REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 9th, 2021 • Aurora Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of March 3, 2021, is made and entered into by and among Aurora Acquisition Corp., a Cayman Islands exempted company (the "Company"), Novator Capital Sponsor Ltd., a limited liability company validly existing and in good standing under the laws of Cyprus (the "Sponsor"), and each of the undersigned parties listed on the signature page hereto under "Holders" (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a "Holder" and collectively the "Holders").
WARRANT AGREEMENTWarrant Agreement • March 9th, 2021 • Aurora Acquisition Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this "Agreement"), dated as of the 3rd of March, 2021, is by and between Aurora Acquisition Corp., a Cayman Islands exempted company (the "Company"), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the "Warrant Agent," also referred to herein as the "Transfer Agent").
22,000,000 Units Aurora Acquisition Corp. London W1K 6LX United Kingdom ($10.00 per Unit) UNDERWRITING AGREEMENTUnderwriting Agreement • March 9th, 2021 • Aurora Acquisition Corp. • Blank checks • New York
Aurora Acquisition Corp., a Cayman Islands exempted company (the “Company”), proposes to sell 22,000,000 units (the “Firm Units”), each unit consisting of one Class A ordinary share, par value $0.0001 per share (the “Ordinary Shares”), of the Company and one-quarter of one redeemable warrant (the “Public Warrants”). In addition, solely for the purpose of covering over-allotments, the Company proposes to grant to the underwriters named in Schedule I (the “Underwriters”) attached to this agreement (this “Agreement”) an option to purchase from the Company up to 3,300,000 units on the terms set forth in Section 2 of this Agreement (the “Additional Units”). The Firm Units and the Additional Units, if purchased, are hereinafter collectively called the “Units.” This Agreement is to confirm the agreement concerning the purchase of the Units from the Company by the Underwriters. If no other Underwriters are listed on Schedule I hereto, each of the terms Representatives and Underwriters shall re
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • March 9th, 2021 • Aurora Acquisition Corp. • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of March 3, 2021 by and between Aurora Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
PRIVATE PLACEMENT UNITS PURCHASE AGREEMENTPrivate Placement Units Purchase Agreement • March 9th, 2021 • Aurora Acquisition Corp. • Blank checks • New York
THIS PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), dated as of March 3, 2021, is entered into by and between Aurora Acquisition Corp., a Cayman Islands exempted company (the “Company”), and the purchasers named on Schedule 1 hereto (each a “Purchaser” and collectively, the “Purchasers”).
AURORA ACQUISITION CORP. Maples Corporate Services Limited PO Box 309, Ugland House Grand Cayman, KY1-1104, Cayman IslandsAdministrative Services Agreement • March 9th, 2021 • Aurora Acquisition Corp. • Blank checks • New York
This letter agreement (this "Agreement") by and between Aurora Acquisition Corp. (the "Company") and Novator Capital Sponsor Ltd. (the "Sponsor"), dated as of the date hereof, will confirm our agreement that, commencing on the date the securities of the Company are first listed on The Nasdaq Capital Market (the "Listing Date"), pursuant to a Registration Statement on Form S-1 and prospectus filed with the U.S. Securities and Exchange Commission (the "Registration Statement") and continuing until the earlier of the consummation by the Company of an initial business combination or the Company's liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the "Termination Date"):
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • March 9th, 2021 • Aurora Acquisition Corp. • Blank checks • New York
This PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (this "Agreement") is made as of the 3rd day of March 2021, by and between Aurora Acquisition Corp., a Cayman Islands exempted company (the "Company"), with a principal place of business at 20 North Audley Street, London W1K 6LX, United Kingdom, and Novator Capital Sponsor Ltd., a limited liability company validly existing and in good standing under the laws of Cyprus (the "Subscriber"), with a principal place of business at Amfipoleos 2, 2nd Floor Flat/Office 202, Strovolos 2025, Nicosia, Cyprus.
Aurora Acquisition Corp. 20 North Audley Street London W1K 6LX United Kingdom Re: Initial Public Offering Ladies and Gentlemen:Underwriting Agreement • March 9th, 2021 • Aurora Acquisition Corp. • Blank checks
This letter (this "Letter Agreement") is being delivered to you in accordance with the Underwriting Agreement (the "Underwriting Agreement") to be entered into by and between Aurora Acquisition Corp., a Cayman Islands exempted company (the "Company"), and Barclays Capital Inc., as representative for the several underwriters (the "Underwriter"), relating to an underwritten initial public offering (the "Public Offering") of 25,300,000 of the Company's units (including up to 3,300,000 units that may be purchased by the Underwriter to cover over-allotments, if any) (the "Units"), each comprising one share of the Company's Class A ordinary shares, par value $0.0001 per share, and one-quarter of one redeemable warrant. Each whole warrant (each, a "Warrant") entitles the holder thereof to purchase one share at a price of $11.50 per share, subject to adjustment. The Units will be sold in the Public Offering pursuant to a registration statement on Form S-1 and a prospectus (the "Prospectus"), f
