TIBR / Tiberius Acquisition Corp - Documents déposés auprès de la SEC, rapport annuel, procuration

Tiberius Acquisition Corp
US ˙ NASDAQ ˙ US88633A1079
CE SYMBOLE N'EST PLUS ACTIF

Statistiques de base
CIK 1662253
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Tiberius Acquisition Corp
SEC Filings (Chronological Order)
Cette page fournit une liste complète et chronologique des documents déposés auprès de la SEC, à l'exclusion des documents relatifs à la participation que nous fournissons ailleurs.
February 12, 2021 EX-2

POWER OF ATTORNEY For executing Schedules 13G and 13D, 13G/D Joint Filing Agreement and Form 13F

EX-2 3 d120595dex2.htm EX-2 Exhibit 2 POWER OF ATTORNEY For executing Schedules 13G and 13D, 13G/D Joint Filing Agreement and Form 13F Each of the undersigned entities represents that the individuals signing on behalf of the entity is duly authorized to do so, and hereby constitutes and appoints Eric Moss, Senior Vice-President, Deputy General Counsel and Chief Compliance Officer of Bank of Montre

February 12, 2021 EX-1

Joint Filing Agreement

Exhibit 1 Joint Filing Agreement In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, each of the undersigned entities, as applicable, pursuant to a duly executed power of attorney, hereby agrees to this and any future joint filing of Schedule 13G (including any and all amendments thereto) to be made on their behalf and further agrees to the filing of this Agreement as an Exhibit to such filing(s).

February 12, 2021 SC 13G/A

UNITED STATES Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* TIBERIUS ACQUISITION CORP (Name of Issuer) (Title of Class of Securities) (CUSIP Number) Dec 31, 2020

SC 13G/A UNITED STATES Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* TIBERIUS ACQUISITION CORP (Name of Issuer) COM (Title of Class of Securities) 88633A107 (CUSIP Number) Dec 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

March 13, 2020 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 13, 2020 TIBERIUS ACQUISITION CORPORATION (Exact Name of Registrant as Specified in Charter) Delaware 001-38422 81-0824240 (State or Other Jurisdiction of Incorporation) (Commis

March 13, 2020 425

TIBR / Tiberius Acquisition Corp 425 - Merger Prospectus - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 13, 2020 TIBERIUS ACQUISITION CORPORATION (Exact Name of Registrant as Specified in Charter) Delaware 001-38422 81-0824240 (State or Other Jurisdiction of Incorporation) (Commis

March 12, 2020 425

TIBR / Tiberius Acquisition Corp 425 - Merger Prospectus - FORM 425

Filed by Tiberius Acquisition Corporation This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Tiberius Acquisition Corporation Commission File Number: 001-38422 Date: March 12, 2020 IGI Receives Provisional NAIC Approval to Write U.

March 12, 2020 425

TIBR / Tiberius Acquisition Corp 425 - Merger Prospectus - FORM 425

Filed by International General Insurance Holdings Ltd. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Tiberius Acquisition Corporation Commission File Number: 001-38422 Date: March 12, 2020 IGI Receives Provisional NAIC Approval to Write U.S. E&S Busi

March 9, 2020 DEF 14A

TIBR / Tiberius Acquisition Corp DEF 14A - - DEFINITIVE PROXY STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant S Filed by a Party other than the Registrant £ Check the appropriate box: £ Preliminary Proxy Statement £ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) S Definitive Proxy State

March 2, 2020 EX-99.2

2

Exhibit 99.2 IGI NAMES NEW MAJORITY-INDEPENDENT BOARD OF DIRECTORS IN CONNECTION WITH ITS BUSINESS COMBINATION WITH TIBERIUS IGI Names New Majority-Independent Board of Directors in Connection with its Previously Announced Business Combination with Tiberius Acquisition Corp Wanda Mwaura To Be Newly Appointed as Independent Director DUBAI, United Arab Emirates, 24 February, 2020 - International Gen

March 2, 2020 425

TIBR / Tiberius Acquisition Corp 425 - Merger Prospectus - FORM 425

Filed by International General Insurance Holdings Ltd. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Tiberius Acquisition Corporation Commission File Number: 001-38422 Date: March 2, 2020

March 2, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 2, 2020 TIBERIUS ACQUISITION CORPORATION (Exact Name of Registrant as Specified in Charter) Delaware 001-38422 81-0824240 (State or Other Jurisdiction of Incorporation) (Commiss

March 2, 2020 EX-99.1

IGI Reports Preliminary Condensed Unaudited Financial Results for the Full Year 2019 and Issues Updated Business Outlook Guidance

Exhibit 99.1 IGI Reports Preliminary Condensed Unaudited Financial Results for the Full Year 2019 and Issues Updated Business Outlook Guidance DUBAI, United Arab Emirates, 2 March, 2020 - International General Insurance Holdings Limited (“IGI” or the “Company”) today reported preliminary condensed unaudited financial results for the full year 2019. Highlights of full year 2019 unaudited results in

March 2, 2020 DEFA14A

TIBR / Tiberius Acquisition Corp DEFA14A - - DEFINITIVE ADDITIONAL MATERIALS

SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☒ Definitive Additional Materials ☐ Soliciting Material Under Rule 14a-12 TIBERIUS ACQUISITION CORPORATION (Name of Registrant as Specified in Its Charter) (Name of Person(s) Filing Proxy Statement, if Other Than the Registrant) Payment of Filing Fee (Check the appropriate box): ☐ No fee required.

February 27, 2020 425

1

Filed by Tiberius Acquisition Corporation This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Tiberius Acquisition Corporation Commission File Number: 001-38422 Date: February 27, 2020 Tiberius Acquisition Corporation Announces Record and Meeting Dates for Special Meeting to Approve One-Month Extension to Complete Business Combination Special Meeting to be Cancelled if Business Combination is Completed by March 20, 2020 NEW ORLEANS, Louisiana, United States, Feb.

February 27, 2020 425

1

Filed by International General Insurance Holdings Ltd. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Tiberius Acquisition Corporation Commission File Number: 001-38422 Date: February 27, 2020 Tiberius Acquisition Corporation Announces Record and Meet

February 27, 2020 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box: ☒ Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Stat

February 26, 2020 425

Filed by International General Insurance Holdings Ltd.

Filed by International General Insurance Holdings Ltd. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Tiberius Acquisition Corporation Commission File Number: 001-38422 Date: February 26, 2020 IGI RECEIVES PRA AND FCA APPROVALS IN CONNECTION WITH ITS

February 26, 2020 425

Filed by Tiberius Acquisition Corporation

Filed by Tiberius Acquisition Corporation This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Tiberius Acquisition Corporation Commission File Number: 001-38422 Date: February 26, 2020 IGI RECEIVES PRA AND FCA APPROVALS IN CONNECTION WITH ITS PREVIOUSLY AN

February 24, 2020 425

2

Filed by International General Insurance Holdings Ltd. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Tiberius Acquisition Corporation Commission File Number: 001-38422 Date: February 24, 2020 IGI NAMES NEW MAJORITY-INDEPENDENT BOARD OF DIRECTORS IN C

February 24, 2020 425

IGI Announces that the SEC Has Declared its Form F-4 Effective in Connection with its Previously Announced Business Combination with Tiberius Acquisition Corp

Filed by Tiberius Acquisition Corporation This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Tiberius Acquisition Corporation Commission File Number: 001-38422 Date: February 21, 2020 IGI Announces that the SEC Has Declared its Form F-4 Effective in Conne

February 21, 2020 425

IGI Announces that the SEC Has Declared its Form F-4 Effective in Connection with its Previously Announced Business Combination with Tiberius Acquisition Corp

Filed by Tiberius Acquisition Corporation This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Tiberius Acquisition Corporation Commission File Number: 001-38422 Date: February 21, 2020 IGI Announces that the SEC Has Declared its Form F-4 Effective in Conne

February 21, 2020 425

IGI Announces that the SEC Has Declared its Form F-4 Effective in Connection with its Previously Announced Business Combination with Tiberius Acquisition Corp

Filed by International General Insurance Holdings Ltd. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Tiberius Acquisition Corporation Commission File Number: 001-38422 Date: February 21, 2020 IGI Announces that the SEC Has Declared its Form F-4 Effec

February 20, 2020 DEFM14A

TIBR / Tiberius Acquisition Corp DEFM14A - -

SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant S Filed by a Party other than the Registrant £ Check the appropriate box: £ Preliminary Proxy Statement £ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) S Definitive Proxy Statement £ Definitive Additional Materials £ Soliciting Material Under Rule 14a-12 TIBERIUS ACQUISITION CORPORATION (Name of Registrant as Specified in Its Charter) (Name of Person(s) Filing Proxy Statement, if Other Than the Registrant) Payment of Filing Fee (Check the appropriate box): £ No fee required.

February 19, 2020 EX-2.1

First Amendment to Business Combination Agreement, dated as of February 12, 2020.

Exhibit 2.1 FIRST AMENDMENT TO BUSINESS COMBINATION AGREEMENT This First Amendment (this “First Amendment”) to Business Combination Agreement is made and entered into effective as of February 12, 2020, by and among (i) Tiberius Acquisition Corporation, a Delaware corporation (including any successor thereto, “Purchaser”), (ii) Lagniappe Ventures LLC, a Delaware limited liability company (the “Spon

February 19, 2020 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

8-K 1 f8k021220tiberiusacq.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 12, 2020 TIBERIUS ACQUISITION CORPORATION (Exact Name of Registrant as Specified in Charter) Delaware 001-38422 81-0824240 (Stat

February 19, 2020 EX-99.1

Tiberius Acquisition Corp. Announces Agreements for Additional Warrant Repurchase by Tiberius and Partial Forfeiture of Common Stock by its Sponsor

EX-99.1 4 f8k021220ex99-1tiberius.htm PRESS RELEASE, DATED FEBRUARY 13, 2020. Exhibit 99.1 Tiberius Acquisition Corp. Announces Agreements for Additional Warrant Repurchase by Tiberius and Partial Forfeiture of Common Stock by its Sponsor NEW ORLEANS, Feb. 13, 2020 /PRNewswire/ - Tiberius Acquisition Corp. (NASDAQ: TIBR) (“Tiberius”) today announced that it has entered into a warrant purchase agre

February 19, 2020 EX-10.1

Letter Agreement, dated as of February 12, 2020, among Tiberius, the Sponsor, Pubco and IGI.

Exhibit 10.1 Lagniappe Ventures LLC 3601 N. Interstate 10 Service Rd. W. Metairie, LA 70002, U.S.A. February 12, 2020 Tiberius Acquisition Corporation 3601 N. Interstate 10 Service Rd. W. Metairie, LA 70002, U.S.A. Attn: Andrew J. Poole, Chief Investment Officer Re: Letter Agreement Dear Andrew: Reference is hereby made to that certain Business Combination Agreement, dated as of October 10, 2019 (

February 18, 2020 PRER14A

TIBR / Tiberius Acquisition Corp PRER14A - - PROXY STATEMENT

SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

February 14, 2020 SC 13G

TIBR / Tiberius Acquisition Corp / BANK OF MONTREAL /CAN/ - SC 13G Passive Investment

SC 13G UNITED STATES Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) TIBERIUS ACQUISITION CORP (Name of Issuer) COM (Title of Class of Securities) 88633A107 (CUSIP Number) Dec 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedu

February 13, 2020 SC 13G/A

TIBR / Tiberius Acquisition Corp / Weiss Asset Management LP Passive Investment

=============================================================================== UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

February 13, 2020 425

Tiberius Acquisition Corp. Announces Agreements for Additional Warrant Repurchase by Tiberius and Partial Forfeiture of Common Stock by its Sponsor

Filed by International General Insurance Holdings Ltd. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Tiberius Acquisition Corporation Commission File Number: 001-38422 Date: February 13, 2020 Tiberius Acquisition Corp. Announces Agreements for Additi

February 13, 2020 425

Tiberius Acquisition Corp. Announces Agreements for Additional Warrant Repurchase by Tiberius and Partial Forfeiture of Common Stock by its Sponsor

Filed by Tiberius Acquisition Corporation This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Tiberius Acquisition Corporation Commission File Number: 001-38422 Date: February 13, 2020 Tiberius Acquisition Corp.

February 13, 2020 SC 13G/A

TIBR / Tiberius Acquisition Corp / Polar Asset Management Partners Inc. - FORM SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Tiberius Acquisition Corporation (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 88633A107 (CUSIP Number) December 31, 2019 (Date of Event which Requires Filing of this Statement) Check the appropriate box to d

February 10, 2020 10-K

Annual Report - ANNUAL REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38422 TIBERIUS ACQUISIT

February 10, 2020 425

TIBR / Tiberius Acquisition Corp 425 - Merger Prospectus - FORM 425

Filed by International General Insurance Holdings Ltd. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Tiberius Acquisition Corporation Commission File Number: 001-38422 Date: February 10, 2020 06/02/2020 00:00 IGI PRESIDENT WALEED JABSHEH’S INTERVIEW

February 10, 2020 425

TIBR / Tiberius Acquisition Corp 425 - Merger Prospectus - FORM 425

Filed by International General Insurance Holdings Ltd. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Tiberius Acquisition Corporation Commission File Number: 001-38422 Date: February 7, 2020 IGI Receives Two Additional Approvals in Connection with it

January 30, 2020 425

TIBR / Tiberius Acquisition Corp 425 - Merger Prospectus - FORM 425

Filed by International General Insurance Holdings Ltd. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Tiberius Acquisition Corporation Commission File Number: 001-38422 Date: January 30, 2020 IGI Receives Bermuda Monetary Authority Approval in Connect

January 30, 2020 425

TIBR / Tiberius Acquisition Corp 425 - Merger Prospectus - FORM 425

Filed by Tiberius Acquisition Corp. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Tiberius Acquisition Corporation Commission File Number: 001-38422 Date: January 30, 2020 IGI Receives Bermuda Monetary Authority Approval in Connection With Previously

January 14, 2020 SC 13G/A

TIBR / Tiberius Acquisition Corp / Linden Capital L.P. - SC 13G/A Passive Investment

SC 13G/A 1 d862491dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Tiberius Acquisition Corporation (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 88633A107 (CUSIP Number) December 31, 2019 (Date of Event which Requires Filing of this Stat

December 26, 2019 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 23, 2019 TIBERIUS ACQUISITION CORPORATION (Exact Name of Registrant as Specified in Charter) Delaware 001-38422 81-0824240 (State or Other Jurisdiction of Incorporation) (Com

December 11, 2019 EX-99.1

Investor Presentation

Exhibit 99.1

December 11, 2019 EX-99.1

Investor Presentation

EX-99.1 2 f8k121119ex99-1tiberiusacq.htm INVESTOR PRESENTATION Exhibit 99.1

December 11, 2019 425

TIBR / Tiberius Acquisition Corp 425 - Merger Prospectus - CURRENT REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 11, 2019 TIBERIUS ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-38422 81-0824240 (State or other jurisdiction of incorporation)

December 11, 2019 425

TIBR / Tiberius Acquisition Corp 425 - Merger Prospectus - FORM 425

Filed by International General Insurance Holdings Ltd. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Tiberius Acquisition Corporation Commission File Number: 001-38422 Date: December 11, 2019

December 11, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 11, 2019 TIBERIUS ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-38422 81-0824240 (State or other jurisdiction of incorporation)

December 10, 2019 PREM14A

TIBR / Tiberius Acquisition Corp PREM14A - - PRELIMINARY PROXY STATEMENTS RELATING TO MERGER OR ACQUISITION

SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

December 9, 2019 DEF 14A

TIBR / Tiberius Acquisition Corp DEF 14A - - PROXY STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant S Filed by a Party other than the Registrant £ Check the appropriate box: £ Preliminary Proxy Statement £ Confidential, for Use of Commission Only (as permitted by Rule 14a-6(e)(

November 27, 2019 425

TIBR / Tiberius Acquisition Corp 425 - Merger Prospectus - CURRENT REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 26, 2019 TIBERIUS ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-38422 81-0824240 (State or other jurisdiction of incorporation)

November 27, 2019 8-K

Other Events, Shareholder Director Nominations

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 26, 2019 TIBERIUS ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-38422 81-0824240 (State or other jurisdiction of incorporation)

November 20, 2019 425

TIBR / Tiberius Acquisition Corp 425 - Merger Prospectus - 425

Filed by International General Insurance Holdings Ltd. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Tiberius Acquisition Corporation Commission File Number: 001-38422 Date: November 20, 2019 INTERNATIONAL GENERAL INSURANCE HOLDINGS LIMITED IGI Inves

November 20, 2019 425

TIBR / Tiberius Acquisition Corp 425 - Merger Prospectus - 425

Filed by International General Insurance Holdings Ltd. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Tiberius Acquisition Corporation Commission File Number: 001-38422 Date: November 20, 2019 INTERNATIONAL GENERAL INSURANCE HOLDINGS LIMITED IGI Inves

November 20, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 20, 2019 TIBERIUS ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-38422 81-0824240 (State or other jurisdiction of incorporation)

November 20, 2019 EX-99.1

INTERNATIONAL GENERAL INSURANCE HOLDINGS LIMITED IGI Investor Presentation November 2019 Today’s Presenters Wasef JabshehFounder, Vice Chairman & CEOOver 50 years insurance experienceEstablished ADNIC(1), Middle East Insurance Brokers and Internation

Exhibit 99.1 INTERNATIONAL GENERAL INSURANCE HOLDINGS LIMITED IGI Investor Presentation November 2019 Today’s Presenters Wasef JabshehFounder, Vice Chairman & CEOOver 50 years insurance experienceEstablished ADNIC(1), Middle East Insurance Brokers and International Marine & General Insurance Co. in 1991, which was sold to HCC in 1994Previously on the board of HCC Insurance Waleed JabshehPresidentO

November 20, 2019 EX-99.2

Office 606, Level 6, Tower 1 Al Fattan Currency House

Exhibit 99.2 Office 606, Level 6, Tower 1 Al Fattan Currency House Dubai International Financial Centre, PO Box 506646 Dubai, United Arab Emirates November 20, 2019 International General Insurance Holdings Company (“IGI”) Trading Statement for the three months ended September 30, 2019 • Gross Premiums Written increased by 16% to $74 million (2018: $64 million) • Premium rates on renewal business i

November 20, 2019 425

TIBR / Tiberius Acquisition Corp 425 - Merger Prospectus - 425

Filed by International General Insurance Holdings Ltd. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Tiberius Acquisition Corporation Commission File Number: 001-38422 Date: November 20, 2019 Office 606, Level 6, Tower 1 Al Fattan Currency House Duba

November 20, 2019 425

TIBR / Tiberius Acquisition Corp 425 - Merger Prospectus - 425

Filed by International General Insurance Holdings Ltd. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Tiberius Acquisition Corporation Commission File Number: 001-38422 Date: November 20, 2019 Office 606, Level 6, Tower 1 Al Fattan Currency House Duba

November 12, 2019 10-Q

TIBR / Tiberius Acquisition Corp 10-Q - Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38422 TIBERIUS ACQUISITIO

October 18, 2019 SC 13G

TIBR / Tiberius Acquisition Corp / Linden Capital L.P. - SC 13G Passive Investment

SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Tiberius Acquisition Corporation (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 88633A107 (CUSIP Number) October 11, 2019 (Date of Event which Requires Filing of this Statement) Check the appropriate box t

October 18, 2019 EX-99.A

JOINT FILING AGREEMENT

EX-99.A EXHIBIT A JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13G with respect to the Common Stock of Tiberius Acquisition Corporation dated as of October 11, 2019 is, and any further amendments thereto signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securit

October 17, 2019 EX-10.14

Waiver Agreement, dated as of October 10, 2019, between Tiberius and Weiss Multi-Strategy Advisers LLC (incorporated by reference to Exhibit 10.14 of Tiberius’s Form 8-K (File No. 001-38422), filed with the SEC on October 17, 2019).

Exhibit 10.14 WAIVER AGREEMENT This WAIVER AGREEMENT (this “Agreement”) is entered into as of October 10, 2019, by and between Tiberius Acquisition Corporation, a Delaware corporation (“Tiberius”), and Weiss Multi-Strategy Advisers LLC (“Stockholder”). Tiberius and the Stockholder are sometimes referred to herein as a “Party” and collectively as the “Parties”. W I T N E S S E T H: WHEREAS, as of t

October 17, 2019 EX-10.12

Form of Subscription Agreement, dated as of October 10, 2019, between Tiberius and the subscriber named therein (incorporated by reference to Exhibit 10.12 to Tiberius’s current report on Form 8-K (File No. 001-38422) filed with the SEC on October 17, 2019).

Exhibit 10.12 SUBSCRIPTION AGREEMENT October 10, 2019 Tiberius Acquisition Corporation 3601 N Interstate 10 Service Rd W Metairie, LA 70002 Ladies and Gentlemen: In connection with the contemplated business combination (the “Transaction”) among Tiberius Acquisition Corporation, a Delaware corporation (together with any successor, the “Company”), and International General Insurance Holdings Ltd., a

October 17, 2019 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 10, 2019 TIBERIUS ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-38422 81-0824240 (State or other jurisdiction of incorporation) (

October 17, 2019 EX-10.5

Non-Competition Agreement, dated as of October 10, 2019, by Wasef Jabsheh in favor of and for the benefit of Tiberius, IGI Dubai, pursuant to a joinder thereto, the Company, and each of their respective present and future affiliates, successors and direct and indirect subsidiaries (incorporated by reference to Exhibit 10.5 to Tiberius’s current report Form 8-K (File No. 001-38422) filed with the SEC on October 17, 2019).

Exhibit 10.5 NON-COMPETITION AND NON-SOLICITATION AGREEMENT This Non-Competition and Non-Solicitation Agreement (this “Agreement”) is being executed and delivered as of October 10, 2019, by Wasef Jabsheh (the “Subject Party”) in favor of and for the benefit of Tiberius Acquisition Corporation, a Delaware corporation (“Purchaser”), International General Insurance Holdings Ltd., a company organized

October 17, 2019 EX-10.7

Lock-Up Agreement, dated as of October 10, 2019, by and among Lagniappe Ventures LLC in the capacity as the Purchaser Representative, Argo Re Limited and, pursuant to a joinder thereto, the Company (incorporated by reference to Exhibit 10.7 to Tiberius’s current report Form 8-K (File No. 001-38422) filed with the SEC on October 17, 2019).

Exhibit 10.7 LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of October 10, 2019, by and among (i) Lagniappe Ventures LLC, a Delaware limited liability company, in the capacity under the Business Combination Agreement (as defined below) as the Purchaser Representative (including any successor Purchaser Representative appointed in accordance with the Business

October 17, 2019 EX-10.11

Form of Amendment to Registration Rights Agreement by and among Tiberius, Pubco, Lagniappe Ventures LLC and the other “Holders” party thereto (incorporated by reference to Exhibit 10.11 of Tiberius’s Form 8-K (File No. 001-38422), filed with the SEC on October 17, 2019).

Exhibit 10.11 AMENDMENT TO REGISTRATION RIGHTS AGREEMENT THIS AMENDMENT TO REGISTRATION RIGHTS AGREEMENT (this “Amendment”) is made and entered into as of [●], by and among (i) Tiberius Acquisition Corporation, a Delaware corporation (together with its successors, the “Company”), (ii) [Pubco], a Bermuda exempted company (“Pubco”), (iii) Lagniappe Ventures LLC, a Delaware limited liability company

October 17, 2019 EX-10.1

Form of Share Exchange Agreement by and among IGI Dubai, Tiberius, the shareholder of IGI Dubai party thereto as a Seller, Wasef Jabsheh in the capacity as the Seller Representative thereunder, and the Company pursuant to a joinder thereto (incorporated by reference to Exhibit 10.1 to Tiberius’s current report Form 8-K (File No. 001-38422) filed with the SEC on October 17, 2019).

Exhibit 10.1 SHARE EXCHANGE AGREEMENT This Share Exchange Agreement (this “Exchange Agreement”) is made and entered into effective as of [●], by and among (i) International General Insurance Holdings Ltd., a company organized under the laws of the Dubai International Financial Centre (the “Company”), (ii) Tiberius Acquisition Corporation, a Delaware corporation (together with its successors, “Purc

October 17, 2019 EX-10.10

Form of Registration Rights Agreement by and among Pubco, Lagniappe Ventures LLC in the capacity as the Purchaser Representative, and the Sellers party thereto as “Investors” thereunder (incorporated by reference to Exhibit 10.10 of Tiberius’s Form 8-K (File No. 001-38422), filed with the SEC on October 17, 2019).

Exhibit 10.10 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of [●], by and among (i) [Pubco,] a Bermuda exempted company (including any successor entity thereto “Pubco”), (ii) Lagniappe Ventures LLC, a Delaware limited liability company, in the capacity under the Business Combination Agreement (defined below) as the Purchaser Representative

October 17, 2019 EX-10.3

Share Exchange Agreement, dated as of October 10, 2019, by and among IGI Dubai, Tiberius, Argo Re Limited as a Seller thereunder, Wasef Jabsheh in the capacity as the Seller Representative thereunder, and the Company pursuant to a joinder thereto (incorporated by reference to Exhibit 10.3 to Tiberius’s current report Form 8-K (File No. 001-38422) filed with the SEC on October 17, 2019).

Exhibit 10.3 SHARE EXCHANGE AGREEMENT This Share Exchange Agreement (this “Exchange Agreement”) is made and entered into effective as of October 10, 2019, by and among (i) International General Insurance Holdings Ltd., a company organized under the laws of the Dubai International Financial Centre (the “Company”), (ii) Tiberius Acquisition Corporation, a Delaware corporation (together with its succ

October 17, 2019 EX-10.13

Form of Subscription Agreement, dated as of October 10, 2019, between Tiberius and each of Michael Gray, Andrew Poole and the Gray Insurance Company (incorporated by reference to Exhibit 10.13 to Tiberius’s current report on Form 8-K (File No. 001-38422) filed with the SEC on October 17, 2019).

Exhibit 10.13 SUBSCRIPTION AGREEMENT October 10, 2019 Tiberius Acquisition Corporation 3601 N Interstate 10 Service Rd W Metairie, LA 70002 Ladies and Gentlemen: In connection with the contemplated business combination (the “Transaction”) among Tiberius Acquisition Corporation, a Delaware corporation (together with any successor, the “Company”), and International General Insurance Holdings Ltd., a

October 17, 2019 EX-10.2

Share Exchange Agreement, dated as of October 10, 2019, by and among IGI Dubai, Tiberius, Wasef Jabsheh as a Seller thereunder, Wasef Jabsheh in the capacity as the Seller Representative thereunder, and the Company pursuant to a joinder thereto (incorporated by reference to Exhibit 10.2 to Tiberius’s current report Form 8-K (File No. 001-38422) filed with the SEC on October 17, 2019).

EX-10.2 5 ex102.htm EXHIBIT 10.2 Exhibit 10.2 SHARE EXCHANGE AGREEMENT This Share Exchange Agreement (this “Exchange Agreement”) is made and entered into effective as of October 10, 2019 by and among (i) International General Insurance Holdings Ltd., a company organized under the laws of the Dubai International Financial Centre (the “Company”), (ii) Tiberius Acquisition Corporation, a Delaware cor

October 17, 2019 EX-2.1

Business Combination Agreement, dated as of October 10, 2019, by and among Tiberius Acquisition Corporation, Lagniappe Ventures LLC in the capacity as the Purchaser Representative thereunder, International General Insurance Holdings Ltd. and Wasef Jabsheh in the capacity as the Seller Representative thereunder, and the Company and Merger Sub pursuant to a joinder thereto (incorporated by reference to Exhibit 2.1 to Tiberius’s current report on Form 8-K (File No. 001-38422) filed with the SEC on October 17, 2019).

Exhibit 2.1 BUSINESS COMBINATION AGREEMENT by and among TIBERIUS ACQUISITION CORPORATION, as Purchaser, LAGNIAPPE VENTURES LLC, in the capacity as the Purchaser Representative, INTERNATIONAL GENERAL INSURANCE HOLDINGS LTD., as the Company, WASEF JABSHEH, in the capacity as the Seller Representative and, upon execution of a joinder hereto, the other Parties hereto Dated as of October 10, 2019 TABLE

October 17, 2019 EX-10.6

Lock-Up Agreement, dated as of October 10, 2019, by and among Lagniappe Ventures LLC in the capacity as the Purchaser Representative, Wasef Jabsheh and, pursuant to a joinder thereto, the Company (incorporated by reference to Exhibit 10.6 to Tiberius’s current report Form 8-K (File No. 001-38422) filed with the SEC on October 17, 2019).

Exhibit 10.6 LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of October 10, 2019, by and among (i) Lagniappe Ventures LLC, a Delaware limited liability company, in the capacity under the Business Combination Agreement (as defined below) as the Purchaser Representative (including any successor Purchaser Representative appointed in accordance with the Business

October 17, 2019 EX-10.4

Share Exchange Agreement, dated as of October 10, 2019, by and among IGI Dubai, Tiberius, Oman International Development & Investment Company SAOG as a Seller thereunder, Wasef Jabsheh in the capacity as the Seller Representative thereunder, and the Company pursuant to a joinder thereto (incorporated by reference to Exhibit 10.4 to Tiberius’s current report Form 8-K (File No. 001-38422) filed with the SEC on October 17, 2019).

Exhibit 10.4 SHARE EXCHANGE AGREEMENT This Share Exchange Agreement (this “Exchange Agreement”) is made and entered into effective as of October 10, 2019, by and among (i) International General Insurance Holdings Ltd., a company organized under the laws of the Dubai International Financial Centre (the “Company”), (ii) Tiberius Acquisition Corporation, a Delaware corporation (together with its succ

October 17, 2019 EX-1.1

Amendment to Underwriting Agreement, dated as of October 10, 2019, between Tiberius and Cantor Fitzgerald & Co. (incorporated by reference to Exhibit 1.1 of Tiberius’s Form 8-K (File No. 001-38422), filed with the SEC on October 17, 2019).

Exhibit 1.1 EXECUTION COPY Tiberius Acquisition Corporation 3601 N. Interstate 10 Service Rd. W. Metairie, LA 70002, U.S.A. October 10, 2019 Cantor Fitzgerald & Co. 499 Park Avenue New York, New York 10022 Re: Amendment to Underwriting Agreement Gentlemen: Reference is hereby made to that certain Underwriting Agreement, dated as of March 15, 2018 (the “Underwriting Agreement”), by and between Tibe

October 17, 2019 EX-10.15

Warrant Repurchase Agreement, dated as of October 10, 2019, between Tiberius and Church (incorporated by reference to Exhibit 10.14 of Tiberius’s Form 8-K (File No. 001-38422), filed with the SEC on October 17, 2019).

EX-10.15 18 ex1015.htm EXHIBIT 10.15 Exhibit 10.15 Warrant Purchase Agreement THIS WARRANT PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of October 10, 2019, by and between Tiberius Acquisition Corporation, a Delaware corporation (“Tiberius”), and Church Mutual Insurance Company, a Wisconsin corporation (“Church”). WHEREAS, Church is currently the record and beneficial owner of

October 17, 2019 EX-10.8

Lock-Up Agreement, dated as of October 10, 2019, by and among Lagniappe Ventures LLC in the capacity as the Purchaser Representative, Oman International Development & Investment Company SAOG and, pursuant to a joinder thereto, Pubco (incorporated by reference to Exhibit 10.8 of Tiberius’s Form 8-K (File No. 001-38422), filed with the SEC on October 17, 2019).

EX-10.8 11 ex108.htm EXHIBIT 10.8 Exhibit 10.8 LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of October 10, 2019, by and among (i) Lagniappe Ventures LLC, a Delaware limited liability company, in the capacity under the Business Combination Agreement (as defined below) as the Purchaser Representative (including any successor Purchaser Representative appoint

October 17, 2019 EX-10.9

Letter Agreement, dated as of October 10, 2019, by and among Lagniappe Ventures LLC, Tiberius, IGI Dubai, Wasef Jabsheh, Argo Re Limited and, pursuant to a joinder thereto, the Company (incorporated by reference to Exhibit 10.9 to Tiberius’s current report Form 8-K (File No. 001-38422) filed with the SEC on October 17, 2019).

Exhibit 10.9 EXECUTION COPY Lagniappe Ventures LLC 3601 N. Interstate 10 Service Rd. W. Metairie, LA 70002, U.S.A. October 10, 2019 Tiberius Acquisition Corporation 3601 N. Interstate 10 Service Rd. W. Metairie, LA 70002, U.S.A. Attn: Andrew J. Poole, Chief Investment Officer Re: Sponsor Share Letter Dear Andrew: Reference is hereby made to that certain Business Combination Agreement, dated as of

October 17, 2019 EX-10.2

SHARE EXCHANGE AGREEMENT

Exhibit 10.2 SHARE EXCHANGE AGREEMENT This Share Exchange Agreement (this “Exchange Agreement”) is made and entered into effective as of October 10, 2019 by and among (i) International General Insurance Holdings Ltd., a company organized under the laws of the Dubai International Financial Centre (the “Company”), (ii) Tiberius Acquisition Corporation, a Delaware corporation (together with its succe

October 17, 2019 EX-10.5

NON-COMPETITION AND NON-SOLICITATION AGREEMENT

Exhibit 10.5 NON-COMPETITION AND NON-SOLICITATION AGREEMENT This Non-Competition and Non-Solicitation Agreement (this “Agreement”) is being executed and delivered as of October 10, 2019, by Wasef Jabsheh (the “Subject Party”) in favor of and for the benefit of Tiberius Acquisition Corporation, a Delaware corporation (“Purchaser”), International General Insurance Holdings Ltd., a company organized

October 17, 2019 EX-10.13

SUBSCRIPTION AGREEMENT October 10, 2019

EX-10.13 16 ex1013.htm EXHIBIT 10.13 Exhibit 10.13 SUBSCRIPTION AGREEMENT October 10, 2019 Tiberius Acquisition Corporation 3601 N Interstate 10 Service Rd W Metairie, LA 70002 Ladies and Gentlemen: In connection with the contemplated business combination (the “Transaction”) among Tiberius Acquisition Corporation, a Delaware corporation (together with any successor, the “Company”), and Internation

October 17, 2019 EX-10.4

SHARE EXCHANGE AGREEMENT

EX-10.4 7 ex104.htm EXHIBIT 10.4 Exhibit 10.4 SHARE EXCHANGE AGREEMENT This Share Exchange Agreement (this “Exchange Agreement”) is made and entered into effective as of October 10, 2019, by and among (i) International General Insurance Holdings Ltd., a company organized under the laws of the Dubai International Financial Centre (the “Company”), (ii) Tiberius Acquisition Corporation, a Delaware co

October 17, 2019 EX-10.14

WAIVER AGREEMENT

Exhibit 10.14 WAIVER AGREEMENT This WAIVER AGREEMENT (this “Agreement”) is entered into as of October 10, 2019, by and between Tiberius Acquisition Corporation, a Delaware corporation (“Tiberius”), and Weiss Multi-Strategy Advisers LLC (“Stockholder”). Tiberius and the Stockholder are sometimes referred to herein as a “Party” and collectively as the “Parties”. W I T N E S S E T H: WHEREAS, as of t

October 17, 2019 EX-10.3

SHARE EXCHANGE AGREEMENT

EX-10.3 6 ex103.htm EXHIBIT 10.3 Exhibit 10.3 SHARE EXCHANGE AGREEMENT This Share Exchange Agreement (this “Exchange Agreement”) is made and entered into effective as of October 10, 2019, by and among (i) International General Insurance Holdings Ltd., a company organized under the laws of the Dubai International Financial Centre (the “Company”), (ii) Tiberius Acquisition Corporation, a Delaware co

October 17, 2019 EX-10.1

SHARE EXCHANGE AGREEMENT

EX-10.1 4 ex101.htm EXHIBIT 10.1 Exhibit 10.1 SHARE EXCHANGE AGREEMENT This Share Exchange Agreement (this “Exchange Agreement”) is made and entered into effective as of [●], by and among (i) International General Insurance Holdings Ltd., a company organized under the laws of the Dubai International Financial Centre (the “Company”), (ii) Tiberius Acquisition Corporation, a Delaware corporation (to

October 17, 2019 EX-10.6

LOCK-UP AGREEMENT

EX-10.6 9 ex106.htm EXHIBIT 10.6 Exhibit 10.6 LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of October 10, 2019, by and among (i) Lagniappe Ventures LLC, a Delaware limited liability company, in the capacity under the Business Combination Agreement (as defined below) as the Purchaser Representative (including any successor Purchaser Representative appointe

October 17, 2019 EX-10.15

Warrant Purchase Agreement

EX-10.15 18 ex1015.htm EXHIBIT 10.15 Exhibit 10.15 Warrant Purchase Agreement THIS WARRANT PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of October 10, 2019, by and between Tiberius Acquisition Corporation, a Delaware corporation (“Tiberius”), and Church Mutual Insurance Company, a Wisconsin corporation (“Church”). WHEREAS, Church is currently the record and beneficial owner of

October 17, 2019 EX-10.10

REGISTRATION RIGHTS AGREEMENT

Exhibit 10.10 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of [●], by and among (i) [Pubco,] a Bermuda exempted company (including any successor entity thereto “Pubco”), (ii) Lagniappe Ventures LLC, a Delaware limited liability company, in the capacity under the Business Combination Agreement (defined below) as the Purchaser Representative

October 17, 2019 EX-10.11

AMENDMENT TO REGISTRATION RIGHTS AGREEMENT

EX-10.11 14 ex1011.htm EXHIBIT 10.11 Exhibit 10.11 AMENDMENT TO REGISTRATION RIGHTS AGREEMENT THIS AMENDMENT TO REGISTRATION RIGHTS AGREEMENT (this “Amendment”) is made and entered into as of [●], by and among (i) Tiberius Acquisition Corporation, a Delaware corporation (together with its successors, the “Company”), (ii) [Pubco], a Bermuda exempted company (“Pubco”), (iii) Lagniappe Ventures LLC,

October 17, 2019 EX-2.1

BUSINESS COMBINATION AGREEMENT by and among TIBERIUS ACQUISITION CORPORATION, as Purchaser, LAGNIAPPE VENTURES LLC, in the capacity as the Purchaser Representative, INTERNATIONAL GENERAL INSURANCE HOLDINGS LTD., as the Company, WASEF JABSHEH, in the

Exhibit 2.1 BUSINESS COMBINATION AGREEMENT by and among TIBERIUS ACQUISITION CORPORATION, as Purchaser, LAGNIAPPE VENTURES LLC, in the capacity as the Purchaser Representative, INTERNATIONAL GENERAL INSURANCE HOLDINGS LTD., as the Company, WASEF JABSHEH, in the capacity as the Seller Representative and, upon execution of a joinder hereto, the other Parties hereto Dated as of October 10, 2019 TABLE

October 17, 2019 EX-1.1

Tiberius Acquisition Corporation 3601 N. Interstate 10 Service Rd. W. Metairie, LA 70002, U.S.A. October 10, 2019

EX-1.1 2 ex11.htm EXHIBIT 1.1 Exhibit 1.1 EXECUTION COPY Tiberius Acquisition Corporation 3601 N. Interstate 10 Service Rd. W. Metairie, LA 70002, U.S.A. October 10, 2019 Cantor Fitzgerald & Co. 499 Park Avenue New York, New York 10022 Re: Amendment to Underwriting Agreement Gentlemen: Reference is hereby made to that certain Underwriting Agreement, dated as of March 15, 2018 (the “Underwriting Ag

October 17, 2019 EX-10.7

LOCK-UP AGREEMENT

EX-10.7 10 ex107.htm EXHIBIT 10.7 Exhibit 10.7 LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of October 10, 2019, by and among (i) Lagniappe Ventures LLC, a Delaware limited liability company, in the capacity under the Business Combination Agreement (as defined below) as the Purchaser Representative (including any successor Purchaser Representative appoint

October 17, 2019 425

TIBR / Tiberius Acquisition Corp 425 - Merger Prospectus - 8-K

425 1 form8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 10, 2019 TIBERIUS ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-38422 81-0824240 (State or other jurisdictio

October 17, 2019 EX-10.8

LOCK-UP AGREEMENT

EX-10.8 11 ex108.htm EXHIBIT 10.8 Exhibit 10.8 LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of October 10, 2019, by and among (i) Lagniappe Ventures LLC, a Delaware limited liability company, in the capacity under the Business Combination Agreement (as defined below) as the Purchaser Representative (including any successor Purchaser Representative appoint

October 17, 2019 EX-10.9

Lagniappe Ventures LLC 3601 N. Interstate 10 Service Rd. W. Metairie, LA 70002, U.S.A. October 10, 2019

EX-10.9 12 ex109.htm EXHIBIT 10.9 Exhibit 10.9 EXECUTION COPY Lagniappe Ventures LLC 3601 N. Interstate 10 Service Rd. W. Metairie, LA 70002, U.S.A. October 10, 2019 Tiberius Acquisition Corporation 3601 N. Interstate 10 Service Rd. W. Metairie, LA 70002, U.S.A. Attn: Andrew J. Poole, Chief Investment Officer Re: Sponsor Share Letter Dear Andrew: Reference is hereby made to that certain Business C

October 17, 2019 EX-10.12

SUBSCRIPTION AGREEMENT October 10, 2019

EX-10.12 15 ex1012.htm EXHIBIT 10.12 Exhibit 10.12 SUBSCRIPTION AGREEMENT October 10, 2019 Tiberius Acquisition Corporation 3601 N Interstate 10 Service Rd W Metairie, LA 70002 Ladies and Gentlemen: In connection with the contemplated business combination (the “Transaction”) among Tiberius Acquisition Corporation, a Delaware corporation (together with any successor, the “Company”), and Internation

October 11, 2019 425

TIBR / Tiberius Acquisition Corp 425 - Merger Prospectus - 425

425 1 form425.htm 425 Filed by International General Insurance Holdings Ltd. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Tiberius Acquisition Corporation Commission File Number: 001-38422 Date: October 11, 2019 Office 606, Level 6, Tower 1 Al Fatta

October 11, 2019 425

TIBR / Tiberius Acquisition Corp 425 - Merger Prospectus - 425

Filed by Tiberius Acquisition Corporation This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Tiberius Acquisition Corporation Commission File Number: 001-38422 Date: October 11, 2019 IGI Investor Presentation October 2019 Today’s Presenters (1) Abu Dhabi National Insurance Company.

October 11, 2019 425

TIBR / Tiberius Acquisition Corp 425 - Merger Prospectus - 425

Filed by International General Insurance Holdings Ltd. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Tiberius Acquisition Corporation Commission File Number: 001-38422 Date: October 11, 2019 From: Wasef Jabsheh Date: October 11, 2019 at 6:31:22 AM GM

October 11, 2019 425

TIBR / Tiberius Acquisition Corp 425 - Merger Prospectus - 425

425 1 form425.htm 425 Filed by Tiberius Acquisition Corporation This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Tiberius Acquisition Corporation Commission File Number: 001-38422 Date: October 11, 2019 3601 N Interstate 10 Service Rd W Metairie, LA 700

October 11, 2019 425

TIBR / Tiberius Acquisition Corp 425 - Merger Prospectus - 425

Filed by International General Insurance Holdings Ltd. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Tiberius Acquisition Corporation Commission File Number: 001-38422 Date: October 11, 2019 IGI Investor Presentation October 2019 Today’s Presenters (

October 11, 2019 425

TIBR / Tiberius Acquisition Corp 425 - Merger Prospectus - 425

Filed by International General Insurance Holdings Ltd. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Tiberius Acquisition Corporation Commission File Number: 001-38422 Date: October 11, 2019 3601 N Interstate 10 Service Rd W Metairie, LA 70002 Phone

October 11, 2019 425

TIBR / Tiberius Acquisition Corp 425 - Merger Prospectus - 425

Filed by Tiberius Acquisition Corporation This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Tiberius Acquisition Corporation Commission File Number: 001-38422 Date: October 11, 2019 Office 606, Level 6, Tower 1 Al Fattan Currency House International Fina

October 11, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 10, 2019 TIBERIUS ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-38422 81-0824240 (State or other jurisdiction of incorporation) (

October 11, 2019 EX-99.2

3601 N Interstate 10 Service Rd W Metairie, LA 70002 Phone +1.504.754.6671 Tiberius Acquisition Corp. Announces Business Combination and NASDAQ Public Market Listing of International General Insurance Holdings Company

Exhibit 99.2 3601 N Interstate 10 Service Rd W Metairie, LA 70002 Phone +1.504.754.6671 Tiberius Acquisition Corp. Announces Business Combination and NASDAQ Public Market Listing of International General Insurance Holdings Company ❖ Transaction financing is fully committed from existing forward purchase agreements and current Tiberius investors who have agreed not to redeem alongside a significant

October 11, 2019 EX-99.1

IGI Investor Presentation October 2019 Today’s Presenters (1) Abu Dhabi National Insurance Company. Wasef JabshehFounder, Vice Chairman & CEOOver 50 years insurance experienceEstablished ADNIC(1), Middle East Insurance Brokers and International Marin

Exhibit 99.1 IGI Investor Presentation October 2019 Today’s Presenters (1) Abu Dhabi National Insurance Company. Wasef JabshehFounder, Vice Chairman & CEOOver 50 years insurance experienceEstablished ADNIC(1), Middle East Insurance Brokers and International Marine & General Insurance Co. in 1991, which was sold to HCC in 1994Previously on the board of HCC Insurance Joint oversight of underwriting

October 11, 2019 EX-99.1

IGI Investor Presentation October 2019 Today’s Presenters (1) Abu Dhabi National Insurance Company. Wasef JabshehFounder, Vice Chairman & CEOOver 50 years insurance experienceEstablished ADNIC(1), Middle East Insurance Brokers and International Marin

Exhibit 99.1 IGI Investor Presentation October 2019 Today’s Presenters (1) Abu Dhabi National Insurance Company. Wasef JabshehFounder, Vice Chairman & CEOOver 50 years insurance experienceEstablished ADNIC(1), Middle East Insurance Brokers and International Marine & General Insurance Co. in 1991, which was sold to HCC in 1994Previously on the board of HCC Insurance Joint oversight of underwriting

October 11, 2019 DEFA14A

TIBR / Tiberius Acquisition Corp DEFA14A - - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 10, 2019 TIBERIUS ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-38422 81-0824240 (State or other jurisdiction of incorporation) (

October 11, 2019 EX-99.2

3601 N Interstate 10 Service Rd W Metairie, LA 70002 Phone +1.504.754.6671 Tiberius Acquisition Corp. Announces Business Combination and NASDAQ Public Market Listing of International General Insurance Holdings Company

Exhibit 99.2 3601 N Interstate 10 Service Rd W Metairie, LA 70002 Phone +1.504.754.6671 Tiberius Acquisition Corp. Announces Business Combination and NASDAQ Public Market Listing of International General Insurance Holdings Company ❖ Transaction financing is fully committed from existing forward purchase agreements and current Tiberius investors who have agreed not to redeem alongside a significant

August 30, 2019 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 30, 2019 (August 28, 2019) TIBERIUS ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-38422 81-0824240 (State or other jurisdiction of

August 30, 2019 EX-10.1

Promissory Note, dated August 28, 2019 (incorporated by reference to Exhibit 10.1 of Tiberius’s Form 8-K (File No. 001-38422), filed with the SEC on August 30, 2019).

Exhibit 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY

July 30, 2019 10-Q

TIBR / Tiberius Acquisition Corp 10-Q - Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38422 TIBERIUS ACQUISITION COR

May 2, 2019 10-Q

TIBR / Tiberius Acquisition Corp 10-Q Quarterly Report 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38422 TIBERIUS ACQUISITION CO

March 26, 2019 10-K

TIBR / Tiberius Acquisition Corp 10-K (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38422 TIBERIUS ACQUISIT

February 14, 2019 SC 13G/A

TIBR / Tiberius Acquisition Corp / BOOTHBAY FUND MANAGEMENT, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Tiberius Acquisition Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 88633A107 (CUSIP Number) December 31, 2018 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which t

February 14, 2019 SC 13G/A

TIBR / Tiberius Acquisition Corp / BOOTHBAY FUND MANAGEMENT, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Tiberius Acquisition Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 88633A206 (CUSIP Number) December 31, 2018 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which t

February 14, 2019 SC 13G/A

TIBR / Tiberius Acquisition Corp / AQR CAPITAL MANAGEMENT LLC - AQR CAPITAL MANAGEMENT LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Tiberius Acquisition Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 88633A107 (CUSIP Number) December 31, 2018 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate

February 14, 2019 SC 13G/A

TIBR / Tiberius Acquisition Corp / Weiss Asset Management LP Passive Investment

SC 13G/A 1 tibr13ga31dec2018.htm =============================================================================== UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.1)* TIBERIUS ACQUISITION CORPORATION - (Name of Issuer) Common Stock, par value $0.0001 per share - (Title of Class of Securities) 88633A107 - (

February 13, 2019 EX-99.1

JOINT FILING AGREEMENT

EXHIBIT 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to shares of common stock, $0.

February 13, 2019 SC 13G

TIBR / Tiberius Acquisition Corp / Lagniappe Ventures Llc - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 Tiberius Acquisition Corporation (Name of Issuer) COMMON STOCK, PAR VALUE $0.0001 (Title of Class of Securities) 88633A107 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to w

February 13, 2019 SC 13G

TIBR / Tiberius Acquisition Corp / Hgc Investment Management Inc. - SC 13G Passive Investment

HGC Investment Management Inc.: Schedule 13G - Filed by newsfilecorp.com UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Tiberius Acquisition Corporation (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 88633A107 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this

February 12, 2019 SC 13G/A

TIBR / Tiberius Acquisition Corp / Weiss Multi-Strategy Advisers LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

February 11, 2019 SC 13G

TIBR / Tiberius Acquisition Corp / Polar Asset Management Partners Inc. - SC 13G Passive Investment

SC 13G 1 sc13gtiberius.htm SC 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Tiberius Acquisition Corporation (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 88633A107 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the app

November 1, 2018 10-Q

TIBR / Tiberius Acquisition Corp 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38422 TIBERIUS ACQUISITIO

July 30, 2018 10-Q

TIBR / Tiberius Acquisition Corp 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38422 TIBERIUS ACQUISITION COR

May 8, 2018 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 8, 2018 (May 2, 2018) TIBERIUS ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-38422 81-0824240 (State or other jurisdiction of incorpo

May 8, 2018 10-Q

TIBR / Tiberius Acquisition Corp 10-Q (Quarterly Report)

UNITED STATES

May 7, 2018 SC 13G

TIBR / Tiberius Acquisition Corp / Weiss Asset Management LP Passive Investment

=============================================================================== UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

April 13, 2018 SC 13G

TIBR / Tiberius Acquisition Corp / BOOTHBAY FUND MANAGEMENT, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. N/A)* Tiberius Acquisition Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 88633A107 (CUSIP Number) April 10, 2018 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which th

April 10, 2018 SC 13G

TIBR / Tiberius Acquisition Corp / AQR CAPITAL MANAGEMENT LLC - AQR CAPITAL MANAGEMENT LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Tiberius Acquisition Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 88633A107 (CUSIP Number) March 16, 2018 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to

April 9, 2018 EX-99.1

TIBERIUS ACQUISITION CORPORATION COMMON STOCK AND WARRANTS TO COMMENCE TRADING SEPARATELY ON APRIL 10, 2018

Exhibit 99.1 TIBERIUS ACQUISITION CORPORATION COMMON STOCK AND WARRANTS TO COMMENCE TRADING SEPARATELY ON APRIL 10, 2018 Metairie, LA and New York, NY – April 9, 2018 –Tiberius Acquisition Corporation (the “Company”) (NASDAQ: TIBRU) announced today that the holders of the Company’s units may elect to separately trade the common stock and warrants underlying the units commencing on April 10, 2018.

April 9, 2018 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 9, 2018 TIBERIUS ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-38422 81-0824240 (State or other jurisdiction of incorporation) (Com

April 3, 2018 EX-10.1

Sponsor Promissory Note, dated March 28, 2018 (incorporated by reference to Exhibit 10.1 of Tiberius’s Form 8-K (File No. 001-38422), filed with the SEC on April 3, 2018).

Exhibit 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY

April 3, 2018 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 3, 2018 (March 28, 2018) TIBERIUS ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-38422 81-0824240 (State or other jurisdiction of in

April 3, 2018 EX-99.2

Tiberius Acquisition Corporation Announces Closing of Underwriters’ Full Over-Allotment Option in Connection with its Initial Public Offering

Exhibit 99.2 Tiberius Acquisition Corporation Announces Closing of Underwriters’ Full Over-Allotment Option in Connection with its Initial Public Offering Metairie, LA and New York, NY – March 28, 2018 – Tiberius Acquisition Corporation (NASDAQ:TIBRU) (the “Company”) announced today the closing of the issuance of an additional 2,250,000 units pursuant to the underwriters’ over-allotment option in

April 3, 2018 EX-99.1

Pro

Exhibit 99.1 March 20, 2018 Pro Forma Adjustments As Adjusted ASSETS (Unaudited) (Unaudited) Cash 1,278,124 - 1,278,124 Prepaid expenses 44,388 - 44,388 Current assets 1,322,512 - 1,322,512 Cash held in Trust Account 151,500,000 22,725,000 174,225,000 Total assets 152,822,512 22,725,000 175,547,512 LIABILITIES AND STOCKHOLDERS’ EQUITY Accounts payable 119,576 - 119,576 Related party advances 69,54

March 26, 2018 EX-99.1

Tiberius Acquisition Corporation

Exhibit 99.1 Tiberius Acquisition Corporation Report of Independent Registered Public Accounting Firm F-2 Financial Statements: Balance Sheet F-3 Notes to Balance Sheet F-4 F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Directors of Tiberius Acquisition Corporation Opinion on the Financial Statements We have audited the accompanying balance sheet of Ti

March 26, 2018 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 26, 2018 (March 20, 2018) TIBERIUS ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-38387 82-2657796 (State or other jurisdiction of i

March 21, 2018 EX-4.1

Warrant Agreement, dated as of March 15, 2018, between Continental Stock Transfer & Trust Company and Tiberius (incorporated herein by reference to Exhibit 4.1 to Tiberius’s current report on Form 8-K (File No. 001-38422) filed with the SEC on March 21, 2018).

Exhibit 4.1 WARRANT AGREEMENT between TIBERIUS ACQUISITION CORPORATION and CONTINENTAL STOCK TRANSFER & TRUST COMPANY THIS WARRANT AGREEMENT (this “Agreement”), dated as of March 15, 2018, is by and between Tiberius Acquisition Corporation, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”). WHEREAS

March 21, 2018 EX-10.5

Sponsor Promissory Note, dated March 20, 2018 (incorporated by reference to Exhibit 10.5 of Tiberius’s Form 8-K (File No. 001-38422), filed with the SEC on March 21, 2018).

Exhibit 10.5 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY

March 21, 2018 EX-10.2

Investment Management Trust Account Agreement, dated March 15, 2018, between Continental Stock Transfer & Trust Company and Tiberius (incorporated by reference to Exhibit 10.2 of Tiberius’s Form 8-K (File No. 001-38422), filed with the SEC on March 21, 2018).

Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of March 15, 2018, by and between Tiberius Acquisition Corporation, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registration statement on Form S-1, File No. 33

March 21, 2018 EX-1.1

Underwriting Agreement, dated March 15, 2018, by and among the Company and Cantor Fitzgerald & Co., as representatives of the several underwriters. (1)

EX-1.1 2 s001980x12ex1-1.htm EXHIBIT 1.1 Exhibit 1.1 UNDERWRITING AGREEMENT between TIBERIUS ACQUISITION CORPORATION and CANTOR FITZGERALD & CO. Dated: March 15, 2018 TIBERIUS ACQUISITION CORPORATION UNDERWRITING AGREEMENT New York, New York March 15, 2018 Cantor Fitzgerald & Co. 499 Park Avenue New York, New York 10022 As Representative of the Underwriters named on Schedule A hereto Ladies and Ge

March 21, 2018 EX-10.1

Letter Agreement, dated as of March 15, 2018, by and between Tiberius, its officers, directors and Lagniappe Ventures LLC (incorporated by reference to Exhibit 10.1 to Tiberius’s current report on Form 8-K (File No. 001-38422) filed with the SEC on March 21, 2018).

Exhibit 10.1 March 15, 2018 Tiberius Acquisition Corporation 3601 N Interstate 10 Service Rd W Metairie, LA 70002 Re: Initial Public Offering Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) to be entered into by and among Tiberius Acquisition Corporation, a Delaware corporation (the “Company”),

March 21, 2018 EX-99.2

Tiberius Acquisition Corporation Announces Closing of $150,000,000 Initial Public Offering

Exhibit 99.2 Tiberius Acquisition Corporation Announces Closing of $150,000,000 Initial Public Offering Metairie, LA and New York, NY – March 20, 2018 – Tiberius Acquisition Corporation (NASDAQ:TIBRU) (the "Company") announced today that it closed its initial public offering of 15,000,000 units. The offering was priced at $10.00 per unit, resulting in gross proceeds of $150,000,000. The Company's

March 21, 2018 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 20, 2018 (March 15, 2018) TIBERIUS ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-38422 81-0824240 (State or other jurisdiction of i

March 21, 2018 EX-10.3

Registration Rights Agreement, dated as of March 15, 2018, among Tiberius, Lagniappe Ventures LLC and the other parties thereto (incorporated by reference to Exhibit 10.3 to Tiberius’s current report on Form 8-K (File No. 001-38422) filed with the SEC on March 21, 2018).

Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 15, 2018, is made and entered into by and among Tiberius Acquisition Corporation, a Delaware corporation (the “Company”), Lagniappe Ventures LLC, a Delaware limited liability company (the “Sponsor”) and the undersigned parties listed under Holder on the signature page hereto (each su

March 21, 2018 EX-3.1

Amended and Restated Certificate of Incorporation of Tiberius (incorporated by reference to Exhibit 3.1 of Tiberius’s Form 8-K (File No. 001-38422), filed with the SEC on March 21, 2018).

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF TIBERIUS ACQUISITION CORPORATION March 15, 2018 Tiberius Acquisition Corporation, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “Tiberius Acquisition Corporation” The original certificate of incorporation of the Corpo

March 21, 2018 EX-10.4

Administrative Services Agreement, dated March 15, 2018, between Tiberius and Lagniappe Ventures LLC (incorporated by reference to Exhibit 10.4 of Tiberius’s Form 8-K (File No. 001-38422), filed with the SEC on March 21, 2018).

EX-10.4 8 s001980x12ex10-4.htm EXHIBIT 10.4 Exhibit 10.4 TIBERIUS ACQUISITION CORPORATION 3601 N Interstate 10 Service Rd W Metairie, LA 70002 March 15, 2018 Lagniappe Ventures LLC 3601 N Interstate 10 Service Rd W Metairie, LA 70002 Re: Administrative Services Agreement Ladies and Gentlemen: This letter agreement by and between Tiberius Acquisition Corporation (the “Company”) and Lagniappe Ventur

March 21, 2018 EX-99.1

Tiberius Acquisition Corporation Announces Pricing of $150,000,000 Initial Public Offering

Exhibit 99.1 Tiberius Acquisition Corporation Announces Pricing of $150,000,000 Initial Public Offering Metairie, LA and New York, NY – March 15, 2018 – Tiberius Acquisition Corporation (the “Company”) announced today that it priced its initial public offering of 15,000,000 units at $10.00 per unit. The units will be listed on the Nasdaq Capital Market (“Nasdaq”) and trade under the ticker symbol

March 21, 2018 SC 13G

TIBR / Tiberius Acquisition Corp / BOOTHBAY FUND MANAGEMENT, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. N/A)* Tiberius Acquisition Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 88633A206 (CUSIP Number) March 16, 2018 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which th

March 16, 2018 424B4

TIBERIUS ACQUISITION CORPORATION $150,000,000 15,000,000 Units

TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(4) Registration No. 333-223098 PROSPECTUS TIBERIUS ACQUISITION CORPORATION $150,000,000 15,000,000 Units Tiberius Acquisition Corporation is a blank check company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses, which we

March 14, 2018 8-A12B

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 TIBERIUS ACQUISITION CORPORATION (Exact Name of Regist

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 TIBERIUS ACQUISITION CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 81-0824240 (State of Incorporation or Organization) (I.R.S. Employer Identification No.) 3601 N Interstate

March 13, 2018 CORRESP

TIBR / Tiberius Acquisition Corp CORRESP

CORRESP 1 filename1.htm March 13, 2018 VIA EDGAR Erin E. Martin, Special Counsel Office of Financial Services United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Tiberius Acquisition Corporation Registration Statement on Form S-1 Filed February 20, 2018, as amended File No. 333-223098 Dear Ms. Martin: Pursuant to Rule 461 of the General Rules and Regulati

March 13, 2018 CORRESP

TIBR / Tiberius Acquisition Corp CORRESP

Tiberius Acquisition Corp. 3601 N Interstate 10 Service Rd W Metairie, LA 70002 March 13, 2018 VIA EDGAR Erin E. Martin, Special Counsel, Office of Financial Services U.S. Securities and Exchange Commission 100 F Street, N.E. Mail Stop 4720 Washington, DC 20549 Re: Tiberius Acquisition Corp. Registration Statement on Form S-1 Filed February 14, 2018, as amended File No. 333-223098 Dear Ms. Martin:

March 7, 2018 S-1/A

As filed with the U.S. Securities and Exchange Commission on March 7, 2018.

TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on March 7, 2018. Registration No. 333-223098 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Tiberius Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 6770 81-0824240 (State or

March 7, 2018 EX-10.13

CONVERTIBLE PROMISSORY NOTE

Exhibit 10.13 THIS PROMISSORY NOTE ("NOTE") HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY

March 7, 2018 EX-4.3

Specimen Warrant Certificate of Tiberius (incorporated by reference to Exhibit 4.3 of Tiberius’s Form S-1/A-1 (File No. 333-223098), filed with the SEC on March 7, 2018).

Exhibit 4.3 [Form of Warrant Certificate] [FACE] Number Warrants THIS WARRANT SHALL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW TIBERIUS ACQUISITION CORP. Incorporated Under the Laws of the State of Delaware CUSIP 88633A115 Warrant Certificate This Warrant Certificate certifies that , or registered assigns, is the re

March 7, 2018 EX-1.1

UNDERWRITING AGREEMENT TIBERIUS ACQUISITION CORPORATION CANTOR FITZGERALD & CO. Dated: _____________, 2018 TIBERIUS ACQUISITION CORPORATION UNDERWRITING AGREEMENT

Exhibit 1.1 UNDERWRITING AGREEMENT between TIBERIUS ACQUISITION CORPORATION and CANTOR FITZGERALD & CO. Dated: , 2018 TIBERIUS ACQUISITION CORPORATION UNDERWRITING AGREEMENT New York, New York , 2018 Cantor Fitzgerald & Co. 499 Park Avenue New York, New York 10022 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: The undersigned, Tiberius Acquisition Corporatio

March 7, 2018 EX-99.3

Consent to be Named as a Director Nominee

Exhibit 99.3 Consent to be Named as a Director Nominee In connection with the filing by Tiberius Acquisition Corp. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of Tiberius Ac

March 7, 2018 EX-99.6

Consent to be Named as a Director Nominee

EX-99.6 25 s001980x7ex99-6.htm EXHIBIT 99.6 Exhibit 99.6 Consent to be Named as a Director Nominee In connection with the filing by Tiberius Acquisition Corp. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nomi

March 7, 2018 EX-10.11

Forward Purchase Contract, dated as of January 19, 2018, between the Registrant and Imua T Capital Investments, LLC (incorporated by reference to Exhibit 10.11 to Tiberius’s Registration Statement on Form S-1 (File No. 333-223098) filed with the SEC on March 7, 2018).

Exhibit 10.11 Tiberius Acquisition Corporation 3601 N Interstate 10 Service Rd W Metairie, LA 70002 January 19, 2018 Imua T Capital Investments, LLC P.O. Box 247 New Canaan, CT 06840 Re: Forward Purchase Contract Ladies and Gentlemen: We are pleased to accept the offer Imua T Capital Investments, LLC (the “Subscriber” or “you”) has made to purchase an aggregate of 125,000 shares (the “Shares”) of

March 7, 2018 EX-10.8

TIBERIUS ACQUISITION CORP. 3601 N Interstate 10 Service Rd W Metairie, LA 70002 [ ], 2018

Exhibit 10.8 TIBERIUS ACQUISITION CORP. 3601 N Interstate 10 Service Rd W Metairie, LA 70002 [ ], 2018 Lagniappe Ventures LLC 3601 N Interstate 10 Service Rd W Metairie, LA 70002 Re: Administrative Services Agreement Ladies and Gentlemen: This letter agreement by and between Tiberius Acquisition Corp. (the ?Company?) and Lagniappe Ventures LLC (?Lagniappe?), dated as of the date hereof, will confi

March 7, 2018 EX-10.9

Forward Purchase Contract, dated as of November 9, 2017, between the Registrant and Church Mutual Insurance Company (incorporated by reference to Exhibit 10.9 to Tiberius’s Registration Statement on Form S-1 (File No. 333-223098) filed with the SEC on March 7, 2018).

Exhibit 10.9 Tiberius Acquisition Corporation 3601 N Interstate 10 Service Rd W Metairie, LA 70002 November 9, 2017 Church Mutual Insurance Company 3000 Schuster Lane Merrill, WI 54452 Re: Forward Purchase Contract Ladies and Gentlemen: We are pleased to accept the offer Church Mutual Insurance Company (the “Subscriber” or “you”) has made to purchase an aggregate of (i) 1,500,000 units (the “Units

March 7, 2018 EX-14

Code of Ethics. (3)

Exhibit 14 CODE OF ETHICS OF TIBERIUS ACQUISITION CORP. 1. Introduction The Board of Directors (the ?Board?) of Tiberius Acquisition Corp. has adopted this code of ethics (this ?Code?), as amended from time to time by the Board and which is applicable to all of the directors, officers and employees (to the extent that employees are hired in the future) (each a ?person? as used herein) of the Compa

March 7, 2018 EX-4.4

WARRANT AGREEMENT TIBERIUS ACQUISITION CORP. CONTINENTAL STOCK TRANSFER & TRUST COMPANY

Exhibit 4.4 WARRANT AGREEMENT between TIBERIUS ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY THIS WARRANT AGREEMENT (this ?Agreement?), dated as of [], 2018, is by and between Tiberius Acquisition Corp., a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the ?Warrant Agent?). WHEREAS, on February 14,

March 7, 2018 EX-10.2

[Signature Page Follows]

Exhibit 10.2 [ ], 2018 Tiberius Acquisition Corp. 3601 N Interstate 10 Service Rd W Metairie, LA 70002 Re: Initial Public Offering Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) to be entered into by and among Tiberius Acquisition Corp., a Delaware corporation (the “Company”), and Cantor Fitzge

March 7, 2018 EX-10.12

Forward Purchase Contract, dated as of January 11, 2018, between the Registrant and Peter Wade (incorporated by reference to Exhibit 10.12 to Tiberius’s Registration Statement on Form S-1 (File No. 333-223098) filed with the SEC on March 7, 2018).

Exhibit 10.12 Tiberius Acquisition Corporation 3601 N Interstate 10 Service Rd W Metairie, LA 70002 January 11, 2018 Mr. Peter Wade 8914 Devlin Place Los Angeles, CA 90069 Re: Forward Purchase Contract Ladies and Gentlemen: We are pleased to accept the offer Mr. Peter Wade (the “Subscriber” or “you”) has made to purchase an aggregate of 125,000 shares (the “Shares”) of common stock of Tiberius Acq

March 7, 2018 EX-10.10

Forward Purchase Contract dated November 30, 2017 between the Registrant and Fayez Sarofim (incorporated by reference to Exhibit 10.10 to Tiberius’s Registration Statement on Form S-1 (File No. 333-223098) filed with the SEC on March 7, 2018).

EX-10.10 14 s001980x7ex10-10.htm EXHIBIT 10.10 Exhibit 10.10 Tiberius Acquisition Corporation 3601 N Interstate 10 Service Rd W Metairie, LA 70002 November 30, 2017 Fayez Sarofim 909 Fannin St Suite 2907 Houston, TX 77010 Re: Forward Purchase Contract Ladies and Gentlemen: We are pleased to accept the offer Fayez Sarofim (the “Subscriber” or “you”) has made to purchase an aggregate of 750,000 shar

March 7, 2018 EX-4.1

Specimen Unit Certificate of Tiberius (incorporated by reference to Exhibit 4.1 of Tiberius’s Form S-1/A-1 (File No. 333-223098), filed with the SEC on March 7, 2018).

Exhibit 4.1 NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 88633A206 TIBERIUS ACQUISITION CORP. UNITS CONSISTING OF ONE SHARE OF COMMON STOCK AND ONE WARRANT TO PURCHASE ONE SHARE OF COMMON STOCK THIS CERTIFIES THAT is the owner of Units. Each Unit (“Unit”) consists of one (1) share of common stock, par value $0.0001 per share (“Common Stock”), of Tiberius Acquisition Corp., a Delaware

March 7, 2018 EX-4.2

Specimen Common Stock Certificate of Tiberius (incorporated by reference to Exhibit 4.2 of Tiberius’s Form S-1/A-1 (File No. 333-223098), filed with the SEC on March 7, 2018).

Exhibit 4.2 NUMBER C- SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 88633A107 TIERIUS ACQUISITION CORP. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE COMMON STOCK This Certifies that is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF THE PAR VALUE OF $0.0001 EACH OF THE COMMON STOCK OF TIBERIUS ACQUISITION CORP. (THE ?CORPORATION?) transferable on the books of the Corporation in per

March 7, 2018 EX-99.5

Consent to be Named as a Director Nominee

Exhibit 99.5 Consent to be Named as a Director Nominee In connection with the filing by Tiberius Acquisition Corp. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of Tiberius Ac

March 7, 2018 EX-99.2

CHARTER OF THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF TIBERIUS ACQUISITION CORP.

Exhibit 99.2 CHARTER OF THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF TIBERIUS ACQUISITION CORP. I. PURPOSE OF THE COMMITTEE The purposes of the Compensation Committee (the “Committee”) of the Board of Directors (the “Board”) of Tiberius Acquisition Corp. (the “Company”) shall be to oversee the Company’s compensation and employee benefit plans and practices, including its executive compe

March 7, 2018 EX-99.1

TIBERIUS ACQUISITION CORP. AUDIT COMMITTEE CHARTER

EX-99.1 20 s001980x7ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 TIBERIUS ACQUISITION CORP. AUDIT COMMITTEE CHARTER 1. STATUS The Audit Committee (the “Committee”) is a committee of the Board of Directors (the “Board”) of Tiberius Acquisition Corp. (the “Company”). 2. PURPOSE The Committee is appointed by the Board for the primary purposes of: • Performing the Board’s oversight responsibilities as they re

March 7, 2018 EX-10.7

Form of Indemnity Agreement. (3)

Exhibit 10.7 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this ?Agreement?) is made as of [ ], 2018, by and between Tiberius Acquisition Corp., a Delaware corporation (the ?Company?), and (?Indemnitee?). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are provided with adequate prot

March 7, 2018 EX-10.3

INVESTMENT MANAGEMENT TRUST AGREEMENT

Exhibit 10.3 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this ?Agreement?) is made effective as of [ ], 2018, by and between Tiberius Acquisition Corp, a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation (the ?Trustee?). WHEREAS, the Company?s registration statement on Form S-1, File No. 333-223098 (th

March 7, 2018 EX-99.4

Consent to be Named as a Director Nominee

Exhibit 99.4 Consent to be Named as a Director Nominee In connection with the filing by Tiberius Acquisition Corp. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of Tiberius Ac

March 7, 2018 EX-3.2

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TIBERIUS ACQUISITION CORP. [ ], 2018

Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF TIBERIUS ACQUISITION CORP. [ ], 2018 Tiberius Acquisition Corp., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “Tiberius Acquisition Corp.” The original certificate of incorporation of the Corporation was filed with t

March 7, 2018 EX-10.4

REGISTRATION RIGHTS AGREEMENT

Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [ ], 2018, is made and entered into by and among Tiberius Acquisition Corp., a Delaware corporation (the “Company”), Lagniappe Ventures LLC, a Delaware limited liability company (the “Sponsor”) and the undersigned parties listed under Holder on the signature page hereto (each such party, t

February 20, 2018 EX-10.5

Securities Subscription Agreement, dated as of December 30, 2015, between Tiberius and Lagniappe Ventures LLC (incorporated herein by reference to Exhibit 10.5 to Tiberius’s Registration Statement on Form S-1 (File No. 333-223098) filed with the SEC on February 20, 2018).

Exhibit 10.5 Tiberius Acquisition Corporation c/o Sigma Capital Partners, 800 Third Avenue, Suite 1701 New York, NY 10022 December 30, 2015 Lagniappe Ventures LLC c/o Sigma Capital Partners, 800 Third Avenue, Suite 1701 New York, NY 10022 RE: Securities Subscription Agreement Ladies and Gentlemen: We are pleased to accept the offer Lagniappe Ventures LLC (the “Subscriber” or “you”) has made to pur

February 20, 2018 S-1

As filed with the U.S. Securities and Exchange Commission on February 20, 2018.

TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on February 20, 2018. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Tiberius Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 6770 81-0824240 (State or other jurisdiction o

February 20, 2018 EX-3.3

Bylaws of Tiberius (incorporated by reference to Exhibit 3.3 of Tiberius’s Form S-1 (File No. 333-223098), filed with the SEC on February 20, 2018).

Exhibit 3.3 BYLAWS OF TIBERIUS ACQUISITION CORPORATION (THE “CORPORATION”) ARTICLE I OFFICES Section 1.1. Registered Office. The registered office of the Corporation within the State of Delaware shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corporation or individual acting as the Corporation’s registered agent in

February 20, 2018 CORRESP

TIBR / Tiberius Acquisition Corp CORRESP

February 20, 2018 VIA EDGAR U.S. Securities and Exchange Commission 100 F Street, N.E. Mail Stop 4720 Washington, DC 20549 Attn: Erin E. Martin, Special Counsel, Office of Financial Services Re: Tiberius Acquisition Corporation Draft Registration Statement on Form S-1 Submitted January 30, 2018 CIK No. 0001662253 Dear Ms. Martin: Tiberius Acquisition Corporation (the “Company”, “we”, “us” or “our”

February 20, 2018 EX-10.6

Amended and Restated Sponsor Warrant Purchase Agreement, by and between Tiberius and Lagniappe Ventures LLC, dated as of February 15, 2018 (incorporated by reference to Exhibit 10.6 to Tiberius’s Registration Statement on Form S-1 (File No. 333-2230987) filed with the SEC on February 20, 2018).

Exhibit 10.6 AMENDED AND RESTATED SPONSOR WARRANTS PURCHASE AGREEMENT THIS AMENDED AND RESTATED SPONSOR WARRANTS PURCHASE AGREEMENT, dated as of February 14, 2018 (as it may from time to time be amended and including all exhibits referenced herein, this ?Agreement?), is entered into by and between Tiberius Acquisition Corporation, a Delaware corporation (the ?Company?), and Lagniappe Ventures LLC,

February 20, 2018 EX-10.1

AMENDED AND RESTATED PROMISSORY NOTE

Exhibit 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY

February 20, 2018 EX-3.1

Delaware The First State

Exhibit 3.1 Delaware The First State Page 1 I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF INCORPORATION OF ?TIBERIUS ACQUISITION CORPORATION?, FILED IN THIS OFFICE ON THE EIGHTEENTH DAY OF NOVEMBER, A.D. 2015, AT 12:05 O`CLOCK P.M. A FILED COPY OF THIS CERTIFICATE HAS BEEN FORWARDED TO THENEW CAST

January 30, 2018 DRSLTR

TIBR / Tiberius Acquisition Corp DRSLTR

January 30, 2018 VIA EDGAR U.S. Securities and Exchange Commission Office of Financial Services 100 F Street, N.E. Mail Stop 4720 Washington, DC 20549 Attn: Erin Martin Re: Tiberius Acquisition Corporation Amendment to Draft Registration Statement on Form S-1 Submitted December 13, 2017 CIK No. 0001662253 Dear Ms. Martin: Tiberius Acquisition Corporation (the “Company”, “we”, “us” or “our”) hereby

January 30, 2018 DRS/A

This is a confidential draft submission to the U.S. Securities and Exchange Commission on January 30, 2018 and is not being filed under the Securities Act of 1933, as amended.

TABLE OF CONTENTS This is a confidential draft submission to the U.S. Securities and Exchange Commission on January 30, 2018 and is not being filed under the Securities Act of 1933, as amended. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Tiberius Acquisition Corporation (Exact name of

December 13, 2017 DRSLTR

TIBR / Tiberius Acquisition Corp DRSLTR

Tiberius Acquisition Corporation 3601 N Interstate 10 Service Rd W Metairie, LA 70002 December 13, 2017 VIA EDGAR U.

December 13, 2017 DRS/A

This is a confidential draft submission to the U.S. Securities and Exchange Commission on December 13, 2017 and is not being filed under the Securities Act of 1933, as amended.

TABLE OF CONTENTS This is a confidential draft submission to the U.S. Securities and Exchange Commission on December 13, 2017 and is not being filed under the Securities Act of 1933, as amended. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Tiberius Acquisition Corporation (Exact name o

December 13, 2017 EX-10.1

AMENDED AND RESTATED PROMISSORY NOTE

Exhibit 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY

March 2, 2016 DRS/A

TIBR / Tiberius Acquisition Corp DRS/A - -

TABLE OF CONTENTS This is a confidential draft submission to the U.S. Securities and Exchange Commission on March 2, 2016 and is not being filed under the Securities Act of 1933, as amended. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Tiberius Acquisition Corporation (Exact name of re

March 2, 2016 DRSLTR

TIBR / Tiberius Acquisition Corp DRSLTR - -

Tiberius Acquisition Corporation c/o Sigma Capital Partners 800 Third Avenue, Suite 1701 New York, NY 10022 March 2, 2016 VIA EDGAR U.

January 26, 2016 EX-10.6

SPONSOR WARRANTS PURCHASE AGREEMENT

Exhibit 10.6 SPONSOR WARRANTS PURCHASE AGREEMENT THIS SPONSOR WARRANTS PURCHASE AGREEMENT, dated as of January 7, 2015 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and between Tiberius Acquisition Corporation, a Delaware corporation (the “Company”), and Lagniappe Ventures LLC, a Delaware limited liability company (the “

January 26, 2016 EX-3.3

BY LAWS tiberius Acquisition CORPoration (THE “CORPORATION”) ARTICLE I

Exhibit 3.3 BY LAWS OF tiberius Acquisition CORPoration (THE “CORPORATION”) ARTICLE I OFFICES Section 1.1. Registered Office. The registered office of the Corporation within the State of Delaware shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corporation or individual acting as the Corporation’s registered agent i

January 26, 2016 EX-10.5

Tiberius Acquisition Corporation c/o Sigma Capital Partners, 800 Third Avenue, Suite 1701 New York, NY 10022

Exhibit 10.5 Tiberius Acquisition Corporation c/o Sigma Capital Partners, 800 Third Avenue, Suite 1701 New York, NY 10022 December 30, 2015 Lagniappe Ventures LLC c/o Sigma Capital Partners, 800 Third Avenue, Suite 1701 New York, NY 10022 RE: Securities Subscription Agreement Ladies and Gentlemen: We are pleased to accept the offer Lagniappe Ventures LLC (the “Subscriber” or “you”) has made to pur

January 26, 2016 EX-10.1

PROMISSORY NOTE

Exhibit 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY

January 26, 2016 EX-3.1

Delaware The First State

Exhibit 3.1 Delaware The First State Page 1 I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF INCORPORATION OF “TIBERIUS ACQUISITION CORPORATION”, FILED IN THIS OFFICE ON THE EIGHTEENTH DAY OF NOVEMBER, A.D. 2015, AT 12:05 O`CLOCK P.M. A FILED COPY OF THIS CERTIFICATE HAS BEEN FORWARDED TO THE NEW CAS

January 26, 2016 DRS

TIBR / Tiberius Acquisition Corp DRS - -

TABLE OF CONTENTS This is a confidential draft submission to the U.S. Securities and Exchange Commission on January 26, 2016 and is not being filed under the Securities Act of 1933, as amended. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Tiberius Acquisition Corporation (Exact name of

Fintel data has been cited in the following publications:
Daily Mail Fox Business Business Insider Wall Street Journal The Washington Post Bloomberg Financial Times Globe and Mail
NASDAQ.com Reuters The Guardian Associated Press FactCheck.org Snopes Politifact
Federal Register The Intercept Forbes Fortune Magazine TheStreet Time Magazine Canadian Broadcasting Corporation International Business Times
Cambridge University Press Investopedia MarketWatch NY Daily News Entrepreneur Newsweek Barron's El Economista