BACKSTOP SUBSCRIPTION AGREEMENTBackstop Subscription Agreement • April 26th, 2024 • BurTech Acquisition Corp. • Blank checks
This BACKSTOP SUBSCRIPTION AGREEMENT (this “Backstop Subscription Agreement”) is entered into on April 22, 2024, by and among BurTech Acquisition Corp., a Delaware corporation (“Issuer”), Blaize, Inc., a Delaware corporation (the “Company”), and the undersigned subscriber (the “Backstop Investor”). Capitalized terms used but not defined in this Agreement shall have the meanings ascribed to such terms in the Transaction Agreement (as defined below).
REVISED BACKSTOP SUBSCRIPTION AGREEMENT*** September __, 2022Backstop Subscription Agreement • September 21st, 2022 • Foxo Technologies Inc. • Life insurance • New York
This Revised Backstop Subscription Agreement (this “Agreement” or this “Subscription Agreement”) amends and replaces, in its entirety, the terms and conditions of the Backstop Subscription Agreement entered into by the parties hereto as of February [___], 2022, and shall constitute, from and after the date of execution hereof, one of the Backstop Agreements referred to below for all purposes referred to hereunder and under any other Backstop Agreement. In connection with the contemplated business combination (the “Transaction”) between Delwinds Insurance Acquisition Corp., a Delaware corporation (together with any successor, the “Company”), and FOXO Technologies Inc., a Delaware corporation (“Target”), pursuant to that certain Agreement and Plan of Merger, dated as of the date hereof (as it may be amended, the “Transaction Agreement”), by and among, the Company, Target and certain other parties named therein, the Company is seeking commitments to purchase shares of the Company’s common
BACKSTOP SUBSCRIPTION AGREEMENTBackstop Subscription Agreement • August 18th, 2023 • VinFast Auto Ltd. • Motor vehicles & passenger car bodies • New York
This BACKSTOP SUBSCRIPTION AGREEMENT (this “Subscription Agreement”), dated as of August 10, 2023, and effective as of the Closing (as defined below), is entered into by and among VinFast Auto Ltd. (Company Registration No. 201501874G), a public company limited by shares incorporated under the laws of Singapore (the “Company”), the undersigned (“Subscriber” or “you”), and Black Spade Sponsor LLC, a limited liability company registered under the laws of the Cayman Islands (the “Sponsor”). Defined terms used but not otherwise defined herein shall have the respective meanings ascribed thereto in the Business Combination Agreement (as defined below).
BACKSTOP SUBSCRIPTION AGREEMENTBackstop Subscription Agreement • November 30th, 2021 • GigCapital4, Inc. • Services-prepackaged software
In connection with the proposed business combination (the “Transaction”) between GigCapital4, Inc., a Delaware corporation (the “Company”), and BigBear.ai Holdings, LLC, a Delaware limited liability company (formerly known as Lake Intermediate, LLC) (“BigBear”), pursuant to an Agreement and Plan of Merger (as amended, the “Merger Agreement”) entered into among the Company, GigCapital4 Merger Sub Corporation, a Delaware corporation and wholly owned subsidiary of the Company (“Merger Sub”), BigBear and BBAI Ultimate Holdings, LLC, a Delaware limited liability company (formerly known as PCISM Ultimate Holdings, LLC) (“BBAI”), whereby, among other things, (a) Merger Sub will merge with and into BigBear (the “First Merger”), with BigBear as the surviving company in the First Merger and (b) immediately following the First Merger, BigBear will merge with and into the Company (the “Second Merger”), with the Company as the surviving company in the Second Merger. The Company is seeking, and AE B
FORM OF BACKSTOP SUBSCRIPTION AGREEMENTBackstop Subscription Agreement • October 12th, 2021 • Seaport Global Acquisition Corp • Services-video tape rental • New York
This BACKSTOP SUBSCRIPTION AGREEMENT (this “Backstop Subscription Agreement”) is entered into as of October [•], 2021, by and between Seaport Global Acquisition Corp., a Delaware corporation (the “Company”), and the undersigned (the “Subscriber” or “you”). Defined terms used but not otherwise defined herein shall have the respective meanings ascribed thereto in the Business Combination Agreement (as defined below).
BACKSTOP SUBSCRIPTION AGREEMENTBackstop Subscription Agreement • October 18th, 2021 • BowX Acquisition Corp. • Blank checks
This BACKSTOP SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into this 13th day of October, 2021, by and among BOWX ACQUISITION CORP., a Delaware corporation (the “Issuer”), and the undersigned subscriber (“Subscriber”).
BACKSTOP SUBSCRIPTION AGREEMENTBackstop Subscription Agreement • July 29th, 2022 • B. Riley Financial, Inc. • Investment advice • Delaware
This BACKSTOP SUBSCRIPTION AGREEMENT (this “Backstop Subscription Agreement”) is entered into on July 19, 2022, by and between B. Riley Principal 150 Merger Corp., a Delaware corporation (prior to the Closing, “BRPM” and following the Closing, “New FaZe”), and B. Riley Principal Investments, LLC (“BRPI”), an affiliate of B. Riley Principal 150 Sponsor Co., LLC, a Delaware limited liability company (the “Sponsor”).
FORM OF BACKSTOP SUBSCRIPTION AGREEMENTBackstop Subscription Agreement • June 29th, 2021 • Origin Materials, Inc. • Industrial organic chemicals • New York
This SUBSCRIPTION AGREEMENT (this “Backstop Subscription Agreement”) is entered into on June 23, 2021, by and between Artius Acquisition, Inc. (the “Company”), a Cayman Islands exempted company, which shall be domesticated as a Delaware corporation prior to the closing of the Transaction (as defined herein), and the undersigned subscriber (“Subscriber”).
LETTER AGREEMENTBackstop Subscription Agreement • March 17th, 2022 • ACE Convergence Acquisition Corp. • Semiconductors & related devices
AMRYT PHARMA PLC HIGHBRIDGE MSF INTERNATIONAL LTD.HIGHBRIDGE SCF SPECIAL SITUATIONS SPV, L.P. 1992 TACTICAL CREDIT MASTER FUND, L.P. ATHYRIUM OPPORTUNITIES II ACQUISITION 2 LP ATHYRIUM OPPORTUNITIES III ACQUISITION 2 LP WHITEBOX RELATIVE VALUE...Backstop Subscription Agreement • July 28th, 2020
where, for the avoidance of doubt, the number of Placing Shares shall be equal to the Capital Raise Ownership Percentage (which is approximately 19.4452%) of the sum of:
BACKSTOP Subscription AgreementBackstop Subscription Agreement • April 6th, 2021 • Mudrick Capital Acquisition Corp. II • Blank checks • Delaware
This BACKSTOP SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into as of April 6, 2021, by and among Mudrick Capital Acquisition Corporation II, a Delaware corporation (the “Company”), and the undersigned parties listed as Subscribers on the signature pages hereto (each such party, a “Subscriber” and, collectively, the “Subscribers”). Defined terms used but not otherwise defined herein shall have the respective meanings ascribed thereto in the Business Combination Agreement (as defined below).
FIRST AMENDMENT TO BACKSTOP SUBSCRIPTION AGREEMENTBackstop Subscription Agreement • December 7th, 2021 • GigCapital4, Inc. • Services-prepackaged software • Delaware
THIS FIRST AMENDMENT TO BACKSTOP SUBSCRIPTION AGREEMENT (this “Amendment”) is made as of December 6, 2021 (the “Effective Date”), by and between AE BBAI Aggregator, LP, a Delaware limited partnership (the “Investor”), and GigCapital4, Inc., a Delaware corporation (the “Company”).
BACKSTOP SUBSCRIPTION AGREEMENTBackstop Subscription Agreement • June 6th, 2022 • Gesher I Acquisition Corp. • Blank checks • Delaware
This Backstop Subscription Agreement (this “Agreement”) is being entered into as of April 14, 2022 by and between Gesher I Acquisition Corp., a Cayman Islands exempted company limited by shares (“SPAC”), and the undersigned subscriber (“Subscriber”). In connection with a potential business combination (a “Transaction”) with one or more businesses or entities to be identified from time to time by SPAC to Subscriber in writing (any such target company so identified, a “Target Company”) pursuant to a definitive agreement (the “Transaction Agreement”), SPAC is seeking commitments to purchase that number of ordinary shares of SPAC, par value $0.0001 per share, set forth on the signature page hereto (the “Backstop Shares”) for a purchase price of $10.00 per share (the “Per Share Purchase Price” and the aggregate purchase price for the Backstop Shares set forth on the signature page hereto, the “Purchase Price”) to backstop ordinary shares of SPAC validly redeemed by SPAC’s shareholders in co
BACKSTOP SUBSCRIPTION AGREEMENTBackstop Subscription Agreement • September 14th, 2021 • Marquee Raine Acquisition Corp. • Services-business services, nec • Delaware
This BACKSTOP SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into as of September 13, 2021, by and between Marquee Raine Acquisition Corp., a Cayman Islands exempted company (the “Company”) which, as part of the Transaction (as defined below) will deregister as a Cayman Islands exempted company and continue and domesticate as a corporation incorporated under the laws of Delaware in accordance with Section 388 of the Delaware General Corporation Law (the “DGCL”) and the Cayman Islands Companies Law (2018 Revision) (the “Domestication”), and the undersigned (the “Subscriber” or “you”). Defined terms used but not otherwise defined herein shall have the respective meanings ascribed thereto in the Business Combination Agreement (as defined below).
BACKSTOP SUBSCRIPTION AGREEMENTBackstop Subscription Agreement • April 13th, 2021 • Altimeter Growth Corp. • Blank checks • Delaware
This BACKSTOP SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into this 12th day of April, 2021, by and among J1 Holdings Inc., a Cayman Islands exempted company (the “Issuer”), Altimeter Growth Corp., a Cayman Islands exempted company (“Altimeter”), and Altimeter Partners Fund, L.P., a Delaware limited partnership (“Subscriber”).
BACKSTOP SUBSCRIPTION AGREEMENTBackstop Subscription Agreement • October 13th, 2021 • RedBall Acquisition Corp. • Blank checks • Delaware
This subscription agreement (this “Backstop Subscription Agreement”) is entered into on October 13, 2021, by and between RedBall Acquisition Corp., a Cayman Islands exempted company which shall domesticate as a Delaware corporation in accordance with the Business Combination Agreement (such entity, including the continuing Delaware corporation, “Parent”), and RedBall SponsorCo LP, a Cayman Islands exempted limited partnership (the “Backstop Subscriber”). Capitalized terms used but not otherwise defined in this Backstop Subscription Agreement shall have the meanings ascribed thereto in the Business Combination Agreement.
ARTICLE IBackstop Subscription Agreement • July 5th, 2007 • Validus Holdings LTD • Fire, marine & casualty insurance • New York
BACKSTOP SUBSCRIPTION AGREEMENTBackstop Subscription Agreement • February 11th, 2021 • Nebula Caravel Acquisition Corp. • Blank checks • Delaware
This Backstop Subscription Agreement (as amended, restated, modified or supplemented from time to time, this “Agreement”) is dated as of February 10, 2021 by and among Nebula Caravel Acquisition Corp, a Delaware corporation (“Parent”) and the persons identified on the signature page hereto under the heading “Subscriber” (the “Subscriber”). This Agreement relates to that certain Business Combination Agreement and Plan of Merger dated as of February 10, 2021, by and among Parent, A Place for Rover, Inc. d/b/a Rover, a Delaware corporation (the “Company”) and Fetch Merger Sub, Inc., a Delaware corporation and a direct wholly owned subsidiary of Parent (“Merger Sub”) (as amended, restated, modified or supplemented from time to time, the “Merger Agreement”), pursuant to which, among other transactions, Merger Sub is to merge with and into the Company, with the Company continuing on as the surviving entity on the terms and conditions set forth therein (the “Merger”). Capitalized terms used b
