SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 8th, 2021 • KKR Phorm Investors L.P. • Semiconductors & related devices • New York
This Securities Purchase Agreement (this “Agreement”), dated as of November 5, 2021, is by and between KKR Phorm Investors L.P. (the “Purchaser”) and Transphorm, Inc., a Delaware corporation (the “Company” or “Transphorm”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 8th, 2021 • KKR Phorm Investors L.P. • Semiconductors & related devices • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into effective as of November 5, 2021, by and between Transphorm, Inc., a Delaware corporation (the “Company”) and each “Purchaser” named in the Purchase Agreements (as defined below) (collectively, the “Purchasers”). Capitalized terms used herein shall have the meanings ascribed to them in Section 1 below or in the Purchase Agreements (as defined below).
Transphorm, Inc. Lock-Up Agreement July 9th, 2020Lock-Up Agreement • July 21st, 2020 • KKR Phorm Investors L.P. • Semiconductors & related devices • Delaware
This Lock-Up Agreement (this “Agreement”) is executed by and between Transphorm, Inc. (“Parent”), and the undersigned signatory in connection with the Subscription Agreement entered into by and among Parent and the purchasers set forth on the signature pages thereto (the “Purchasers”, and such agreement, the “Subscription Agreement”) pursuant to which the Purchasers purchased shares of common stock, par value $0.0001, of Parent (the “Parent Common Stock”) in a private placement offering in accordance with the terms and conditions of the Subscription Agreement (the “Offering”).
JOINT FILING AGREEMENTJoint Filing Agreement • March 13th, 2020 • KKR Phorm Investors L.P. • Semiconductors & related devices
This will confirm the agreement by and among the undersigned that the Schedule 13D filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the Common Stock of Transphorm, Inc., is being filed, and all amendments thereto will be filed, on behalf of each of the persons and entities named below that is named as a reporting person in such filing in accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
WARRANT TO PURCHASE SHARES OF COMMON STOCK OF TRANSPHORM, INC.KKR Phorm Investors L.P. • November 8th, 2021 • Semiconductors & related devices • New York
This Warrant is issued to KKR Phorm Investors L.P., or its registered assigns (including any successors or assigns, the “Warrantholder”), in connection with that certain Securities Purchase Agreement, dated as of November 5, 2021, by and among Transphorm, Inc., a Delaware corporation (the “Company”), and the Warrantholder (the “Purchase Agreement”).
WARRANT TO PURCHASE SHARES OF COMMON STOCK OF TRANSPHORM, INC.KKR Phorm Investors L.P. • June 3rd, 2022 • Semiconductors & related devices • New York
This Warrant is issued to KKR Phorm Investors L.P., or its registered assigns (including any successors or assigns, the “Warrantholder”), in connection with that certain Securities Purchase Agreement, dated as of November 5, 2021, by and among Transphorm, Inc., a Delaware corporation (the “Company”), and the Warrantholder (the “Purchase Agreement”).
