SUBSCRIPTION AGREEMENTSubscription Agreement • July 18th, 2019 • Constellation Alpha Capital Corp. • Services-medical laboratories • New York
In connection with the proposed business combination (the “Transaction”) in which DermTech, Inc., a Delaware Corporation (“DermTech”) will merge with a wholly-owned subsidiary corporation of Constellation Alpha Capital Corp., a company incorporated in the British Virgin Islands and which is expected to re-domicile in the State of Delaware (the “Company”), the undersigned desires to subscribe for and purchase from the Company, and the Company desires to sell to the undersigned, that number of shares of common stock (the “Company Shares”) of the Company set forth on the signature page hereof for a purchase price of $3.25 per share, on the terms and subject to the conditions contained herein. In connection therewith, the undersigned and the Company agree as follows:
OMNIBUS NOTE AMENDMENTOmnibus Note Amendment • July 18th, 2019 • Constellation Alpha Capital Corp. • Services-medical laboratories • California
This OMNIBUS NOTE AMENDMENT (this “Amendment”) is made and entered into as of November 8, 2018, by and among DermTech, Inc., a Delaware corporation (the “Company”), RTW Master Fund, Ltd., a Cayman Islands company (“RTW Master Fund”) and RTW Innovation Master Fund, Ltd., a Cayman Islands company (“RTW Innovation”) (RTW Master Fund and RTW Innovation together, the “Note Holders”).
STOCKHOLDER SUPPORT AGREEMENTStockholder Support Agreement • July 18th, 2019 • Constellation Alpha Capital Corp. • Services-medical laboratories • Delaware
STOCKHOLDER SUPPORT AGREEMENT, dated as of May 29, 2019 (this “Agreement”), by and among CONSTELLATION ALPHA CAPITAL CORP., a company incorporated in the British Virgin Islands (“Constellation”), and certain of the stockholders of DERMTECH, INC., a Delaware corporation (the “Company”), whose names appear on the signature pages of this Agreement (each, a “Stockholder” and, collectively, the “Stockholders”).
OMNIBUS NOTE AMENDMENT AND NOTE HOLDER AGREEMENTOmnibus Note Amendment and Note Holder Agreement • July 18th, 2019 • Constellation Alpha Capital Corp. • Services-medical laboratories • California
This OMNIBUS NOTE AMENDMENT AND NOTE HOLDER AGREEMENT (this “Amendment”) is made and entered into as of May 23, 2019, by and among DermTech, Inc., a Delaware corporation (the “Company”) and the Note Holders listed on Schedule A (the “Note Holders”).
