Mga Batayang Estadistika
| CIK | 1835205 |
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 Ibere Pharmaceuticals Redeemable Warrants, each whole warrant exercisable for one Class A ordinary s
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| March 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-40119 Ibere Pharmaceuticals (Exact name of registrant as specified in it |
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| March 2, 2023 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on March 13, 2023, pursuant to the provisions of Rule 12d2-2 (a). |
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| February 15, 2023 |
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): February 15, 2023 Ibere Pharmaceuticals (Exact name of registrant as specified in its charter) Cayman Islands 001-40119 98-1564986 (State or other jurisdiction of incorporation) (Comm |
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| February 15, 2023 |
Ibere Pharmaceuticals Announces Redemption of Public Shares and Subsequent Dissolution Exhibit 99.1 FOR IMMEDIATE RELEASE Ibere Pharmaceuticals Announces Redemption of Public Shares and Subsequent Dissolution PHILADELPHIA, February 15, 2023 /PRNewswire/ — Ibere Pharmaceuticals (the “Company”) today announced that it will redeem all of its outstanding ordinary shares that were included in the units issued in its initial public offering (the “Public Shares”), effective as of the close |
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| February 14, 2023 |
IBER / Ibere Pharmaceuticals / CITADEL ADVISORS LLC - SC 13G/A Passive Investment SC 13G/A 1 tm233474-6sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. 2)* Ibere Pharmaceuticals (Name of Issuer) Class A Ordinary Shares, $0.0001 par value per share (the “ |
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| February 14, 2023 |
IBER / Ibere Pharmaceuticals / GLAZER CAPITAL, LLC Passive Investment SC 13G 1 iber20221231.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Ibere Pharmaceuticals (Name of Issuer) Class A ordinary share, $0.0001 par value per share (Title of Class of Securities) G46843101 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box |
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| February 8, 2023 |
SC 13G/A 1 i020823a.htm SCHEDULE 13G (AMENDMENT NO. 1) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G AMENDMENT NO. 1 Under the Securities Exchange Act of 1934 Ibere Pharmaceuticals (Name of Issuer) Class A Ordinary Share, par value $0.0001 per share (Title of Class of Securities) G46843127 (CUSIP Number) 12/31/2022 (Date of Event which Requires Filing of this |
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| February 8, 2023 |
IBER / Ibere Pharmaceuticals / Hudson Bay Capital Management LP - IBER 13G Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Ibere Pharmaceuticals (Name of Issuer) Class A Ordinary Shares, $0.0001 par value (Title of Class of Securities) G46843101 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant |
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| February 2, 2023 |
EXHIBIT 99.2 LIMITED POWER OF ATTORNEY Know all by these present, that I, David J. Snyderman, hereby make, constitute and appoint each of Michael Turro, Karl Wachter and Hayley Stein, or any of them acting individually, and with full power of substitution, as my true and lawful attorney-in-fact for the purpose of executing in my name, (a) in my personal capacity or (b) in my capacity as Manager or |
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| February 2, 2023 |
IBER / Ibere Pharmaceuticals / Magnetar Financial LLC - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* IBERE PHARMACEUTICALS (Name of Issuer) Common Stock, Class A (Title of Class of Securities) G46843101 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whi |
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| February 2, 2023 |
Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13G with respect to the Shares of IBERE PHARMACEUTICALS dated as of December 31, 2022 is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the previsions of Rule 13d-1(k) under t |
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| November 14, 2022 |
Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| August 12, 2022 |
Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 16, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2022 ☐ 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: 001-40119 Ibe |
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| March 31, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| March 31, 2022 |
EX-4.5 2 tmb-20211231xex4d5.htm EX-4.5 Exhibit 4.5 DESCRIPTION OF SECURITIES OF IBERE PHARMACEUTICALS REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2021, Ibere Pharmaceuticals (the “Company,” “we,” “us” and “our”) had three classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Act”): Units, consistin |
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| February 14, 2022 |
IBER / Ibere Pharmaceuticals / CITADEL ADVISORS LLC - IBERE PHARMACEUTICALS Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2 (Amendment No. 1)* Ibere Pharmaceuticals (Name of Issuer) Class A ordinary shares, $0.0001 par value per share (the ?Shares?) (Title of Class of Securities) G |
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| February 8, 2022 |
IBER / Ibere Pharmaceuticals / PIPV Capital LLC - SC 13G Passive Investment SC 13G 1 tm225891d1sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Ibere Pharmaceuticals (Name of Issuer) Class A ordinary share, $0.0001 par value per share (Title of Class of Securities) G46843 101 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statemen |
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| January 14, 2022 |
IBER / Ibere Pharmaceuticals / Magnetar Financial LLC - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* IBERE PHARMACEUTICALS (Name of Issuer) Common Stock – Class A (Title of Class of Securities) G46843101 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whi |
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| November 12, 2021 |
Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| September 27, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Ibere Pharmaceuticals (Name of Issuer) Class A Ordinary Share, par value $0.0001 per share (Title of Class of Securities) G46843127 (CUSIP Number) 2/26/20211 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to |
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| August 16, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2021 ☐ 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: 001-40119 Iber |
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| August 16, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A 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, 2021 Ibere Pharmaceuticals (Exact name of registrant as specified in its charter) Cayman Islands 001-40119 98-1564986 (State or other jurisdiction of incorporation) (Commis |
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| August 16, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2021 ☐ 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: 001-40119 I |
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| August 16, 2021 |
EX-99.1 2 tm2124781d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 INDEX TO FINANCIAL STATEMENT Audited Financial Statement for Ibere Pharmaceuticals: Page Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of March 2, 2021 F-3 Notes to Financial Statement F-4 F-1 Report of Independent Registered Public Accounting Firm Shareholders and Board of Directors Ibere Pharmaceuticals Phil |
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| August 13, 2021 |
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 13, 2021 (August 10, 2021) Ibere Pharmaceuticals (Exact name of registrant as specified in its charter) Cayman Islands 001-40119 98-1564986 (State or other jurisdiction of inco |
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| August 4, 2021 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant 8-K 1 tm2123990d18k.htm 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): August 4, 2021 (July 29, 2021) Ibere Pharmaceuticals (Exact name of registrant as specified in its charter) Cayman Islands 001-40119 98-1564986 (State |
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| August 4, 2021 |
Letter dated August 4, 2021 from Marcum LLP Exhibit 16.1 August 4, 2021 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Ibere Pharmaceuticals under Item 4.01 of its Form 8-K dated August 4, 2021. We agree with the statements concerning our Firm in such Form 8-K; we are not in a position to agree or disagree with other statements of Ibere Pharmaceuticals contained |
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| July 16, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2021 ☐ 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: 001-40119 Ibe |
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| May 28, 2021 |
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): May 25, 2021 Ibere Pharmaceuticals (Exact name of registrant as specified in its charter) Cayman Islands 001-40119 98-1564986 (State or other jurisdiction of incorporation) (Commissio |
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| May 28, 2021 |
Exhibit 99.1 Ibere Pharmaceuticals Receives Expected NYSE Notice Regarding Delayed Quarterly Report Expects to File Form 10-Q in the Near Term to Restore Compliance PHILADELPHIA, May 28, 2021 ? Ibere Pharmaceuticals (NYSE: IBER) (the ?Company?) today announced that it received a notice on May 25, 2021 from the New York Stock Exchange (the ?NYSE?) indicating that the Company is not in compliance wi |
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| May 18, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number 001-40119 NOTIFICATION OF LATE FILING CUSIP Numbers G46843 101 (Class A ordinary shares) (Check One): ? Form 10-K ? Form 20-F ? Form 11-K x Form 10-Q ? Form 10-D ? Form N-CEN ? Form N-CSR For Period Ended: March 31, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition |
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| March 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G*/ (Rule 13d-102) Ibere Pharmaceuticals (Name of Issuer) Class A ordinary shares, par value $0.0001 per share (Title of Class of Securities) G46843127** (CUSIP Number) March 2, 2021 Date of Event Which Requires Filing of the Statement Check the appropriate box to designate the rule pursuant to which this Schedule i |
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| March 12, 2021 |
EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on Schedule 13G filed herewith (and any amendments thereto), relating to the Class A ordinary shares of Ibere Pharmaceuticals, a Cayman Islands exempted company, is being filed jointly with the Securities and Exchange Commission pursuant to Rule 13d-1(c) under the Securities Exchange Act of 1934, as amended, on beh |
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| March 8, 2021 |
Exhibit 99.1 INDEX TO FINANCIAL STATEMENTS Audited Financial Statement for Ibere Pharmaceuticals: Page Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of March 2, 2021 F-3 Notes to Financial Statement F-4 F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Directors of Ibere Pharmaceuticals Opinion on the Financial Statement We |
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| March 8, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 8-K 1 tm218951d18k.htm 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 2, 2021 Ibere Pharmaceuticals (Exact name of registrant as specified in its charter) Cayman Islands 001-40119 98-1564986 (State or other jurisdic |
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| March 3, 2021 |
Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of February 25, 2021, is made and entered into by and among Ibere Pharmaceuticals, a Cayman Islands exempted company (the ?Company?), and PIPV Capital LLC, a Delaware limited liability company (the ?Sponsor?), and each of the undersigned parties listed under Holder on the signature page heret |
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| March 3, 2021 |
Amended and Restated Memorandum and Articles of Association, dated February 24, 2021. (1) EX-3.1 3 tm218489d1ex3-1.htm EXHIBIT 3.1 Exhibit 3.1 THE COMPANIES Act (AS AMENDED) COMPANY LIMITED BY SHARES amended and restated MEMORANDUM of ASSOCIATION OF Ibere pharmaceuticals (ADOPTED BY SPECIAL RESOLUTION DATED 24 February 2021) 1. The name of the company is Ibere Pharmaceuticals (the "Company"). 2. The registered office of the Company will be situated at the offices of Walkers Corporate L |
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| March 3, 2021 |
8-K 1 tm218489d18k.htm 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): February 25, 2021 Ibere Pharmaceuticals (Exact name of registrant as specified in its charter) Cayman Islands 001-40119 98-1564986 (State or other juri |
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| March 3, 2021 |
Ibere Pharmaceuticals Announces Closing of $138,000,000 Initial Public Offering Exhibit 99.2 Ibere Pharmaceuticals Announces Closing of $138,000,000 Initial Public Offering Philadelphia, PA, March 2, 2021 (GLOBE NEWSWIRE) ? Ibere Pharmaceuticals (the ?Company?) announced today that it closed its initial public offering of 13,800,000 units at $10.00 per unit, which included the exercise in full of the underwriter?s over-allotment option to purchase 1,800,000 Units. The offerin |
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| March 3, 2021 |
Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this ?Agreement?) is made effective as of February 25, 2021, by and between Ibere Pharmaceuticals, a Cayman Islands exempted company (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. |
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| March 3, 2021 |
Ibere Pharmaceuticals Announces Pricing of Upsized $120,000,000 Initial Public Offering Exhibit 99.1 Ibere Pharmaceuticals Announces Pricing of Upsized $120,000,000 Initial Public Offering Philadelphia, PA, February 26, 2021 (GLOBE NEWSWIRE) ? Ibere Pharmaceuticals (the ?Company?) announced today that it priced its upsized initial public offering of 12,000,000 units at $10.00 per unit. The units will be listed on the New York Stock Exchange (?NYSE?) and will begin trading tomorrow, F |
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| March 3, 2021 |
Exhibit 10.5 SPONSOR WARRANTS PURCHASE AGREEMENT THIS SPONSOR WARRANTS PURCHASE AGREEMENT, dated as of February 25, 2021 (as it may from time to time be amended, this ?Agreement?), is entered into by and between Ibere Pharmaceuticals, a Cayman Islands exempted company (the ?Company?), and PIPV Capital LLC, a Delaware limited liability company (the ?Purchaser?). WHEREAS, the Company intends to cons |
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| March 3, 2021 |
EX-10.1 5 tm218489d1ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 February 25, 2021 Ibere Pharmaceuticals 2005 Market Street, Suite 2030 Philadelphia, PA 19103 Re: Initial Public Offering Ladies and 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 between Ibere Pharmaceuticals, a |
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| March 3, 2021 |
Exhibit 4.4 WARRANT AGREEMENT IBERE PHARMACEUTICALS and CONTINENTAL STOCK TRANSFER & TRUST COMPANY THIS WARRANT AGREEMENT (this ?Agreement?), dated as of February 25, 2021, is by and between Ibere Pharmaceuticals, a Cayman Islands exempted company (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the ?Warrant Agent?, also r |
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| March 3, 2021 |
Exhibit 1.1 IBERE PHARMACEUTICALS 12,000,000 Units ($10.00 per Unit) UNDERWRITING AGREEMENT February 25, 2021 Underwriting Agreement February 25, 2021 Raymond James & Associates, Inc. As Representative of the Underwriters c/o Raymond James & Associates, Inc. 880 Carillon Parkway St. Petersburg, FL33716 Ladies and Gentlemen: Ibere Pharmaceuticals, a Cayman Islands exempted company (the ?Company?), |
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| March 3, 2021 |
Exhibit 10.4 Ibere Pharmaceuticals 2005 Market Street, Suite 2030 Philadelphia, PA 19103 February 25, 2021 PIPV Capital LLC 2005 Market Street, Suite 2030 Philadelphia, PA 19103 Re: Administrative Services Agreement Ladies and Gentlemen: This Administrative Services Agreement (this ?Agreement?) by and between Ibere Pharmaceuticals (the ?Company?) and PIPV Capital LLC (the ?Sponsor?), dated as of t |
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| March 1, 2021 |
Ibere Pharmaceuticals 12,000,000 Units 424B4 1 tm215210d7424b4.htm 424B4 PROSPECTUS Filed Pursuant to Rule 424(b)(4) Registration Nos. 333-252863 and 333-253552 $120,000,000 Ibere Pharmaceuticals 12,000,000 Units Ibere Pharmaceuticals is a blank check company incorporated as a Cayman Islands exempted company whose business purpose is to effect a merger, share exchange, asset acquisition, share purchase, reorganization or similar busine |
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| February 25, 2021 |
As filed with the U.S. Securities and Exchange Commission on February 25, 2021. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Ibere Pharmaceuticals (Exact name of registrant as specified in its charter) Cayman Islands 6770 98-1564986 (State or other jurisdiction of incorporation or orga |
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| February 25, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Ibere Pharmaceuticals (Exact name of registrant as specified in its charter) Cayman Islands 98-1564986 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification |
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| February 24, 2021 |
February 24, 2021 VIA EDGAR U.S. Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Attn: Todd K. Schiffman Re: Ibere Pharmaceuticals Registration Statement on Form S-1 Filed February 9, 2021, as amended File No. 333-252863 Ladies and Gentlemen: Pursuant to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended (the “Act”), the undersigne |
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| February 24, 2021 |
IBERE PHARMACEUTICALS 2005 Market Street, Suite 2030 Philadelphia, PA 19103 February 24, 2021 VIA EDGAR U. |
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| February 22, 2021 |
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| February 22, 2021 |
300 West 6th Street, Suite 2250 Austin, Texas 78701 +1.512.647.1900 February 22, 2021 U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Ibere Pharmaceuticals Amendment No. 1 to Registration Statement on Form S-1 Submitted February 22, 2021 File No. 333-252863 Dear U.S. Securities and Exchange Commission: On behalf of Ibere Pharmaceuticals, a Cayman Islands exemp |
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| February 22, 2021 |
As filed with the Securities and Exchange Commission on February 22, 2021. Registration No. 333-252863 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 Ibere Pharmaceuticals (Exact name of registrant as specified in its charter) Cayman Islands 6770 98-1564986 (State or other jurisdiction of i |
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| February 9, 2021 |
Exhibit 99.7 Consent of Louis J. Vollmer In connection with the filing by Ibere Pharmaceuticals (the “Company”) of its Registration Statement (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 |
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| February 9, 2021 |
Specimen Class A Ordinary Share Certificate* Exhibit 4.2 NUMBER SHARES C- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP [●] IBERE PHARMACEUTICALS CLASS A ORDINARY SHARES THIS CERTIFIES THAT is the owner of Class A ordinary shares, par value $0.0001 per share (each, a “Class A Ordinary Share”), of Ibere Pharmaceuticals, a Cayman Islands exempted company (the “Company”), transferable on the books of the Company in person or by duly authorized atto |
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| February 9, 2021 |
EX-10.3 13 tm215210d1ex10-3.htm EXHIBIT 10.3 Exhibit 10.3 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of [●], 2021, by and between Ibere Pharmaceuticals, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registr |
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| February 9, 2021 |
Power of Attorney (included in signature page)** S-1 1 tm215210d1s-1.htm FORM S-1 As filed with the Securities and Exchange Commission on February 8, 2021. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Ibere Pharmaceuticals (Exact name of registrant as specified in its charter) Cayman Islands 6770 98-1564986 (State or other jurisdicti |
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| February 9, 2021 |
Form of Nominating and Corporate Governance Committee Charter* EX-99.3 23 tm215210d1ex99-3.htm EXHIBIT 99.3 Exhibit 99.3 CHARTER OF THE NOMINATING AND CORPORATE GOVERNANCE COMMITTEE OF THE BOARD OF DIRECTORS OF IBERE PHARMACEUTICALS ADOPTED ON FEBRUARY 5, 2021 I. PURPOSE OF THE COMMITTEE The Nominating and Corporate Governance Committee (the “Committee”) of the Board of Directors (the “Board”) of Ibere Pharmaceuticals (the “Company”), shall: (a) identify indi |
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| February 9, 2021 |
Exhibit 4.3 EXHIBIT A [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 Ibere Pharmaceuticals Incorporated Under the Laws of the Cayman Islands CUSIP [•] Warrant Certificate This Warrant Certificate certifies that , or registered assigns, is the registered holder of warrant(s) (the |
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| February 9, 2021 |
EX-99.9 29 tm215210d1ex99-9.htm EXHIBIT 99.9 Exhibit 99.9 Consent of Dr. Henrietta Ukwu In connection with the filing by Ibere Pharmaceuticals (the “Company”) of its Registration Statement (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 Securitie |
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| February 9, 2021 |
Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant* EX-4.4 8 tm215210d1ex4-4.htm EXHIBIT 4.4 Exhibit 4.4 WARRANT AGREEMENT IBERE PHARMACEUTICALS and CONTINENTAL STOCK TRANSFER & TRUST COMPANY THIS WARRANT AGREEMENT (this “Agreement”), dated as of [●], 2021, is by and between Ibere Pharmaceuticals, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capa |
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| February 9, 2021 |
EX-99.8 28 tm215210d1ex99-8.htm EXHIBIT 99.8 Exhibit 99.8 Consent of Elaine V. Jones In connection with the filing by Ibere Pharmaceuticals (the “Company”) of its Registration Statement (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 A |
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| February 9, 2021 |
Exhibit 99.5 Consent of LISA GRAY In connection with the filing by Ibere Pharmaceuticals (the “Company”) of its Registration Statement (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 dir |
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| February 9, 2021 |
Exhibit 14 FORM OF CODE OF ETHICS AND BUSINESS CONDUCT OF IBERE PHARMACEUTICALS 1. |
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| February 9, 2021 |
Form of Letter Agreement among the Registrant and our officers, directors and sponsor* Exhibit 10.1 [], 2021 Ibere Pharmaceuticals 2005 Market Street, Suite 2030 Philadelphia, PA 19103 Re: Initial Public Offering Ladies and 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 between Ibere Pharmaceuticals, a Cayman Islands exempted company (the “Company”) and |
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| February 9, 2021 |
Exhibit 10.2 THIS PROMISSORY NOTE (THIS “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 COM |
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| February 9, 2021 |
Form of Registration Rights Agreement between the Registrant and certain security holders* EX-10.4 14 tm215210d1ex10-4.htm EXHIBIT 10.4 Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of February , 2021, is made and entered into by and among Ibere Pharmaceuticals, a Cayman Islands exempted company (the “Company”), and PIPV Capital LLC, a Delaware limited liability company (the “Sponsor”) and each of the undersigned parties liste |
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| February 9, 2021 |
Exhibit 4.1 NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP [●] IBERE PHARMACEUTICALS UNITS CONSISTING OF ONE CLASS A ORDINARY SHARE AND ONE-HALF OF ONE REDEEMABLE WARRANT, EACH WHOLE WARRANT ENTITLING THE HOLDER TO PURCHASE ONE CLASS A ORDINARY SHARE THIS CERTIFIES THAT is the owner of Units of Ibere Pharmaceuticals, a Cayman Islands exempted company (the “Company”), transferrable on th |
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| February 9, 2021 |
Form of Private Placement Warrants Purchase Agreement between the Registrant and the sponsor* Exhibit 10.6 SPONSOR WARRANTS PURCHASE AGREEMENT THIS SPONSOR WARRANTS PURCHASE AGREEMENT, dated as of February , 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between Ibere Pharmaceuticals, a Cayman Islands exempted company (the “Company”), and PIPV Capital LLC, a Delaware limited liability company (the “Purchaser”). WHEREAS, the Company intends to consum |
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| February 9, 2021 |
Form of Compensation Committee Charter* EX-99.2 22 tm215210d1ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 IBERE PHARMACEUTICALS COMPENSATION COMMITTEE CHARTER I. Purpose The Compensation Committee (the “Committee”) of the Board of Directors of Ibere Pharmaceuticals, a Cayman Islands exempted company (the “Company”), shall have responsibility for the compensation of the Company’s executive officers, including the Company’s Chief Executive Office |
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| February 9, 2021 |
EX-10.7 17 tm215210d1ex10-7.htm EXHIBIT 10.7 Exhibit 10.7 THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [], 2021. Between: (1) Ibere Pharmaceuticals, an exempted company incorporated under the laws of the Cayman Islands with registered office at 190 Elgin Avenue, George Town, Grand Cayman KY1-9008, Cayman Islands (the “Company”); and (2) [] (“Indemnitee”). Whereas: (A) Highly competent |
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| February 9, 2021 |
Form of Audit Committee Charter* EX-99.1 21 tm215210d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 CHARTER OF THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS OF IBERE PHARMACEUTICALS ADOPTED ON FEBRUARY 5, 2021 I. PURPOSE OF THE COMMITTEE The Audit Committee (the “Committee”) is appointed by the Board of Directors (the “Board”) of Ibere Pharmaceuticals (the “Company”) to assist the Board in its oversight of the accounting and financial rep |
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| February 9, 2021 |
Exhibit 10.5 IBERE PHARMACEUTICALS 2005 Market Street, Suite 2030 Philadelphia, PA 19103 PIPV Capital LLC 2005 Market Street, Suite 2030 Philadelphia, PA 19103 November 15, 2020 RE: Securities Subscription Agreement Ladies and Gentlemen: Ibere Pharmaceuticals, a Cayman Islands exempted company (the “Company”), is pleased to accept the offer PIPV Capital LLC, a Delaware limited liability company (t |
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| February 9, 2021 |
EX-99.6 26 tm215210d1ex99-6.htm EXHIBIT 99.6 Exhibit 99.6 Consent of ZOLTAN Kerekes In connection with the filing by Ibere Pharmaceuticals (the “Company”) of its Registration Statement (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 Ac |
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| February 9, 2021 |
Form of Amended and Restated Memorandum and Articles of Association* Exhibit 3.2 THE COMPANIES ACT (AS AMENDED) COMPANY LIMITED BY SHARES amended and restated MEMORANDUM of ASSOCIATION OF Ibere pharmaceuticals (ADOPTED BY SPECIAL RESOLUTION DATED [insert date]) 1. The name of the company is Ibere Pharmaceuticals (the "Company"). 2. The registered office of the Company will be situated at the offices of Walkers Corporate Limited, 190 Elgin Avenue, George Town, Grand |
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| February 9, 2021 |
Exhibit 99.4 Consent of OSAGIE IMASOGIE In connection with the filing by Ibere Pharmaceuticals (the “Company”) of its Registration Statement (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 |
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| February 9, 2021 |
EX-99.10 30 tm215210d1ex99-10.htm EXHIBIT 99.10 Exhibit 99.10 Consent of Dr. Calvin B. Johnson In connection with the filing by Ibere Pharmaceuticals (the “Company”) of its Registration Statement (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 Se |
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| February 9, 2021 |
Memorandum and Articles of Association* Exhibit 3.1 IN THE MATTER OF THE COMPANIES LAW (AS AMENDED) AND IN THE MATTER OF IBERE PHARMACEUTICALS DECLARATION I, Sam Francis, of George Town, Grand Cayman, Cayman Islands, HEREBY DECLARE as follows: 1. WNL Limited is a Subscriber of Ibere Pharmaceuticals a company applying for registration under the Companies Law (as amended). 2. The operation of the company will be conducted mainly outside t |
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| February 9, 2021 |
Form of Underwriting Agreement* EX-1.1 2 tm215210d1ex1-1.htm EXHIBIT 1.1 Exhibit 1.1 IBERE PHARMACEUTICALS 10,000,000 Units ($10.00 per Unit) UNDERWRITING AGREEMENT [], 2021 Underwriting Agreement [], 2021 Raymond James & Associates, Inc. As Representative of the Underwriters c/o Raymond James & Associates, Inc. 880 Carillon Parkway St. Petersburg, FL33716 Ladies and Gentlemen: Ibere Pharmaceuticals, a Cayman Islands exempted co |
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| February 9, 2021 |
Form of Administrative Service Agreement between the Registrant and the sponsor* Exhibit 10.8 Ibere Pharmaceuticals 2005 Market Street, Suite 2030 Philadelphia, PA 19103 February , 2021 PIPV Capital LLC 2005 Market Street, Suite 2030 Philadelphia, PA 19103 Re: Administrative Services Agreement Ladies and Gentlemen: This Administrative Services Agreement (this “Agreement”) by and between Ibere Pharmaceuticals (the “Company”) and PIPV Capital LLC (the “Sponsor”), dated as of the |
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| February 8, 2021 |
300 West 6th Street, Suite 2250 Austin, Texas 78701 +1.512.647.1900 February 8, 2021 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549 Re: Ibere Pharmaceuticals Draft Registration Statement on Form S-1 Submitted December 7, 2020 Ladies and Gentlemen: We are submitting this letter on behalf of our client, Ibere Pharmac |
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| December 7, 2020 |
300 West 6th Street, Suite 2250 Austin, Texas 78701 +1.512.647.1900 December 7, 2020 Draft Registration Statement U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Confidential Submission of Draft Registration Statement on Form S-1 Ladies and Gentlemen: On behalf of Ibere Pharmaceuticals, a Cayman Islands exempted company (the “Company”), we hereby confidentiall |
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| December 7, 2020 |
Exhibit 10.2 THIS PROMISSORY NOTE (THIS “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 COM |
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| December 7, 2020 |
IBERE PHARMACEUTICALS 2005 Market Street, Suite 2030 Philadelphia, PA 19103 Exhibit 10.5 IBERE PHARMACEUTICALS 2005 Market Street, Suite 2030 Philadelphia, PA 19103 PIPV Capital LLC 2005 Market Street, Suite 2030 Philadelphia, PA 19103 November 15, 2020 RE: Securities Subscription Agreement Ladies and Gentlemen: Ibere Pharmaceuticals, a Cayman Islands exempted company (the “Company”), is pleased to accept the offer PIPV Capital LLC, a Delaware limited liability company (t |
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| December 7, 2020 |
As confidentially submitted to the Securities and Exchange Commission on December 7, 2020. |
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| December 7, 2020 |
IN THE MATTER OF THE COMPANIES LAW (AS AMENDED) IN THE MATTER IBERE PHARMACEUTICALS Exhibit 3.1 IN THE MATTER OF THE COMPANIES LAW (AS AMENDED) AND IN THE MATTER OF IBERE PHARMACEUTICALS DECLARATION I, Sam Francis, of George Town, Grand Cayman, Cayman Islands, HEREBY DECLARE as follows: 1. WNL Limited is a Subscriber of Ibere Pharmaceuticals a company applying for registration under the Companies Law (as amended). 2. The operation of the company will be conducted mainly outside t |
