GLOBAL SHIP LEASE, INC. Shares of Class A Common Stock, par value $0.01 per share Underwriting AgreementUnderwriting Agreement • October 3rd, 2019 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight • New York
5,400,000 Shares of Class A Common Shares, par value $0.01 per share GLOBAL SHIP LEASE, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • January 26th, 2021 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight • New York
GLOBAL SHIP LEASE, INC. Depositary Shares, each of which represents a 1/100th interest in a share of 8.75% Series B Cumulative Redeemable Perpetual Preferred Shares At Market Issuance Sales AgreementAt Market Issuance Sales Agreement • January 4th, 2023 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight • New York
GLOBAL SHIP LEASE, INC., as Issuer TO [TRUSTEE’S NAME], as Trustee SUBORDINATED INDENTURE Dated as of , 20Subordinated Indenture • February 7th, 2011 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight • New York
INDENTURE, dated as of , 20 , among GLOBAL SHIP LEASE, INC., a corporation duly organized and existing under the laws of the Republic of the Marshall Islands (herein called the “Company”), having its principal office at c/o Global Ship Lease Services Limited, Portland House, Stag Place, London SW1E 5RS, United Kingdom, and [TRUSTEE’S NAME], a [ ] duly organized and existing under the laws of [ ], as Trustee (herein called the “Trustee”).
GLOBAL SHIP LEASE, INC., as Issuer TO [TRUSTEE’S NAME], as Trustee SENIOR INDENTURE Dated as of , 20Senior Indenture • February 7th, 2011 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight • New York
INDENTURE, dated as of , 20 , among GLOBAL SHIP LEASE, INC., a corporation duly organized and existing under the laws of the Republic of the Marshall Islands (herein called the “Company”), having its principal office at c/o Global Ship Lease Services Limited, Portland House, Stag Place, London SW1E 5RS, United Kingdom, and [TRUSTEE’S NAME], a [ ] duly organized and existing under the laws of [ ], as Trustee (herein called the “Trustee”).
Dated 15 April 2021 GSL ARCADIA LLC GSL TEGEA LLC GSL MYNY LLC GSL MELITA LLC GSL MARIA LLC and GSL DOROTHEA LLC as joint and several Borrowers THE BANKS AND FINANCIAL INSTITUTIONS listed in Schedule 1 as Lenders and HAMBURG COMMERCIAL BANK AG as...Loan Agreement • March 24th, 2022 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight
The Lenders have agreed to make available to the Borrowers a secured post-delivery term loan facility of up to the lesser of (A) US$64,200,000 and (B) 57.5 per cent. of the aggregate Initial Market Value of the Ships, in six equal advances, each in an amount of up to the lesser of (i) US$10,700,000 and (ii) 57.5 per cent. of the Initial Market Value of the Ship to which that Advance relates, for the purpose of partly financing the Ships’ Initial Market Value (as defined below).
GLOBAL SHIP LEASE, INC. At Market Issuance Sales AgreementAt Market Issuance Sales Agreement • November 27th, 2019 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight • New York
Dated 3 October 2018 US$38,500,000 TERM LOAN FACILITY PHILIPPOS MARINE LLC ARISTOTELES MARINE LLC MENELAOS MARINE LLC as joint and several Borrowers and TRITON CONTAINERS HOLDINGS LLC POSEIDON CONTAINERS HOLDINGS LLC as Guarantors and WILMINGTON...Term Loan Facility • March 29th, 2019 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight
The Lenders have agreed to make available to the Borrowers a facility of US$38,500,000 for the purpose of refinancing part of the Existing Indebtedness in respect of the Ships.
GLOBAL SHIP LEASE 72 LLC GLOBAL SHIP LEASE 73 LLC GLOBAL SHIP LEASE 74 LLC GLOBAL SHIP LEASE 75 LLCFacility Agreement • March 20th, 2024 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight
The Lenders have agreed to make available to the Borrowers a senior secured term loan facility in an aggregate amount of up to $76,000,000, divided in four Tranches, for the purposes of:
GLOBAL SHIP LEASE, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • April 14th, 2021 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight • New York
Introductory. The shareholders of Global Ship Lease, Inc., a Republic of the Marshall Islands corporation (the “Company”), named in Schedule B (collectively, the “Selling Shareholders”) severally propose to sell to the several underwriters named in Schedule A hereto (the “Underwriters”) an aggregate of 4,500,000 shares of the Company’s Class A Common Shares, par value $0.01 per share (the “Shares”). The 4,500,000 Shares to be sold by the Selling Shareholders are called the “Firm Shares.” In addition, the Selling Shareholders have severally granted to the Underwriters an option to purchase up to an additional 675,000 Shares, with each Selling Shareholder selling up to the amount set forth opposite such Selling Shareholder’s name in Schedule B, as provided in Section 2. The additional 675,000 Shares to be sold by the Selling Shareholders pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional
Global Ship Lease Services Limited and Thomas A. Lister AMENDED AND RESTATED SERVICE AGREEMENTService Agreement • March 29th, 2019 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight
WHEREAS The Company has offered to provide services to Global Ship Lease, Inc. a company incorporated and registered in the Republic of the Marshall Islands (the “Client”) under the Services Memorandum.
GLOBAL SHIP LEASE, INC. FORM OF SUBORDINATED INDENTURESubordinated Indenture • September 16th, 2022 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight • New York
GSL ENTERPRISES LTD. and Thomas Lister EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT BETWEEN GSL ENTERPRISES LTD. AND THOMAS LISTEREmployment Agreement • March 24th, 2022 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight
WARRANT AGREEMENT COMMON STOCK WARRANT AGREEMENT dated as of August 30, 2006 between MARATHON ACQUISITION CORP. and THE BANK OF NEW YORK, as Warrant Agent Common Stock Warrants Expiring August 24, 2010Warrant Agreement • September 12th, 2008 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight • New York
COMMON STOCK WARRANT AGREEMENT, dated as of August 30, 2006 (as modified, amended or supplemented, this “Agreement”), between MARATHON ACQUISITION CORP., a Delaware corporation (the “Company”) and THE BANK OF NEW YORK, a New York trust company, as Warrant Agent (the “Warrant Agent”).
GLOBAL SHIP LEASE, INC. FORM OF SENIOR INDENTURESenior Indenture • September 16th, 2022 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 3rd, 2019 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), is entered into and effective as of October 1, 2019, by and between Global Ship Lease, Inc., a Marshall Islands corporation (the “Company”), B. Riley Financial, Inc. and BRC Partners Opportunity Fund, LP (the “Investors”).
BIMCO SHIPMAN 2009 STANDARD SHIP MANAGEMENT AGREEMENT PART IShip Management Agreement • March 20th, 2024 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight
DATED 200 Global Ship Lease Services Limited and Susan J. Cook SERVICE AGREEMENTService Agreement • July 3rd, 2008 • GSL Holdings, Inc. • Deep sea foreign transportation of freight
WHEREAS The Company has offered to provide services to Global Ship Lease, Inc. a company incorporated and registered in the Republic of the Marshall Islands (the “Client”) under the Services Memorandum.
Dated 9 October 2018 ZEUS ONE MARINE LLC and IKAROS MARINE LLC as joint and several Borrowers and TASMAN MARINE LLC HUDSON MARINE LLC and DRAKE MARINE LLC as Collateral Owners and POSEIDON CONTAINERS HOLDINGS LLC as Corporate Guarantor and ODYSSEUS...Amending and Restating Deed • March 29th, 2019 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight
Words and expressions defined in the Loan Agreement shall have the same meanings when used in this Deed (including the Recitals) unless the context otherwise requires or they are otherwise defined in this Deed.
Dated 24 October 2018 LEONIDAS MARINE LLC as Borrower and POSEIDON CONTAINERS HOLDINGS LLC as Guarantor and THE FINANCIAL INSTITUTIONS LISTED IN SCHEDULE 1 as Lenders and WILMINGTON TRUST, NATIONAL ASSOCIATION as Facility Agent and Security Agent...First Supplemental Agreement • March 29th, 2019 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight
AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • June 3rd, 2008 • GSL Holdings, Inc. • Deep sea foreign transportation of freight • New York
WHEREAS, MAQ, Merger Subsidiary, the Company and CMA entered into the Merger Agreement on March 21, 2008 pursuant to which MAQ will merge with and into the Merger Subsidiary with the Merger Subsidiary continuing as the surviving company and the Company will then merge with and into the Merger Subsidiary with the Merger Subsidiary continuing as the surviving company in the merger;
FORM OF THIRD SUPPLEMENTAL WARRANT AGREEMENTWarrant Agreement • April 18th, 2008 • GSL Holdings, Inc. • New York
This Third Supplemental Warrant Agreement (this “Agreement”), dated [ ], 2008, is to the Warrant Agreement, dated as of August 30, 2006 (the “Warrant Agreement”), by and between MARATHON ACQUISITION CORP., a Delaware corporation, (the “Company”), and THE BANK OF NEW YORK, a New York trust company (the successor thereto under the Warrant Agreement, MELLON INVESTOR SERVICES LLC, a New Jersey limited liability company, the “Warrant Agent”).
GLOBAL SHIP LEASE SERVICES LIMITED and IAN J WEBBER DEED OF AMENDMENT TO SERVICE AGREEMENTService Agreement • March 29th, 2019 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight
SUPPLEMENTAL INDENTURE FOR ADDITIONAL GUARANTORSupplemental Indenture • April 21st, 2015 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight • New York
SUPPLEMENTAL INDENTURE (this Supplemental Indenture), dated as of 23 December 2014, among Global Ship Lease 20 Limited (the Guaranteeing Subsidiary), a subsidiary of Global Ship Lease, Inc. (or its permitted successor), a Marshall Islands corporation, (the Issuer), the other Guarantors (as defined in the Indenture referred to herein) and Deutsche Bank Trust Company Americas, as trustee (or its permitted successor) under the Indenture referred to below (the Trustee) and as security agent (or its permitted successor) under the Indenture referred to below (the Security Agent).
SUPPLEMENTAL INDENTURE FOR ADDITIONAL GUARANTORSupplemental Indenture • April 21st, 2015 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight • New York
SUPPLEMENTAL INDENTURE (this Supplemental Indenture), dated as of 23 February 2015, among Global Ship Lease 21 Limited (the Guaranteeing Subsidiary), a subsidiary of Global Ship Lease, Inc. (or its permitted successor), a Marshall Islands corporation, (the Issuer), the other Guarantors (as defined in the Indenture referred to herein) and Deutsche Bank Trust Company Americas, as trustee (or its permitted successor) under the Indenture referred to below (the Trustee) and as security agent (or its permitted successor) under the Indenture referred to below (the Security Agent).
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 30th, 2018 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight • New York
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT is entered into as of the 29th day of October, 2018, by and among Global Ship Lease, Inc., a Marshall Islands corporation (the “Company”), KEP VI (Newco Marine), Ltd. and KIA VIII (Newco Marine), Ltd. (together, “Kelso”), CMA CGM S.A. (“CMA”), Management Investor Co. and Anmani Consulting Inc. (together, “Poseidon Management”), Marathon Founders, LLC (“Marathon”), Michael S. Gross (“Gross”) and Maas Capital Investments B.V. (“MAAS”) (each of Kelso, CMA, Poseidon Management, Marathon, Gross and MAAS, a “Shareholder” and collectively, the “Shareholders”) and shall become effective on the Closing Date (as defined below).
Seward & Kissel llp ONE BATTERY PARK PLAZA NEW YORK, NEW YORK 10004Legal Counsel Agreement • January 26th, 2021 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight
AGREEMENT AND PLAN OF MERGER BY AND AMONG POSEIDON CONTAINERS HOLDINGS LLC K&T MARINE LLC, GLOBAL SHIP LEASE, INC., AND THE OTHER PARTIES NAMED HEREIN DATED AS OF OCTOBER 29, 2018Agreement and Plan of Merger • October 30th, 2018 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight • Delaware
• K&T Marine LLC, a Marshall Islands limited liability company (“K&T Holdco” and, together with Poseidon Holdco, each a “Company” and, collectively, the “Companies”);
Global Ship Lease, Inc. c/o Global Ship Lease Services Limited London SW1V 1LW United KingdomRegistration Statement • November 27th, 2019 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight
We have acted as counsel to Global Ship Lease, Inc. (the “Company”), a Marshall Islands corporation, in connection with the Company’s registration statement on Form F-3 (the “Registration Statement”), as filed with the U.S. Securities and Exchange Commission (the “Commission”) on the date hereof and as thereafter amended or supplemented, relating to the registration under the Securities Act of 1933, as amended (the “Securities Act”), of an aggregate of $150,000,000 of the Company’s securities, which may include depositary shares (the “Depositary Shares”), representing an interest in a fractional share or multiple shares of preferred shares of the Company, and preferred shares (the “Preferred Shares”).
GLOBAL SHIP LEASE, INC., AS ISSUER, THE GUARANTORS PARTY HERETO, AS GUARANTORS, DEUTSCHE BANK TRUST COMPANY AMERICAS, AS TRUSTEE AND AS SECURITY AGENT, DEUTSCHE BANK AG, LONDON BRANCH AND DEUTSCHE BANK TRUST COMPANY AMERICAS, AS PAYING AGENTS, AND...Indenture • March 21st, 2014 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight • New York
INDENTURE dated as of March 19, 2014 among Global Ship Lease, Inc., a corporation organized under the laws of the Marshall Islands, as Issuer (the “Issuer”), certain subsidiaries of the Issuer named herein, as Guarantors (the “Guarantors”), Deutsche Bank Trust Company Americas, as Trustee (the “Trustee”) and, as applicable, as Security Agent (the “Security Agent”), Deutsche Bank AG, London Branch and Deutsche Bank Trust Company Americas, as Paying Agents (as defined herein), and Deutsche Bank Trust Company Americas, as Registrar and Transfer Agent (each as defined herein).
GLOBAL SHIP LEASE, INC., AS ISSUER, THE GUARANTORS PARTY HERETO, AS GUARANTORS, CITIBANK, N.A., LONDON BRANCH AS TRUSTEE, SECURITY AGENT, PAYING AGENT, REGISTRAR AND TRANSFER AGENT INDENTURE Dated as of October 31, 2017 9.875% First Priority Secured...Indenture • November 3rd, 2017 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight • New York
INDENTURE dated as of October 31, 2017 among Global Ship Lease, Inc., a corporation organized under the laws of the Marshall Islands, as Issuer (the “Issuer”), certain subsidiaries of the Issuer named herein, as Guarantors (the “Guarantors”), Citibank, N.A., London Branch as Trustee (the “Trustee”) and, as applicable, as Security Agent (the “Security Agent”), Paying Agent (as defined herein), and Registrar and Transfer Agent (each as defined herein).
SECOND SUPPLEMENTAL INDENTURE (Global Ship Lease 37 LLC)Supplemental Indenture • April 2nd, 2020 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight • New York
SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of 15 January, 2020, among Global Ship Lease, Inc., a Marshall Islands corporation (the “Issuer”), the guarantors listed on the signature pages hereto (the “Guarantors”), Global Ship Lease 37 LLC (the “Guaranteeing Subsidiary”), a subsidiary of the Issuer and Citibank, N.A., London Branch, as trustee (the “Trustee”) and as security agent (the “Security Agent”).
SEWARD & KISSEL LLP ONE BATTERY PARK PLAZA NEW YORK, NEW YORK 10004Registration Statement • May 15th, 2019 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight
We have acted as counsel to Global Ship Lease, Inc. (the "Company"), a Marshall Islands corporation, in connection with the Company's registration statement on Form F-3, including the prospectus contained therein (File No. 333- ), as filed with the U.S. Securities and Exchange Commission (the "Commission"), and as thereafter amended or supplemented (the "Registration Statement"), relating to the registration under the U.S. Securities Act of 1933, as amended (the "Securities Act"), of the resale of an aggregate of 7,401,284 Class A common shares, par value $0.01 per share, 250,000 Series C Preferred Shares, par value $0.01 per share, and 12,955,188 Class A common shares, par value $0.01 per share, underlying the Series C Preferred Shares, of the Company by the selling shareholders named therein.
INTERCREDITOR AGREEMENT Dated 19 March 2014 CITIBANK INTERNATIONAL PLC as Revolving Agent The Revolving Lenders DEUTSCHE BANK TRUST COMPANY AMERICAS as Senior Secured Note Trustee GLOBAL SHIP LEASE, INC. as the Parent THE ORIGINAL DEBTORS DEUTSCHE...Intercreditor Agreement • March 21st, 2014 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight
Global Ship Lease, Inc. c/o Global Ship Lease Services LimitedLegal Counsel Engagement • December 11th, 2019 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight
