Board Observer AgreementNon-Disclosure and Confidentiality Agreement • May 15th, 2023 • DG Capital Management, LLC • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
This agreement (the “Agreement”) is made effective as of May 5, 2023 by and between Invacare Holdings Corporation, a Delaware corporation (the “Company”), and DG Capital Management, LLC (the “Investor”). Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the bylaws of the Company, as amended from time to time (the “Bylaws”).
FORBEARANCE AGREEMENT AND FIRST OMNIBUS AMENDMENT TO CREDIT AGREEMENT AND LOAN DOCUMENTSCredit Agreement • October 30th, 2024 • DG Capital Management, LLC • Orthopedic, prosthetic & surgical appliances & supplies • New York
AMENDED AND RESTATED CREDIT AGREEMENT dated as of May 5, 2023 (this “Agreement”), among INVACARE HOLDINGS CORPORATION (“Holdings”), INVACARE CORPORATION (the “Administrative Borrower”), INVACARE INTERNATIONAL HOLDINGS CORP. (“International Holdings” and “Co-Borrower”; and Co-Borrower together with the Administrative Borrower, collectively, “Borrower”), the LENDERS party hereto, CANTOR FITZGERALD SECURITIES, as Administrative Agent, and GLAS TRUST COMPANY LLC, as Collateral Agent.
AMENDED AND RESTATED EXCHANGE AGREEMENTExchange Agreement • October 30th, 2024 • DG Capital Management, LLC • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
This Amended and Restated Exchange Agreement (this “Agreement”) is made and entered as of October 29, 2024 by and among Invacare Holdings Corporation, a Delaware corporation (“Parent”), Invacare International Holdings Corp., a Delaware corporation (“International Holdings”), Invacare Corporation, an Ohio corporation (“Reorganized Invacare”) and the parties listed on Schedule I that are signatory hereto (each a “Holder”). Capitalized terms used, but not defined herein shall have the meanings ascribed to such terms in the Credit Agreement (as defined below).
FORM OF FIRST AMENDMENT TO BOARD OBSERVER AGREEMENTBoard Observer Agreement • October 30th, 2024 • DG Capital Management, LLC • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
This Amendment to Board Observer Agreement (this “Amendment”) is made as of October 29, 2024, by and between Invacare Holdings Corporation, a Delaware corporation (the “Company”), and ___________ (the “Investor”).
FORBEARANCE AGREEMENT AND FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • October 30th, 2024 • DG Capital Management, LLC • Orthopedic, prosthetic & surgical appliances & supplies • New York
This LOAN AND SECURITY AGREEMENT, dated as of May 5, 2023 is among INVACARE HOLDINGS CORPORATION, a Delaware corporation (“Parent”) INVACARE CORPORATION, an Ohio corporation (“Invacare”), FREEDOM DESIGNS, INC., a California corporation (“Freedom Designs”), MEDBLOC, INC., a Delaware corporation (“Medbloc”), INVACARE CANADA L.P., an Ontario limited partnership (“Invacare Canada”), MOTION CONCEPTS L.P., an Ontario limited partnership (“Motion Concepts”), and PERPETUAL MOTION ENTERPRISES LIMITED, an Ontario limited partnership (“Perpetual Motion”; together with Invacare, Freedom Designs, Medbloc, Invacare Canada, and Motion Concepts, each an “Original Borrower”, and collectively the “Original Borrowers”), Invacare International Holdings Corp., a Delaware corporation (“International Holdings”, together with the Original Borrowers, the “Borrowers”), the entities from time to time party hereto as Guarantors, the several financial institutions from time to time party to this Agreement as Lende
MASTER EQUITY AGREEMENT TERMINATION AGREEMENTTermination Agreement • October 30th, 2024 • DG Capital Management, LLC • Orthopedic, prosthetic & surgical appliances & supplies
This Termination Agreement (this “Agreement”), dated as of October 29, 2024, is entered into by and among Invacare Holdings Corporation, a Delaware corporation (“Parent”), Invacare International Holdings Corp., a Delaware corporation (“International Holdings”), Invacare Corporation, an Ohio corporation (“Reorganized Invacare”), and the parties that are signatory thereto as a “Holder” (each, a “Holder,” and each Holder, Parent, International Holdings, and Reorganized Invacare, the “Parties”)).
JOINT FILING AGREEMENTJoint Filing Agreement • October 24th, 2014 • DG Capital Management, LLC • Semiconductors & related devices
This Joint Filing Agreement, dated as of October 24, 2014, is by and among DG Capital Management, LLC and Dov Gertzulin (collectively, the "Filers").
JOINT FILING AGREEMENTJoint Filing Agreement • January 15th, 2014 • DG Capital Management, LLC • Telephone communications (no radiotelephone)
This Joint Filing Agreement may be terminated by any of the Filers upon one week's prior written notice (or such lesser period of notice as the Filers may mutually agree) to the other party.
JOINT FILING AGREEMENTJoint Filing Agreement • July 13th, 2012 • DG Capital Management, LLC • Radio broadcasting stations
This Joint Filing Agreement, dated as of July 13, 2012, is by and among DG Capital Management, LLC and Dov Gertzulin (collectively, the "Filers").
JOINT FILING AGREEMENTJoint Filing Agreement • June 5th, 2014 • DG Capital Management, LLC • Telephone communications (no radiotelephone)
This Joint Filing Agreement, dated as of June 5, 2014, is by and among DG Capital Management, LLC, Dov Gertzulin and DG Value Partners II Master Fund, LP (the "Filers").
JOINT FILING AGREEMENTJoint Filing Agreement • October 6th, 2015 • DG Capital Management, LLC
This Joint Filing Agreement may be terminated by any of the Filers upon one week's prior written notice (or such lesser period of notice as the Filers may mutually agree) to the other party.
JOINT FILING AGREEMENTJoint Filing Agreement • December 26th, 2012 • DG Capital Management, LLC • Pipe lines (no natural gas)
This Joint Filing Agreement, dated as of December 26, 2012, is by and among DG Capital Management, LLC and Dov Gertzulin (collectively, the "Filers").
JOINT FILING AGREEMENTJoint Filing Agreement • January 8th, 2016 • DG Capital Management, LLC • Bituminous coal & lignite surface mining
This Joint Filing Agreement, dated as of January 8, 2016, is by and among DG Capital Management, LLC and Dov Gertzulin (collectively, the "Filers").
JOINT FILING AGREEMENTJoint Filing Agreement • September 11th, 2023 • DG Capital Management, LLC • Orthopedic, prosthetic & surgical appliances & supplies
Pursuant to Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, each of the undersigned acknowledges and agrees that the foregoing statement on this Schedule 13D is filed on behalf of the undersigned and that all subsequent amendments to this statement on Schedule 13D shall be filed on behalf of the undersigned without the necessity of filing additional joint acquisition statements. Each of the undersigned acknowledges that it shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.
JOINT FILING AGREEMENTJoint Filing Agreement • May 15th, 2023 • DG Capital Management, LLC • Orthopedic, prosthetic & surgical appliances & supplies
Pursuant to Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, each of the undersigned acknowledges and agrees that the foregoing statement on this Schedule 13D is filed on behalf of the undersigned and that all subsequent amendments to this statement on Schedule 13D shall be filed on behalf of the undersigned without the necessity of filing additional joint acquisition statements. Each of the undersigned acknowledges that it shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.
JOINT FILING AGREEMENTJoint Filing Agreement • October 13th, 2021 • DG Capital Management, LLC • Pipe lines (no natural gas)
Pursuant to Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, each of the undersigned acknowledges and agrees that the foregoing statement on this Schedule 13D is filed on behalf of the undersigned and that all subsequent amendments to this statement on Schedule 13D shall be filed on behalf of the undersigned without the necessity of filing additional joint acquisition statements. Each of the undersigned acknowledges that it shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.
