Nomination Agreement, dated June 26, 2019, between Atlas and Timothy LoweNomination Agreement • September 20th, 2019 • Lapetus Capital II LLC • Paper mills • New York
Thank you for agreeing to serve as a nominee for election to the board of directors (the “Board”) of Verso Corporation (the “Company”) in connection with a proxy solicitation our affiliate, Lapetus Capital II LLC, and/or one or more affiliates thereof (“Atlas”) is considering undertaking for the purpose of nominating and electing directors at the 2019 annual meeting of stockholders of the Company, or special meeting of stockholders of the Company at which directors are to be elected, or any other meeting of stockholders held in lieu thereof, and at any and all adjournments, postponements, reschedulings or continuations thereof (the “Solicitation”). This letter will set forth the terms of our agreement (the “Agreement”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • October 10th, 2019 • Lapetus Capital II LLC • Paper mills • New York
This STOCK PURCHASE AGREEMENT, dated as of October 7, 2019 (this “Agreement”), by and between BW Coated LLC, a Delaware limited liability company (“Buyer”), and Lapetus Capital II LLC, a Delaware limited liability company (“Lapetus II”) and Lapetus Capital III LLC, a Delaware limited liability company (“Lapetus III” and together with Lapetus II, the “Sellers” and each a “Seller”).
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)(1)Joint Filing Agreement • September 20th, 2019 • Lapetus Capital II LLC • Paper mills
THIS JOINT FILING AGREEMENT is entered into as September 20, 2019, by and among the parties hereto. The undersigned hereby agree that the Statement on Schedule 13D with respect to the shares of Class A Common Stock, par value $0.01 of Verso Corporation and any amendment thereafter signed by each of the undersigned shall be (unless otherwise determined by the undersigned) filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. This Joint Filing Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument.
COOPERATION AGREEMENTCooperation Agreement • February 5th, 2020 • Lapetus Capital II LLC • Paper mills • Delaware
This Agreement (this “Agreement”) is made and entered into as of January 30, 2020 by and among Verso Corporation (the “Company”) and the entities and natural persons set forth in the signature pages hereto (each an “Investor” and collectively, the “Investors”) (each of the Company and the Investors, a “Party” to this Agreement, and collectively, the “Parties”).
