The Latest Non-Redemption Agreements: July 25, 2023

Latest Non-Redemption Agreements: Healthwell I, Northern Star Investment Corp. II, and BlueRiver

Healthwell Acquisition Corp. I (HWEL) Adds Non-Redemption Agreement

Between July 22, and July 24, Healthwell Acquisition Corp. I, (NASDAQ:HWEL) and the Company’s sponsor, Healthwell Acquisition Corp. I Sponsor LLC, entered into three voting and non-redemption agreements with certain unaffiliated third parties in exchange for the Holders agreeing either not to request redemption, or to reverse any previously submitted redemption demand, with respect to an aggregate of 2,297,247 shares of Class A common stock in connection with the special meeting.

The Meeting is being held to consider a proposal to extend the company’s completion deadline from August 5, 2023 to December 5, 2023. In consideration of the Non-Redemption Agreements, the Sponsor has agreed to transfer to the Holders an aggregate of 91,890 Class A Shares for each month beginning on September 5, 2023 and continuing for each subsequent month thereafter until the consummation of a business combination.

Additionally, on July 25, Healthwell I and the sponsor entered into four additional voting and non-redemption agreements with certain unaffiliated third parties in exchange for the holders agreeing either not to request redemption, or to reverse any previously submitted redemption demand, with respect to an aggregate of 1,592,276 shares of Class A common stock. In consideration of such additional Non-Redemption Agreements, the Sponsor has agreed to transfer to the Holders an aggregate of 63,691 Class A Shares for each month beginning on September 5, 2023 and continuing for each subsequent month thereafter.

The Non-Redemption Agreements are expected to increase the amount of funds that remain in the trust account. Pursuant to the Non-Redemption Agreements, each Holder has also agreed to vote any Class A Shares in favor of the extension and cause all such shares to be counted as present at the meeting for purposes of establishing a quorum.

Furthermore, as of 5:00 p.m. ET  on July 24, the company received requests to redeem a total of 22,966,879 Class A Shares in connection with the Meeting, representing approximately 73.5% of the total Class A Shares outstanding. If all of the redemption requests received are satisfied by the company, 8,283,120 Class A Shares would be outstanding following the meeting.

Northern Star Investment Corp. II (NSTB) Adds Non-Redemption Agreement

On July 25, 2023, Northern Star II Sponsor LLC, the sponsor of Northern Star Investment Corp. II (NYSE:NSTB), entered into agreements with several unaffiliated third parties in exchange for them agreeing not to redeem an aggregate of 200,000 shares of Class A Common Stock.

In exchange for the foregoing commitment not to redeem such shares, the Sponsor has agreed to transfer to such investors an aggregate of 40,000 shares of Class A Common Stock immediately following consummation of an initial business combination if they continue to hold such Non-Redeemed Shares through the meeting.

The Non-Redemption Agreements will not increase the likelihood that the Extension Proposal is approved by stockholders but will increase the amount of funds that remain in the trust account.

BlueRiver Acquisition Corporation (BLUA) Adds Non-Redemption Agreement

On July 25, 2023, BlueRiver Acquisition Corp. (NYSE:BLUA) and BlueRiver Ventures, LLC, the sponsor of the Company, entered into a non-redemption agreement with one or more unaffiliated third party or parties in exchange for such third party or third parties agreeing not to redeem an aggregate of 200,000 shares.

In exchange for the foregoing commitments not to redeem such shares, the sponsor has agreed to transfer to such third party or third parties an aggregate of 40,000 shares of the company held by the sponsor immediately following consummation of an initial business combination if they continue to hold such Non-Redeemed Shares through the meeting.

The Non-Redemption Agreements are not expected to increase the likelihood that the Extension Proposal is approved by Company shareholders but will increase the amount of funds that remain in the trust.