EXCHANGE AGREEMENTExchange Agreement • October 3rd, 2018 • CJA Private Equity Restructuring Master Fund I LP • State commercial banks • Washington
This EXCHANGE AGREEMENT is made and entered into as of September 26, 2018 (this “Agreement”) by and between Coastal Financial Corporation, a Washington corporation (the “Company”), and CJA Private Equity Financial Restructuring Master Fund I LP, a limited partnership formed under the laws of the Cayman Islands (the “Investor”).
SUBSCRIPTION AGREEMENTSubscription Agreement • August 30th, 2013 • CJA Private Equity Restructuring Master Fund I LP • Savings institution, federally chartered • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 30th, 2013 • CJA Private Equity Restructuring Master Fund I LP • Savings institution, federally chartered • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of August 22, 2013, between Broadway Financial Corporation, a Delaware corporation and parent company of Broadway Federal Bank, F.S.B (the “Company”) on the one hand, and each of CJA Private Equity Financial Restructuring Master Fund I LP, a Cayman Islands limited partnership, National Community Investment Fund, a trust, and BBCN Bancorp, Inc., a Delaware corporation (each an “Investor” and, collectively, the “Investors”) on the other hand. For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Company and the Investors hereby agree as follows:
JOINT FILING AGREEMENT PURSUANT TO SECTION 240.13d-1(k)Joint Filing Agreement • October 3rd, 2018 • CJA Private Equity Restructuring Master Fund I LP • State commercial banks
The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13D shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each 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 other entities, except to the extent that it knows or has reason to believe that such information is inaccurate.
BROADWAY FINANCIAL CORPORATION 5055 Wilshire Boulevard, Suite 500 Los Angeles, CA 90036Exchange Agreement • August 30th, 2013 • CJA Private Equity Restructuring Master Fund I LP • Savings institution, federally chartered • Delaware
This letter will confirm our agreement that pursuant to and effective as of your purchase of capital stock of Broadway Financial Corporation, a Delaware corporation (the “Company”), the parent company of Broadway Federal Bank, F.S.B. (the “Bank”), CJA Private Equity Financial Restructuring Master Fund I, L.P., a Cayman Islands limited partnership (the “Investor”), shall be entitled to the following contractual rights, in addition to any other rights specifically provided to the Investor pursuant to that certain Subscription Agreement, dated as of the date hereof, by and between the Company and the Investor, including any amendments or supplements thereto, and such other agreements, instruments and certificates delivered in connection therewith (collectively, the “Subscription Documents”):
