SUBSCRIPTION AGREEMENTSubscription Agreement • December 15th, 2020 • Thunder Bridge Acquisition II, LTD • Blank checks • New York
In connection with the proposed business combination (the “Transaction”) between Thunder Bridge Acquisition II, Ltd., a Cayman Islands exempted company (including its successors pursuant to the Transaction, the “Company”), and Ay Dee Kay LLC, a California limited liability company (“Indie Semiconductor”), pursuant to that certain Master Transactions Agreement, dated as of December 14, 2020, among the Company, Indie Semiconductor and the other parties thereto (as may be amended and/or restated, the “Transaction Agreement”), pursuant to which, among other things, the Company will domesticate into a Delaware corporation, and upon consummation of the Transaction, become the wholly-owned subsidiary of Thunder Bridge II Surviving Pubco, Inc., a Delaware corporation (“Surviving Pubco”), with Surviving Pubco becoming the successor issuer and public company pursuant to the federal securities laws; the Company is seeking commitments to purchase shares (subject to Section 6(d) and Section 9(n), t
COMPANY SUPPORT AGREEMENTCompany Support Agreement • December 15th, 2020 • Thunder Bridge Acquisition II, LTD • Blank checks • New York
This COMPANY SUPPORT AGREEMENT, dated as of December 14, 2020 (this “Agreement”), by and among Thunder Bridge Acquisition II, Ltd., a Cayman Islands exempted company (“Thunder Bridge II”), Thunder Bridge II Surviving Pubco, Inc., a Delaware corporation (“ParentCo”), Ay Dee Kay LLC, d/b/a indie Semiconductor, a California limited liability company (the “Company”), and each of the members of the Company whose names appear on the signature pages of this Agreement (each, a “Company Member” and, collectively, the “Company Members”).
