attn: Katherine Wray Re: Macondray Capital Acquisition Corp. I Registration Statement on Form S-1 (as amended) File No. 333-256171 Dear Ms. Wray: Reference is made to our letter dated June 28, 2021, requesting the acceleration

June 28, 2021

June 28, 2021 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.

[Signature page follows]

June 28, 2021 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Attn: Katherine Wray Re: Macondray Capital Acquisition Corp. I Registration Statement on Form S-1 Filed June 21, 2021, as amended File No. 333-256171 Dear Ms. Wray Pursuant to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amend

Form of Letter Agreement among the Registrant and its directors and officers and Macondray, LLC

Exhibit 10.2 [ ], 2021 Macondray Capital Acquisition Corp. I 707 Menlo Ave, Suite 110 Menlo Park, CA 94025 Re: Initial Public Offering Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) to be entered into by and among Macondray Capital Acquisition Corp. I, a Cayman Islands exempted company (the “Co

Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant

Exhibit 4.4 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this “Agreement”), dated as of [ ], is by and between Macondray Capital Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”). WHEREAS, the Company is engaged in an ini

Surrender of Shares and Amendment No. 1 to the Securities Subscription Agreement, dated June 14, 2021, between the Registrant and Macondray, LLC

Exhibit 10.10 Surrender of Shares and Amendment No. 1 to the Securities Subscription Agreement This Surrender of Shares and Amendment No. 1 to the Securities Subscription Agreement, dated June 14, 2021 (this “Agreement”), is made by and between Macondray Capital Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), and Macondray, LLC, a Delaware limited liability company (the “Su

Form of Amended and Restated Subscription Agreement with anchor investor

EX-10.9 10 tm2110013d12ex10-9.htm EXHIBIT 10.9 Exhibit 10.9 THE SECURITIES DESCRIBED HEREIN HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 OR THE SECURITIES LAWS OF ANY STATE OR ANY OTHER JURISDICTION. THERE ARE FURTHER RESTRICTIONS ON THE TRANSFERABILITY OF THE SECURITIES DESCRIBED HEREIN. THE PURCHASE OF THE SECURITIES INVOLVES A HIGH DEGREE OF RISK AND SHOULD BE CONSIDERED ONLY BY PE

Form of Underwriting Agreement

EX-1.1 2 tm2110013d12ex1-1.htm EXHIBIT 1.1 Exhibit 1.1 25,000,000 Units1 Macondray Capital Acquisition Corp. I UNDERWRITING AGREEMENT June [•], 2021 B. Riley Securities, Inc. 299 Park Avenue New York, NY 10171 As Representative of the several Underwriters Ladies and Gentlemen: Macondray Capital Acquisition Corp. I, an exempted company incorporated under the laws of the Cayman Islands (the “Company

Form of Investment Management Trust Agreement between Continental Stock Transfer & Trust Company and the Registrant

Exhibit 10.3 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of [], 2021, by and between Macondray Capital Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registration statements on Form S-1,

As filed with the U.S. Securities and Exchange Commission on June 21, 2021.

TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on June 21, 2021. Registration No. 333-256171 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 3 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Macondray Capital Acquisition Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 6770 98-159306

Form of Sponsor Warrants Purchase Agreement between the Registrant and Macondray, LLC

Exhibit 10.6 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [], 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between Macondray Capital Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), and Macondray, LLC, a Delaware limited liability company (the “Purchaser”). WHEREAS: Th

Form of Registration Rights Agreement between the Registrant and certain security holders

Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of [ ], is made and entered into by and among Macondray Capital Acquisition Corp. I, a Cayman Islands exempted company (the ?Company?), Macondray, LLC, a Delaware limited liability company (the ?Sponsor?), and the undersigned parties listed on the signature page hereto (each such party, toget

Form of Investment Management Trust Agreement between Continental Stock Transfer & Trust Company and the Registrant

Exhibit 10.3 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of [], 2021, by and between Macondray Capital Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registration statements on Form S-1,

As filed with the U.S. Securities and Exchange Commission on June 8, 2021.

S-1/A 1 tm2110013-9s1a.htm S-1/A TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on June 8, 2021. Registration No. 333-256171 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Macondray Capital Acquisition Corp. I (Exact name of registrant as specified in its charte

Form of Second Amended and Restated Memorandum and Articles of Association

Exhibit 3.2 THE COMPANIES ACT (As Revised) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES SECOND AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF MACONDRAY CAPITAL ACQUISITION CORP. I (adopted by special resolution dated []2021) THE COMPANIES ACT (As Revised) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES SECOND AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF MACONDRAY CAPITAL AC

May 20, 2021

May 20, 2021 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549 Attn: Katherine Wray Re: Macondray Capital Acquisition Corp. I Draft Registration Statement on Form S-1 Confidentially Submitted April 7, 2021 CIK No. 0001852771 Dear Ms. Wray: On behalf of Macondray Capital Acquisition Corp. I, a Cayman Islands exempted company (t

As filed with the U.S. Securities and Exchange Commission on May 20, 2021.

S-1/A 1 tm2110013-6s1.htm S-1/A TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on May 20, 2021. Registration No. 333-256171 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Macondray Capital Acquisition Corp. I (Exact name of registrant as specified in its charter

Form of Subscription Agreement with anchor investor

Exhibit 10.9 THE SECURITIES DESCRIBED HEREIN HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 OR THE SECURITIES LAWS OF ANY STATE OR ANY OTHER JURISDICTION. THERE ARE FURTHER RESTRICTIONS ON THE TRANSFERABILITY OF THE SECURITIES DESCRIBED HEREIN. THE PURCHASE OF THE SECURITIES INVOLVES A HIGH DEGREE OF RISK AND SHOULD BE CONSIDERED ONLY BY PERSONS WHO CAN BEAR THE RISK OF THE LOSS OF THEI

Power of Attorney (included on the signature page of the initial filing of this Registration Statement)

TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on May 14, 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 Macondray Capital Acquisition Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 6770 98-1593063 (State or other jur

Form of Sponsor Warrants Purchase Agreement between the Registrant and Macondray, LLC

Exhibit 10.6 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [], 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between Macondray Capital Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), and Macondray, LLC, a Delaware limited liability company (the “Purchaser”). WHEREAS: Th

Form of Administrative Services Agreement

EXHIBIT 10.8 Macondray Capital Acquisition Corp. I 707 Menlo Ave, Suite 110 Menlo Park, CA 94025 [?], 2021 Macondray, LLC 707 Menlo Ave, Suite 110 Menlo Park, CA 94025 Re: Administrative Services Agreement Gentlemen: This letter agreement by and between Macondray Capital Acquisition Corp. I (the ?Company?) and Macondray, LLC (?Sponsor?), our sponsor, dated as of the date hereof, will confirm our a

Form of Indemnity Agreement

Exhibit 10.7 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this ?Agreement?) is made on [], 2021. Between: (1) Macondray Capital Acquisition Corp. I, a Cayman Islands exempted company with its registered office at PO Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands (the ?Company?); and (2) [] (?Indemnitee?). Whereas: (A) Highly competent persons have become more reluctant to serve pub

Specimen Unit Certificate

EX-4.1 5 tm2110013d4ex4-1.htm EXHIBIT 4.1 Exhibit 4.1 SPECIMEN UNIT CERTIFICATE NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS MACONDRAY CAPITAL ACQUISITION CORP. I CUSIP UNITS CONSISTING OF ONE CLASS A ORDINARY SHARE AND ONE-THIRD OF ONE REDEEMABLE WARRANT TO PURCHASE ONE CLASS A ORDINARY SHARE THIS CERTIFIES THAT is the owner of Units. Each Unit (“Unit”) consists of one (1) Class A ordinary

Specimen Class A Ordinary Share Certificate

Exhibit 4.2 SPECIMEN CLASS A ORDINARY SHARE CERTIFICATE NUMBER SHARES MACONDRAY CAPITAL ACQUISITION CORP. I INCORPORATED UNDER THE LAWS OF THE CAYMAN ISLANDS CLASS A ORDINARY SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP This Certifies that is the owner of FULLY PAID AND NON-ASSESSABLE CLASS A ORDINARY SHARES OF THE PAR VALUE OF US $0.0001 EACH OF MACONDRAY CAPITAL ACQUISITION CORP. I (THE “COM

Amended and Restated Memorandum and Articles of Association

Exhibit 3.1 THE COMPANIES ACT (As Revised) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF Macondray Capital Acquisition Corp. I (amended by special resolution dated 24 March 2021) THE COMPANIES ACT (As Revised) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF Macondray Capital Acquisiti

Specimen Warrant Certificate

Exhibit 4.3 [Form of Warrant Certificate] [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 MACONDRAY CAPITAL ACQUISITION CORP. I Incorporated Under the Laws of the Cayman Islands CUSIP [ ] Warrant Certificate This Warrant Certificate certifies that , or registered assigns, is the

Consent of Obinna Onyeagoro

EXHIBIT 99.5 Consent of Director Nominee of Macondray Capital Acquisition Corp. I I hereby consent to being identified as a director nominee in the Registration Statement on Form S-1 of Macondray Capital Acquisition Corp. I and all pre and post-effective amendments and supplements thereto, including the prospectus contained therein, and to all references to me in connection therewith and to the fi

Form of Underwriting Agreement

Exhibit 1.1 27,500,000 Units1 Macondray Capital Acquisition Corp. I UNDERWRITING AGREEMENT June [•], 2021 B. Riley Securities, Inc. 299 Park Avenue New York, NY 10171 As Representative of the several Underwriters Ladies and Gentlemen: Macondray Capital Acquisition Corp. I, an exempted company incorporated under the laws of the Cayman Islands (the “Company”), proposes to sell to you and, as applica

Form of Registration Rights Agreement between the Registrant and certain security holders

Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of [ ], is made and entered into by and among Macondray Capital Acquisition Corp. I, a Cayman Islands exempted company (the ?Company?), Macondray, LLC, a Delaware limited liability company (the ?Sponsor?), and the undersigned parties listed on the signature page hereto (each such party, toget

Form of Investment Management Trust Agreement between Continental Stock Transfer & Trust Company and the Registrant

Exhibit 10.3 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this ?Agreement?) is made effective as of [], 2021, by and between Macondray Capital Acquisition Corp. I, a Cayman Islands exempted company (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation (the ?Trustee?). WHEREAS, the Company?s registration statements on Form S-1,

Form of Letter Agreement among the Registrant and its directors and officers and Macondray, LLC

EX-10.2 12 tm2110013d4ex10-2.htm EXHIBIT 10.2 Exhibit 10.2 [ ], 2021 Macondray Capital Acquisition Corp. I 707 Menlo Ave, Suite 110 Menlo Park, CA 94025 Re: Initial Public Offering Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) to be entered into by and among Macondray Capital Acquisition Corp.

Promissory Note, dated March 16, 2021, issued to Macondray, LLC

Exhibit 10.1 THIS PROMISSORY NOTE (THIS ?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 COM

Form of Second Amended and Restated Memorandum and Articles of Association

Exhibit 3.2 THE COMPANIES ACT (As Revised) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES SECOND AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF MACONDRAY CAPITAL ACQUISITION CORP. I (adopted by special resolution dated []2021) THE COMPANIES ACT (As Revised) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES SECOND AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF MACONDRAY CAPITAL AC

Consent of Lance Conn

EX-99.1 20 tm2110013d4ex99-1.htm EXHIBIT 99.1 EXHIBIT 99.1 Consent of Director Nominee of Macondray Capital Acquisition Corp. I I hereby consent to being identified as a director nominee in the Registration Statement on Form S-1 of Macondray Capital Acquisition Corp. I and all pre and post-effective amendments and supplements thereto, including the prospectus contained therein, and to all referenc

Consent of Andy Sheehan

EXHIBIT 99.3 Consent of Director Nominee of Macondray Capital Acquisition Corp. I I hereby consent to being identified as a director nominee in the Registration Statement on Form S-1 of Macondray Capital Acquisition Corp. I and all pre and post-effective amendments and supplements thereto, including the prospectus contained therein, and to all references to me in connection therewith and to the fi

Consent of Gretchen Howard

EXHIBIT 99.2 Consent of Director Nominee of Macondray Capital Acquisition Corp. I I hereby consent to being identified as a director nominee in the Registration Statement on Form S-1 of Macondray Capital Acquisition Corp. I and all pre and post-effective amendments and supplements thereto, including the prospectus contained therein, and to all references to me in connection therewith and to the fi

Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant

Exhibit 4.4 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this “Agreement”), dated as of [ ], is by and between Macondray Capital Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”). WHEREAS, the Company is engaged in an ini

Securities Subscription Agreement, dated March 16, 2021, between the Registrant and Macondray, LLC

Exhibit 10.5 Macondray Capital Acquisition Corp. I 707 Menlo Ave, Suite 110 Menlo Park, California 94025 March 16, 2021 Macondray, LLC 707 Menlo Ave, Suite 110 Menlo Park, California 94025 RE: Securities Subscription Agreement Ladies and Gentlemen: Macondray Capital Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), is pleased to accept the offer Macondray, LLC, a Delaware lim

Consent of Claire Johnson

EXHIBIT 99.4 Consent of Director Nominee of Macondray Capital Acquisition Corp. I I hereby consent to being identified as a director nominee in the Registration Statement on Form S-1 of Macondray Capital Acquisition Corp. I and all pre and post-effective amendments and supplements thereto, including the prospectus contained therein, and to all references to me in connection therewith and to the fi

May 14, 2021

May 14, 2021 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549 Attn: Katherine Wray Re: Macondray Capital Acquisition Corp. I Draft Registration Statement on Form S-1 Confidentially Submitted April 7, 2021 CIK No. 0001852771 Dear Ms. Wray: On behalf of Macondray Capital Acquisition Corp. I, a Cayman Islands exempted company (t

THE COMPANIES ACT (As Revised) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION Macondray Capital Acquisition Corp. I (amended by special resolution dated 24 March 2021) THE COMPANIES ACT (As

Exhibit 3.1 THE COMPANIES ACT (As Revised) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF Macondray Capital Acquisition Corp. I (amended by special resolution dated 24 March 2021) THE COMPANIES ACT (As Revised) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF Macondray Capital Acquisiti

PROMISSORY NOTE

Exhibit 10.1 THIS PROMISSORY NOTE (THIS “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 COM

Macondray Capital Acquisition Corp. I 707 Menlo Ave, Suite 110 Menlo Park, California 94025

Exhibit 10.5 Macondray Capital Acquisition Corp. I 707 Menlo Ave, Suite 110 Menlo Park, California 94025 March 16, 2021 Macondray, LLC 707 Menlo Ave, Suite 110 Menlo Park, California 94025 RE: Securities Subscription Agreement Ladies and Gentlemen: Macondray Capital Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), is pleased to accept the offer Macondray, LLC, a Delaware lim

This is a confidential draft submitted to the U.S. Securities and Exchange Commission on April 6, 2021 pursuant to Section 6(e) of the Securities Act of 1933, as amended, and is not being filed under such Act.

TABLE OF CONTENTS This is a confidential draft submitted to the U.S. Securities and Exchange Commission on April 6, 2021 pursuant to Section 6(e) of the Securities Act of 1933, as amended, and is not being filed under such Act. Registration No. 333-      UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Macondra