MSD Acquisition Corp. 645 Fifth Ave, 21st Floor New York, NY 10022 5910MSD Acquisition Corp. / New • February 19th, 2021 • New York
This agreement (this “Agreement”) is entered into on February 8, 2021 by and between MSD Sponsor Holdings, LLC, a Delaware limited liability company (the “Subscriber” or “you”), and MSD Acquisition Corp., a Cayman Islands exempted company (the “Company”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 14,375,000 Class B ordinary shares, $0.0001 par value per share (the “Shares”), up to 1,875,000 of which are subject to surrender and cancellation 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:
