SUBSCRIPTION AGREEMENT February 18, 2021Subscription Agreement • February 18th, 2021 • HighCape Capital Acquisition Corp. • Blank checks • New York
In connection with the proposed business combination (the “Transaction”) between HighCape Capital Acquisition Corp., a Delaware corporation (the “Company”), and Quantum-SI Incorporated, a Delaware corporation (“Target”), pursuant to that certain Business Combination Agreement, dated as of February 18, 2021 (as it may be amended, the “Transaction Agreement”), by and among, the Company, Target and certain other parties named therein, the Company is seeking commitments to purchase shares of the Company’s Class A Common Stock, par value $0.0001 per share (the “Common Stock”), for a purchase price of $10.00 per share (the “Purchase Price”), in a private placement to be conducted by the Company (the “Offering”). In connection therewith, the undersigned subscriber (the “Subscriber”) and the Company agree in this subscription agreement (this “Subscription Agreement”) as follows:
FORM OF SUBSCRIPTION AGREEMENT (Foresite) February 18, 2021Form of Subscription Agreement • February 18th, 2021 • HighCape Capital Acquisition Corp. • Blank checks • New York
In connection with the proposed business combination (the “Transaction”) between HighCape Capital Acquisition Corp., a Delaware corporation (the “Company”), and Quantum-SI Incorporated, a Delaware corporation (“Target”), pursuant to that certain Business Combination Agreement, dated as of February 17, 2021 (as it may be amended, the “Transaction Agreement”), by and among, the Company, Target and certain other parties named therein, the Company agrees to sell to the Subscriber, and the Subscriber agrees to purchase from the Company [●] shares of the Company’s Class A Common Stock, par value $0.0001 per share (the “Common Stock”), for a purchase price of $0.001 per share (the “Purchase Price”), in a private placement to be conducted by the Company (the “Offering”). In connection therewith, the Subscriber and the Company agree in this subscription agreement (this “Subscription Agreement”) as follows:
SPONSOR LETTER AGREEMENTSponsor Letter Agreement • February 18th, 2021 • HighCape Capital Acquisition Corp. • Blank checks
This SPONSOR LETTER AGREEMENT (this “Agreement”), dated as of February 18, 2021, is made by and among HighCape Capital Acquisition LLC, a Delaware Limited Liability Company (“Sponsor”), a holder of HighCape Class B Common Stock, the Other Class B Stockholders that are signatories hereto and Deerfield Partners, L.P. (“Deerfield”) (Sponsor, each of the Other Class B Stockholders that are signatories hereto and Deerfield, each, a “HighCape Shareholder”, and collectively, the “HighCape Shareholders”), HighCape Capital Acquisition Corp., a Delaware corporation (“HighCape”) and Quantum-Si Incorporated, a Delaware corporation (the “Company”). The HighCape Shareholders, HighCape and the Company shall be referred to herein from time to time collectively as the “Parties”. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Business Combination Agreement (as defined below).
