INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • November 20th, 2020 • Population Health Investment Co., Inc. • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of November 17, 2020 by and between Population Health Investment Co., Inc., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
Population Health Investment Co., Inc. One World Financial Center New York, New York 10281Population Health Investment Co., Inc. • October 30th, 2020 • Blank checks • New York
This agreement (this “Agreement”) is entered into on September 17, 2020 by and between Population Health Investment Holding, Inc., a Cayman Islands exempted company (the “Subscriber” or “you”), and Population Health Investment Co., Inc., a Cayman Islands exempted company (the “Company”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to subscribe for and purchase 4,312,500 Class B ordinary shares, $0.0001 par value per share (the “Shares”), up to 562,500 of which are subject to forfeiture by you if the underwriters of the initial public offering (“IPO”) of units (“Units”) of the Company do not fully exercise their over-allotment option (the “Overallotment Option”). The Company and the Subscriber’s agreements regarding such Shares are as follows:
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • November 20th, 2020 • Population Health Investment Co., Inc. • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of November 17, 2020 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and among Population Health Investment Co., Inc., a Cayman Islands exempted company (the “Company”) and Population Health Investment Holding, Inc., a Cayman Islands exempted company (the “Purchaser”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • March 31st, 2021 • Population Health Investment Co., Inc. • Blank checks • New York
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of November 18, 2020 between Population Health Investment Co., Inc., a Cayman Islands exempted company (the “Company”), and Whit Bernard (“Indemnitee”).
REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENTRegistration and Shareholder Rights Agreement • November 20th, 2020 • Population Health Investment Co., Inc. • Blank checks • New York
THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of November 17, 2020, is made and entered into by and among Population Health Investment Co., Inc., a Cayman Islands exempted company (the “Company”), Population Health Investment Holding, Inc., a Cayman Islands exempted company (the “Sponsor”, and together with any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, a “Holder” and collectively, the “Holders”).
Population Health Investment Co., Inc. One World Financial Center New York, New York 10281Letter Agreement • November 20th, 2020 • Population Health Investment Co., Inc. • Blank checks • New York
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among Population Health Investment Co., Inc., a Cayman Islands exempted company, (the “Company”) and J.P. Morgan Securities, LLC, as representatives (the “Representatives”) of the several underwriters named therein (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”) of 15,000,000 of the Company’s units (including up to 2,250,000 additional units that may be purchased pursuant to the Underwriters’ option to purchase additional units, the “Units”), each comprised of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-third of one redeemable warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder thereof to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment. The Units will be sold
WARRANT AGREEMENT POPULATION HEALTH INVESTMENT CO., INC. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated November 17, 2020Warrant Agreement • November 20th, 2020 • Population Health Investment Co., Inc. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated November 17, 2020, is by and between Population Health Investment Co., Inc., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent”).
POPULATION HEALTH INVESTMENT CO., INC. 15,000,000 Units UNDERWRITING AGREEMENTUnderwriting Agreement • November 12th, 2020 • Population Health Investment Co., Inc. • Blank checks • New York
Population Health Investment Co., Inc., a Cayman Islands corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (collectively, the “Underwriters”), for whom you are acting as representative (the “Representative”), an aggregate of 15,000,000 units of the Company (the “Underwritten Units”) and, at the option of the Underwriters, up to an additional 2,250,000 units of the Company (the “Option Units”). The Underwritten Units and the Option Units are herein referred to as the “Units.” To the extent that there are no additional Underwriters listed on Schedule 1 hereto other than you, the term “Representative” as used herein shall mean you, as Underwriter, and the term “Underwriters” shall mean either the singular or plural as the context requires.
POPULATION HEALTH INVESTMENT CO., INC. 15,000,000 Units UNDERWRITING AGREEMENTUnderwriting Agreement • November 20th, 2020 • Population Health Investment Co., Inc. • Blank checks • New York
Population Health Investment Co., Inc., a Cayman Islands corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (collectively, the “Underwriters”), for whom you are acting as representative (the “Representative”), an aggregate of 15,000,000 units of the Company (the “Underwritten Units”) and, at the option of the Underwriters, up to an additional 2,250,000 units of the Company (the “Option Units”). The Underwritten Units and the Option Units are herein referred to as the “Units.” To the extent that there are no additional Underwriters listed on Schedule 1 hereto other than you, the term “Representative” as used herein shall mean you, as Underwriter, and the term “Underwriters” shall mean either the singular or plural as the context requires.
