MANA CAPITAL ACQUISITION CORP. WARRANT AGREEMENTWarrant Agreement • October 4th, 2022 • Mana Capital Acquisition Corp. • In vitro & in vivo diagnostic substances • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of November 22, 2021, is by and between Mana Capital Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation with offices at 1 State Street, New York, New York 10004, as warrant agent (the “Warrant Agent” or also referred to herein as the “Transfer Agent”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 4th, 2022 • Mana Capital Acquisition Corp. • In vitro & in vivo diagnostic substances • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the 22nd day of November, 2021, by and among Mana Capital Acquisition Corp., a Delaware corporation (the “Company”), and the undersigned parties listed under Investors on the signature page hereto (each, an “Investor” and collectively, the “Investors”).
November 22, 2021Underwriting Agreement • October 4th, 2022 • Mana Capital Acquisition Corp. • In vitro & in vivo diagnostic substances
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among Mana Capital Acquisition Corp., a Delaware corporation (the “Company”), and Ladenburg Thalmann & Co., Inc., as representative (the “Representative”) of the several underwriters (each, an “Underwriter” and collectively, the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of 7,130,000 of the Company’s units (including up to 930,000 units that may be purchased to cover the Underwriters’ option to purchase additional units, if any) (the “Units”), each comprised of (i) one share of the Company’s common stock, par value $0.00001 per share (the “Common Stock”), (ii) one half of one redeemable warrant, (iii) one right to receive one-seventh of one share of Common Stock upon the consummation of an initial Business Combination (the “Rights”). Each whole warrant (each, a “Warrant”) entit
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • October 4th, 2022 • Mana Capital Acquisition Corp. • In vitro & in vivo diagnostic substances • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of November 22, 2021, by and between Mana Capital Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
RIGHTS AGREEMENTRights Agreement • October 4th, 2022 • Mana Capital Acquisition Corp. • In vitro & in vivo diagnostic substances • New York
This Rights Agreement (this “Agreement”) is made as of November 22, 2021 between Mana Capital Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 1 State Street, New York, New York 10004 (the “Right Agent”).
STOCK ESCROW AGREEMENTStock Escrow Agreement • October 4th, 2022 • Mana Capital Acquisition Corp. • In vitro & in vivo diagnostic substances • New York
STOCK ESCROW AGREEMENT, dated as of November 22, 2021 (“Agreement”), by and among MANA CAPITAL ACQUISITION CORP., a Delaware corporation (the “Company”), MANA CAPITAL LLC, a Delaware limited liability company and a stockholder of the Company (“Sponsor”), JONATHAN INTRATER (“Intrater”), ALLAN LIU (“Liu”), LOREN MORTMAN (“Mortman”), and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation (“Escrow Agent”).
Ladenburg Thalmann & Co. Inc. 640 Fifth Avenue, 4th floor New York, New York 10019 November 22, 2021Merger Agreement • October 4th, 2022 • Mana Capital Acquisition Corp. • In vitro & in vivo diagnostic substances • New York
This is to confirm our agreement (this “Agreement”) whereby Mana Capital Acquisition Corp, a Delaware corporation (“Company”), has requested Ladenburg Thalmann & Co. Inc. (“Ladenburg”) and I-Bankers Securities, Inc. (“I-Bankers”, and together with Ladenburg the “Advisors”) to assist it in connection with the Company effecting a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or similar business combination (in each case, a “Business Combination”) with one or more businesses or entities (each a “Target”) as described in the Company’s Registration Statement on Form S-1 (File No. 333-260360) filed with the Securities and Exchange Commission (“Registration Statement”) in connection with its initial public offering (“IPO”).
