Form of Investor Rights AgreementForm of Investor Rights Agreement • July 23rd, 2024 • Chain Bridge I • Blank checks • New York
This Investor Rights Agreement (this “Agreement”), dated as of July 22, 2024, is among CB Holdings, Inc., a Nevada corporation (“HoldCo”), Fulton AC 1 LLC, a limited liability company (the “CBRG Sponsor”), and certain shareholders of Phytanix Bio, a Nevada corporation (the “Company”) listed on Schedule A hereto (the “Company Shareholders” and, together with CBRG Sponsor, the “Holders”). Capitalized terms used but not defined herein have the meanings assigned to them in the Business Combination Agreement dated as of July 22, 2024 (as amended, supplemented, or otherwise modified from time to time in accordance with its terms, the “Business Combination Agreement”), among Chain Bridge I, a Cayman Islands exempted company (“CBRG” or the “SPAC”), the Company, HoldCo, CB Merger Sub 1, a Cayman Islands exempted company (“CBRG Merger Sub”) and CB Merger Sub 2, Inc., a Nevada corporation (“Company Merger Sub”).
BUSINESS COMBINATION AGREEMENT BY AND AMONG CHAIN BRIDGE I, CB HOLDINGS, INC., CB MERGER SUB 1 CB MERGER SUB 2, INC., AND PHYTANIX BIO DATED AS OF JULY 22, 2024Business Combination Agreement • July 23rd, 2024 • Chain Bridge I • Blank checks • New York
This BUSINESS COMBINATION AGREEMENT (this “Agreement”), dated as of July 22, 2024, is made by and among Chain Bridge I, a Cayman Islands exempted company (“CBRG”), CB Holdings, Inc., a Nevada corporation (“HoldCo”), CB Merger Sub 1, a Cayman Islands exempted company (“CBRG Merger Sub”), Phytanix Bio, a Nevada corporation (the “Company”), and CB Merger Sub 2, Inc., a Nevada corporation (“Company Merger Sub”). CBRG, HoldCo, CBRG Merger Sub, the Company, and Company Merger Sub shall be referred to herein from time to time collectively as the “Parties”. Capitalized terms used but not otherwise defined herein have the meanings set forth in Section 1.1.
SPONSOR LETTER AGREEMENTSponsor Letter Agreement • July 23rd, 2024 • Chain Bridge I • Blank checks
This SPONSOR LETTER AGREEMENT (this “Agreement”), dated as of July 22, 2024, is made by and among CB Holdings, Inc., a Nevada corporation (“HoldCo”), Fulton AC 1 LLC, a Delaware limited liability company (“CBRG Sponsor” or the “Holder”), Chain Bridge I, a Cayman Islands exempted company (“CBRG”), Phytanix Bio, a Nevada corporation (the “Company”). HoldCo, CBRG, the Company and the CBRG Sponsor 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).
FORM OF COMPANY SHAREHOLDER TRANSACTION SUPPORT AGREEMENTCompany Shareholder Transaction Support Agreement • July 23rd, 2024 • Chain Bridge I • Blank checks
This COMPANY SHAREHOLDER TRANSACTION SUPPORT AGREEMENT (this “Agreement”) is entered into as of July 22, 2024, by and among Chain Bridge I, a Cayman Islands exempted company (“CBRG”), Phytanix Bio, a Nevada corporation (the “Company”), and the party listed on the signature pages hereto as a “Shareholder” (the “Shareholder”). Each of CBRG, the Company and the Shareholder are sometimes referred to herein individually as a “Party” and collectively as the “Parties”. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Business Combination Agreement (defined below).
