INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • January 19th, 2021 • HealthCor Catalio Acquisition Corp. • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of [●], 2021 by and between HealthCor Catalio Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENTRegistration and Shareholder Rights Agreement • January 19th, 2021 • HealthCor Catalio Acquisition Corp. • Blank checks • New York
THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2021, is made and entered into by and among HealthCor Catalio Acquisition Corp., a Cayman Islands exempted company (the “Company”), HC Sponsor LLC, a Cayman Islands limited liability company (the “Sponsor”), and the undersigned parties listed under Holder on the signature page hereto (each such party, including the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, a “Holder” and collectively, the “Holders”).
HealthCor Catalio Acquisition Corp. New York, New York 10001Letter Agreement • January 19th, 2021 • HealthCor Catalio Acquisition Corp. • Blank checks • New York
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between HealthCor Catalio Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Jefferies LLC (the “Underwriter”), relating to an underwritten initial public offering (the “Public Offering”) of 17,250,000 of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”) (including 2,250,000 Ordinary Shares that may be purchased pursuant to the Underwriter’s option to purchase additional shares), The Ordinary Shares will be sold in the Public Offering pursuant to a registration statement on Form S-1 and a prospectus (the “Prospectus”) filed by the Company with the U.S. Securities and Exchange Commission (the “Commission”). Certain capitalized terms used herein are defined in paragraph 1 hereof.
PRIVATE PLACEMENT SHARES PURCHASE AGREEMENTPrivate Placement Shares Purchase Agreement • January 19th, 2021 • HealthCor Catalio Acquisition Corp. • Blank checks • New York
THIS PRIVATE PLACEMENT SHARES PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”),dated as of [●], 2021, is entered into by and between HealthCor Catalio Acquisition Corp., a Cayman Islands exempted company(the “Company”), and HC Sponsor LLC, a Cayman Islands limited liability company (the “Purchaser”).
15,000,000 Class A Ordinary Shares HealthCor Catalio Acquisition Corp. UNDERWRITING AGREEMENTUnderwriting Agreement • January 19th, 2021 • HealthCor Catalio Acquisition Corp. • Blank checks • New York
Introductory. HealthCor Catalio Acquisition Corp., a Cayman Islands exempted company (the “Company”), proposes, upon the terms and subject to the conditions set forth in this agreement (this “Agreement”), to issue and sell to the several underwriters listed on Schedule A hereto (the “Underwriters”) an aggregate of 15,000,000 Class A ordinary shares, par value $0.0001 per share, of the Company (the “Class A Ordinary Shares”). The 15,000,000 Class A Ordinary Shares to be sold by the Company are called the “Firm Securities.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional 2,250,000 Class A Ordinary Shares as provided in Section 2. The additional 2,250,000 Class A Ordinary Shares to be sold by the Company pursuant to such option are collectively called the “Optional Securities.” The Firm Securities and, if and to the extent such option is exercised, the Optional Securities are collectively called the “Offered Securities.” Jefferies LLC (“J
