REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 12th, 2021 • Big Cypress Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 11, 2021, is made and entered into by and between Big Cypress Acquisition Corp., a Delaware corporation (the “Company”) and Big Cypress Holdings LLC, a Delaware limited liability company (the “Sponsor” ) and Ladenburg Thalmann & Co. Inc. (together with employees of Ladenburg listed on the signature page hereof, “Ladenburg,” and collectively with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “Holder” and collectively the “Holders”).
10,000,000 Units Big Cypress Acquisition Corp. UNDERWRITING AGREEMENTUnderwriting Agreement • January 12th, 2021 • Big Cypress Acquisition Corp. • Blank checks • New York
The undersigned, Big Cypress Acquisition Corp., a Delaware corporation (“Company”), hereby confirms its agreement with Ladenburg Thalmann & Co. Inc. (hereinafter referred to as “you”, “Ladenburg”, or as the “Representative”) and with the other underwriters named on Schedule A hereto for which you are acting as representative (the Representative and the other Underwriters being collectively referred to herein as the “Underwriters” or, individually, an “Underwriter”), as follows:
WARRANT AGREEMENTWarrant Agreement • January 12th, 2021 • Big Cypress Acquisition Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of January 11, 2021 is by and between Big Cypress Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • January 12th, 2021 • Big Cypress Acquisition Corp. • Blank checks • New York
Big Cypress Acquisition Corp. Miami Beach, FL 33140Big Cypress Acquisition Corp. • December 7th, 2020 • New York
This agreement (the “Agreement”) is entered into on December 7, 2020 by and between Ladenburg Thalmann & Co. Inc., a Delaware corporation, and the other individuals set forth on the signature page attached hereto (collectively, the “Subscriber” or “you”), and Big Cypress Acquisition Corp., a Delaware corporation (the “Company”, “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 161,719 shares of common stock, $0.0001 par value per share (the “Shares”), up to 21,094 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 “Over-allotment Option”). The Company and the Subscriber’s agreements regarding such Shares are as follows:
FORM OF INDEMNITY AGREEMENTIndemnity Agreement • October 28th, 2021 • SAB Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of ___________, 2021, by and between Big Cypress Acquisition Corp., a Delaware corporation (the “Company”), and (“Indemnitee”).
January 11, 2021Letter Agreement • January 12th, 2021 • Big Cypress Acquisition Corp. • Blank checks
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among Big Cypress Acquisition Corp., a Delaware corporation (the “Company”), and Ladenburg Thalmann & Co. Inc., 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 11,500,000 of the Company’s units (including up to 1,500,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one share of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), and one half of one redeemable warrant. Each whole warrant (each, a “Warrant”) entitles the holder thereof to purchase one share of Common Stock at a price of $11.50 per share, subject to adjustment. The Units will be sold in the Public Offering pursuant to a registra
SAB Biotherapeutics, Inc. Shares of Common Stock (par value $0.0001 per share) Controlled Equity OfferingSM Sales AgreementSAB Biotherapeutics, Inc. • January 26th, 2024 • Biological products, (no disgnostic substances) • New York
SAB Biotherapeutics, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co. (the “Agent”), as follows:
COMMON STOCK PURCHASE WARRANT SAB BIOTHERAPEUTICS, INC.Common Stock Purchase • December 12th, 2022 • SAB Biotherapeutics, Inc. • Biological products, (no disgnostic substances)
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after June 7, 2023 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on December 7, 2027 (the “Termination Date”) but not thereafter, to subscribe for and purchase from SAB Biotherapeutics, Inc., a Delaware corporation (the “Company”), up to [__] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT SAB BIOTHERAPEUTICS, INC.SAB Biotherapeutics, Inc. • December 12th, 2022 • Biological products, (no disgnostic substances)
THIS PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Brookline Capital Markets, a division of Arcadia Securities, LLC, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after June 7, 2023 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on December 7, 2027 (the “Termination Date”) but not thereafter, to subscribe for and purchase from SAB Biotherapeutics, Inc., a Delaware corporation (the “Company”), up to [__] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
UNIT SUBSCRIPTION AGREEMENTUnit Subscription Agreement • January 12th, 2021 • Big Cypress Acquisition Corp. • Blank checks • New York
This UNIT SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of the 11th day of January 2021, by and between Big Cypress Acquisition Corp., a Delaware corporation (the “Company”), having its principal place of business at 300 W. 41st Street, Suite 202, Miami Beach, FL 33140, and Big Cypress Holdings LLC, a Delaware limited liability company (the “Subscriber”), having its principal place of business at 300 W. 41st Street, Suite 202 Miami Beach, FL 33140.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 2nd, 2023 • SAB Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
This Securities Purchase Agreement (this “Agreement”) is dated as of September 29, 2023, by and among SAB Biotherapeutics, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
EMPLOYMENT AGREEMENTEmployment Agreement • April 14th, 2023 • SAB Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • New York
This Employment Agreement (the “Agreement”) is dated May 20, 2022 and effective as of June 6, 2022 (the “Effective Date”), by and between SAB BIOTHERAPEUTICS, INC., a Delaware corporation (the “Company”), and ALEXANDRA KROPOTOVA (the “Employee”).
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • May 12th, 2022 • SAB Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • South Dakota
This Employment Agreement (this “Agreement”), dated as of the 01 day of March, 2021, is between SAB BIOTHERAPEUTICS, INC., a Delaware corporation (the “Company”), and Frederick J. Finnegan, an individual residing at 409 Lincoln Rd, Sudbury, MA 01776 (“Executive”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 12th, 2022 • SAB Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • New York
This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of December 6, 2022 (the “Effective Date”) by and among SAB Biotherapeutics, Inc., a Delaware corporation (the “Company”), and the Investors identified on Exhibit A attached hereto (each an “Investor” and collectively, the “Investors”).
Big Cypress Acquisition Corp.Big Cypress Acquisition Corp. • January 12th, 2021 • Blank checks • New York
This letter agreement by and between Big Cypress Acquisition Corp. (the “Company”) and Big Cypress Holdings LLC (“BCH”), 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”):
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • June 22nd, 2021 • Big Cypress Acquisition Corp. • Blank checks • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of June 21, 2021, is made by and among Big Cypress Acquisition Corp., a Delaware corporation (“Parent”), Big Cypress Merger Sub Inc., a Delaware corporation (“Merger Sub”), SAB Biotherapeutics, Inc., a Delaware corporation (the “Company”), and Shareholder Representative Services LLC, a Colorado limited liability company (the “Stockholders’ Representative”), solely in its capacity as the representative, agent and attorney-in-fact of the Company Stockholders. Parent, Merger Sub and the Company shall be referred to herein from time to time collectively as the “Parties”. Capitalized terms used but not otherwise defined herein have the meanings set forth in Section 1.1.
AMENDED AND RESTATED STOCKHOLDER AND REGISTRATION RIGHTS AGREEMENTStockholder and Registration Rights Agreement • October 28th, 2021 • SAB Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
THIS AMENDED AND RESTATED STOCKHOLDER AND REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 23, 2021, by and among Big Cypress Acquisition Corp., a Delaware corporation (the “Company”), Big Cypress Holdings LLC, a Delaware limited liability company (the “Sponsor”), Ladenburg Thalmann & Co. Inc. (together with employees of Ladenburg listed on the signature page hereof, “Ladenburg”), and each of the Persons listed on Schedule A hereto, together with any of such Persons’ Permitted Transferees that have been assigned such Persons’ rights in accordance with the terms of this Agreement, including the Sponsor Members (each, a “Holder” and collectively, the “Holders”).
FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • August 16th, 2021 • Big Cypress Acquisition Corp. • Biological products, (no disgnostic substances) • New York
THIS FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER (this “Amendment”) is made as of August 12, 2021 (the “Amendment Date”) by and among Big Cypress Acquisition Corp., a Delaware corporation (“Parent”), and SAB Biotherapeutics, Inc., a Delaware corporation (the “Company”). Each of Parent and the Company are referred to herein as a “Party” and together as the “Parties.” Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Merger Agreement (as defined below).
Big Cypress Acquisition Corp. Miami Beach, FL 33140Big Cypress Acquisition Corp. • January 4th, 2021 • Blank checks • New York
This agreement (the “Agreement”) is entered into on January 4, 2021 by and between Ladenburg Thalmann & Co. Inc., a Delaware corporation, and the other individuals set forth on the signature page attached hereto (collectively, the “Subscriber” or “you”), and Big Cypress Acquisition Corp., a Delaware corporation (the “Company”, “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 28,750 shares of common stock, $0.0001 par value per share (the “Shares”), up to 10,781 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 “Over-allotment Option”). The Company and the Subscriber’s agreements regarding such Shares are as follows:
EMPLOYMENT AGREEMENTEmployment Agreement • March 8th, 2024 • SAB Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • South Dakota
This Employment Agreement (the “Agreement”) is dated March 5, 2024 and effective as of January 1, 2024 (the “Effective Date”), by and between SAB BIOTHERAPEUTICS, INC., a Delaware corporation (the “Company”), and Christoph Bausch (the “Employee”). This Agreement amends and replaces any employment agreement between the Company (any subsidiary thereof) and the Executive; provided that all obligations of the Executive under any such agreement that survives its terms shall continue after the execution of this Agreement.
FORM OF SUPPORT AGREEMENTForm of Support Agreement • June 22nd, 2021 • Big Cypress Acquisition Corp. • Blank checks • Delaware
This SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of June 21, 2021, by and among Big Cypress Acquisition Corp., a Delaware corporation (“Parent”), Big Cypress Merger Sub Inc., a Delaware corporation (“Merger Sub”), and SAB Biotherapeutics, Inc., a Delaware corporation (the “Company”), and the stockholder of the Company set forth on the signature page here (the “Stockholder”). Capitalized terms used but not defined shall have the meanings ascribed to such terms in the Merger Agreement (as defined below). Parent, Merger Sub, the Company and the Stockholder are each referred to as a “Party” and collectively as the “Parties.”
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • November 19th, 2021 • SAB Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • South Dakota
This Employment Agreement (this “Agreement”), dated as of November 17, 2021 and effective as of October 25, 2021 (the “Effective Date”), is entered into by and between SAB BIOTHERAPEUTICS, INC., a Delaware corporation (the “Company”), and Samuel J. Reich, an individual residing at 3437 Prairie Ave, Miami Beach, FL 33141 (“Executive”).
RIGHT OF FIRST REFUSAL AGREEMENTRight of First Refusal Agreement • November 1st, 2022 • SAB Biotherapeutics, Inc. • Biological products, (no disgnostic substances)
This Right of First Refusal Agreement (“Agreement”) is made as of October 26, 2022 (“Effective Date”) by and among Emergent BioSolutions Canada, Inc. (“Emergent”) and Sab Biotherapeutics, Inc. (“Customer”). Customer and Emergent may be individually referred to as a Party or collectively referred to as the Parties.
AMENDED AND RESTATED LEASE AGREEMENTLease Agreement • October 13th, 2022 • SAB Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
Landlord and Tenant are parties to that certain Amended and Restated Lease Agreement dated as of September 1, 2019 (as the same may have been amended, the “Lease”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 8th, 2024 • SAB Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • South Dakota
This Employment Agreement (the “Agreement”) is dated March 5, 2024 and effective as of January 1, 2024 (the “Effective Date”), by and between SAB BIOTHERAPEUTICS, INC., a Delaware corporation (the “Company”), and Eddie J. Sullivan (the “Executive”). This Agreement amends and replaces any employment agreement between the Company (any subsidiary thereof) and the Executive; provided that all obligations of the Executive under any such agreement that survives its terms shall continue after the execution of this Agreement.
THIRD AMENDMENT TO AMENDED AND RESTATED LEASE AGREEMENTLease Agreement • March 29th, 2022 • SAB Biotherapeutics, Inc. • Biological products, (no disgnostic substances)
THIS THIRD AMENDMENT TO AMENDED AND RESTATED LEASE AGREEMENT (this “Third Amendment”), made as of October 1, 2021 (the “Effective Date”), is by and between Sanford Health, a South Dakota non-profit corporation, hereinafter called “Landlord,” and SAB Biotherapeutics, Inc., a Delaware corporation, hereinafter called “Tenant.”
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • June 22nd, 2021 • Big Cypress Acquisition Corp. • Blank checks • Delaware
This Sponsor Support Agreement (this “Agreement”) is dated as of June 21, 2021 by and among Big Cypress Holdings LLC, a Delaware limited liability company (the “Sponsor”), the Persons set forth on Schedule I hereto (together with the Sponsor, each, a “Sponsor Party” and, together, the “Sponsor Parties”), Big Cypress Acquisition Corp., a Delaware corporation (“Parent”), and SAB Biotherapeutics, Inc., a Delaware corporation (the “Company” and, collectively with the Sponsor Parties and Parent, the “Parties”).
FORWARD SHARE PURCHASE AGREEMENTForward Share Purchase Agreement • October 12th, 2021 • Big Cypress Acquisition Corp. • Biological products, (no disgnostic substances) • Delaware
This Forward Share Purchase Agreement (this “Agreement”) is entered into as of October 12, 2021, by and among Big Cypress Acquisition Corp., a Delaware corporation (“BCYP”), and Radcliffe SPAC Master Fund, L.P., a Cayman Islands exempted limited partnership (“Radcliffe”).
MANUFACTURING OPTION AGREEMENTManufacturing Option Agreement • November 1st, 2022 • SAB Biotherapeutics, Inc. • Biological products, (no disgnostic substances)
This Manufacturing Option Agreement (“Agreement”) is made as of October 26, 2022 (“Effective Date”) by and among Emergent BioSolutions Canada, Inc. (“Emergent”) and Sab Biotherapeutics, Inc. (“Customer”). Customer and Emergent may be individually referred to as a Party or collectively referred to as the Parties.
AMENDED AND RESTATED SHARE SUBSCRIPTION AGREEMENT TO ACQUIRE SHARES OF BIG CYPRESS ACQUISITION CORP.Share Subscription Agreement • December 7th, 2020 • Big Cypress Acquisition Corp. • New York
We are pleased to accept the offer of Big Cypress Holdings LLC (the “Subscriber” or “you”) to purchase 2,156,250 shares of common stock (the “Shares”), par value $0.0001 per share (the “Common Stock”), up to 281,250 of which are subject to complete or partial forfeiture by you if the underwriters of the initial public offering (“IPO”) of Big Cypress Acquisition Corp, a Delaware corporation (the “Company”), do not fully exercise their over-allotment option (the “Over-allotment Option”). The terms (this “Agreement”) on which the Company is willing to sell the Shares to the Subscriber, and the Company and the Subscriber’s agreements regarding such Shares, are as follows:
