REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 1st, 2020 • Mountain Crest Acquisition Corp. • Blank checks
This Registration Rights Agreement (this “Agreement”) is made and entered into as of September 30, 2020 between Mountain Crest Acquisition Corp, a Delaware corporation (the “Company”), and each of the several subscribers signatory hereto (each such Subscriber, a “Subscriber” and, collectively, the “Subscribers”).
5,000,000 Units Mountain Crest Acquisition Corp UNDERWRITING AGREEMENTUnderwriting Agreement • June 10th, 2020 • Mountain Crest Acquisition Corp. • Blank checks • New York
The undersigned, Mountain Crest Acquisition Corp, a Delaware company (“Company”), hereby confirms its agreement with Chardan Capital Markets, LLC (hereinafter referred to as “you”, “Chardan”, or as the “Representative”) and with the other underwriters named on Schedule A hereto for which you are acting as representative (the Representative and the other Underwriters being collectively referred to herein as the “Underwriters” or, individually, an “Underwriter”), as follows:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 10th, 2020 • Mountain Crest Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement” ) is entered into as of the 4th day of June, 2020, by and among Mountain Crest Acquisition Corp, a Delaware corporation (the “Company” ) and the undersigned parties listed under Investors on the signature page hereto (each, an “Investor” and collectively, the “Investors” ).
FORM OF INDEMNITY AGREEMENTForm of Indemnity Agreement • June 10th, 2020 • Mountain Crest Acquisition Corp. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of June 4, 2020, by and between Mountain Crest Acquisition Corp, a Delaware corporation (the “Company”), and Dong Liu (“Indemnitee”).
RIGHTS AGREEMENTRights Agreement • June 10th, 2020 • Mountain Crest Acquisition Corp. • Blank checks • New York
This Rights Agreement (this “Agreement”) is made as of June 4, 2020 between Mountain Crest Acquisition Corp, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 1 State Street, New York, New York 10004 (the “Right Agent”).
4,720,000 Shares PLBY Group, Inc. Common Stock, par value $0.0001 per share UNDERWRITING AGREEMENTUnderwriting Agreement • June 14th, 2021 • PLBY Group, Inc. • Retail-miscellaneous retail • New York
PLBY Group, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to sell to the several Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 4,720,000 shares (the “Firm Shares”) of common stock, par value $0.0001 per share (the “Common Stock”), of the Company. The Firm Shares consist of authorized but unissued shares of Common Stock to be issued and sold by the Company. The Company also proposes to grant to the several Underwriters an option to purchase up to 708,000 additional shares of Common Stock on the terms and for the purposes set forth in Section 3(b) hereof (the “Option Shares”). The Firm Shares and any Option Shares purchased pursuant to this Underwriting Agreement (this “Agreement”) are herein collectively called the “Securities.”
INDEMNIFICATION AGREEMENTIndemnification Agreement • February 16th, 2021 • PLBY Group, Inc. • Retail-miscellaneous retail • Delaware
This Indemnification Agreement (this “Agreement”) is effective as of [Date] by and between PLBY Group, Inc. (formerly known as Mountain Crest Acquisition Corp), a Delaware corporation (the “Company”), and [Indemnitee] (“Indemnitee”). This Agreement supersedes and replaces any and all previous agreements, if any, between the Company and the Indemnitee covering indemnification.
Mountain Crest Acquisition CorpUnderwriting Agreement • June 10th, 2020 • Mountain Crest Acquisition Corp. • Blank checks • New York
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 16th, 2021 • PLBY Group, Inc. • Retail-miscellaneous retail • New York
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”) effective as of the 10th day of February, 2021, is made and entered into by and among PLBY Group, Inc. (formerly known as Mountain Crest Acquisition Corp), a Delaware corporation (the “Company”), each of the undersigned parties that are Pre-IPO Investors (as defined below), RT-Icon Holdings LLC, a Delaware limited liability corporation (“RT-Icon”), and each of the other shareholders of Playboy Enterprises, Inc., a Delaware corporation (“Playboy”) whose names are listed on Exhibit A hereto (each a “Playboy Investor” and collectively the “Playboy Investors”) (each of the foregoing parties (other than the Company) and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, an “Investor” and collectively, the “Investors”).
AMENDMENT NO. 2 TO AMENDED AND RESTATED CREDIT AND GUARANTY AGREEMENTCredit and Guaranty Agreement • March 29th, 2024 • PLBY Group, Inc. • Retail-miscellaneous retail • New York
AMENDMENT NO. 2 TO AMENDED AND RESTATED CREDIT AND GUARANTY AGREEMENT, dated as of March 27, 2024 (this “Agreement”), by and among each of the Lenders signatory hereto constituting the Requisite Lenders (each as defined in the Credit Agreement, as defined below), the Borrower (as defined below), each Guarantor (as defined in the Credit Agreement, as defined below) as of the date hereof, and DBD Credit Funding LLC (“Fortress”), as collateral agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, the “Collateral Agent”), and Fortress, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, the “Administrative Agent” and together with the Collateral Agent, each an “Agent” and, collectively, the “Agents”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 22nd, 2023 • PLBY Group, Inc. • Retail-miscellaneous retail • California
This Employment Agreement (this “Agreement”) is made and entered into as of March 22, 2023, by and between PLBY Group, Inc., a Delaware corporation (the “Company”), and Marc Crossman (“Executive” and, together with the Company, the “Parties”).
PLBY GROUP, INC. Common Stock ($0.0001 par value per share) Sales AgreementSales Agreement • August 8th, 2024 • PLBY Group, Inc. • Retail-miscellaneous retail • New York
PLBY Group, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Roth Capital Partners, LLC (the “Agent”), as follows:
Form of Senior/Subordinated Indenture] PLBY GROUP, INC. as Issuer and DELAWARE TRUST COMPANY as Trustee INDENTURE Dated as of [__]Indenture • September 2nd, 2022 • PLBY Group, Inc. • Retail-miscellaneous retail • New York
INDENTURE dated as of [__], between PLBY GROUP, INC., a Delaware corporation, and DELAWARE TRUST COMPANY, a Delaware trust company, as trustee.
FOURTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • February 16th, 2021 • PLBY Group, Inc. • Retail-miscellaneous retail • New York
THIS CREDIT AGREEMENT dated as of June 24, 2014 (this “Agreement”), is entered into among PRODUCTS LICENSING LLC, a Delaware limited liability company (the “Borrower”), the financial institutions from time to time party hereto as lenders (the “Lenders”) and DBD CREDIT FUNDING LLC, a Delaware limited liability company (together with its Affiliates, “Fortress”), as administrative agent (together with any successor administrative agent appointed pursuant to Section 9.05, the “Administrative Agent”) for itself and the Lenders.
FORM OF SUBSCRIPTION AGREEMENTSubscription Agreement • October 1st, 2020 • Mountain Crest Acquisition Corp. • Blank checks • New York
This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into this 30th day of September, 2020, by and between Mountain Crest Acquisition Corp, a Delaware corporation (the “Company”), and the undersigned (“Subscriber” or “you”). Defined terms used but not otherwise defined herein shall have the respective meanings ascribed thereto in the Transaction Agreement (as defined below).
INVESTOR RIGHTS AGREEMENT by and among PLBY GROUP, INC. (F/K/A MOUNTAIN CREST ACQUISITION CORP) and RT-ICON HOLDINGS LLC Dated February 10, 2021Investor Rights Agreement • February 16th, 2021 • PLBY Group, Inc. • Retail-miscellaneous retail • Delaware
This Investor Rights Agreement is entered into on February 10, 2021 by and among PLBY Group, Inc. (formerly known as Mountain Crest Acquisition Corp), a Delaware corporation (the “Company”), and RT-Icon Holdings LLC, a Delaware limited liability company (“RT-Icon”).
STOCK ESCROW AGREEMENTStock Escrow Agreement • May 27th, 2020 • Mountain Crest Acquisition Corp. • Blank checks • New York
This STOCK ESCROW AGREEMENT, dated as of _______, 2020 (“Agreement”), by and among MOUNTAIN CREST ACQUISITION CORP, a Delaware corporation (“Company”), and the initial shareholders listed on the signature pages hereto (collectively, the “Initial Shareholders”) CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation(“Escrow Agent”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • May 27th, 2020 • Mountain Crest Acquisition Corp. • Blank checks • New York
This Extension Letter shall serve as the notice required with respect to Extension prior to the Applicable Deadline. Capitalized words used herein and not otherwise defined shall have the meanings ascribed to them in the Trust Agreement.
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • June 10th, 2020 • Mountain Crest Acquisition Corp. • Blank checks • New York
This Extension Letter shall serve as the notice required with respect to Extension prior to the Applicable Deadline. Capitalized words used herein and not otherwise defined shall have the meanings ascribed to them in the Trust Agreement.
STOCK ESCROW AGREEMENTStock Escrow Agreement • June 10th, 2020 • Mountain Crest Acquisition Corp. • Blank checks • New York
This STOCK ESCROW AGREEMENT, dated as of June 4, 2020 (“Agreement”), by and among MOUNTAIN CREST ACQUISITION CORP, a Delaware corporation (“Company”), and the initial shareholders listed on the signature pages hereto (collectively, the “Initial Shareholders”) CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation(“Escrow Agent”).
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED FIRST AMENDMENT TO PRODUCT LICENSE AGREEMENTProduct License Agreement • February 16th, 2021 • PLBY Group, Inc. • Retail-miscellaneous retail
THIS FIRST AMENDMENT TO PRODUCT LICENSE AGREEMENT (this “Amendment”), effective as of the latest dated signature of the parties below (the “Amendment Effective Date”), by and between CHINA PRODUCTS LICENSING LLC (by virtue of assignment by Playboy Enterprises International, Inc.) and NEW HANDONG INVESTMENT (GUANGDONG) CO., LTD. hereby amends that certain Product License Agreement entered into by and between Licensor and Licensee effective as of December 6, 2019 (the “Agreement”). This Amendment is hereby incorporated into the Agreement by reference. All capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Agreement.
COMMERCIAL-INDUSTRIAL TRIPLE NET LEASE BASIC TERMS SHEETWork Letter Agreement • February 16th, 2021 • PLBY Group, Inc. • Retail-miscellaneous retail • Arizona
This Basic Terms Sheet to that certain Commercial-Industrial Triple Net Lease (the “Lease”) between the parties listed below is for the convenience of the parties in quickly referencing certain of the basic terms of the Lease and applicable sections of the Lease. It is not intended to serve as a complete summary of the Lease. In the event of any inconsistency between this Basic Terms Sheet and the Lease, the applicable Lease provision shall prevail and control for all purposes.
EIGHTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • February 16th, 2021 • PLBY Group, Inc. • Retail-miscellaneous retail • New York
This EIGHTH AMENDMENT TO CREDIT AGREEMENT (this “Eighth Amendment”) is dated as of March 15, 2019 (the “Eighth Amendment Date”) and is entered into among Products Licensing LLC, Playboy Enterprises, Inc., and Playboy Enterprises International, Inc. (collectively, the “Borrowers”), DBD Credit Funding LLC, as Administrative Agent, and the Lenders whose signatories are affixed hereto.
TENTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • February 16th, 2021 • PLBY Group, Inc. • Retail-miscellaneous retail • New York
This TENTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is dated as of March 27, 2020 (the “Tenth Amendment Date”) and is entered into among Products Licensing LLC (the “Products”), Playboy Enterprises International, Inc., (“Parent”), Playboy Enterprises, Inc. (“PEI”), and Yandy Enterprises LLC (f/k/a Y Acquisition Co. LLC), a Delaware limited liability company (the “New Borrower” and together with Products, Parent, and PEI , collectively, “Borrowers”), DBD Credit Funding LLC, as Administrative Agent, and the Lenders whose signatories are affixed hereto.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 31st, 2024 • PLBY Group, Inc. • Retail-miscellaneous retail • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October 30, 2024, between PLBY Group, Inc., a Delaware corporation (the “Company”), and Byborg Enterprises, S.A., a Luxembourg public limited liability company, directly or indirectly through its wholly-owned subsidiary assignee) (the “Purchaser”).
STANDSTILL AGREEMENTStandstill Agreement • February 2nd, 2023 • PLBY Group, Inc. • Retail-miscellaneous retail • New York
This Standstill Agreement (this “Agreement”) is made and entered into as of January 30, 2023 (the “Execution Date”) by and between PLBY Group, Inc. (the “Company”), and Rizvi Opportunistic Equity Fund, L.P., Rizvi Opportunistic Equity Fund (TI), L.P., Rizvi Opportunistic Equity Fund I-B, L.P., Rizvi Opportunistic Equity Fund I-B (TI), L.P., Rizvi Opportunistic Equity Fund II, L.P., Rizvi Traverse Partners LLC, Rizvi Traverse Partners II, LLC and RT-ICON FF LLC (each, an “Investor” and collectively, the “Investors”).
STOCK PURCHASE AGREEMENT dated as of October 3, 2023 by and among LV Holding, LLC, as the Buyer, TLA Acquisition Corp., as the Company,Stock Purchase Agreement • October 5th, 2023 • PLBY Group, Inc. • Retail-miscellaneous retail • Delaware
This Stock Purchase Agreement (this “Agreement”) is dated as of October 3, 2023 (the “Effective Date”), by and among LV Holding, LLC, a California limited liability company (“Buyer”), TLA Acquisition Corp., a Delaware corporation (“TLA” or “Company”), and Playboy Enterprises, Inc., a Delaware corporation (“Seller”), each a “Party” and collectively, the “Parties”.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 18th, 2023 • PLBY Group, Inc. • Retail-miscellaneous retail • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January 18, 2023, between PLBY Group, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
AMENDMENT NO. 4 TO CREDIT AND GUARANTY AGREEMENTCredit and Guaranty Agreement • February 21st, 2023 • PLBY Group, Inc. • Retail-miscellaneous retail
AMENDMENT NO. 4 TO CREDIT AND GUARANTY AGREEMENT, dated as of February 17, 2023 (this “Agreement”), by and among each of the Lenders signatory hereto constituting the Requisite Lenders (each as defined in the Credit Agreement, as defined below), the Borrower (as defined below), each Guarantor (as defined in the Credit Agreement, as defined below) as of the date hereof, and Acquiom Agency Services LLC, in its capacity as Administrative Agent and Collateral Agent (each as defined in the Credit Agreement, as defined below).
AGREEMENT AND PLAN OF MERGER by and among MOUNTAIN CREST ACQUISITION CORP., mcac Merger Sub Inc.,Agreement and Plan of Merger • October 1st, 2020 • Mountain Crest Acquisition Corp. • Blank checks • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 14th, 2024 • PLBY Group, Inc. • Retail-miscellaneous retail • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) effective as of November 13, 2024, is made and entered into by and among PLBY Group, Inc., a Delaware corporation (the “Company”), the investors named in Exhibit A hereto (each a “Fortress Investor” and collectively the “Fortress Investors”), the Investors named in Exhibit B hereto (each a “Cion Investor” and collectively the “Cion Investors”) (each of the foregoing Fortress Investors, Cion Investors and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.1 of this Agreement, an “Investor” and collectively, the “Investors”).
LOCK-UP AGREEMENTLock-Up Agreement • October 1st, 2020 • Mountain Crest Acquisition Corp. • Blank checks
THIS LOCK-UP AGREEMENT (this “Agreement”) is dated as of [·] by and between the undersigned stockholder (the “Holder”) and Playboy Group, Inc. (formerly known as Mountain Crest Acquisition Corp), a Delaware corporation (the “Company”).
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • February 16th, 2021 • PLBY Group, Inc. • Retail-miscellaneous retail • New York
This SECOND AMENDMENT TO CREDIT AGREEMENT is dated as of August 29, 2016 (this “Second Amendment”) and is entered into among Products Licensing LLC (the “Borrower”), the Lender party hereto and DBD Credit Funding LLC (“Administrative Agent”).
SIXTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • February 16th, 2021 • PLBY Group, Inc. • Retail-miscellaneous retail • New York
This SIXTH AMENDMENT TO CREDIT AGREEMENT (this “Sixth Amendment”) is dated as of August 13, 2018 (the “Sixth Amendment Date”) and is entered into among Products Licensing LLC (the “Borrower”) and DBD Credit Funding LLC, as Administrative Agent, and the Lenders whose signatories are affixed hereto.
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • May 25th, 2021 • PLBY Group, Inc. • Retail-miscellaneous retail • New York
PLEDGE AND SECURITY AGREEMENT, dated as of May 25, 2021 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), among PLAYBOY ENTERPRISES, INC., a Delaware corporation (the “Borrower”), PLBY GROUP, INC., a Delaware corporation (“Holdings”), each of the Subsidiaries of the Borrower identified under the caption “OBLIGORS” on the signature pages hereto and each entity, if any, that becomes a “Subsidiary Guarantor” hereunder as contemplated by Section 5.13 (collectively, the “Subsidiary Guarantors” and, together with Holdings and the Borrower, the “Obligors”), and ACQUIOM AGENCY SERVICES LLC, as collateral agent for the Secured Parties (as defined below) (in such capacity, together with its successors in such capacity, the “Collateral Agent”).
