REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 24th, 2012 • Collabrium Japan Acquisition Corp • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the 18th day of October, 2012, by and among Collabrium Japan Acquisition Corporation, a British Virgin Islands business corporation (the “Company”), and the undersigned parties listed under Investors on the signature page hereto (each, an “Investor” and collectively, the “Investors”).
WARRANT AGREEMENTWarrant Agreement • October 24th, 2012 • Collabrium Japan Acquisition Corp • Blank checks • New York
Agreement made as of October 18, 2012 between Collabrium Japan Acquisition Corporation, a British Virgin Islands business corporation, with offices at c/o Collabrium Advisors LLP, 16 Old Bond Street, London W1S 4PS (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 17 Battery Place, New York, New York 10004 (“Warrant Agent”).
UNDERWRITING AGREEMENT between COLLABRIUM JAPAN ACQUISITION CORPORATION and THE PRINCERIDGE GROUP LLC Dated: October 18, 2012Underwriting Agreement • October 24th, 2012 • Collabrium Japan Acquisition Corp • Blank checks • New York
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • October 24th, 2012 • Collabrium Japan Acquisition Corp • Blank checks • New York
This agreement (“Agreement”) is made as of October 18, 2012 by and between Collabrium Japan Acquisition Corporation (the “Company”), a British Virgin Islands business company, and Continental Stock Transfer & Trust Company (“Trustee”), a New York corporation. Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Registration Statement (as defined below).
Collabrium Japan Acquisition Corporation c/o Collabrium Advisors LLP London W1S 4PS The PrinceRidge Group LLC New York, NY 10019 Attn: General Counsel Re: Initial Public Offering Ladies and Gentlemen:Letter Agreement • October 24th, 2012 • Collabrium Japan Acquisition Corp • Blank checks • New York
This letter (“Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into, or proposed to be entered into, by and between Collabrium Japan Acquisition Corporation, a British Virgin Islands corporation (the “Company”), and The PrinceRidge Group LLC (the “Underwriter”), relating to an underwritten initial public offering (the “Offering”), of 4,000,000 of the Company’s units (the “Units”), each comprised of one ordinary share, no par value (“Ordinary Share”), and one warrant exercisable for one Ordinary Share (each, a “Warrant”). The Units sold in the Offering shall be listed on the Nasdaq Capital Market pursuant to a registration statement on Form F-1 and prospectus (the “Prospectus”) filed by the Company with the Securities and Exchange Commission (the “Commission”). Certain capitalized terms used herein are defined in paragraph 15 hereof.
