7,500,000 Shares of Common Stock LIFESCI ACQUISITION II CORP. UNDERWRITING AGREEMENTUnderwriting Agreement • November 18th, 2020 • Lifesci Acquisition II Corp. • Blank checks • New York
LifeSci Acquisition II Corp., a Delaware corporation (the “Company”), hereby confirms its agreement with LifeSci Capital LLC and Ladenburg Thalmann & Co. Inc. (“Ladenburg”) (the “Representatives”) and with the other underwriters named on Schedule A hereto (if any), for which the Representatives are acting as representatives (the Representatives and such other underwriters being collectively referred to herein as the “Underwriters” or, each underwriter individually, an “Underwriter”) as follows. The Company hereby confirms its engagement of Ladenburg as, and Ladenburg hereby confirms its agreement with the Company to render services as, the “qualified independent underwriter” (“QIU”), within the meaning of Rule 5121 of the Financial Industry Regulatory Authority, Inc. (“FINRA”) with respect to the offering and sale of the Public Securities and on the terms set forth herein. Ladenburg hereby consents to the reference to it as QIU set forth under the heading “Underwriting (Conflicts of In
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 18th, 2020 • Lifesci Acquisition II Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the __ day of _________, 2020, by and among LifeSci Acquisition II Corp., a Delaware corporation (the “Company”) and the undersigned parties listed under Investor on the signature page hereto (each, an “Investor” and collectively, the “Investors”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • November 18th, 2020 • Lifesci Acquisition II Corp. • Blank checks • New York
This Agreement is made as of _______, 2020 by and between LifeSci Acquisition II Corp. (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”).
LifeSci Acquisition II Corp.Underwriting Agreement • November 18th, 2020 • Lifesci Acquisition II Corp. • Blank checks
This letter is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between LifeSci Acquisition II Corp., a Delaware corporation (the “Company”) and LifeSci Capital LLC and Ladenburg Thalmann & Co., as representatives (the “Representatives”) of the Underwriters named in Schedule A thereto (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of shares of Common Stock of the Company, par value $0.0001 per share (the “Common Stock”). Certain capitalized terms used herein are defined in paragraph 14 hereof.
LIFESCI CAPITAL LLC New York, New York 10019 November [_], 2020Lifesci Acquisition II Corp. • November 18th, 2020 • Blank checks • New York
This is to confirm our agreement whereby LifeSci Acquisition II Corp., a Delaware corporation (“Company”), has requested LifeSci Capital LLC (“LifeSci”) and Ladenburg Thalmann & Co. Inc. (“Ladenburg”) (together, the “Advisors” and each an “Advisor”) to assist it in connection with the Company merging with, acquiring, engaging in a share exchange, recapitalization or reorganization, purchasing all or substantially all of the assets of, entering into contractual arrangements, or engaging in any other similar business combination (in each case, a “Business Combination”) with one or more businesses or entities (each a “Target”) as described in the Company’s Registration Statement on Form S-1 (File No. 333- 249480) filed with the Securities and Exchange Commission (collectively, the “Registration Statement”) in connection with its initial public offering (“IPO”).
STOCK ESCROW AGREEMENTStock Escrow Agreement • November 18th, 2020 • Lifesci Acquisition II Corp. • Blank checks • New York
This STOCK ESCROW AGREEMENT, dated as of ________, 2020 (“Agreement”), by and among LIFESCI ACQUISITION II CORP., a Delaware corporation (“Company”) and the initial shareholders listed on the signature pages hereto (collectively, the “Initial Shareholders”) and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation (“Escrow Agent”).
LIFESCI ACQUISITION II CORP.Lifesci Acquisition II Corp. • November 18th, 2020 • Blank checks
This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement (the “Registration Statement”) for the initial public offering (the “IPO”) of the securities of LifeSci Acquisition Corp. (the “Company”) and continuing until the earlier of (i) the consummation by the Company of an initial business combination or (ii) the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), LifeSci Capital LLC (“LC”) shall make available to the Company certain office space, secretarial and administrative services as may be required by the Company from time to time, situated at 250 W. 55th St., #3401, New York, NY 10019 (or any successor location). In exchange therefore, the Company shall pay LC a sum of $10,000 per month, respectively, on the Effective Date and continuing monthly thereafter until the Termination Date. LC hereby agrees that it
