REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 11th, 2021 • Bright Lights Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 6, 2021, is made and entered into by and among Bright Lights Acquisition Corp., a Delaware corporation (the “Company”), Bright Lights Sponsor LLC, a Delaware limited liability company (the “Sponsor”) and the undersigned parties listed on the signature page hereto under “Holders” (each such party, including 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”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • January 11th, 2021 • Bright Lights Acquisition Corp. • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of January 6, 2021 by and between Bright Lights Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
INDEMNITY AGREEMENTIndemnity Agreement • January 11th, 2021 • Bright Lights Acquisition Corp. • Blank checks • Delaware
This INDEMNITY AGREEMENT (this “Agreement”) is made as of January 6, 2021, by and between Bright Lights Acquisition Corp., a Delaware corporation (the “Company”), and Ciara Wilson (“Indemnitee”).
Bright Lights Acquisition Corp. 12100 Wilshire Blvd, Suite 1150 Los Angeles, CA 90025Letter Agreement • January 11th, 2021 • Bright Lights Acquisition Corp. • Blank checks • New York
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Bright Lights Acquisition Corp., a Delaware corporation (the “Company”), and Jefferies LLC and Moelis & Company LLC, as representatives (the “Representatives”) of the several underwriters named therein (each an “Underwriter” and collectively, the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of up to 23,000,000 of the Company’s units (including up to 3,000,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one share of the Company’s Class A common stock, par value $0.0001 per share (“Class A Common Stock”), and one-half of one redeemable warrant. Each whole warrant (a “Warrant”) entitles the holder thereof to purchase one share of Class A Common Stock at a price of $11.50 per share, subject to adjustment as described in the P
WARRANT AGREEMENT BRIGHT LIGHTS ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated January 6, 2021Warrant Agreement • January 11th, 2021 • Bright Lights Acquisition Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated January 6, 2021, is by and between Bright Lights Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent”).
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • January 11th, 2021 • Bright Lights Acquisition Corp. • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of January 6, 2021 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and between Bright Lights Acquisition Corp., a Delaware corporation (the “Company”) and Bright Lights Sponsor LLC, a Delaware limited liability company (the “Purchaser”).
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • December 18th, 2020 • Bright Lights Acquisition Corp. • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of , 2020 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and between Bright Lights Acquisition Corp., a Delaware corporation (the “Company”) and Bright Lights Sponsor LLC, a Delaware limited liability company (the “Purchaser”).
20,000,000 Units Bright Lights Acquisition Corp. UNDERWRITING AGREEMENTUnderwriting Agreement • January 11th, 2021 • Bright Lights Acquisition Corp. • Blank checks • New York
BRIGHT LIGHTS ACQUISITION CORP. 12100 Wilshire Blvd Suite 1150 Los Angeles, CA 90025Bright Lights Acquisition Corp. • December 18th, 2020 • Blank checks • New York
Bright Lights Acquisition Corp., a Delaware corporation (the “Company”), is pleased to accept the offer Bright Lights Sponsor LLC, a Delaware limited liability company (the “Subscriber” or “you”) has made to purchase 5,750,000 shares of the Company’s Class B common stock (the “Shares”), $0.0001 par value per share (the “Class B Common Stock”), up to 750,000 of which are subject to complete or partial forfeiture by you if the underwriters of the Company’s initial public offering (“IPO”), if any, do not fully exercise their over-allotment option (the “Over-allotment Option”). For the purposes of this Agreement, references to “Common Stock” are to, collectively, the Class B Common Stock and the Company’s Class A common stock, $0.0001 par value per share (the “Class A Common Stock”). Pursuant to the Company’s certificate of incorporation, as amended to the date hereof (the “Charter”), shares of Class B Common Stock will automatically convert into shares of Class A Common Stock on a one-for
FORM OF STRATEGIC SERVICES AGREEMENTForm of Strategic Services Agreement • December 31st, 2020 • Bright Lights Acquisition Corp. • Blank checks • Delaware
This Agreement is made on this day of January, 2021 by and between Bright Lights Acquisition Corp., a Delaware corporation (the “Company”), and Hahn Lee (the “Strategic Consultant”). The Company and Strategic Consultant are sometimes hereinafter referred to singly as the “Party” and collectively as the “Parties.”
SUBSCRIPTION AGREEMENTSubscription Agreement • November 23rd, 2021 • Bright Lights Acquisition Corp. • Blank checks
This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into on November 22, 2021, by and between Bright Lights Acquisition Corp, a Delaware corporation (“Issuer”), Bright Lights Parent Corp., a Delaware corporation and subsidiary of the Issuer (“ParentCo”), and the undersigned subscriber (the “Investor”).
FIRST AMENDMENT TO SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • January 10th, 2022 • Bright Lights Acquisition Corp. • Blank checks
First Amendment to Sponsor Support Agreement (this “Amendment”), dated as of January 10, 2022, by and among Bright Lights Sponsor LLC, Michael Mahan, Ciara Wilson, Peter Guber, Mark Shapiro, Selena Kalvaria, Bright Lights Acquisition Corp. and Manscaped Holdings, LLC.
EQUITYHOLDER SUPPORT AGREEMENTEquityholder Support Agreement • November 23rd, 2021 • Bright Lights Acquisition Corp. • Blank checks • Delaware
This Equityholder Support Agreement (this “Agreement”) is dated as of November 22, 2021, by and among Bright Lights Acquisition Corp., a Delaware corporation and any successor thereof (“Bright Lights”), the Persons set forth on Schedule I attached hereto (each, a “Company Equityholder” and, collectively, the “Company Equityholders”), and Manscaped Holdings, LLC, a Delaware limited liability company (the “Company”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Business Combination Agreement.
ASSIGNMENT, ASSUMPTION AND AMENDMENT AGREEMENT among BRIGHT LIGHTS ACQUISITION CORP., BRIGHT LIGHTS PARENT CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated November 22, 2021Assignment, Assumption and Amendment Agreement • November 23rd, 2021 • Bright Lights Acquisition Corp. • Blank checks • New York
THIS ASSIGNMENT, ASSUMPTION AND AMENDMENT AGREEMENT (this “Agreement”), dated November 22, 2021, is made by and among Bright Lights Acquisition Corp., a Delaware corporation (the “Company”), Bright Lights Parent Corp., a Delaware corporation (“ParentCo”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent”), and amends the Warrant Agreement (the “Existing Warrant Agreement”), dated January 6, 2020, by and between the Company and the Warrant Agent. Capitalized terms used but not defined herein shall have the meaning ascribed to such terms in the Existing Warrant Agreement.
Bright Lights Acquisition Corp. 12100 Wilshire Blvd, Suite 1150 Los Angeles, CA 90025Bright Lights Acquisition Corp. • December 18th, 2020 • Blank checks • New York
This letter agreement by and between Bright Lights Acquisition Corp., a Delaware corporation (the “Company”), and Bright Lights Sponsor LLC, a Delaware limited liability company (the “Sponsor”), 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”) and continuing until the earlier of the consummation by the Company of an initial business combination and the Company’s liquidation (in each case as described in the Registration Statement on Form S-1 (File No. 333-[●]) filed with the Securities and Exchange Commission) (such earlier date hereinafter referred to as the “Termination Date”):
FIRST AMENDMENT TO BUSINESS COMBINATION AGREEMENTBusiness Combination Agreement • January 10th, 2022 • Bright Lights Acquisition Corp. • Blank checks
First Amendment to Business Combination Agreement (this “Amendment”), dated as of January 10, 2022, by and among Bright Lights Acquisition Corp., Bright Lights Parent Corp., Mower Intermediate Holdings, Inc., Mower Merger Sub Corp., Mower Merger Sub 2, LLC and Manscaped Holdings, LLC.
MUTUAL TERMINATION AND RELEASE AGREEMENTMutual Termination and Release Agreement • August 18th, 2022 • Bright Lights Acquisition Corp. • Blank checks • Delaware
This MUTUAL TERMINATION AND RELEASE AGREEMENT (this “Agreement”), dated as of August 18, 2022, is made and entered into by and among Bright Lights Acquisition Corp., a Delaware corporation (“Bright Lights”), Bright Lights Parent Corp., a Delaware corporation and a direct wholly owned subsidiary of Bright Lights (“ParentCo”), Mower Intermediate Holdings, Inc., a Delaware corporation and a direct wholly owned subsidiary of Bright Lights (“Intermediate Holdco”), Mower Merger Sub Corp., a Delaware corporation and a direct wholly owned subsidiary of Bright Lights (“Merger Sub Corp”), Mower Merger Sub 2, LLC, a Delaware limited liability company and a direct wholly owned subsidiary of Intermediate Holdco (“Merger Sub LLC”, together with Bright Lights, ParentCo, Intermediate Holdco, and Merger Sub Corp, the “BLTS Parties”), and Manscaped Holdings, LLC, a Delaware limited liability company (the “Company,” each of the Company and the BLTS Parties a “Party,” and collectively the “Parties” ). Cap
Bright Lights Acquisition Corp. 12100 Wilshire Blvd, Suite 1150 Los Angeles, CA 90025Bright Lights Acquisition Corp. • January 11th, 2021 • Blank checks • New York
This letter agreement by and between Bright Lights Acquisition Corp., a Delaware corporation (the “Company”), and Bright Lights Sponsor LLC, a Delaware limited liability company (the “Sponsor”), 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”) and continuing until the earlier of the consummation by the Company of an initial business combination and the Company’s liquidation (in each case as described in the Registration Statement on Form S-1, as amended (File No. 333-251513), filed with the Securities and Exchange Commission) (such earlier date hereinafter referred to as the “Termination Date”):
BUSINESS COMBINATION AGREEMENT by and among BRIGHT LIGHTS ACQUISITION CORP., Bright Lights Parent Corp., Mower Intermediate Holdings, Inc., Mower Merger Sub Corp., Mower Merger Sub 2, LLC and MANSCAPED HOLDINGS, LLC dated as of November 22, 2021Business Combination Agreement • November 23rd, 2021 • Bright Lights Acquisition Corp. • Blank checks • Delaware
This Business Combination Agreement, dated as of November 22, 2021 (this “Agreement”), is made and entered into by and among Bright Lights Acquisition Corp., a Delaware corporation (“Bright Lights”), Bright Lights Parent Corp., a Delaware corporation and a direct wholly owned subsidiary of Bright Lights (“ParentCo”), Mower Intermediate Holdings, Inc., a Delaware corporation and a direct wholly owned subsidiary of Bright Lights (“Intermediate Holdco”), Mower Merger Sub Corp., a Delaware corporation and a direct wholly owned subsidiary of Bright Lights (“Merger Sub Corp”), Mower Merger Sub 2, LLC, a Delaware limited liability company and a direct wholly owned subsidiary of Intermediate Holdco (“Merger Sub LLC”), and Manscaped Holdings, LLC, a Delaware limited liability company (the “Company”).
STRATEGIC SERVICES AGREEMENTStrategic Services Agreement • January 11th, 2021 • Bright Lights Acquisition Corp. • Blank checks • Delaware
This Agreement is made on this 6th day of January, 2021 by and between Bright Lights Acquisition Corp., a Delaware corporation (the “Company”), and Hahn Lee (the “Strategic Consultant”). The Company and Strategic Consultant are sometimes hereinafter referred to singly as the “Party” and collectively as the “Parties.”
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • November 23rd, 2021 • Bright Lights Acquisition Corp. • Blank checks • Delaware
This Sponsor Support Agreement (this “Sponsor Agreement”) is dated as of November 22, 2021, by and among Bright Lights Sponsor LLC, a Delaware limited liability company (the “Sponsor Holdco”), the Persons set forth on Schedule I hereto (together with the Sponsor Holdco, each, a “Sponsor” and, together, the “Sponsors”), Bright Lights Acquisition Corp., a Delaware corporation and any successor via merger thereto (“Bright Lights”), and Manscaped Holdings, LLC, a Delaware limited liability company (the “Company”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Business Combination Agreement.
