COMPANY SUPPORT AGREEMENTCompany Support Agreement • August 11th, 2023 • Swiftmerge Acquisition Corp. • Blank checks • Delaware
This Company Support Agreement (this “Agreement”) is dated as of August 11, 2023, by and among the Persons set forth on Schedule I hereto (each, a “Company Stockholder” and, collectively, the “Company Stockholders”), Swiftmerge Acquisition Corp., a Cayman Islands exempted company (which shall de-register from the Register of Companies in the Cayman Islands by way of continuation out of the Cayman Islands and into the State of Delaware so as to migrate to and domesticate as a Delaware corporation prior to the Closing) (both before and after the Domestication, “Parent”), and HDL Therapeutics, Inc., a Delaware corporation (the “Company”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).
AMENDED AND RESTATED REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENTRegistration and Shareholder Rights Agreement • August 11th, 2023 • Swiftmerge Acquisition Corp. • Blank checks • New York
THIS AMENDED AND RESTATED REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of [•], 2023, is made and entered into by and among HDL Therapeutics, Inc., a Delaware corporation (the “Company”) (formerly known as Swiftmerge Acquisition Corp., a Cayman Islands exempted company, prior to its domestication as a Delaware corporation), Swiftmerge Holdings, LP, a Delaware limited partnership (the “Sponsor”), certain former stockholders of HDL Therapeutics, Inc., a Delaware corporation (“Target”), set forth on Schedule 1 hereto (such stockholders, the “Target Holders”) and other persons and entities (collectively with the Sponsor, the Target Holders and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 or Section 5.10 of this Agreement, the “Holders” and each, a “Holder”).
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • August 11th, 2023 • Swiftmerge Acquisition Corp. • Blank checks • Delaware
This Parent Support Agreement (this “Agreement”) is dated as of August 11, 2023, by and among Swiftmerge Holdings, LP, a Delaware limited partnership (the “Sponsor Holdco”), the additional Persons set forth on Schedule I hereto (together with the Sponsor Holdco, each, a “Sponsor” and, together, the “Sponsors”), Swiftmerge Acquisition Corp., a Cayman Islands exempted company (which shall de-register from the Register of Companies in the Cayman Islands by way of continuation out of the Cayman Islands and into the State of Delaware so as to migrate to and domesticate as a Delaware corporation prior to the Closing) (both before and after the Domestication, “Parent”), and HDL Therapeutics, Inc., a Delaware corporation (the “Company”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).
MERGER AGREEMENT dated August 11, 2023 by and among HDL Therapeutics, Inc., Swiftmerge Acquisition Corp. and IVCP Merger Sub, Inc.Merger Agreement • August 11th, 2023 • Swiftmerge Acquisition Corp. • Blank checks • Delaware
MERGER AGREEMENT dated as of August 11, 2023 (this “Agreement”), by and among HDL Therapeutics, Inc., a Delaware corporation (the “Company”), Swiftmerge Acquisition Corp., a Cayman Islands exempted company limited by shares (which shall de-register from the Register of Companies in the Cayman Islands by way of continuation out of the Cayman Islands and into the State of Delaware so as to migrate to and domesticate as a Delaware corporation prior to the Closing (as defined below)) (“Parent”), and IVCP Merger Sub, Inc., a Delaware corporation (“Merger Sub”).
LOCK-UP AGREEMENTLock-Up Agreement • August 11th, 2023 • Swiftmerge Acquisition Corp. • Blank checks
THIS LOCK-UP AGREEMENT (this “Agreement”) is dated as of [•], 2023 by and among HDL Therapeutics, Inc., a Delaware corporation (the “Parent”) (formerly known as Swiftmerge Acquisition Corp., a Cayman Islands exempted company prior to its domestication as a Delaware corporation), certain former shareholders, officers and directors of [•] (formerly known as HDL Therapeutics, Inc.), a Delaware corporation (“Target”), identified on the signature page and as set forth on Schedule I hereto (such shareholders, the “Target Holders”) and other persons and entities (collectively with the Target Holders and any person or entity who hereafter becomes a party to this Agreement, the “Holders” and each, a “Holder”).
