ARRAY TECHNOLOGIES, INC. AND U.S. BANK NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of December 3, 2021 1.00% Convertible Senior Notes due 2028Indenture • December 7th, 2021 • Array Technologies, Inc. • Miscellaneous manufacturing industries • New York
INDENTURE dated as of December 3, 2021 between ARRAY TECHNOLOGIES, INC., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01) and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01).
Array Technologies, Inc. [•] Shares of Common Stock Underwriting AgreementUnderwriting Agreement • March 16th, 2021 • Array Technologies, Inc. • Miscellaneous manufacturing industries • New York
The selling stockholder of the Company named in Schedule II hereto (the “Selling Stockholder”) of Array Technologies, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [•] shares (the “Firm Shares”) and, at the election of the Underwriters, up to [•] additional shares (the “Optional Shares”) of common stock, par value $0.001 per share (“Stock”), of the Company. The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Shares”.
DEALER]1Array Technologies, Inc. • December 7th, 2021 • Miscellaneous manufacturing industries
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between [DEALER] (“Dealer”) and Array Technologies, Inc. (“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.
Signature Page to Amendment No. 3 to Credit Agreement] IN WITNESS WHEREOF, each of the parties hereto has caused a counterpart of this Amendment to be duly executed and delivered as of the date first written above. ARRAY TECH, INC., as the Borrower...Credit Agreement • May 10th, 2023 • Array Technologies, Inc. • Miscellaneous manufacturing industries • New York
CREDIT AGREEMENT by and among ARRAY TECHNOLOGIES, INC., as Borrower, ATI INVESTMENT SUB, INC., as Holdings, GOLDMAN SACHS BANK USA, as Administrative Agent and Collateral Agent, THE LENDERS PARTY HERETO FROM TIME TO TIME, and GOLDMAN SACHS BANK USA,...Credit Agreement • October 19th, 2020 • Array Technologies, Inc. • Miscellaneous manufacturing industries • New York
This CREDIT AGREEMENT is entered into as of October 14, 2020 (the “Agreement”), by and among ARRAY TECHNOLOGIES, INC., a New Mexico corporation (the “Borrower”), ATI INVESTMENT SUB, INC., a Delaware corporation (“Holdings”), GOLDMAN SACHS BANK USA (“Goldman Sachs”), as Administrative Agent, Collateral Agent and each L/C Issuer and each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”).
REGISTRATION RIGHTS AGREEMENT BY AND BETWEEN ARRAY TECHNOLOGIES, INC. AND BCP HELIOS AGGREGATOR L.P. Dated as of August 10, 2021Registration Rights Agreement • August 11th, 2021 • Array Technologies, Inc. • Miscellaneous manufacturing industries • Delaware
This Agreement is entered into in connection with the Securities Purchase Agreement, dated as of August 10, 2021, by and between the Company and the Investor (the “Securities Purchase Agreement”), pursuant to which the Company is issuing and selling to the Investor, and the Investor is purchasing from the Company, on the terms and subject to the conditions set forth in the Securities Purchase Agreement, 350,000 shares of the Series A Preferred Stock and 7,098,765 shares of Common Stock, and, on the terms and subject to the conditions set forth in the Securities Purchase Agreement, the Company may issue and sell to the Investor, and the Investor may purchase from the Company, additional shares of the Series A Preferred Stock and additional shares of Common Stock.
ARRAY TECHNOLOGIES, INC. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 19th, 2020 • Array Technologies, Inc. • Miscellaneous manufacturing industries • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of October 19, 2020 among Array Technologies, Inc., a Delaware corporation (the “Company”), each of the investors listed on the signature pages hereto under the caption “Sponsor Investors” (collectively, the “Sponsor Investors”), Ron P. Corio and the other members of the Corio Group from time to time party hereto, each Person listed on the signature pages under the caption “Other Investors” or who executes a Joinder as an “Other Investor” (collectively, the “Other Investors”) and each of the executives listed on the signature pages under the caption “Executives” or who executes a Joinder as an “Executive” (collectively, the “Executives”). Except as otherwise specified herein, all capitalized terms used in this Agreement are defined in Exhibit A attached hereto.
DIRECTOR AND OFFICER INDEMNIFICATION AGREEMENTIndemnification Agreement • October 8th, 2020 • ATI Intermediate Holdings, LLC • Miscellaneous manufacturing industries • Delaware
This Indemnification Agreement (this “Agreement”) is made as of ____________, 2020 by and between Array Technologies, Inc., a Delaware corporation (the “Company”), in its own name and on behalf of its direct and indirect subsidiaries, and ______________, an individual (“Indemnitee”).
AMENDED AND RESTATED ABL CREDIT AND GUARANTEE AGREEMENT among ARRAY TECHNOLOGIES, INC., as the Borrower, ATI INVESTMENT HOLDINGS, INC., as Holdings, ATI INVESTMENT SUB, INC., as the Parent, The Subsidiary Guarantors from Time to Time Parties Hereto,...Credit and Guarantee Agreement • September 22nd, 2020 • ATI Intermediate Holdings, LLC • Miscellaneous manufacturing industries
AMENDED AND RESTATED ABL CREDIT AND GUARANTEE AGREEMENT, dated as of ____, 2020 (as hereinafter further defined, this “Agreement”), among ARRAY TECHNOLOGIES, INC., a New Mexico corporation, as successor “Borrower” to ATI Investment Sub, Inc. (the “Borrower”), ATI INVESTMENT HOLDINGS, INC., a Delaware corporation (“Holdings”), as a Guarantor, ATI INVESTMENT SUB, INC., a Delaware corporation (“Parent”), as a Subsidiary Guarantor, the other Subsidiary Guarantors from time to time party hereto, Wells Fargo Bank, National Association (“Wells Fargo” as hereinafter further defined), as the Administrative Agent, and each of the Lenders from time to time party hereto.
Array Technologies, Inc. [●] Shares of Common Stock Underwriting AgreementUnderwriting Agreement • November 30th, 2020 • Array Technologies, Inc. • Miscellaneous manufacturing industries • New York
The selling stockholder of the Company named in Schedule II hereto (the “Selling Stockholder”) of Array Technologies, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [●] shares (the “Firm Shares”) and, at the election of the Underwriters, up to [●] additional shares (the “Optional Shares”) of common stock, par value $0.001 per share (“Stock”), of the Company. The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Shares”.
Letter Agreement AmendmentLetter Agreement Amendment • September 22nd, 2020 • ATI Intermediate Holdings, LLC • Miscellaneous manufacturing industries
This document is an amendment to your letter agreement with Array Technologies, Inc., which established the terms of your employment (“Offer Letter”). All other terms of the Offer Letter shall remain in effect. Capitalized terms used herein but not defined shall have the meanings ascribed to them in the Offer letter.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 12th, 2022 • Array Technologies, Inc. • Miscellaneous manufacturing industries • Delaware
This REGISTRATION RIGHTS AGREEMENT, dated as of January 11, 2022 (this “Agreement”), is entered into by and among Array Technologies, Inc., a Delaware corporation (the “Corporation”) and the Holders listed on Schedule A hereto (“Holders”).
November 3, 2023 Nipul Patel Dear Nipul:Letter Agreement • November 7th, 2023 • Array Technologies, Inc. • Miscellaneous manufacturing industries
The purpose of this letter agreement (this “Agreement”) is to confirm the terms of the remainder of your employment with Array Technologies, Inc. (together with its subsidiaries, the “Company”) and your separation from the Company. Capitalized terms not defined herein shall have the respective meanings ascribed to them in the Company’s Executive Severance & Change in Control Plan (the “Severance Plan”).
ContractArray Technologies, Inc. • March 2nd, 2021 • Miscellaneous manufacturing industries • New York
INCREMENTAL FACILITY AMENDMENT NO. 2, dated as of February 26, 2021 (this “Amendment”), to the Credit Agreement dated as of October 14, 2020, by and among ARRAY TECH, INC. (f/k/a Array Technologies, Inc.), a New Mexico corporation (the “Borrower”), ATI INVESTMENT SUB, INC., a Delaware corporation (“Holdings”), GOLDMAN SACHS BANK USA, as Administrative Agent, Collateral Agent and each L/C Issuer and lender from time to time party thereto (collectively, the “Lenders” and individually, a “Lender”) (as amended by that certain Amendment No. 1, dated as of February 23, 2021, the “Credit Agreement” and, as amended by this Amendment, the “Amended Credit Agreement”); capitalized terms used and not otherwise defined herein shall have the meanings assigned to such terms in the Amended Credit Agreement.
TAX RECEIVABLE AGREEMENT between ARRAY TECHNOLOGIES, INC. and Ron P. Corio Dated as of July 8, 2016Tax Receivable Agreement • September 22nd, 2020 • ATI Intermediate Holdings, LLC • Miscellaneous manufacturing industries • Delaware
This TAX RECEIVABLE AGREEMENT (as amended from time to time, this “Agreement”), dated as of July 8, 2016 is hereby entered into by and between Array Technologies, Inc., a New Mexico corporation (the “Company”), and Ron P. Corio, an individual (the “TRA Beneficiary”).
SECURITIES PURCHASE AGREEMENT BY AND BETWEEN ARRAY TECHNOLOGIES, INC. AND BCP HELIOS AGGREGATOR L.P. Dated as of August 10, 2021Securities Purchase Agreement • August 11th, 2021 • Array Technologies, Inc. • Miscellaneous manufacturing industries • Delaware
This SECURITIES PURCHASE AGREEMENT dated as of August 10, 2021 (this “Agreement”) is by and between Array Technologies, Inc., a Delaware corporation (the “Company”), and BCP Helios Aggregator L.P., a Delaware limited partnership (the “Purchaser”). Capitalized terms used but not defined herein have the meanings assigned to them in Exhibit A.
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATIONForma Condensed Combined Financial • April 6th, 2022 • Array Technologies, Inc. • Miscellaneous manufacturing industries
On November 10, 2021, Array Technologies, Inc., a Delaware corporation (the “Company,” “we,” “us” or “our”) entered into a purchase agreement (“Purchase Agreement”) to acquire 100% of the share capital of Soluciones Técnicas Integrales Norland, S.L., a Spanish private limited liability company, and its subsidiaries (collectively, “STI”) (the “STI Acquisition”). On January 11, 2022 (the “Closing Date”), the Company paid closing consideration to STI consisting of €361 million (approximately $410.5 million) in cash (the “Cash Consideration”) and 13,894,800 shares of the Company’s common stock (the “Equity Consideration”) in accordance with the Purchase Agreement.
