13,000,000 Units GIGCAPITAL2, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • May 31st, 2019 • GigCapital2, Inc. • Blank checks • New York
GigCapital2, Inc., a Delaware corporation (the “Company”), hereby confirms its agreement with EarlyBirdCapital, Inc. (the “Representative”) and with the other underwriters named on Schedule A hereto, for which the Representative is acting as representative (the Representative and such other underwriters being collectively referred to herein as the “Underwriters” or, each underwriter individually, an “Underwriter”) as follows:
GIGCAPITAL2, INC. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY WARRANT AGREEMENTWarrant Agreement • May 31st, 2019 • GigCapital2, Inc. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of [●], 2019, is by and between GigCapital2, Inc., a Delaware corporation (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”).
UNIT PURCHASE AGREEMENTUnit Purchase Agreement • May 31st, 2019 • GigCapital2, Inc. • Blank checks • New York
THIS UNIT PURCHASE AGREEMENT, dated as of [•] 2019 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and between GigCapital2, Inc., a Delaware corporation (the “Company”), and Northland Gig 2 Investment LLC, a Delaware limited liability company (the “Purchaser”).
GIGCAPITAL2, INC. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY RIGHT AGREEMENTRight Agreement • May 31st, 2019 • GigCapital2, Inc. • Blank checks • New York
THIS RIGHT AGREEMENT (this “Agreement”) is made as of [•], 2019 is by and between GigCapital2, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Rights Agent”).
GigCapital2, Inc. Palo Alto, CA 94303 EarlyBirdCapital, Inc. New York, New York 10017Letter Agreement • May 31st, 2019 • GigCapital2, Inc. • Blank checks • New York
This letter agreement (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between GigCapital2, Inc., a Delaware corporation (the “Company”), and EarlyBirdCapital, Inc. (“EarlyBird”), as representative (the “Representative”) of the several Underwriters named therein (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of the Company’s units (the “Units”), each consisting of one share of the Company’s common stock, par value $0.0001 per share (“Common Stock” and such shares included in the Units, “Offering Shares”), one right to receive one twentieth (1/20) of one share of Common Stock (the “Right”) and one warrant to purchase one share of Common Stock at a price of $11.50 per share, subject to adjustment (the warrants included in the Units sold, the “Offering Warrants”). Capitalized terms used herein but not defined in context are defined in paragraph 12 here
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 31st, 2019 • GigCapital2, Inc. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the [•] day of [•], 2019, by and among GigCapital2, Inc., a Delaware corporation (the “Company”), and the undersigned parties listed under Holders on the signature page hereto (each such party, and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2, a “Holder” and collectively, the “Holders”).
INVESTMENT MANAGEMENT TRUST AGREEMENTTrust Agreement • May 31st, 2019 • GigCapital2, Inc. • Blank checks • New York
This Agreement is made as of [•], 2019 by and between GigCapital2, Inc. (the “Company”), having its principal office located at 2479 E. Bayshore Rd., Suite 200, Palo Alto, CA 94303 and Continental Stock Transfer & Trust Company (the “Trustee”) located at 1 State Street, 30th Floor, New York, New York 10004.
This letter agreement (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between GigCapital2, Inc., a Delaware corporation (the “Company”), and...Letter Agreement • May 31st, 2019 • GigCapital2, Inc. • Blank checks • New York
SHARE PURCHASE AGREEMENTShare Purchase Agreement • May 31st, 2019 • GigCapital2, Inc. • Blank checks • New York
THIS SHARE PURCHASE AGREEMENT, dated as of [•] 2019 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and between GigCapital2, Inc., a Delaware corporation (the “Company”), and Northland Securities, Inc., a Minnesota corporation (the “Purchaser”).
