REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 24th, 2021 • Pyxis Tankers Inc. • Deep sea foreign transportation of freight • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of February 17, 2021, between Pyxis Tankers Inc., a Marshall Islands corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
UNDERWRITING AGREEMENT between PYXIS TANKERS INC. and THINKEQUITY, A DIVISION OF FORDHAM FINANCIAL MANAGEMENT, INC., as Representative of the Several UnderwritersUnderwriting Agreement • September 28th, 2020 • Pyxis Tankers Inc. • Deep sea foreign transportation of freight • New York
A Division of Fordham Financial Management, Inc. As Representative of the several Underwriters named on Schedule 1 attached hereto 17 State Street, 22nd Floor New York, New York 10004
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 24th, 2021 • Pyxis Tankers Inc. • Deep sea foreign transportation of freight • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February 17, 2021, between Pyxis Tankers Inc., a corporation organized under the laws of the Marshall Islands (the” Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
PYXIS TANKERS INC. [●] Common Shares UNDERWRITING AGREEMENTUnderwriting Agreement • June 13th, 2017 • Pyxis Tankers Inc. • Deep sea foreign transportation of freight • New York
Dated 12 October 2012 SIXTHONE CORP. and SEVENTHONE CORP. as joint and several Borrowers and THE BANKS AND FINANCIAL INSTITUTIONS LISTED IN SCHEDULE 1 as Lenders and HSH NORDBANK AG as Agent, Mandated Lead Arranger, Swap Bank and Security Trustee LOAN...Loan Agreement • August 6th, 2015 • Pyxis Tankers Inc. • Deep sea foreign transportation of freight
DATED 12th January 2015 EIGHTHONE CORP. as Borrower and DVB BANK SE as Lender and DVB BANK SE as Agent and Security Trustee FACILITY AGREEMENT FOR A USD21,000,000 TERM LOAN FACILITY INCE & CO PIRAEUS IndexFacility Agreement • August 6th, 2015 • Pyxis Tankers Inc. • Deep sea foreign transportation of freight
US$24,000,000 TERM LOAN FACILITY EIGHTHONE CORP. as Borrower and PYXIS TANKERS INC. as Guarantor and WILMINGTON TRUST, NATIONAL ASSOCIATION as Facility Agent and WILMINGTON TRUST, NATIONAL ASSOCIATION as Security Agent FACILITY AGREEMENT relating to...Term Loan Facility • March 29th, 2019 • Pyxis Tankers Inc. • Deep sea foreign transportation of freight
The Lenders have agreed to make available to the Borrower a senior secured term loan facility of US$24,000,000, for the purpose of refinancing the Existing Indebtedness secured on the Ship and general corporate purposes.
LOAN AGREEMENT for a secured floating interest rate loan facility of US$14,500,000Loan Agreement • April 17th, 2024 • Pyxis Tankers Inc. • Deep sea foreign transportation of freight
UNDERWRITING AGREEMENT between PYXIS TANKERS INC. and THINKEQUITY, A DIVISION OF FORDHAM FINANCIAL MANAGEMENT, INC., as Representative of the Several UnderwritersUnderwriting Agreement • October 13th, 2020 • Pyxis Tankers Inc. • Deep sea foreign transportation of freight • New York
A Division of Fordham Financial Management, Inc. As Representative of the several Underwriters named on Schedule 1 attached hereto 17 State Street, 22nd Floor New York, New York 10004
Dated 26 September 2007 SECONDONE CORP. - and - THIRDONE CORP. - and - DEUTSCHE SCHIFFSBANK AKTIENGESELLSCHAFT as Lender LOAN AGREEMENT relating to a term loan facility of up to $24,560,000 and a guarantee facility of up to $5,900,000 to part-finance...Loan Agreement • August 6th, 2015 • Pyxis Tankers Inc. • Deep sea foreign transportation of freight
WARRANT AGENCY AGREEMENTWarrant Agency Agreement • October 13th, 2020 • Pyxis Tankers Inc. • Deep sea foreign transportation of freight • New York
This WARRANT AGENCY AGREEMENT (this “Warrant Agreement”) is dated as of October 13, 2020 (the “Issuance Date”) between Pyxis Tankers Inc., a Marshall Islands corporation (the “Company”), and VStock Transfer, LLC, a California limited liability company (the “Warrant Agent”).
Pyxis Tankers Inc. COMMON STOCK EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • March 30th, 2018 • Pyxis Tankers Inc. • Deep sea foreign transportation of freight • New York
Pyxis Tankers Inc., a Marshall Islands corporation (the “Company”), confirms its agreement (this “Agreement”) with Noble Capital Markets, Inc., a Florida corporation (“Noble”), as follows:
Dated 12 December 2008 FOURTHONE CORP. as Borrower - and - DEUTSCHE SCHIFFSBANK AKTIENGESELLSCHAFT as Lender LOAN AGREEMENT relating to a term loan facility of up to $41,600,000 to part-finance the acquisition cost of Hull no. H-I 021 (tbn “NAVIG8...Loan Agreement • August 6th, 2015 • Pyxis Tankers Inc. • Deep sea foreign transportation of freight
The Lender has agreed to make available to the Borrower a term loan facility of up to $41,600,000 in a single advance for the purpose of part-financing the acquisition cost of the Ship, known as Hull No. H-1021 (to be named “NAVIG8 MALOU”) which is to be constructed by SPP Shipbuilding Co., Ltd. and sold by the Seller to the Borrower pursuant to the MOA (as defined below).
INDEMNIFICATION AGREEMENTIndemnification Agreement • September 4th, 2015 • Pyxis Tankers Inc. • Deep sea foreign transportation of freight • Delaware
THIS INDEMNIFICATION AGREEMENT (this “Agreement”), effective as of , 2015 between Pyxis Tankers Inc., a Republic of the Marshall Islands corporation (the “Company”), and , an individual (the “Indemnitee”).
DATED 26 October 2015 PYXIS TANKERS INC. (1) as Guarantor DVB BANK SE. (2) as Security Trustee CORPORATE GUARANTEECorporate Guarantee • March 23rd, 2016 • Pyxis Tankers Inc. • Deep sea foreign transportation of freight
EIGHTHONE CORP. as Borrower andDeferred Fee Agreement • March 29th, 2019 • Pyxis Tankers Inc. • Deep sea foreign transportation of freight
PYXIS TANKERS INC.Guarantee • March 23rd, 2016 • Pyxis Tankers Inc. • Deep sea foreign transportation of freight
STOCK PURCHASE AGREEMENTStock Purchase Agreement • June 13th, 2017 • Pyxis Tankers Inc. • Deep sea foreign transportation of freight • New York
The Stock Purchase Agreement (this “Agreement”), effective as of June 13 , 2017, is made by and between Pyxis Tankers Inc., a Marshall Islands corporation (“Pyxis Tankers”), and Pyxis Holdings Inc., a Marshall Islands corporation (“Pyxis Holdings”), for the purchase and sale of 500 registered shares of common stock, without par value per share (the “Common Shares”) of Ninthone Corp., a Marshall Islands corporation and a wholly-owned subsidiary of Pyxis Holdings (“Ninthone”). Pyxis Tankers, Pyxis Holdings and Ninthone shall collectively be referred to herein as the “Parties.”
Dated 23 October 2015 FOURTHONE CORP.Supplemental Agreement • March 23rd, 2016 • Pyxis Tankers Inc. • Deep sea foreign transportation of freight
AMENDED AND RESTATED HEAD MANAGEMENT AGREEMENTHead Management Agreement • September 4th, 2015 • Pyxis Tankers Inc. • Deep sea foreign transportation of freight
This Amended and Restated Head Management Agreement (this “Agreement”), dated as of August 5 , 2015, between Pyxis Tanker Inc. (the “Company”), in its own capacity and as agent for each of the vessel owning subsidiaries identified in Schedule A hereto that will be acquired by the Company together with any additional subsidiaries that may acquire vessels or enter into newbuilding contracts in the future (the “Subsidiaries”), and PYXIS MARITIME CORP. (“Maritime”).
DATED 26 October 2015Pledge Agreement • March 23rd, 2016 • Pyxis Tankers Inc. • Deep sea foreign transportation of freight
FORM OF LOCK-UP AGREEMENTLock-Up Agreement • April 23rd, 2015 • Pyxis Tankers Inc. • New York
Dated [ ] and NORTH SEA TANKERS BY COMMERCIAL SHIP MANAGEMENT AGREEMENT in respect of the Vessel, [ ]Commercial Ship Management Agreement • September 4th, 2015 • Pyxis Tankers Inc. • Deep sea foreign transportation of freight • London
SECONDONE CORP. THIRDONE CORP.Loan Agreement • March 23rd, 2016 • Pyxis Tankers Inc. • Deep sea foreign transportation of freight
Form of Lock-Up AgreementLock-Up Agreement • December 8th, 2017 • Pyxis Tankers Inc. • Deep sea foreign transportation of freight • New York
This Lock-Up Agreement is being delivered to you in connection with the Securities Purchase Agreement (the “Purchase Agreement”), dated as of December [ ], 2017, by and among Pyxis Tankers (the “Company”) and the investors party thereto (the “Buyers”) with respect to the issuance of shares of the Company’s common stock, $0.001 par value (the “Common Shares”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement.
Date 28 May 2010Supplemental Agreement • March 23rd, 2016 • Pyxis Tankers Inc. • Deep sea foreign transportation of freight
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • March 1st, 2021 • Pyxis Tankers Inc. • Deep sea foreign transportation of freight • New York
This Placement Agency Agreement (“Agreement”) sets forth the terms upon which ThinkEquity, a division of Fordham Financial Management, Inc. (the “Placement Agent”) shall be engaged by Pyxis Tankers Inc., a corporation organized under the laws of the Marshall Islands (the “Company”), to act as exclusive placement agent in connection with the private placement (the “Offering”) of shares (the “Shares”) of the Company’s common stock, $0.001 per share par value (the “Common Stock”), directly to certain investors.
AMENDMENT No. 1 TO PROMISSORY NOTEPromissory Note • March 28th, 2017 • Pyxis Tankers Inc. • Deep sea foreign transportation of freight • New York
This Amendment No. 1 to Promissory Note (this “Amendment”), dated August 9, 2016, by and between Pyxis Tankers Inc. (“Maker”) and MARITIME INVESTORS CORP. (“Payee”), amends in part the Promissory Note, made by Maker in favor of Payee as of October 25, 2015 in the principal amount of $2,500,000 (the “Promissory Note”).
PLEDGE AGREEMENTPledge Agreement • March 23rd, 2016 • Pyxis Tankers Inc. • Deep sea foreign transportation of freight • New York
THIS PLEDGE AGREEMENT, made as of this 23rd day of April, 2015 (this “Agreement”), is between MICHAEL ONGHAI (together with his heirs and assigns, “MO”), LOOKSMART GROUP INC., a Nevada corporation (“LSG” and together with MO, the “Pledgors”) and PYXIS TANKERS INC., a Marshall Islands corporation (the “Pledgee”).
Dated [ ] and INTERNATIONAL TANKER MANAGEMENT LTD. (ITM) SHIP MANAGEMENT AGREEMENT in respect of the Vessel [ ]Ship Management Agreement • September 4th, 2015 • Pyxis Tankers Inc. • Deep sea foreign transportation of freight • London
DESCRIPTION OF THE AMENDED HEAD MANAGEMENT AGREEMENTHead Management Agreement • March 20th, 2020 • Pyxis Tankers Inc. • Deep sea foreign transportation of freight
On March 18, 2020, Pyxis Tankers Inc. (the “Company”) entered into Amendment No. 2 to the Amended and Restated Head Management Agreement (the “Amended Head Management Agreement”) between the Company and Pyxis Maritime Corp. (“Maritime”), a company owned and controlled by Mr. Eddie Valentis, the Company’s Chairman and Chief Executive Officer. The Amended Head Management Agreement provides for, among other things, a termination fee for ship management services to be paid to Maritime in the event the agreement is terminated in connection with a Change of Control (as such term is defined in the Amended Head Management Agreement).
AMENDMENT No. 2 TO AMENDED AND RESTATED PROMISSORY NOTEPromissory Note • March 31st, 2020 • Pyxis Tankers Inc. • Deep sea foreign transportation of freight • New York
This Amendment No. 2 to the Amended and Restated Promissory Note (this “Amendment”), dated May 14, 2019, by and between Pyxis Tankers Inc. (“Maker”) and MARITIME INVESTORS CORP. (“Payee”), amends in part the Amended and Restated Promissory Note, made by Maker in favor of Payee as of December 29, 2017 in the principal amount of $5,000,000 (the “Promissory Note”).
AMENDMENT NO. 1 TO EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • November 20th, 2018 • Pyxis Tankers Inc. • Deep sea foreign transportation of freight
This Amendment No. 1 (this “Amendment No. 1”) to the Equity Distribution Agreement, dated March 30, 2018 (the “Agreement”), between Pyxis Tankers Inc., a corporation incorporated under the laws of the Republic of the Marshall Islands (the “Company”), and Noble Capital Markets (“Noble”) is made and entered into as of the 19th day of November, 2018, by and among the parties hereto. Terms used and not otherwise defined herein have the meanings ascribed to them in the Agreement.
First Supplemental Letter to Loan AgreementLoan Agreement • July 12th, 2021 • Pyxis Tankers Inc. • Deep sea foreign transportation of freight
AMENDMENT TO AGREEMENT AND PLAN OF MERGER BY AND AMONG PYXIS TANKERS INC., MARITIME TECHNOLOGIES CORP., LOOKSMART, LTD.Agreement and Plan of Merger • March 23rd, 2016 • Pyxis Tankers Inc. • Deep sea foreign transportation of freight
THIS AMENDMENT (this “Amendment”) to the AGREEMENT AND PLAN OF MERGER, dated as of April 23, 2015 (the “Initial Merger Agreement”), is entered into by and among Pyxis Tankers Inc., a Marshall Islands corporation (“Pyxis”), Maritime Technologies Corp., a Delaware corporation and a wholly owned subsidiary of Pyxis (“Merger Sub”), LookSmart, Ltd., a Delaware corporation (“LS”), and LookSmart Group, Inc., a Nevada corporation (“LSG”) is entered into by the parties hereto as of this day of September 2015.
