Aspen Aerogels, Inc. Common Stock par value $0.00001 per share Underwriting AgreementUnderwriting Agreement • February 13th, 2020 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials • New York
Aspen Aerogels, 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”), for whom you are acting as representative (the “Representative”), an aggregate of 1,700,000 shares (the “Firm Shares”) and, at the election of the Underwriters, up to 255,000 additional shares (the “Optional Shares”) of Common Stock, par value of $0.00001 per share (“Stock”), of the Company (the Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof being collectively called the “Shares”).
25,263,158 SHARES OF ASPEN AEROGELS, INC. COMMON STOCK UNDERWRITING AGREEMENTUnderwriting Agreement • November 30th, 2022 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials • New York
At Market Issuance Sales AgreementAt Market Issuance Sales Agreement • November 5th, 2020 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials • New York
SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • March 12th, 2021 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials
THIS SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of March 12, 2021 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation (“Bank”), and ASPEN AEROGELS, INC., a Delaware corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. This Agreement amends and restates in its entirety that certain Amended and Restated Loan and Security Agreement dated as of September 3, 2014, as amended by that certain Consent and First Amendment to Amended and Restated Loan and Security Agreement dated as of August 19, 2016, as further amended by that certain Second Amendment to Amended and Restated Loan and Security Agreement dated as of November 23, 2016, as further amended by that certain Third Amendment to Amended and Restated Loan and Security Agreement dated as of December 29, 2016, as further amended by that certain Fourth Amendment to Amended and Restated Loan and Security Agreement dat
AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • September 9th, 2014 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials • Delaware
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of September 3, 2014, effective as of August 31, 2014 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation (“Bank”), and ASPEN AEROGELS, INC., a Delaware corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. This Agreement amends and restates in its entirety that certain Loan and Security Agreement dated as of March 31, 2011 between Borrower and Bank (as amended from time to time, the “Prior Loan Agreement”). The parties agree as follows:
EXECUTIVE AGREEMENTExecutive Agreement • April 28th, 2014 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials • Massachusetts
This Amended and Restated Executive Agreement (this “Agreement”) is dated as of August 5, 2011, by and between Aspen Aerogels, Inc., a Delaware corporation (the “Company”) and George Gould (the “Executive”).
EXECUTIVE AGREEMENTExecutive Agreement • March 4th, 2016 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials • Massachusetts
This Executive Agreement (this “Agreement”) is dated as of December 16, 2015 and will be effective as of January 1, 2016 (the “Effective Date”), by and between Aspen Aerogels, Inc., a Delaware corporation (the “Company”), and Corby Whitaker (the “Executive”).
ASPEN AEROGELS, INC. $150,000,000 OF SHARES OF COMMON STOCK SALES AGREEMENTSales Agreement • March 16th, 2022 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials • New York
Aspen Aerogels, Inc. (the “Company”), confirms its agreement (this “Agreement”) with Cowen and Company, LLC (“Cowen”) and Piper Sandler & Co. (“Piper” and, together with Cowen, or the “Agents”), as follows:
AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • September 3rd, 2024 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials • Massachusetts
This Amended and Restated Executive Employment Agreement (this “Agreement”) is dated and shall be effective as of August 30, 2024 (the “Effective Date”), by and between Aspen Aerogels, Inc., a Delaware corporation (the “Company”), and Donald R. Young (the “Executive”).
EXECUTIVE AGREEMENTExecutive Agreement • May 10th, 2022 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials • Massachusetts
This Executive Agreement (this “Agreement”) is dated as of March 29, 2022 and will be effective as of April 1, 2022 (the “Effective Date”), by and between Aspen Aerogels, Inc., a Delaware corporation (the “Company”), and Ricardo C. Rodriguez (the “Executive”).
RESTRICTED STOCK AGREEMENT ASPEN AEROGELS, INC.Restricted Stock Agreement • May 14th, 2014 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials • Delaware
AGREEMENT made as of the day of , 20 (the “Grant Date”), between Aspen Aerogels, Inc. (the “Company”), a Delaware corporation having its principal place of business in Northborough, Massachusetts and (the “Participant”).
ContractWarrant Agreement • June 2nd, 2014 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials • Delaware
THIS WARRANT AND THE CAPITAL STOCK ISSUABLE UPON EXERCISE HEREOF HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. SUCH SECURITIES MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED, DISTRIBUTED, TRANSFERRED OR OTHERWISE DISPOSED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY STATING THAT REGISTRATION IS NOT REQUIRED UNDER SAID ACT.
ContractWarrant Agreement • June 24th, 2011 • Aspen Aerogels Inc • Delaware
THIS WARRANT AND ANY SECURITIES ACQUIRED UPON THE EXERCISE OF THIS WARRANT HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER APPLICABLE U.S. OR NON-U.S. SECURITIES LAWS. NEITHER THIS WARRANT, SUCH SECURITIES NOR ANY INTEREST THEREIN MAY BE SOLD, TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT IN ACCORDANCE WITH THE PROVISIONS OF REGULATION S OF THE SECURITIES ACT, UNDER THE REGISTRATION PROVISIONS OF THE SECURITIES ACT OR PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER THE ACT. HEDGING TRANSACTIONS INVOLVING THIS WARRANT, SUCH SECURITIES OR ANY INTEREST THEREIN MAY NOT BE CONDUCTED UNLESS IN COMPLIANCE WITH THE SECURITIES ACT.
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 28th, 2014 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials • Delaware
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of the Effective Date between SILICON VALLEY BANK, a California corporation with a loan production office located at 275 Grove Street, Suite 2-200, Newton, Massachusetts 02466 (“Bank”), and ASPEN AEROGELS, INC., a Delaware corporation with offices located at 30 Forbes Road, Building B, Northborough, Massachusetts 01532 (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
to SECOND AMENDED AND RESTATED Loan and security agreementLoan and Security Agreement • March 1st, 2022 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials
This Second Amendment to Second Amended and Restated Loan and Security Agreement (this “Amendment”) is entered into this 27th day of December, 2021 by and between SILICON VALLEY BANK (“Bank”) and ASPEN AEROGELS, INC., a Delaware corporation (“Borrower”) whose address is 30 Forbes Road, Building B, Northborough, Massachusetts 01532.
Joint Development AgreementJoint Development Agreement • September 1st, 2011 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials • New York
WHEREAS, BASF within the Construction Chemicals division of its parent company BASF SE, Ludwigshafen (Germany), coordinates research and development activities, it holds intellectual property rights, it is a manufacturer and supplier of construction chemicals and components and has developed know-how and expertise in the synthesis, development, manufacture, marketing and application of said products with a special regard to [***], such as [***] and [***], and such [***]; and
ContractWarrant Agreement • April 28th, 2014 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials • Delaware
THIS WARRANT AND ANY SECURITIES ACQUIRED UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY APPLICABLE STATE SECURITIES LAWS. NEITHER THIS WARRANT, SUCH SECURITIES NOR ANY INTEREST THEREIN MAY BE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS OR PURSUANT TO AN APPLICABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE ACT AND APPLICABLE STATE SECURITIES LAWS.
CROSS LICENSE AGREEMENTCross License Agreement • September 1st, 2011 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials • Massachusetts
Plaintiff Aspen Aerogels, Inc. and defendant Cabot Corporation, constituting all of the parties who have appeared in this proceeding, hereby stipulate, pursuant to Chancery Court Rule 41(a)(1)(ii), that this action, including any and all claims, counterclaims and defenses asserted herein, is hereby dismissed with prejudice and without costs or attorney’s fees to any party.
ContractWarrant Agreement • March 25th, 2014 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials • Delaware
THIS WARRANT AND ANY SECURITIES ACQUIRED UPON THE EXERCISE OF THIS WARRANT HAVE BEEN ACQUIRED FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER APPLICABLE U.S. OR NON-U.S. SECURITIES LAWS. NEITHER THIS WARRANT, SUCH SECURITIES NOR ANY INTEREST THEREIN MAY BE SOLD, TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT IN ACCORDANCE WITH THE PROVISIONS OF REGULATION S OF THE SECURITIES ACT, UNDER THE REGISTRATION PROVISIONS OF THE SECURITIES ACT OR PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER THE ACT. HEDGING TRANSACTIONS INVOLVING THIS WARRANT, SUCH SECURITIES OR ANY INTEREST THEREIN MAY NOT BE CONDUCTED UNLESS IN COMPLIANCE WITH THE SECURITIES ACT.
PERFORMANCE & ACCOUNTABILITY AGREEMENT Georgia Incentive ProgramsPerformance & Accountability Agreement • May 6th, 2016 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials
This Performance & Accountability Agreement (this “Agreement”) made and entered into as of February 15, 2016 by and among the Development Authority of Bulloch County, a public body corporate and politic created pursuant to the laws of the State of Georgia (the “Development Authority”), and the Georgia Department of Community Affairs, an agency within the executive branch of the State of Georgia (“DCA”) and the administering agency for the OneGeorgia Authority, an instrumentality of the state and a public corporation (“OneGeorgia”) (hereinafter referred to as the “Administering Agency”), and Aspen Aerogels, Inc. (the “Company”).
ContractWarrant Agreement • April 28th, 2014 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials • Delaware
THIS WARRANT AND ANY SECURITIES ACQUIRED UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY APPLICABLE STATE SECURITIES LAWS. NEITHER THIS WARRANT, SUCH SECURITIES NOR ANY INTEREST THEREIN MAY BE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS OR PURSUANT TO AN APPLICABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE ACT AND APPLICABLE STATE SECURITIES LAWS.
to AMENDED AND RESTATED Loan and security agreementLoan and Security Agreement • March 2nd, 2017 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials
This Third Amendment to Amended and Restated Loan and Security Agreement (this “Amendment”) is entered into this 27 day of December, 2016 by and between SILICON VALLEY BANK (“Bank”) and ASPEN AEROGELS, INC., a Delaware corporation (“Borrower”) whose address is 30 Forbes Road, Building B, Northborough, Massachusetts 01532.
pILOT AgreementPilot Agreement • May 10th, 2022 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials • Georgia
THIS PILOT AGREEMENT (this “Agreement” or “PILOT Agreement”) is dated February 17, 2022, and is entered into by and between the Development Authority of Bulloch County, a public body corporate and politic created and existing under the Constitution and laws of the State of Georgia (the “Authority”) and Aspen Aerogels GEORGIA, LLc, a Georgia limited liability company (the “Company”), in order to evidence their agreements as the respective parties hereto. Bulloch County, GEORGIA (the “County”), the Board of Tax Assessors of Bulloch County (the “Board of Assessors”), and CITY OF STATESBORO, GEORGIA, a municipal corporation created and existing under the laws of the State of Georgia (the “City”), are each executing an Acknowledgment hereof attached to this Agreement in order to acknowledge its agreement to the provisions hereof which are applicable to it.
SEPARATION AND RELEASE AGREEMENTSeparation and Release Agreement • November 2nd, 2023 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials • Massachusetts
This Separation and Release Agreement (“Agreement”) is made and entered into by Aspen Aerogels, Inc. (“Aspen” or the “Company”) and Kelley Conte, on behalf of herself, her heirs, executors, administrators, successors and assigns (collectively referred to throughout this Agreement as “Employee,” and, together with Aspen, the “Parties”). The Parties agree that:
EIGHTH AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT AND FIRST AMENDMENT TO PREEMPTIVE FORBEARANCE AND CONDITIONAL WAIVER AGREEMENTLoan and Security Agreement • March 8th, 2019 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials
This Eighth Amendment to Amended and Restated Loan and Security Agreement and First Amendment to Preemptive Forbearance and Conditional Waiver Agreement (this “Amendment”) is entered into as of November 30, 2018 by and between (i) SILICON VALLEY BANK, a California corporation, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 and with a loan production office located at 275 Grove Street, Suite 2-200, Newton, Massachusetts 02466 (“Bank”), and (ii) ASPEN AEROGELS, INC., a Delaware corporation (“Borrower”), having a mailing address and principal place of business located at 30 Forbes Road, Building B, Northborough, Massachusetts 01532.
SECOND AMENDMENT TO EXECUTIVE AGREEMENTExecutive Agreement • March 6th, 2020 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials • Massachusetts
This Amendment (“Amendment”), dated as of January 1, 2020, is entered into by and between Aspen Aerogels, Inc., a Delaware corporation (the “Company”), and Donald R. Young (the “Executive”), for purposes of amending that certain Executive Agreement between the parties effective as of January 1, 2019 as previously amended on August 1, 2019 (the “Executive Agreement”).
FIRST AMENDMENT TO THE AMENDED AND RESTATED SUPPLY AGREEMENT, AND TERMINATION OF THE SIDE AGREEMENTSupply Agreement • March 1st, 2022 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials
This First Amendment to the Amended and Restated Supply Agreement and termination of the Side Agreement (this “1st Amendment”) is effective December 15, 2021 (the “Effective Date”) and is entered into by and between Aspen Aerogels, Inc, a Delaware corporation with a principal place of business at 30 Forbes Road, Bldg. B, Northborough, MA 01532 ("ASPEN"), BASF Polyurethanes GmbH, with a pricinpal place of business at Elastogranstraße 60, 49448 Lemförde, Germany ("BASF PU"), BASF SE, Carl-Bosch-Straße 38, 37056 Ludwigshafen, German (individually “BASF SE” and collectively BASF PU and BASF SE are referred to as "BASF", and together with ASPEN, the "Parties", and each a "Party").
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • June 24th, 2011 • Aspen Aerogels Inc • Delaware
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of the Effective Date between SILICON VALLEY BANK, a California corporation with a loan production office located at 275 Grove Street, Suite 2-200, Newton, Massachusetts 02466 (“Bank”), and ASPEN AEROGELS, INC., a Delaware corporation with offices located at 30 Forbes Road, Building B, Northborough, Massachusetts 01532 (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
This instrument and the common stock of aspen aerogels, inc., a delaware corporation (the “company”), issuable upon exercise of this instrument have not been registered under the securities act of 1933 or applicable state laws and may not be sold,...Warrant Agreement • June 24th, 2011 • Aspen Aerogels Inc • New York
This Instrument is also subject to further restrictions on transfer as provided in that certain subordinated note and warrant purchase agreement, dated as of December 29, 2010, by and among the company, the purchasers named on Exhibit A thereto, and PJC Capital llc, as collateral agent, as the same may be amended, restated or modified from time to time (the “Purchase Agreement”).
Georgia Project Development Financial Assistance Memorandum of UnderstandingMemorandum of Understanding • May 10th, 2022 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials
SUPPLY AGREEMENTSupply Agreement • May 4th, 2021 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials • New York
This Supply Agreement (this "Agreement") effective as of the latest date in the signature block below (“Effective Date”), is entered into by and between Aspen Aerogels, Inc., a Delaware corporation with a place of business at 30 Forbes Road, Building B, Northborough, MA 01532 ("Buyer") and Silbond Corporation, a Michigan corporation with a place of business at 9901 Sand Creek Hwy, Weston, MI 49289 ("Seller", and together with Buyer, the "Parties", and each, a "Party").
First Addendum to the Amended and Restated Supply AgreementSupply Agreement • May 3rd, 2019 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials
This first addendum (“First Addendum”) to the Amended and Restated Supply Agreement dated February 16, 2018 (the “AR Agreement”) between BASF Polyurethanes GmbH, with a principal place of business at Elastogranstralβe 60, 49443 Lemforde, Germany (“BASF”) and Aspen Aerogels, Inc., with a principal place of business at 30 Forbes Road, Building B, Northborough, Massachusetts, 01532, USA (“ASPEN”) concerning supply of Products by ASPEN to BASF is effective as of the latest date set forth in the signature block below. Capitalized terms used herein that are not otherwise defined below, have the meanings ascribed to them in the AR Agreement.
NOTE PURCHASE AND SALE AGREEMENT by and between ASPEN AEROGELS, INC. and WOOD RIVER CAPITAL, LLC Dated as of August 19, 2024Note Purchase and Sale Agreement • August 19th, 2024 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials • Delaware
This NOTE PURCHASE AND SALE AGREEMENT (as amended or restated from time to time, this “Agreement”), dated as of August 19, 2024, is made by and between Aspen Aerogels, Inc., a Delaware corporation (the “Company”), and Wood River Capital, LLC, a Delaware limited liability company (the “Noteholder”). The signatories to this Agreement are collectively referred to as the “Parties” and individually as a “Party”. Terms not defined herein shall have the meaning given to them in that certain Note Purchase Agreement (as defined below).
1. USE AND RESTRICTIONS ON USE 1 2. TERM 4 3. RENT 4 4. RENT ADJUSTMENTS 5 5. SECURITY DEPOSIT 7 6. ALTERATIONS 9 7. REPAIR 10 8. LIENS 11 9. ASSIGNMENT AND SUBLETTING 11 10. INDEMNIFICATION 13 11. INSURANCE 14 12. WAIVER OF SUBROGATION 14 13....Lease • June 24th, 2011 • Aspen Aerogels Inc
By this Lease Landlord leases to Tenant and Tenant leases from Landlord the Premises in the Building as set forth and described on the Reference Page. The Reference Page, including all terms defined thereon, is incorporated as part of this Lease.
CONSENT FIRST AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • November 3rd, 2016 • Aspen Aerogels Inc • Wholesale-lumber & other construction materials
This Consent and First Amendment to Amended and Restated Loan and Security Agreement (this “Amendment”) is entered into this 19th day of August, 2016 by and between SILICON VALLEY BANK (“Bank”) and ASPEN AEROGELS, INC., a Delaware corporation (“Borrower”) whose address is 30 Forbes Road, Building B, Northborough, Massachusetts 01532.
