MAXEON SOLAR TECHNOLOGIES, LTD. ORDINARY SHARES PURCHASE AGREEMENT May 16, 2023Shares Purchase Agreement • May 17th, 2023 • Zhonghuan Singapore Investment & Development Pte. Ltd. • Semiconductors & related devices • New York
THIS ORDINARY SHARES PURCHASE AGREEMENT (the “Agreement”) is made as of May 16, 2023, by and between Maxeon Solar Technologies, Ltd, a company incorporated in Singapore with company registration number 201934268H (the “Company”), and Zhonghuan Singapore Investment and Development Pte. Ltd., a private company limited by shares incorporated under the laws of Singapore (the “Investor”).
MAXEON SOLAR TECHNOLOGIES, LTD. FORWARD PURCHASE AGREEMENTForward Purchase Agreement • June 17th, 2024 • Zhonghuan Singapore Investment & Development Pte. Ltd. • Semiconductors & related devices • New York
This Forward Purchase Agreement (this “Agreement”) is entered into as of June 14, 2024, by and between Maxeon Solar Technologies, Ltd., a company incorporated in Singapore with company registration number 201934268H (the “Company”), and Zhonghuan Singapore Investment and Development Pte. Ltd., a private company limited by shares incorporated under the laws of Singapore with company registration number 201939428H (the “Purchaser”). Capitalized terms not defined herein shall have the meaning assigned to such term in Annex 1.
Lock-Up Agreement May 16, 2023Lock-Up Agreement • May 24th, 2023 • Zhonghuan Singapore Investment & Development Pte. Ltd. • Semiconductors & related devices
AMENDED AND RESTATED OPTION AGREEMENTOption Agreement • June 17th, 2024 • Zhonghuan Singapore Investment & Development Pte. Ltd. • Semiconductors & related devices • New York
This Amended and Restated Option Agreement (this “Agreement”) is made and entered into as of May 30, 2024 by and between Maxeon Solar Technologies, Ltd., a company incorporated under the Laws of Singapore (previously Maxeon Solar Technologies Pte., Ltd.) (the “Issuer”), and Zhonghuan Singapore Investment and Development Pte. Ltd., a private company limited by shares incorporated under the laws of Singapore (the “Holder”).
SUPPLEMENTAL DEED TO SHAREHOLDERS AGREEMENTShareholders Agreement • June 21st, 2024 • Zhonghuan Singapore Investment & Development Pte. Ltd. • Semiconductors & related devices
MAXEON SOLAR TECHNOLOGIES, LTD. CONVERTIBLE NOTES PURCHASE AGREEMENT May 30, 2024Convertible Notes Purchase Agreement • June 17th, 2024 • Zhonghuan Singapore Investment & Development Pte. Ltd. • Semiconductors & related devices • New York
THIS CONVERTIBLE NOTES PURCHASE AGREEMENT (the “Agreement”) is made as of May 30, 2024, by and between Maxeon Solar Technologies, Ltd., a company incorporated in Singapore with company registration number 201934268H (the “Company”), and Zhonghuan Singapore Investment and Development Pte. Ltd., a private company limited by shares incorporated under the laws of Singapore with company registration number 201939428H (the “Investor”).
Date: May 15, 2023 Zhonghuan Singapore Investment and Development Pte. Ltd. No. 12 East Haitai Road, Huayuan Industrial Park, Hi-tech Industrial Zone, Tianjin, PR China TotalEnergies Solar INTL SAS TotalEnergies Gaz & Electricité Holdings SAS 92078...Registration Rights Agreement • May 17th, 2023 • Zhonghuan Singapore Investment & Development Pte. Ltd. • Semiconductors & related devices
We refer to (i) the Shareholders Agreement, dated as of August 26, 2020 (the “Shareholders Agreement”), by and among Maxeon Solar Technologies, Ltd., a Singapore public limited company (the “Company”), TotalEnergies Solar INTL SAS (formerly known as Total Solar INTL SAS), a French société par actions simplifiée (“TTE Solar”), TotalEnergies Gaz & Electricité Holdings SAS (formerly known as Total Gaz Electricité Holdings France SAS), a French société par actions simplifiée (“TEGEH,” and together with TTE Solar and any of their respective Affiliates that Beneficially Own Ordinary Shares, “TotalEnergies”), and Zhonghuan Singapore Investment and Development Pte. Ltd., a private company limited by shares incorporated under the laws of Singapore (together with its Affiliates that Beneficially Own Ordinary Shares, “TZE” and, together with TotalEnergies, the “Shareholders” and each individually, a “Shareholder”) and (ii) the Registration Rights Agreement, dated as of August 26, 2020 (the “Regis
ContractSecurities Purchase Agreement • June 17th, 2024 • Zhonghuan Singapore Investment & Development Pte. Ltd. • Semiconductors & related devices • New York
JOINT FILING AGREEMENTJoint Filing Agreement • September 8th, 2020 • Zhonghuan Singapore Investment & Development Pte. Ltd. • Semiconductors & related devices
In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that they are jointly filing this statement on Schedule 13D (including any amendments thereto) with respect to the ordinary shares of Maxeon Solar Technologies, Ltd., a Singapore public company. Each of them is responsible for the timely filing of such statement and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accuracy of the information concerning any other person making the filing, unless such person knows or has reason to believe that such information is inaccurate.
