SUBSCRIPTION AGREEMENTSubscription Agreement • May 12th, 2021 • Switchback II Corp • Blank checks
This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into this 11th day of May, 2021, by and between Switchback II Corporation, a Cayman Islands exempted company (“Switchback”), and the undersigned (“Subscriber”).
AMENDMENT NO. 1 TO LETTER AGREEMENTLetter Agreement • May 12th, 2021 • Switchback II Corp • Blank checks • Delaware
This Amendment No. 1 (this “Amendment”), dated as of May 11, 2021 and effective as of the Effective Date (as defined below), to the Letter Agreement (as defined below) is entered into by and among Switchback II Corporation, a Cayman Islands exempted company (“SPAC”), NGP Switchback II, LLC, a Delaware limited liability company (“Sponsor”), and each of the undersigned individuals, each of whom is a member of SPAC’s board of directors and/or management team (the “Insiders”). Capitalized terms used but not defined in this Amendment shall have the meanings ascribed to them in the Letter Agreement.
May 11, 2021Business Combination Agreement • May 12th, 2021 • Switchback II Corp • Blank checks
Reference is made to that certain Business Combination Agreement and Plan of Reorganization (the “BCA”), to be dated as of the date hereof, by and among Bird Rides, Inc., a Delaware corporation (the “Company”), Switchback II Corporation, a Cayman Islands exempted company (“SPAC”), Maverick Merger Sub Inc., a Delaware corporation and a direct, wholly owned subsidiary of SPAC and Bird Global, Inc., a Delaware corporation and a direct, wholly owned subsidiary of the Company. This letter agreement (this “Letter Agreement”) is being entered into and delivered by SPAC, the Company and each of NGP Switchback II, LLC, a Delaware limited liability company (the “Sponsor”), Ray Kubis and Precious Williams Owodunni (together with the Sponsor, the “Founder Shareholders”) in connection with the transactions contemplated by the BCA. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the BCA.
BUSINESS COMBINATION AGREEMENT by and among SWITCHBACK II CORPORATION, MAVERICK MERGER SUB INC., BIRD RIDES, INC. and BIRD GLOBAL, INC. Dated as of May 11, 2021Business Combination Agreement • May 12th, 2021 • Switchback II Corp • Blank checks • Delaware
This Business Combination Agreement, dated as of May 11, 2021 (this “Agreement”), is entered into by and among Switchback II Corporation, a Cayman Islands exempted company (“SPAC”), Maverick Merger Sub Inc., a Delaware corporation and wholly owned direct subsidiary of SPAC (“Merger Sub”), Bird Rides, Inc., a Delaware corporation (the “Company”) and Bird Global, Inc., a Delaware corporation and wholly owned direct subsidiary of the Company (“Holdings”).
