Wells Fargo Bank, National Association New York, NY 10152 Attn: Structuring Services Group Email: CorporateDerivativeNotifications@wellsfargo.comWarrant Agreement • February 1st, 2017 • Horizon Global Corp • Motor vehicle parts & accessories • New York
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the Warrants issued by Horizon Global Corporation (“Company”) to Wells Fargo Bank, National Association (“Dealer”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. Each party further agrees that this Confirmation together with the Agreement evidence a complete binding agreement between Company and Dealer as to the subject matter and terms of the Transaction to which this Confirmation relates, and shall supersede all prior or contemporaneous written or oral communications with respect thereto.
HORIZON GLOBAL CORPORATION AND WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of February 1, 2017 2.75% Convertible Senior Notes due 2022First Supplemental Indenture • February 1st, 2017 • Horizon Global Corp • Motor vehicle parts & accessories
FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”) dated as of February 1, 2017 between HORIZON GLOBAL CORPORATION, a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.02) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America, as trustee (the “Trustee,” as more fully set forth in Section 1.02).
LOAN AND SECURITY AGREEMENT Dated as of March 13, 2020 by and amongLoan and Security Agreement • May 18th, 2020 • Horizon Global Corp • Motor vehicle parts & accessories • New York
This Loan and Security Agreement (as it may be amended, restated, supplemented or otherwise modified from time to time, this "Agreement") is entered into on March 13, 2020, by and among HORIZON GLOBAL AMERICAS INC., a Delaware corporation (“Horizons America”), CEQUENT TOWING PRODUCTS OF CANADA, LTD., a company formed under the laws of the Province of Ontario ("Cequent Canada"; together with Horizons America, each a "Borrower" and together with any other Borrower party hereto from time to time, collectively the "Borrowers"), HORIZON GLOBAL CORPORATION, a Delaware corporation (“Parent”), HORIZON GLOBAL COMPANY LLC, a Delaware limited liability company (“Horizon Global”, and together with Parent, each a “Guarantor” and together with any other Guarantor party hereto from time to time, collectively the “Guarantors”) and together with any other Loan Party party hereto from time to time, as Loan Parties (as defined herein), the Lenders party hereto from time to time and ENCINA BUSINESS CREDIT
JPMorgan Chase Bank, National Association London Branch Canary Wharf London E14 5JP EnglandBase Call Option Transaction • February 1st, 2017 • Horizon Global Corp • Motor vehicle parts & accessories • New York
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between JPMorgan Chase Bank, National Association, London Branch (“Dealer”) and Horizon Global Corporation (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. Each party further agrees that this Confirmation together with the Agreement evidence a complete binding agreement between Counterparty and Dealer as to the subject matter and terms of the Transaction to which this Confirmation relates, and shall supersede all prior or contemporaneous written or oral communications with respect thereto.
HORIZON GLOBAL CORPORATION Restricted Stock Units AgreementRestricted Stock Units Agreement • May 3rd, 2018 • Horizon Global Corp • Motor vehicle parts & accessories • Delaware
This RESTRICTED STOCK UNITS AGREEMENT (this “Agreement”) is made as of _______ __, 20__, by and between Horizon Global Corporation, a Delaware corporation (the “Company”), and _________________ (the “Grantee”).
TERM LOAN CREDIT AGREEMENT dated as of February 2, 2021, among HORIZON GLOBAL CORPORATION, The Lenders Party Hereto, and ATLANTIC PARK STRATEGIC CAPITAL FUND, L.P., as Administrative Agent and Collateral AgentTerm Loan Credit Agreement • March 11th, 2021 • Horizon Global Corp • Motor vehicle parts & accessories • New York
TERM LOAN CREDIT AGREEMENT dated as of February 2, 2021 (this “Agreement”), among HORIZON GLOBAL CORPORATION, the LENDERS party hereto and ATLANTIC PARK STRATEGIC CAPITAL FUND, L.P., as Administrative Agent and Collateral Agent.
SEPARATION AND DISTRIBUTION AGREEMENT BETWEEN TRIMAS CORPORATION AND HORIZON GLOBAL CORPORATION Dated June 30, 2015Separation and Distribution Agreement • July 6th, 2015 • Horizon Global Corp • Motor vehicle parts & accessories • Delaware
This SEPARATION AND DISTRIBUTION AGREEMENT, dated as of June 30,, 2015 (this “Agreement”), is between TriMas Corporation, a Delaware corporation (“TriMas”), and Horizon Global Corporation, a Delaware corporation (“Horizon”). TriMas and Horizon are sometimes referred to herein individually as a “Party”, and collectively as the “Parties”.
Horizon Global Corporation 2.75% Convertible Senior Notes due 2022 UNDERWRITING AGREEMENTUnderwriting Agreement • February 1st, 2017 • Horizon Global Corp • Motor vehicle parts & accessories • New York
Horizon Global Corporation, a Delaware corporation (the “Company”) confirms its agreement with J.P. Morgan Securities LLC (“J.P. Morgan”), Wells Fargo Securities, LLC (“Wells Fargo”) and each of the other Underwriters named in Exhibit A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom J.P. Morgan and Wells Fargo are acting as representatives (in such capacity, the “Representatives”), with respect to the issue and sale by the Company to the Underwriters of an aggregate of $110,000,000 principal amount of its 2.75% Convertible Senior Notes due 2022 (the “Initial Securities”) to be issued pursuant to the provisions of an Indenture to be dated as of the Closing Date (as defined herein) (the “Base Indenture”) between the Company and Wells Fargo Bank, National Association, as trustee (the “Trustee”), and a First Supplemental Indenture to be dated as of the Closing Date (the “First Suppl
THIRD AMENDMENT TO CREDIT AGREEMENTCredit Agreement • May 9th, 2019 • Horizon Global Corp • Motor vehicle parts & accessories • New York
THIRD AMENDMENT (this “Amendment”), dated as of March 14, 2019, to the Credit Agreement dated as of February 20, 2019 (as amended, supplemented, amended and restated or otherwise modified from time to time, including by this Amendment, the “Credit Agreement”), among Horizon Global Corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time party thereto (the “Lenders”), and Cortland Capital Market Services LLC, as Administrative Agent (in such capacity, the “Administrative Agent”).
HORIZON GLOBAL CORPORATION Nonqualified Stock Option Agreement Annual GrantNonqualified Stock Option Agreement • May 3rd, 2016 • Horizon Global Corp • Motor vehicle parts & accessories • Delaware
This NONQUALIFIED STOCK OPTION AGREEMENT (this “Agreement”) is made as of ______________, by and between Horizon Global Corporation, a Delaware corporation (the “Company”), and _________________ (the “Grantee”).
TAX SHARING AGREEMENT by and between TriMas Corporation and Horizon Global Corporation Dated as ofTax Sharing Agreement • June 11th, 2015 • Horizon Global Corp • Motor vehicle parts & accessories
COMMON STOCK PURCHASE WARRANT HORIZON GLOBAL CORPORATIONCommon Stock Purchase Warrant • February 3rd, 2021 • Horizon Global Corp • Motor vehicle parts & accessories • New York
THIS COMMON STOCK PURCHASE WARRANT (this “Warrant”) certifies that, for value received, APSC Holdco II, L.P. or its permitted assigns (the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Issue Date and on or prior to the close of business on February 2, 2026 (the “Termination Date”), but not thereafter, to purchase from Horizon Global Corporation, a Delaware corporation (the “Company”), up to 3,905,486 shares (subject to the limitations contained herein, including Section 2(d), and subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock, par value $0.01 per share (the “Common Stock”). The purchase price of one Warrant Share shall be equal to the Exercise Price, as defined in Section 2(b).
SEVENTH AMENDMENT TO AMENDED AND RESTATED LOAN AGREEMENTLoan Agreement • May 9th, 2019 • Horizon Global Corp • Motor vehicle parts & accessories • New York
THIS AMENDED AND RESTATED INTERCREDITOR AGREEMENT (as amended, supplemented, restated or otherwise modified from time to time pursuant to the terms hereof, this “Agreement”) is entered into as of March 15, 2019 between
HORIZON GLOBAL CORPORATION Restricted Stock Units Agreement Board of Directors GrantRestricted Stock Units Agreement • August 7th, 2020 • Horizon Global Corp • Motor vehicle parts & accessories • Delaware
This RESTRICTED STOCK UNITS AGREEMENT (this “Agreement”) is made as of __________, 20__, by and between Horizon Global Corporation, a Delaware corporation (the “Company”), and _________________ (the “Grantee”).
AGREEMENT AND PLAN OF MERGER by and among FIRST BRANDS GROUP, LLC, PHX MERGER SUB, INC., and HORIZON GLOBAL CORPORATION dated as of December 30, 2022Merger Agreement • January 3rd, 2023 • Horizon Global Corp • Motor vehicle parts & accessories • New York
AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of December 30, 2022 (the “Agreement Date”), by and among First Brands Group, LLC, a limited liability company organized under the Laws of Delaware (“Parent”), PHX Merger Sub, Inc., a corporation organized under the Laws of Delaware and a wholly owned Subsidiary of Parent (“Merger Sub”, and together with Parent, the “Parent Parties”), on the one hand, and Horizon Global Corporation, a corporation organized under the Laws of Delaware (the “Company”), on the other hand. As the context of this Agreement so requires, each of the Company and each Parent Party may be referred to herein individually as a “Party” and collectively as the “Parties”. Certain capitalized terms used herein have the meanings ascribed thereto in Section 10.2.
JPMorgan Chase Bank, National Association London Branch Canary Wharf London E14 5JP EnglandCall Option Transaction • February 1st, 2017 • Horizon Global Corp • Motor vehicle parts & accessories • New York
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between JPMorgan Chase Bank, National Association, London Branch (“Dealer”) and Horizon Global Corporation (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. Each party further agrees that this Confirmation together with the Agreement evidence a complete binding agreement between Counterparty and Dealer as to the subject matter and terms of the Transaction to which this Confirmation relates, and shall supersede all prior or contemporaneous written or oral communications with respect thereto.
FOREIGN FACILITY GUARANTEE AND COLLATERAL AGREEMENT made by CEQUENT PERFORMANCE PRODUCTS, INC. and certain of its Subsidiaries in favor of BANK OF AMERICA, N.A., as Agent Dated as of December 22, 2015Foreign Facility Guarantee and Collateral Agreement • December 23rd, 2015 • Horizon Global Corp • Motor vehicle parts & accessories • New York
THIS FOREIGN FACILITY GUARANTEE AND COLLATERAL AGREEMENT (as it may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”) is entered into as of December 22, 2015 by and among, CEQUENT PERFORMANCE PRODUCTS, INC., a Delaware corporation (“Cequent Performance”), HORIZON INTERNATIONAL HOLDINGS LLC, a Delaware limited liability company (“International Holdings”), CEQUENT UK LIMITED, a company incorporated in England and Wales with company number 08081641 (“UK Borrower”), CEQUENT TOWING PRODUCTS OF CANADA LTD., a company formed under the laws of the Province of Ontario (“Canadian Borrower”), CEQUENT NEDERLAND HOLDINGS B.V., a company formed under the laws of the Netherlands (“Netherland Holdings”), CEQUENT MEXICO HOLDINGS B.V., a company formed under the laws of the Netherlands (“Mexico Holdings”), CEQUENT SALES COMPANY DE MEXICO, S. DE R.L. DE C.V., a limited liability company formed under the laws of Mexico (“Cequent Sales Mexic
LIMITED LIABILITY COMPANY AGREEMENT RESURGENT CAPITAL, LLCLimited Liability Company Agreement • August 30th, 2019 • Horizon Global Corp • Motor vehicle parts & accessories • Delaware
This Limited Liability Company Agreement (this “Agreement”) is entered into as of February 21, 2019, by and among each of the Persons who execute this Agreement from time-to-time as Members.
HORIZON GLOBAL CORPORATION Performance Share Units Agreement Annual GrantPerformance Share Units Agreement • May 3rd, 2018 • Horizon Global Corp • Motor vehicle parts & accessories • Delaware
This PERFORMANCE SHARE UNITS AGREEMENT (this “Agreement”) is made as of _______ __, 20__, by and between Horizon Global Corporation, a Delaware corporation (the “Company”), and _________________ (the “Grantee”).
EMPLOYEE MATTERS AGREEMENT between TRIMAS CORPORATION and HORIZON GLOBAL CORPORATION Dated as of June 30, 2015Employee Matters Agreement • July 6th, 2015 • Horizon Global Corp • Motor vehicle parts & accessories
EMPLOYEE MATTERS AGREEMENT, dated as of June 30, 2015 (this “Employee Matters Agreement”), between TriMas Corporation, a Delaware corporation (“TriMas”), and Horizon Global Corporation, a Delaware corporation (“Horizon”).
ContractTerm Loan Amendment • May 4th, 2017 • Horizon Global Corp • Motor vehicle parts & accessories • New York
WHEREAS, the Borrower requests that the Term Loans (the “Existing Term Loans”) be replaced with a new term loan facility (the “2017 Replacement Term Loan Facility”) as provided herein;
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • October 11th, 2016 • Horizon Global Corp • Motor vehicle parts & accessories • New York
TERM LOAN CREDIT AGREEMENT dated as of June 30, 2015 (this “Agreement”), among HORIZON GLOBAL CORPORATION, the LENDERS party hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent and Collateral Agent.
INDEMNIFICATION AGREEMENTIndemnification Agreement • March 31st, 2015 • Horizon Global Corp • Delaware
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is effective as of [ ], by and between Horizon Global Corporation, a Delaware corporation (the “Company”), and [ ] (the “Indemnitee”).
SIXTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • May 9th, 2019 • Horizon Global Corp • Motor vehicle parts & accessories • New York
THIS AMENDED AND RESTATED INTERCREDITOR AGREEMENT (as amended, supplemented, restated or otherwise modified from time to time pursuant to the terms hereof, this “Agreement”) is entered into as of March 15, 2019 between
ELEVENTH AMENDMENT TO CREDIT AGREEMENT)Term Loan Amendment • November 5th, 2020 • Horizon Global Corp • Motor vehicle parts & accessories • New York
This 2020 REPLACEMENT TERM LOAN AMENDMENT (ELEVENTH AMENDMENT TO CREDIT AGREEMENT) (this “Agreement”) is dated as of July 6, 2020, and is entered into by and among HORIZON GLOBAL CORPORATION, a Delaware corporation (“Borrower”), Cortland Capital Market Services LLC (as successor to JPMorgan Chase Bank, N.A.), as administrative agent (in such capacity, “Agent”), and the financial institutions party to this Agreement as Lenders.
JOINT FILING AGREEMENTJoint Filing Agreement • August 30th, 2019 • Horizon Global Corp • Motor vehicle parts & accessories
The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13D and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate.
AMENDMENT, LIMITED WAIVER AND CONSENT TO CREDIT AGREEMENTCredit Agreement • August 7th, 2020 • Horizon Global Corp • Motor vehicle parts & accessories • New York
This AMENDMENT, LIMITED WAIVER AND CONSENT TO CREDIT AGREEMENT (this “Agreement”) is dated as of May 15, 2020 and deemed effective as of April 1, 2020, and is entered into by and among HORIZON GLOBAL CORPORATION, a Delaware corporation ( “Borrower”), Cortland Capital Market Services LLC (as successor to JPMorgan Chase Bank, N.A.), as administrative agent (in such capacity, “Agent”), and the financial institutions party to this Agreement as Lenders.
TERM LOAN CREDIT AGREEMENT dated as of June 30, 2015, among HORIZON GLOBAL CORPORATION, The Lenders Party Hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent and Collateral Agent, BMO CAPITAL MARKETS CORP., and WELLS FARGO SECURITIES, LLC, as...Term Loan Credit Agreement • July 6th, 2015 • Horizon Global Corp • Motor vehicle parts & accessories • New York
TERM LOAN CREDIT AGREEMENT dated as of June 30, 2015 (this “Agreement”), among HORIZON GLOBAL CORPORATION, the LENDERS party hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent and Collateral Agent.
OMNIBUS CONSENT, WAIVER AND AMENDMENTOmnibus Consent, Waiver and Amendment • August 8th, 2019 • Horizon Global Corp • Motor vehicle parts & accessories • New York
This OMNIBUS CONSENT, WAIVER AND AMENDMENT (this “Consent”) is dated as of June 11, 2019 and is entered into by and among HORIZON GLOBAL CORPORATION, a Delaware corporation (“Borrower”), the other Loan Parties party hereto, the financial institutions party to this Consent as Lenders, and CORTLAND CAPITAL MARKET SERVICES LLC, in its capacity as administrative agent and collateral agent (“Agent”).
ContractWarrant Agreement • March 18th, 2019 • Horizon Global Corp • Motor vehicle parts & accessories • New York
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT UNDER ANY CIRCUMSTANCES BE SOLD, TRANSFERRED, OR OTHERWISE DISPOSED OF WITHOUT AN EFFECTIVE REGISTRATION STATEMENT FOR SUCH SECURITIES UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND ANY OTHER APPLICABLE SECURITIES LAWS OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE SECURITIES LAWS.
LIMITED CONSENT AND THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • March 11th, 2021 • Horizon Global Corp • Motor vehicle parts & accessories • New York
This Loan and Security Agreement (as it may be amended, restated, supplemented or otherwise modified from time to time, this "Agreement") is entered into on March 13, 2020, by and among HORIZON GLOBAL AMERICAS INC., a Delaware corporation (“Horizon Americas”), CEQUENT TOWING PRODUCTS OF CANADA, LTD., a company formed under the laws of the Province of Ontario ("Cequent Canada"; together with Horizon Americas, each a "Borrower" and together with any other Borrower party hereto from time to time, collectively the "Borrowers"), HORIZON GLOBAL CORPORATION, a Delaware corporation (“Parent”), HORIZON GLOBAL COMPANY LLC, a Delaware limited liability company (“Horizon Global”) CEQUENT ELECTRICAL PRODUCTS DE MÉXICO, S. DE R.L. DE C.V., a Mexican limited liability company (sociedad de responsabilidad limitada de capital variable) (“Cequent Electrical MX”), CEQUENT SALES COMPANY DE MÉXICO, S. DE R.L. DE C.V., a Mexican limited liability company (sociedad de responsabilidad limitada de capital vari
HORIZON GLOBAL CORPORATION Performance Share Units Agreement Signing GrantPerformance Share Units Agreement • November 12th, 2019 • Horizon Global Corp • Motor vehicle parts & accessories • Delaware
This PERFORMANCE SHARE UNITS AGREEMENT (this “Agreement”) is made as of ________________ by and between Horizon Global Corporation, a Delaware corporation (the “Company”), and ___________________ (the “Grantee”).
EIGHTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 5th, 2022 • Horizon Global Corp • Motor vehicle parts & accessories • New York
FOURTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • August 7th, 2018 • Horizon Global Corp • Motor vehicle parts & accessories • New York
TERM LOAN CREDIT AGREEMENT dated as of June 30, 2015 (this “Agreement”), among HORIZON GLOBAL CORPORATION, the LENDERS party hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent and Collateral Agent.
FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 3rd, 2021 • Horizon Global Corp • Motor vehicle parts & accessories • New York
This Loan and Security Agreement (as it may be amended, restated, supplemented or otherwise modified from time to time, this "Agreement") is entered into on March 13, 2020, by and among HORIZON GLOBAL AMERICAS INC., a Delaware corporation (“Horizon Americas”), CEQUENT TOWING PRODUCTS OF CANADA, LTD., a company formed under the laws of the Province of Ontario ("Cequent Canada"; together with Horizon Americas, each a "Borrower" and together with any other Borrower party hereto from time to time, collectively the "Borrowers"), HORIZON GLOBAL CORPORATION, a Delaware corporation (“Parent”), HORIZON GLOBAL COMPANY LLC, a Delaware limited liability company (“Horizon Global”) CEQUENT ELECTRICAL PRODUCTS DE MÉXICO, S. DE R.L. DE C.V., a Mexican limited liability company (sociedad de responsabilidad limitada de capital variable) (“Cequent Electrical MX”), CEQUENT SALES COMPANY DE MÉXICO, S. DE R.L. DE C.V., a Mexican limited liability company (sociedad de responsabilidad limitada de capital vari
