EX-4.1





 Exhibit 4.1 
  

					
	NUMBER	  		  	UNITS
			
	U-	  		  	
	 SEE REVERSE FOR
 CERTAIN

DEFINITIONS
	  	CEDARLAKE ACQUISITION CORP.	  	
		  		  	CUSIP [•]

 UNITS CONSISTING OF ONE CLASS A ORDINARY SHARE AND ONE-HALF OF ONE
REDEEMABLE WARRANT, 
 EACH WHOLE WARRANT ENTITLING THE HOLDER 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 share, par value $0.0001 per share
(“Class A ordinary shares”), of Cedarlake Acquisition Corp., a Cayman Islands exempted company (the “Company”), and one-half
(1/2) of one redeemable warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder to purchase one (1) Class A ordinary share (subject to adjustment) for $11.50 per share (subject to adjustment).
Only whole Warrants are exercisable. Each Warrant will become exercisable on the later of (i) thirty (30) days after the Company’s completion of a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or
other similar business combination with one or more businesses (each a “Business Combination”), and (ii) twelve (12) months from the closing of the Company’s initial public offering, and will expire unless exercised
before 5:00 p.m., New York City Time, on the date that is five (5) years after the date on which the Company completes its initial Business Combination, or earlier upon redemption or liquidation. The Class A ordinary shares and Warrants
comprising the Units represented by this certificate will begin separate trading on the 52nd day following the date of the prospectus that is filed in connection with the offering of the Units (or, if such date is not a business day, the following
business day) unless BofA Securities, Inc. and Morgan Stanley & Co. LLC elect to allow earlier separate trading, subject to the Company’s filing of a Current Report on Form 8-K with the
Securities and Exchange Commission containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of its initial public offering and issuing a press release announcing when separate trading will begin. No fractional
Warrants will be issued upon separation of the Units. The terms of the Warrants are governed by a Warrant Agreement, dated as of [•], 2021, between the Company and American Stock Transfer & Trust Company, LLC, as Warrant Agent, and are
subject to the terms and provisions contained therein, all of which terms and provisions the holder of this certificate consents to by acceptance hereof. Copies of the Warrant Agreement are on file at the office of the Warrant Agent at 6201 15th
Avenue, Brooklyn, New York 11219, and are available to any Warrant holder on written request and without cost. 
 This certificate is not
valid unless countersigned by the Transfer Agent and registered by Registrar of the Company. 
 This certificate shall be governed by and
construed in accordance with the internal laws of the State of New York. 
 Witness the facsimile signatures of its duly authorized officers.

  

							
	By	 	
                     
                                         
                               
	 		 	
                     
                                         
                           

		 	Chief Executive Officer	 	      	 	Transfer Agent

  
  












 Cedarlake Acquisition Corp. 

The Company will furnish without charge to each unitholder who so requests, a statement of the powers, designations, preferences and relative, participating,
optional or other special rights of each class of shares or series thereof of the Company and the qualifications, limitations, or restrictions of such preferences and/or rights. 

The following abbreviations, when used in the inscription on the face of this certificate, shall be construed as though they were written out in full
according to applicable laws or regulations: 
  

											
	TEN COM –	  	as tenants in common	 	UNIF GIFT MIN ACT -	 		 	Custodian	 	
	TEN ENT –	  	as tenants by the entireties	 		 	(Cust)	 		 	(Minor)
	JT TEN –	  	as joint tenants with right of	 		 	Under Uniform Gifts to Minors
		  	survivorship	 		 	
		  	and not as tenants in common	 		 	Act _________________
		  		 		 	(State)

 Additional abbreviations may also be used though not in the above list. 

For value received,                hereby sell, assign and transfer
unto 
  

			
	 PLEASE INSERT SOCIAL SECURITY OR OTHER

IDENTIFYING NUMBER OF ASSIGNEE
	  	
	 	  	
		  	

 (PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE, OF ASSIGNEE) 

 

	
	Units

 represented by the within Certificate, and do hereby irrevocably constitute and appoint Attorney to transfer the said
Units on the register of members of the within named Company with full power of substitution in the premises. 
 Dated:  

 

			
	                                    	 	 Notice: The signature to this assignment must correspond with the name as written upon the face of
the
 certificate in every particular, without alteration or enlargement or any change whatever.














 Signature(s) Guaranteed: 

THE SIGNATURE(S) MUST BE GUARANTEED BY AN ELIGIBLE GUARANTOR INSTITUTION 

(BANKS, STOCKBROKERS, SAVINGS AND LOAN ASSOCIATIONS AND CREDIT UNIONS WITH 

MEMBERSHIP IN AN APPROVED SIGNATURE GUARANTEE MEDALLION PROGRAM, 

PURSUANT TO S.E.C. RULE 17Ad-15 (OR ANY SUCCESSOR RULE) UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED). 












 In each case, as more fully described in the Company’s final prospectus dated [•], 2021, the
holder(s) of this certificate shall be entitled to receive a pro rata portion of certain funds held in the trust account established in connection with its initial public offering only in the event that (i) the Company redeems the Class A
ordinary shares sold in its initial public offering and liquidates because it does not consummate an initial business combination by a date calculated by reference to the Company’s amended and restated memorandum and articles of association, as
the same may be amended from time to time, (ii) the Company redeems the Class A ordinary shares sold in its initial public offering in connection with a shareholder vote to amend the Company’s amended and restated memorandum and
articles of association (a) to modify the substance or timing of the Company’s obligation to redeem 100% of the Class A ordinary shares if it does not consummate an initial business combination by a date calculated by reference to the
Company’s amended and restated memorandum and articles of association or (b) with respect to any other material provision relating to shareholders’ rights or pre-initial business combination
activity, or (iii) if the holder(s) seek(s) to redeem for cash his, her or its respective Class A ordinary shares in connection with a tender offer (or proxy solicitation, solely in the event the Company seeks shareholder approval of the
proposed initial business combination) setting forth the details of a proposed initial business combination. In no other circumstances shall the holder(s) have any right or interest of any kind in or to the trust account.