UNDERWRITING AGREEMENT between BIOPLUS ACQUISITION CORP. and CANTOR FITZGERALD & CO. Dated: [ ], 2021Underwriting Agreement • November 29th, 2021 • BioPlus Acquisition Corp. • Blank checks • New York
The undersigned, BioPlus Acquisition Corp., a Cayman Islands exempted company (the “Company”), hereby confirms its agreement with Cantor Fitzgerald & Co. (“Cantor Fitzgerald” or the “Representative”) and with the other underwriters named on Schedule A hereto (if any), 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,” provided that if only Cantor Fitzgerald is listed on such Schedule A, any references to Underwriters shall refer exclusively to Cantor Fitzgerald) as follows:
WARRANT AGREEMENTWarrant Agreement • November 29th, 2021 • BioPlus Acquisition Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of [•], 2021, is by and between BioPlus Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”).
FORM OF INDEMNITY AGREEMENTForm of Indemnity Agreement • November 29th, 2021 • BioPlus Acquisition Corp. • Blank checks • New York
NOW, THEREFORE, in consideration of the premises and the covenants contained herein and subject to the provisions of the letter agreement dated as of [ ], 2021 among the Company, Indemnitee and the other parties thereto pursuant to the Underwriting Agreement between the Company and the Underwriters in connection with the Company’s initial public offering, the Company and Indemnitee do hereby covenant and agree as follows:
BioPlus Acquisition Corp. New York, NY 10016Letter Agreement • November 29th, 2021 • BioPlus 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 among BioPlus Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Cantor Fitzgerald & Co., as representative (the “Representative”) of the several underwriters (each, an “Underwriter” and collectively, the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of up to 20,700,000 of the Company’s units (including up to 2,700,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one Class A ordinary share of the Company, par value $0.0001 per share (the “Ordinary Shares”), and one-half of one warrant. Each whole Warrant (each, a “Warrant”) entitles the holder thereof to purchase one Ordinary Share. The Units shall be sold in the Public Offering pursuant to a registration statement on Form S-1 (File No. 333-258028) and
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • November 29th, 2021 • BioPlus Acquisition Corp. • Blank checks
UNIT PURCHASE AGREEMENTUnit Purchase Agreement • November 29th, 2021 • BioPlus Acquisition Corp. • Blank checks • New York
This UNIT PURCHASE AGREEMENT (this “Agreement”) is made as of the [__] day of [___] 2021, by and between BioPlus Acquisition Corp., a Cayman Islands exempted company (the “Company”), having its principal place of business at 260 Madison Avenue, Suite 800, New York, NY 10016, and BioPlus Sponsor LLC, a Cayman Islands limited liability company, having its principal place of business at 533 Airport Blvd, Suite 400, Burlingame, CA 94010 (the “Subscriber”).
FORM OF UNDERWRITER UNIT PURCHASE AGREEMENTForm of Underwriter Unit Purchase Agreement • November 29th, 2021 • BioPlus Acquisition Corp. • Blank checks • New York
This UNIT SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of the ____ day of 2021, by and between BioPlus Acquisition Corp., a Cayman Islands exempted company (the “Company”), having its principal place of business at 260 Madison Avenue, Suite 800, New York, NY 10016, and [________] (“Subscriber”), having its principal place of business at 499 Park Avenue, New York, New York 10022.
BioPlus Acquisition Corp.BioPlus Acquisition Corp. • November 29th, 2021 • Blank checks
This letter agreement by and between BioPlus Acquisition Corp. (the “Company”) and First In Line Enterprises, Inc. (“First In Line”), 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”):
