SHIMMICK CORPORATION UNDERWRITING AGREEMENT 4,550,000 Shares of Common StockUnderwriting Agreement • October 24th, 2023 • Shimmick Corp • Heavy construction other than bldg const - contractors • New York
SHIMMICK CORPORATION, formerly known as SCCI National Holdings, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Roth Capital Partners, LLC is acting as the representative (the “Representative”), an aggregate of 4,550,000 authorized but unissued shares (the “Firm Shares”) of common stock, par value $0.01 per share (the “Common Stock”), of the Company. The Company also proposes to sell to the Underwriters, upon the terms and conditions set forth herein, up to an additional 682,500 shares of Common Stock (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter collectively referred to as the “Shares.”
CREDIT AGREEMENT DATED AS OF FEBRUARY 26, 2021 AMONG SHIMMICK CONSTRUCTION COMPANY, INC., THE GUARANTORS FROM TIME TO TIME PARTY HERETO, THE LENDERS FROM TIME TO TIME PARTY HERETO, AND BMO HARRIS BANK N.A., AS ADMINISTRATIVE AGENT BMO HARRIS BANK...Credit Agreement • October 5th, 2023 • Shimmick Corp • Heavy construction other than bldg const - contractors • New York
This Credit Agreement is entered into as of February 26, 2021, by and among Shimmick Construction Company, Inc., a California corporation (the “Borrower”), SCCI National Holdings, Inc., a Delaware corporation (the “Parent”), the direct and indirect Subsidiaries of the Borrower from time to time party to this Agreement, as Guarantors, the several financial institutions from time to time party to this Agreement, as Lenders, and BMO HARRIS BANK N.A., as Administrative Agent as provided herein.
FORM OF INDEMNIFICATION AGREEMENTForm of Indemnification Agreement • October 24th, 2023 • Shimmick Corp • Heavy construction other than bldg const - contractors • Delaware
This INDEMNIFICATION AGREEMENT is made and executed effective as of [DATE] by and between Shimmick Corporation, a Delaware corporation (the “Company”), and [NAME], an individual resident of the State of [STATE] (the “Indemnitee”).
AMENDMENT NO. 3 TO CREDIT, SECURITY AND GUARANTY AGREEMENTCredit, Security and Guaranty Agreement • May 20th, 2024 • Shimmick Corp • Heavy construction other than bldg const - contractors • New York
This AMENDMENT NO. 3 TO CREDIT, SECURITY AND GUARANTY AGREEMENT (this “Agreement”) is made as of this 20th day of May, 2024 (the “Third Amendment Effective Date”), by and among SHIMMICK CONSTRUCTION COMPANY, INC., a California corporation (“Shimmick”), RUST CONSTRUCTORS INC., a Delaware corporation, THE LEASING CORPORATION, a Nevada corporation, (collectively, the “Borrowers” and each individually, a “Borrower”), SHIMMICK CORPORATION (f/k/a SCCI National Holdings, Inc.), a Delaware corporation (“Holdings”), MIDCAP FUNDING IV TRUST, a Delaware statutory trust, as Agent, and the financial institutions or other entities parties hereto, each as a Lender.
CREDIT, SECURITY AND GUARANTY AGREEMENT dated as of March 27, 2023 by and among SHIMMICK CONSTRUCTION COMPANY, INC., RUST CONSTRUCTORS INC., THE LEASING CORPORATION, and the other entities shown on the signature pages hereto and any additional...Credit, Security and Guaranty Agreement • October 27th, 2023 • Shimmick Corp • Heavy construction other than bldg const - contractors • New York
THIS CREDIT, SECURITY AND GUARANTY AGREEMENT (as the same may be amended, supplemented, restated or otherwise modified from time to time, the “Agreement”) is dated as of March 27, 2023 by and among SHIMMICK CONSTRUCTION COMPANY, INC., a California corporation (“Shimmick”), RUST CONSTRUCTORS INC., a Delaware corporation, THE LEASING CORPORATION, a Nevada corporation, and each additional borrower that may hereafter be added to this Agreement (collectively, together with each of their successors and permitted assigns, each individually as a “Borrower”, and collectively as “Borrowers”), SCCI NATIONAL HOLDINGS, INC., a Delaware corporation (“Holdings”), and any entities that become party hereto as Guarantors (together with each of their successors and permitted assigns, each individually as a “Guarantor”, and collectively as “Guarantors”), MIDCAP FUNDING IV TRUST, a Delaware statutory trust, as Agent, and the financial institutions or other entities from time to time parties hereto, each as
CREDIT, SECURITY AND GUARANTY AGREEMENT dated as of March 27, 2023 by and among SHIMMICK CONSTRUCTION COMPANY, INC., RUST CONSTRUCTORS INC., THE LEASING CORPORATION, and the other entities shown on the signature pages hereto and any additional...Credit, Security and Guaranty Agreement • October 5th, 2023 • Shimmick Corp • Heavy construction other than bldg const - contractors • New York
THIS CREDIT, SECURITY AND GUARANTY AGREEMENT (as the same may be amended, supplemented, restated or otherwise modified from time to time, the “Agreement”) is dated as of March 27, 2023 by and among SHIMMICK CONSTRUCTION COMPANY, INC., a California corporation (“Shimmick”), RUST CONSTRUCTORS INC., a Delaware corporation, THE LEASING CORPORATION, a Nevada corporation, and each additional borrower that may hereafter be added to this Agreement (collectively, together with each of their successors and permitted assigns, each individually as a “Borrower”, and collectively as “Borrowers”), SCCI NATIONAL HOLDINGS, INC., a Delaware corporation (“Holdings”), and any entities that become party hereto as Guarantors (together with each of their successors and permitted assigns, each individually as a “Guarantor”, and collectively as “Guarantors”), MIDCAP FUNDING IV TRUST, a Delaware statutory trust, as Agent, and the financial institutions or other entities from time to time parties hereto, each as
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • October 27th, 2023 • Shimmick Corp • Heavy construction other than bldg const - contractors
This Loan and Security Agreement (“Loan Agreement”), by and between Hudson Bridge Partners, LLC and/or its assigns (the “Lender”) and Shimmick Construction Company, Inc., (“Borrower”), is effective this 13th day of September 2023.
AMENDMENT NO. 1 TO CREDIT, SECURITY AND GUARANTY AGREEMENTCredit, Security and Guaranty Agreement • October 5th, 2023 • Shimmick Corp • Heavy construction other than bldg const - contractors • New York
This AMENDMENT NO. 1 TO CREDIT, SECURITY AND GUARANTY AGREEMENT (this “Agreement”) is made as of this 30th day of June 2023 (the “First Amendment Effective Date”), by and among SHIMMICK CONSTRUCTION COMPANY, INC., a California corporation (“Shimmick”), RUST CONSTRUCTORS INC., a Delaware corporation, THE LEASING CORPORATION, a Nevada corporation, (collectively, the “Borrowers” and each individually, a “Borrower”), SCCI NATIONAL HOLDINGS, INC., a Delaware corporation (“Holdings”), MIDCAP FUNDING IV TRUST, a Delaware statutory trust, as Agent, and the financial institutions or other entities parties hereto, each as a Lender.
SHARE ISSUANCE AGREEMENTShare Issuance Agreement • May 20th, 2024 • Shimmick Corp • Heavy construction other than bldg const - contractors
THIS SHARE ISSUANCE AGREEMENT (this “Agreement”) is entered into as of May 20, 2024 between Shimmick Corporation, a Delaware corporation (“Shimmick”) and AECOM, a Delaware corporation (“AECOM”), for the issuance by Shimmick to AECOM of 7,745,000 shares of common stock, par value $0.01 (the “Common Stock”), of Shimmick (such shares of Common Stock to be delivered hereunder, the “Shares”).
FINANCING AGREEMENTFinancing Agreement • March 28th, 2024 • Shimmick Corp • Heavy construction other than bldg const - contractors • New York
This Financing Agreement (“Agreement”) is made and entered into this 26th day of March, 2024, by and among Shimmick Corporation f/k/a SCCI National Holdings, Inc., Shimmick Construction Company, Inc., The Leasing Corporation, Rust Constructors, Inc., and Rust Constructors Puerto Rico, Inc., and any and all affiliates, subsidiaries, successors and assigns thereof (individually and collectively, “Indemnitors”); and Berkshire Hathaway Specialty Insurance Company, National Liability & Fire Insurance Company, National Indemnity Company and any and all affiliates, subsidiaries, successors and assigns thereof (collectively, “Surety”).
AECOM 13355 Noel Road #400 Dallas, Texas 75240Letter Agreement • May 20th, 2024 • Shimmick Corp • Heavy construction other than bldg const - contractors
This letter agreement (this “Agreement”) serves to memorialize the agreement between AECOM, a Delaware corporation (together with its successors and assigns, “AECOM”) and Shimmick Corporation, a Delaware corporation (“Shimmick,” and together with its wholly-owned subsidiaries, the “Credit Parties”, and Shimmick, together with AECOM, the “Parties”) in relation to that certain Credit, Security and Guaranty Agreement, dated as of the date hereof, by and among Shimmick Construction Company, Inc., Rust Constructors Inc., The Leasing Corporation, Shimmick, the other guarantors party thereto, the agent thereunder, and the lenders from time to time party thereto (as amended, amended and restated, supplemented or modified from time to time in accordance with the terms thereof, the “Credit Agreement”). Capitalized terms used but not defined herein (other than in paragraph 6 below) shall have the meanings given such terms in the Credit Agreement. This Agreement is the “AECOM Side Letter” referred
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • October 5th, 2023 • Shimmick Corp • Heavy construction other than bldg const - contractors
This Loan and Security Agreement (“Loan Agreement”), by and between Hudson Bridge Partners, LLC and/or its assigns (the “Lender”) and Shimmick Construction Company, Inc., (“Borrower”), is effective this 13th day of September 2023.
AMENDMENT NO. 2 TO CREDIT, SECURITY AND GUARANTY AGREEMENTCredit, Security and Guaranty Agreement • October 5th, 2023 • Shimmick Corp • Heavy construction other than bldg const - contractors • New York
This AMENDMENT NO. 2 TO CREDIT, SECURITY AND GUARANTY AGREEMENT (this “Agreement”) is made as of this 22nd day of September, 2023 (the “Second Amendment Effective Date”), by and among SHIMMICK CONSTRUCTION COMPANY, INC., a California corporation (“Shimmick”), RUST CONSTRUCTORS INC., a Delaware corporation, THE LEASING CORPORATION, a Nevada corporation, (collectively, the “Borrowers” and each individually, a “Borrower”), SHIMMICK CORPORATION (f/k/a SCCI National Holdings, Inc.), a Delaware corporation (“Holdings”), MIDCAP FUNDING IV TRUST, a Delaware statutory trust, as Agent, and the financial institutions or other entities parties hereto, each as a Lender.
PURCHASE AND SALE AGREEMENT BY AND AMONG AECOM, URS HOLDINGS, INC. AND, SCC GROUP, LLC Dated as of December 9, 2020Purchase and Sale Agreement • October 5th, 2023 • Shimmick Corp • Heavy construction other than bldg const - contractors • Delaware
This PURCHASE AND SALE AGREEMENT, dated as of December 9, 2020 (this “Agreement”), is by and among AECOM, a Delaware corporation (“Seller Parent”), URS Holdings, Inc., a Delaware corporation (“Seller”) and SCC Group, LLC, a Delaware limited liability company (“Purchaser”) and, together with Seller and Seller Parent, the “Parties”).
AMENDMENT NO. 1 TO CREDIT, SECURITY AND GUARANTY AGREEMENTCredit, Security and Guaranty Agreement • October 27th, 2023 • Shimmick Corp • Heavy construction other than bldg const - contractors • New York
This AMENDMENT NO. 1 TO CREDIT, SECURITY AND GUARANTY AGREEMENT (this “Agreement”) is made as of this 30th day of June 2023 (the “First Amendment Effective Date”), by and among SHIMMICK CONSTRUCTION COMPANY, INC., a California corporation (“Shimmick”), RUST CONSTRUCTORS INC., a Delaware corporation, THE LEASING CORPORATION, a Nevada corporation, (collectively, the “Borrowers” and each individually, a “Borrower”), SCCI NATIONAL HOLDINGS, INC., a Delaware corporation (“Holdings”), MIDCAP FUNDING IV TRUST, a Delaware statutory trust, as Agent, and the financial institutions or other entities parties hereto, each as a Lender.
AMENDMENT NO. 2 TO CREDIT, SECURITY AND GUARANTY AGREEMENTCredit, Security and Guaranty Agreement • October 27th, 2023 • Shimmick Corp • Heavy construction other than bldg const - contractors • New York
This AMENDMENT NO. 2 TO CREDIT, SECURITY AND GUARANTY AGREEMENT (this “Agreement”) is made as of this 22nd day of September, 2023 (the “Second Amendment Effective Date”), by and among SHIMMICK CONSTRUCTION COMPANY, INC., a California corporation (“Shimmick”), RUST CONSTRUCTORS INC., a Delaware corporation, THE LEASING CORPORATION, a Nevada corporation, (collectively, the “Borrowers” and each individually, a “Borrower”), SHIMMICK CORPORATION (f/k/a SCCI National Holdings, Inc.), a Delaware corporation (“Holdings”), MIDCAP FUNDING IV TRUST, a Delaware statutory trust, as Agent, and the financial institutions or other entities parties hereto, each as a Lender.
