HENNESSY CAPITAL ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY WARRANT AGREEMENT Dated as of January 16, 2014Warrant Agreement • January 23rd, 2014 • Hennessy Capital Acquisition Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of January 16, 2014, is by and between Hennessy Capital Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”).
10,000,000 Units1 Hennessy Capital Acquisition Corp. UNDERWRITING AGREEMENTUnderwriting Agreement • January 23rd, 2014 • Hennessy Capital Acquisition Corp. • Blank checks • New York
Hennessy Capital Acquisition Corp., a corporation organized under the laws of Delaware (the “Company”), proposes to sell to you and, as applicable, to the several underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “Representative”) are acting as sole representative, 10,000,000 units (the “Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to 1,500,000 additional units to cover over-allotments, if any (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as Underwriter, and the term Underwriter shall mean either the singular or plural as the context requires. Certain c
Hennessy Capital Acquisition Corp. Chicago, IL 60606Hennessy Capital Acquisition Corp. • October 18th, 2013 • Blank checks • New York
We are pleased to accept the offer Hennessy Capital Partners I LLC (the “Subscriber” or “you”) has made to purchase 2,875,000 shares of common stock (the “Shares”), $.0001 par value per share (the “Common Stock”), up to 375,000 of which are subject to complete or partial forfeiture by you if the underwriters of the initial public offering (“IPO”) of Hennessy Capital Acquisition Corp., a Delaware corporation (the “Company”), do not fully exercise their over-allotment option (the “Over-allotment Option”) and between 625,000 and 718,750 shares of Common Stock which are subject to forfeiture by you as set forth in Section 3.2 below. The terms (this “Agreement”) on which the Company is willing to sell the Shares to the Subscriber, and the Company and the Subscriber’s agreements regarding such Shares, are as follows:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 23rd, 2014 • Hennessy Capital Acquisition Corp. • Blank checks • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 16, 2014, is made and entered into by and among Hennessy Capital Acquisition Corp., a Delaware corporation (the “Company”), Hennessy Capital Partners I, LLC., a Delaware limited liability company (the “Sponsor”), and the undersigned parties listed under Holders on the signature page hereto (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “Holder” and collectively the “Holders”).
SPONSOR WARRANTS PURCHASE AGREEMENTSponsor Warrants Purchase Agreement • October 18th, 2013 • Hennessy Capital Acquisition Corp. • Blank checks • Delaware
THIS SPONSOR WARRANTS PURCHASE AGREEMENT, dated as of October 15, 2013 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and between Hennessy Capital Acquisition Corp., a Delaware corporation (the “Company”), and Hennessy Capital Partners I LLC, a Delaware Limited Liability Company (the “Purchaser”).
INDEMNITY AGREEMENTIndemnity Agreement • December 20th, 2013 • Hennessy Capital Acquisition Corp. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [●], 2014, by and between HENNESSY CAPITAL ACQUISITION CORP., a Delaware corporation (the “Company”), and [●] (“Indemnitee”).
FIFTH AMENDMENT AND LIMITED WAIVER TO CREDIT AGREEMENTCredit Agreement • December 12th, 2022 • Blue Bird Corp • Truck & bus bodies • New York
In consideration of the foregoing, the terms, covenants and conditions contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
CREDIT AGREEMENT dated as of June 27, 2014 among SCHOOL BUS HOLDINGS INC., as Holdings, PEACH COUNTY HOLDINGS, INC. and BLUE BIRD BODY CORPORATION, as Intermediate Parents, BLUE BIRD BODY COMPANY, as Borrower, THE LENDERS PARTY HERETO and SOCIÉTÉ...Credit Agreement • March 2nd, 2015 • Blue Bird Corp • Truck & bus bodies • New York
CREDIT AGREEMENT dated as of June 27, 2014 (this “Agreement”), SCHOOL BUS HOLDINGS INC., a Delaware corporation (“Holdings”), PEACH COUNTY HOLDINGS, INC., a Delaware corporation, and BLUE BIRD BODY CORPORATION, a Delaware corporation, as Intermediate Parents, BLUE BIRD BODY COMPANY, a Georgia corporation (the “Borrower”), the LENDERS party hereto, SOCIÉTÉ GÉNÉRALE, as an Issuing Bank and the Swingline Lender, and SOCIÉTÉ GÉNÉRALE, as Administrative Agent.
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • January 23rd, 2014 • Hennessy Capital Acquisition Corp. • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of January 16, 2014 by and between Hennessy Capital Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 2nd, 2015 • Blue Bird Corp • Truck & bus bodies • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), made and entered into as of this day of February, 2015 (the “Effective Date”), by and among Blue Bird Corporation (formerly known as Hennessy Capital Acquisition Corp.), a Delaware corporation (the “Company”), The Traxis Group B.V., a limited liability company existing under the laws of the Netherlands (“Traxis”), The Osterweis Strategic Income Fund (“Investor I”), The Osterweis Strategic Investment Fund (“Investor II”), Overland Relative Value Master Fund LP (“Investor III”), Overland Viceroy Master Fund (“Investor IV”), Coliseum School Bus Holdings, LLC (“Investor V”), Coliseum Capital Partners, L.P. (“Investor VI”), Coliseum Capital Partners II, L.P. (“Investor VII”) and Blackwell Partners LLC – Series A (“Investor VIII”, and together with Investor I, Investor II and Investor III, Investor IV, Investor V, Investor VI and Investor VII, the “Investors”).
SEVERANCE AGREEMENTSeverance Agreement • April 23rd, 2015 • Blue Bird Corp • Truck & bus bodies • New York
THIS SEVERANCE AGREEMENT (this “Agreement”) is made and entered into as of this 1 day of July, 2008, by and between School Bus Holdings, Inc., (the “Company”) and Paul Yousif (the “Employee”) (the “Company” and the “Employee,” collectively, the “Parties,” each a “Party”).
EMPLOYMENT AGREEMENTEmployment Agreement • May 8th, 2024 • Blue Bird Corp • Truck & bus bodies • Georgia
This EMPLOYMENT AGREEMENT (the ''Agreement"), signed as of the date below, effective as of the 1st day of July 2023, by and between Blue Bird Body Company, a Georgia corporation, and, Blue Bird Corporation, a Delaware corporation (collectively, the ''Company") and Britton Smith (the "Executive").
BLUE BIRD CORPORATION RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • March 2nd, 2015 • Blue Bird Corp • Truck & bus bodies • Delaware
This Restricted Stock Award Agreement (the “Agreement”), dated as of the “Award Date” set forth in the attached Exhibit A (the “Award Date”), is entered into between Blue Bird Corporation, a Delaware corporation (the “Company”), and the individual named in Exhibit A hereto (the “Awardee”).
January 16, 2014Letter Agreement • January 23rd, 2014 • Hennessy Capital Acquisition Corp. • Blank checks
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into or proposed to be entered into by and between Hennessy Capital Acquisition Corp., a Delaware corporation (the “Company”), and Deutsche Bank Securities Inc. as representative of the several underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of 10,000,000 of the Company’s units (the “Units”), each comprised of one share of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), and one warrant (each, a “Warrant”). Each Warrant entitles the holder thereof to purchase one-half of one share of the Common Stock at a price of $5.75 per half share, subject to adjustment. The Units shall be sold in the Public Offering pursuant to a registration statement on Form S-1 and prospectus (the “Prospectus”) filed by the Company with the Securities and Exchange Commissio
INDEMNITY AGREEMENTIndemnity Agreement • December 16th, 2021 • Blue Bird Corp • Truck & bus bodies • Delaware
This Indemnity Agreement (“Agreement”) is made as of December 15, 2021 by and between Blue Bird Corporation, a Delaware corporation (the “Company”), and Adam Gray (“Indemnitee”).
BLUE BIRD CORPORATION (a Delaware corporation) 4,042,650 Shares of Common Stock UNDERWRITING AGREEMENTBlue Bird Corp • February 21st, 2024 • Truck & bus bodies • New York
Hennessy Capital Acquisition Corp. Chicago, IL 60606 Re: Initial Public Offering Gentlemen:Letter Agreement • December 20th, 2013 • Hennessy Capital Acquisition Corp. • Blank checks
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into or proposed to be entered into by and between Hennessy Capital Acquisition Corp., a Delaware corporation (the “Company”), and Deutsche Bank Securities Inc. as representative of the several underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of 10,000,000 of the Company’s units (the “Units”), each comprised of one share of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), and one warrant (each, a “Warrant”). Each Warrant entitles the holder thereof to purchase one-half of one share of the Common Stock at a price of $5.75 per half share, subject to adjustment. The Units shall be sold in the Public Offering pursuant to a registration statement on Form S-1 and prospectus (the “Prospectus”) filed by the Company with the Securities and Exchange Commissio
Hennessy Capital Acquisition Corp.Hennessy Capital Acquisition Corp. • January 23rd, 2014 • Blank checks • New York
This letter will confirm our agreement that, commencing on the date the securities of Hennessy Acquisition Corp. (the “Company”) are first listed on the Nasdaq Capital Market (the “Listing Date”), pursuant to a Registration Statement on Form S-1 and prospectus filed with the Securities and Exchange Commission (the “Registration Statement”) and continuing until the earlier of the consummation by the Company of an initial business combination or the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), Hennessy Capital LLC ( “Hennessy Capital”), an affiliate of our sponsor, Hennessy Capital Partners I LLC, shall make available to the Company, at 10 South Wacker Drive, Suite 3175 Chicago, IL 60606 (or any successor location), certain office space, utilities, and general office, receptionist and secretarial support as may be reasonably required by the Company. In exchange therefor, the Company
SUBSCRIPTION AGREEMENT FORSubscription Agreement • February 19th, 2015 • Hennessy Capital Acquisition Corp. • Truck & bus bodies • New York
This Subscription Agreement (this “Agreement”), made as of February 18, 2015 by and among Hennessy Capital Acquisition Corp. (the “Company”), The Traxis Group B.V. (“Traxis”), the undersigned subscriber of Preferred Shares (as defined below) under whose name is set forth “Preferred Subscriber” on the signature pages hereto (the “Preferred Subscriber”) and each of the undersigned subscribers of shares of Common Stock (as defined below) under whose name is set forth “Common Subscriber” on the signature pages hereto (each, a “Common Subscriber,” collectively, the “Common Subscribers” and, together with the Preferred Subscriber, the “Subscribers” and each a “Subscriber”), is intended to set forth certain representations, covenants and agreements among the Company and the Subscribers:
BLUE BIRD CORPORATION (a Delaware corporation) 2,500,000 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • December 19th, 2023 • Blue Bird Corp • Truck & bus bodies • New York
EMPLOYMENT AGREEMENTEmployment Agreement • April 23rd, 2015 • Blue Bird Corp • Truck & bus bodies • New York
EMPLOYMENT AGREEMENT (“Agreement”), dated as of April 1, 2011 between School Bus Holdings Inc. (the “Company”) and Philip Horlock (the “Executive”) (together, the “Parties”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 8th, 2017 • Blue Bird Corp • Truck & bus bodies • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of September 23, 2017 by and between COLISEUM CAPITAL PARTNERS, L.P., a Delaware limited partnership (“CCP”), COLISEUM CAPITAL PARTNERS II, L.P., a Delaware limited partnership (“CCP II”), BLACKWELL PARTNERS, LLC - SERIES A, a Delaware limited liability company (“Blackwell”), and COLISEUM SCHOOL BUS HOLDINGS, LLC, a Delaware limited liability company (“School Bus Holdings” and, together with CCP, CCP II, and Blackwell, the “Sellers” and each, individually, a “Seller”), and BLUE BIRD CORPORATION, a Delaware corporation (the “Company”).
AMENDED AND RESTATED SUBSCRIPTION AGREEMENT FORSubscription Agreement • September 24th, 2014 • Hennessy Capital Acquisition Corp. • Blank checks • New York
This Amended and Restated Subscription Agreement (this “Agreement”), made as of September 23, 2014 by and among Hennessy Capital Acquisition Corp. (the “Company”) and each of the undersigned subscribers (each, a “Subscriber,” collectively, the “Subscribers”), is intended to set forth certain representations, covenants and agreements among the Company and the Subscribers, with respect to the private offering (the “Preferred Offering”) for sale by the Company and the purchase by each Subscriber in such private offering of the number of shares set forth under such Subscriber’s name on the signature pages hereto of 7.625% Preferred Stock with the terms set out in the form of certificate of designations attached as Exhibit A hereto (the “Certificate of Designations” and, such shares, the “Preferred Shares”) at a price per share of $100.00.
SEVERANCE AGREEMENTSeverance Agreement • August 13th, 2020 • Blue Bird Corp • Truck & bus bodies • Georgia
THIS SEVERANCE AGREEMENT (this "Agreement") is made and entered into as of this 1st day of May, 2020, by and between Blue Bird Corporation (the "Company") and Jeffery L. Taylor (the "Employee") (the "Company" and the "Employee," collectively, the "Parties," each a "Party").
BLUE BIRD CORPORATION NONQUALIFIED STOCK OPTION GRANT AGREEMENTStock Option Grant Agreement • February 13th, 2020 • Blue Bird Corp • Truck & bus bodies • Delaware
This Stock Option Grant Agreement (the “Grant Agreement”) is made and entered into effective on the Date of Grant set forth in Exhibit A (the “Date of Grant”) by and between Blue Bird Corporation, a Delaware corporation (the “Company”), and the individual named in Exhibit A hereto (the “Optionee”).
BLUE BIRD CORPORATION NONQUALIFIED STOCK OPTION GRANT AGREEMENTNonqualified Stock Option Grant Agreement • March 2nd, 2015 • Blue Bird Corp • Truck & bus bodies • Delaware
This Stock Option Grant Agreement (the “Grant Agreement”) is made and entered into effective on the Date of Grant set forth in Exhibit A (the “Date of Grant”) by and between Blue Bird Corporation, a Delaware corporation (the “Company”), and the individual named in Exhibit A hereto (the “Optionee”).
AMENDMENT NO. 2 to PURCHASE AGREEMENT by and between THE TRAXIS GROUP B.V., HENNESSY CAPITAL ACQUISITION CORP. and HENNESSY CAPITAL PARTNERS I LLC (solely for purposes of Section 10.01(a) thereof)Purchase Agreement • February 19th, 2015 • Hennessy Capital Acquisition Corp. • Truck & bus bodies
This AMENDMENT NO. 2, dated as of February 18, 2015 (this “Amendment”), to the PURCHASE AGREEMENT, dated as of September 21, 2014, as amended by Amendment No. 1 on February 10, 2015 (as so amended, the “Original Agreement”), is made by and among THE TRAXIS GROUP, B.V., a limited liability company existing under the laws of the Netherlands (“Seller”), HENNESSY CAPITAL ACQUISITION CORP., a Delaware corporation (“Purchaser”), and, solely for purposes of Section 10.01(a) thereof, HENNESSY CAPITAL PARTNERS I LLC (“Sponsor”). Capitalized terms used herein shall have the meanings given such terms in the Original Agreement, as amended by this Amendment.
CREDIT AGREEMENT dated as of December 12, 2016 among BLUE BIRD CORPORATION, as Holdings, SCHOOL BUS HOLDINGS INC., PEACH COUNTY HOLDINGS, INC. and BLUE BIRD GLOBAL CORPORATION, as Intermediate Parents, BLUE BIRD BODY COMPANY, as Borrower, THE LENDERS...Collateral Agreement • December 15th, 2016 • Blue Bird Corp • Truck & bus bodies • New York
United States BLUE BIRD ECONOSHIFT 4,929,046 03/29/2016 United States BLUE BIRD ARMOR andDesign 5,042,540 09/13/2016 Afghanistan BLUE BIRD App. # 342 06/20/2012 Afghanistan BIRD Design App. # 343 06/20/2012 Andorra BLUE BIRD & Bird Design 3,862 02/20/1997 Argentina BLUE BIRD 2,690,004 11/10/2014 Argentina BLUE BIRD & BIRD Design 2.798.699 04/27/2016 Australia BLUE BIRD 201,527 04/20/1966 Bahamas Bird Design 10,208 10/07/1981 Bahamas BLUE BIRD 10,207 10/07/1981 Bahrain Bird Logo 8,306 12/21/1983 Bahrain BLUE BIRD 8,305 12/21/1983 Bahrain BLUE BIRD in Arabic 8,402 02/22/1984 Bahrain TC 2000 13,645 02/03/1991 Benelux BLUE BIRD & Bird Design 523,414 10/02/1992 Bolivia BLUE BIRD & Bird Design 58216-C 03/27/1995 Canada Bird Design TMA205,280 02/14/1975 Canada BLUE BIRD TMA378,522 01/18/1991 Canada BLUE BIRD & Design TMA380,894 03/01/1991 Canada BLUE BIRD BODIES & Design TMA114,392 06/12/1959 Canada BUS CARE FLEET MAINTENANCE PRODUCTS and Design TMA580,990 05/08/2003 Canada BUS CARE FLEET MAI
SPONSOR WARRANT EXCHANGE LETTER AGREEMENTSponsor Warrant Exchange Letter Agreement • September 24th, 2014 • Hennessy Capital Acquisition Corp. • Blank checks • Delaware
Reference is made to that certain purchase agreement by and between Hennessy Capital Acquisition Corp. (the “Company”) and The Traxis Group, B.V. (“Traxis), dated as of the date hereof (the “Purchase Agreement”). In order to induce Traxis to enter into the Purchase Agreement, Hennessy Capital Partners I LLC (“HCPI”) has agreed to enter into this letter agreement (this “Agreement”) relating to the exchange of a number of warrants sold to HCPI by the Company in a private placement in connection with the Company’s initial public offering (the “Private Placement Warrants”) equal to (i) 12,125,000 less (ii) the number of public warrants validly tendered and not withdrawn in the Warrant Exchange Offer for shares of common stock (“Common Stock”) of the Company. For purposes of this letter, the term “Exchange Private Placement Warrants” shall refer solely to the Private Placement Warrants to be exchanged pursuant to the immediately preceding sentence and “Exchange Shares” shall refer to any sh
RESTRICTED STOCK UNIT GRANT AGREEMENTRestricted Stock Unit Grant Agreement • August 18th, 2015 • Blue Bird Corp • Truck & bus bodies • Delaware
This Restricted Stock Unit Grant Agreement (the “Agreement”) is entered into effective as of the Grant Date between the Recipient and Blue Bird Corporation, a Delaware corporation (the “Company”), pursuant to the Blue Bird Corporation 2015 Omnibus Equity Incentive Plan (the “Plan”).
RETIREMENT AGREEMENTRetirement Agreement • August 13th, 2020 • Blue Bird Corp • Truck & bus bodies • Georgia
This Retirement Agreement (“Agreement”), dated as of May 30, 2020, sets forth the mutual agreement of Blue Bird Corporation, a Delaware corporation (the “Company”), and Phillip Tighe (“Executive”) regarding Executive’s retirement from the Company.
100,000,000 Initial Term Loans $150,000,000 Initial Revolving Credit Commitments CREDIT AGREEMENT among BLUE BIRD CORPORATION, as Holdings, BLUE BIRD BODY COMPANY, as the Borrower, certain Intermediate Parents party hereto from time to time, as...Credit Agreement • November 20th, 2023 • Blue Bird Corp • Truck & bus bodies • New York
THIS CREDIT AGREEMENT (this “Agreement”), dated as of November 17, 2023, is made by and among Blue Bird Body Company, a Georgia corporation (the “Borrower”), Blue Bird Corporation, a Delaware corporation (“Holdings”), certain Intermediate Parents (as hereinafter defined) from time to time party hereto, as Guarantors (as hereinafter defined), certain Subsidiaries (as hereinafter defined) from time to time party hereto, as Subsidiary Guarantors (as hereinafter defined), the banks and financial institutions listed on the signature pages hereto or that become parties hereto after the Closing Date (as hereinafter defined), as Lenders (as hereinafter defined) and Bank of Montreal (“BMO”), as administrative agent for the Lenders and collateral agent for the Secured Parties (as hereinafter defined), an Issuing Lender (as hereinafter defined) and as Swingline Lender (as hereinafter defined).
The Traxis Group B.V. c/o Cerberus Capital Management L.P.Purchase Agreement • September 24th, 2014 • Hennessy Capital Acquisition Corp. • Blank checks
Concurrently with this letter, The Traxis Group B.V., a limited liability company existing under the laws of the Netherlands (“Seller”), is entering into that certain Purchase Agreement, dated as of the date hereof (as it may be amended, the “Purchase Agreement”), with Hennessy Capital Acquisition Corp., a Delaware corporation (“Purchaser”). The Purchase Agreement provides that at the closing of the transactions contemplated by the Purchase Agreement, Purchaser’s certificate of incorporation will be amended and restated to, among other things, provide that Purchaser’s directors can be removed with or without cause by the stockholders. Any capitalized term used but not defined herein will have the meaning ascribed to such term in the Purchase Agreement.
AMENDMENT NO. 1 TO CREDIT AGREEMENT AND PARENT JOINDER AGREEMENTCredit Agreement • December 15th, 2015 • Blue Bird Corp • Truck & bus bodies • New York
AMENDMENT NO. 1 TO THE CREDIT AGREEMENT AND PARENT JOINDER AGREEMENT (this “Amendment”), dated as of September 28, 2015, among BLUE BIRD CORPORATION (f/k/a Hennessy Capital Acquisition Corp.), a Delaware corporation (the “Parent”), SCHOOL BUS HOLDINGS INC., a Delaware corporation (“School Bus Holdings”), PEACH COUNTY HOLDINGS INC., a Delaware corporation, and BLUE BIRD GLOBAL CORPORATION (f/k/a Blue Bird Corporation), a Delaware corporation (collectively, the “Intermediate Parents”), BLUE BIRD BODY COMPANY, a Georgia corporation (the “Borrower”), each other Loan Party party hereto, each Lender party hereto and Société Générale (acting through one or more of its branches or any Affiliate thereof, collectively, “SG”), as Administrative Agent (in such capacity, the “Administrative Agent”). Capitalized terms not otherwise defined in this Amendment have the same meanings as specified in the Credit Agreement referred to below.
The Traxis Group B.V. c/o Cerberus Capital Management L.P. New York, NY 10022 Re: Founder Forfeited Shares Gentlemen:Purchase Agreement • February 11th, 2015 • Hennessy Capital Acquisition Corp. • Truck & bus bodies • Delaware
Reference is made to that certain Purchase Agreement (the “Purchase Agreement”), dated as of September 21, 2014, as amended by that certain Amendment No. 1 to Purchase Agreement, executed and delivered contemporaneously herewith (the “Amendment”), by and among Hennessy Capital Acquisition Corp., a Delaware corporation (the “Purchaser”), Hennessy Capital Partners I LLC, a Delaware limited liability company (the “Sponsor”) (solely for purposes of Section 10.01(a) thereof), and The Traxis Group B.V., a limited liability company existing under the laws of the Netherlands (the “Seller”). Capitalized terms used herein, but not defined herein, shall have the meanings ascribed to them in the Purchase Agreement.
