EX-10.1 3 f8k0501017ex10i_pacificspec.htm SPONSOR BACKSTOP AGREEMENT EXECUTION COPY BACKSTOP AND SUBSCRIPTION AGREEMENTBackstop and Subscription Agreement • May 5th, 2020 • New York
This Backstop and Subscription Agreement (this “Agreement”), made as of May 11, 2017 by and among Pacific Special Acquisition Corp., a British Virgin Islands business company with limited liability (the “Company”), and Zhengqi International Holding Limited, a company incorporated in the British Virgin Islands (the “Subscriber”), is intended to set forth certain representations, covenants and agreements among the Company and the Subscriber, with respect to the acquisition by Subscriber of the Company’s ordinary shares of no par value (the “Ordinary Shares”), for aggregate consideration of up to Twenty-Four Million U.S. Dollars ($24,000,000), through such acquisitions as are described in Sections 1(a)(iii) and (iv) hereof, which representations, covenants and agreements are made in connection with the Company’s acquisition of Borqs International Holding Corp, an exempted company incorporated under the laws of the Cayman Islands with limited liability (“Borqs”), in accordance with that ce
BACKSTOP AND SUBSCRIPTION AGREEMENTBackstop and Subscription Agreement • May 2nd, 2019 • Bison Capital Acquisition Corp. • Pharmaceutical preparations • New York
This Backstop and Subscription Agreement (this “Agreement”), made as of May 1, 2019 by and among Bison Capital Acquisition Corp., a British Virgin Islands business company with limited liability, which prior to the consummation of the transactions contemplated by the Merger Agreement (as defined below), will domesticate as a Delaware corporation and, immediately thereafter will be known as “Xynomic Pharmaceuticals Holdings, Inc.” (the “Company”), and Yinglin Mark Xu (“Subscriber”), is intended to set forth certain representations, covenants and agreements among the Company and Subscriber, with respect to Subscriber’s acquisition of the Company’s ordinary shares of no par value (which will automatically convert into shares of common stock of the Company upon the Domestication as defined in the Merger Agreement, par value $0.0001 per share, the “Ordinary Shares”), for an aggregate consideration of up to Seven Million and Five Hundred Thousand One U.S. Dollars ($7,500,001), through such a
EX-10.1 3 f8k0618ex10-1_hennessy.htm BACKSTOP AND SUBSCRIPTION AGREEMENT BACKSTOP AND SUBSCRIPTION AGREEMENTBackstop and Subscription Agreement • May 5th, 2020
This BACKSTOP AND SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into this 25th day of June, 2018, by and between Hennessy Capital Acquisition Corp. III, a Delaware corporation (the “Issuer”), and Nomura Securities International, Inc., a corporation formed under the laws of the State of New York (“Subscriber”).
FORM OF BACKSTOP AND SUBSCRIPTION AGREEMENTBackstop and Subscription Agreement • December 29th, 2016 • Hennessy Capital Acquisition Corp II • Blank checks • Delaware
This Backstop and Subscription Agreement (this “Agreement”), made as of December 22, 2016, by and among Hennessy Capital Acquisition Corp. II, a Delaware corporation (the “Company”), Hennessy Capital Partners II LLC, a Delaware limited liability company (the “Sponsor”), and [●] and [●] (each a “Subscriber” and together, the “Subscribers”), is intended to set forth certain representations, covenants and agreements among the Company, the Sponsor and each Subscriber, with respect to the acquisition by each Subscriber of common stock of the Company, par value $0.0001 per share (“Common Stock”), for aggregate consideration of up to $[●] pursuant to Sections 1(a)(iii) and (iv) hereof, which representations, covenants and agreements are made in connection with the Company’s acquisition of Daseke, Inc., a Delaware corporation (“Daseke”), in accordance with that certain Agreement and Plan of Merger (the “Merger Agreement”), dated as of the date hereof, by and among the Company, Daseke, HCAC Mer
PARTIAL ASSIGNMENT AND AMENDMENT OF BACKSTOP AND SUBSCRIPTION AGREEMENTBackstop and Subscription Agreement • August 24th, 2017 • Borqs Technologies, Inc. • Blank checks
This PARTIAL ASSIGNMENT AND AMENDMENT OF BACKSTOP AND SUBSCRIPTION AGREEMENT (this “Agreement”) is made and entered into as of August 18, 2017, by and between Zhengqi International Holding Limited, a company incorporated in the British Virgin Islands (the “Assignor”), EarlyBirdCapital, Inc. (“Assignee”), Pacific Special Acquisition Corp., a British Virgin Islands business company with limited liability (the “Company”), and Borqs International Holding Corp, an exempted company incorporated under the laws of the Cayman Islands with limited liability (“Borqs”). Any capitalized term used but not defined herein shall have the meaning ascribed to such term in the Backstop Agreement (as defined below).
FORM OF BACKSTOP AND SUBSCRIPTION AGREEMENT BACKSTOP AND SUBSCRIPTION AGREEMENTBackstop and Subscription Agreement • May 15th, 2014 • Quinpario Acquisition Corp. • Miscellaneous manufacturing industries • New York
This Backstop and Subscription Agreement (this “Agreement”), made as of May , 2014 by and among Quinpario Acquisition Corp. (the “Company”) and each of the undersigned subscribers (each, a “Subscriber,” collectively, the “Subscribers”), is intended to set forth certain representations, covenants and agreements among the Company and the Subscribers, with respect to (i) the offering (the “Preferred Offering”) for sale by the Company and the purchase by certain Subscribers (the “Preferred Subscribers”) in such private offering of up to 45,000 shares of 8.0% Series A Convertible Perpetual Preferred Stock with the terms set out in the form of certificate of designation attached as Exhibit A hereto (the “Preferred Shares”) at a price per share of $1,000.00, and (ii) the obligation of certain Subscribers (the “Backstop Subscribers”) to, at the Company’s election, purchase incremental common stock of the Company for aggregate consideration of up to $17,500,000 (the common stock of the Company,
BACKSTOP AND SUBSCRIPTION AGREEMENTBackstop and Subscription Agreement • September 24th, 2014 • Hennessy Capital Acquisition Corp. • Blank checks • New York
This Backstop and Subscription Agreement (this “Agreement”), made as of September , 2014 by and among Hennessy Capital Acquisition Corp. (the “Company”), The Traxis Group B.V. (“Traxis”), Hennessy Capital Partners I LLC (the “Sponsor”), (each a “Subscriber” and together, the “Subscribers”), is intended to set forth certain representations, covenants and agreements among the Company and each Subscriber, with respect to the acquisition by each Subscriber of common stock of the Company, par value $0.0001 per share (“Common Stock”), in two separate tranches, one of which shall be for aggregate consideration of up to $5,000,000 and the other of which shall be for additional aggregate consideration of up to $5,000,000, in each case through such acquisitions as are described in Sections 1(a)(iii), (iv) and (v) hereof, which representations, covenants and agreements are made in connection with the closing of the acquisition of School Bus Holdings Inc. (“School Bus”) in accordance with that cer
