AMENDMENT NO. 2 TO REORGANIZATION AGREEMENT
EXHIBIT 10.20
AMENDMENT NO. 2 TO
This Amendment No. 2 to the Reorganization Agreement (this “Amendment”) is made and entered into on December 23, 2020, but effective as of December 14, 2020, by and among Enhanced Capital Group, LLC, a Delaware limited liability company (“ECG”), Enhanced Tax Credit Finance, LLC, a Delaware limited liability company (“ETCF”), Enhanced Capital Partners, LLC, a Delaware limited liability company (“ECP”), Enhanced Permanent Capital, LLC, a Delaware limited liability company (“Enhanced PC”), and Enhanced Capital Holdings, Inc., a Delaware corporation (“ECH”). Each of ECG, ETCF, ECP, Enhanced PC, and ECH are sometimes referred to herein individually as a “Party,” and collectively, as the “Parties.” Unless otherwise specified, capitalized terms used but not defined herein have the meanings ascribed to such terms in the Agreement (as hereinafter defined).
A. WHEREAS, the Parties, together with Xxxxxxx Xxxxxxxxx, entered into a Reorganization Agreement, dated as of November 19, 2020, as amended by the Amendment No. 1 to Reorganization Agreement, dated as of December 14, 2020 (as amended, the “Agreement”); and
NOW, THEREFORE, in consideration of the foregoing and the mutual covenants and agreements contained herein, the Parties, intending to be legally bound hereby, agree as follows:
1. Amendment to Schedule I to the Agreement. The Parties acknowledge and agree that Schedule I to the Agreement shall be amended in the form of Schedule I hereto.
2. Miscellaneous.
2.1 Except as expressly amended hereby, the Agreement and the Schedules thereto are unchanged and remain in full force and effect as presently written, and the rights, duties, liabilities and obligations of the parties thereto, as presently constituted are unchanged and will continue in full effect.
2.2 The provisions of Section 6 of the Agreement are incorporated into this Amendment mutatis mutandis as if appearing herein.
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ENHANCED CAPITAL GROUP, LLC | ||
By: | /s/ Xxxxxxx Xxxxxxxxx | |
Name: Xxxxxxx Xxxxxxxxx | ||
Title: Vice President | ||
ENHANCED TAX CREDIT FINANCE, LLC | ||
By: | /s/ Xxxxxxx Xxxxxxxxx | |
Name: Xxxxxxx Xxxxxxxxx | ||
Title: Vice President | ||
ENHANCED CAPITAL HOLDINGS, INC. | ||
By: | /s/ Xxxxxxx Xxxxxxxxx | |
Name: Xxxxxxx Xxxxxxxxx | ||
Title: Chief Executive Officer |
[SIGNATURE PAGE TO AMENDMENT NO. 2 TO REORGANIZATION AGREEMENT]
ENHANCED CAPITAL PARTNERS, LLC | ||
By: | /s/ F. Xxxxxxx Xxxxx | |
Name: F. Xxxxxxx Xxxxx | ||
Title: Manager | ||
By: | /s/ Xxxxxxxxxxx Xxxxxxxx | |
Name: Xxxxxxxxxxx Xxxxxxxx | ||
Title: Manager | ||
By: | /s/ Xxxxxxx X. Xxxxxx | |
Name: Xxxxxxx X. Xxxxxx | ||
Title: Manager | ||
ENHANCED PERMANENT CAPITAL, LLC | ||
By: | /s/ F. Xxxxxxx Xxxxx | |
Name: F. Xxxxxxx Xxxxx | ||
Title: Manager | ||
By: | /s/ Xxxxxxxxxxx Xxxxxxxx | |
Name: Xxxxxxxxxxx Xxxxxxxx | ||
Title: Manager | ||
By: | /s/ Xxxxxxx X. Xxxxxx | |
Name: Xxxxxxx X. Xxxxxx | ||
Title: Manager |
[SIGNATURE PAGE TO AMENDMENT NO. 2 TO REORGANIZATION AGREEMENT]
SCHEDULE I
ECG Permanent Capital Subsidiaries
1. | Enhanced Capital Utah Rural Investor, LLC |
2. | Enhanced Capital Utah NMTC Note Issuer, LLC |
3. | Enhanced Capital Georgia Rural Investor, LLC |
4. | Enhanced Capital Ohio Rural Investor, LLC |
5. | Enhanced Capital Ohio Rural Fund, LLC |
6. | Enhanced Capital Utah Rural Fund, LLC |
7. | Enhanced Capital Georgia Rural Holding, LLC |
8. | Enhanced Capital Georgia Rural Manager, LLC |
9. | Enhanced Capital Georgia Rural Note Issuer, LLC |
10. | Enhanced Capital Georgia Rural Fund, LLC |
11. | Enhanced Capital Nevada NMTC Investor II, LLC |
12. | Enhanced Capital Jobs for Texas Fund, LLC |