ASSIGNMENT OF REGISTRATION RIGHTS
Exhibit F
EXECUTION VERSION
Reference is made to that certain Registration Rights Agreement dated as of June 13, 2016 (the "Registration Rights Agreement"), between Ardmore Shipping Corporation, a Xxxxxxxx Islands corporation (the "Company") and GA Holdings LLC, a Xxxxxxxx Islands limited liability company ("Assignor"). All capitalized terms not defined herein shall have the meanings ascribed to them in the Registration Rights Agreement.
The Company and Assignor entered into the Registration Rights Agreement in connection with Assignor's purchase of certain shares (the "2016 Shares") of the Company's common stock in a 2016 public offering by the Company. The 2016 Shares constitute Registrable Shares under the Registration Rights Agreement.
Seacove Shipping Ventures LLC, Xxxx Xxxxxx, Xxxx Xxxxxxx and Xxxxx Xxxxx (collectively, "Assignees") are holders of ordinary units of Assignor. Assignor intends to distribute to Assignees or their nominees, in redemption of Assignees' respective ordinary units in Assignor, the portion of the 2016 Shares listed on Schedule A (the "Distributed Shares") attached to this Assignment of Registration Rights (such transaction being referred to as the "Share Distribution").
In connection with, and subject to completion of the Share Distribution, Assignor hereby assigns to each Assignee (or nominee), effective upon completion of the Share Distribution and pursuant to Section 6.2 of the Registration Rights Agreement, all of Assignor's right, title and interest under the Registration Rights Agreement with respect to the Distributed Shares. Assignor agrees to notify the Company of such assignment in accordance with Section 6.2 of the Registration Rights Agreement.
Each Assignee hereby acknowledges that he has read the Registration Rights Agreement and hereby agrees, effective upon completion of the Share Distribution, to become a party thereto and shall thereafter observe and be bound by, and shall have the benefit of, all of the terms, conditions and restrictions in the Registration Rights Agreement in the same manner and to the same extent as Assignor had prior to the Share Distribution and the assignment by Assignor to Assignees of Assignor's rights under the Registration Rights Agreement.
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IN WITNESS WHEREOF, the undersigned have executed this Assignment of Registration Rights as of November 30, 2017.
ASSIGNOR:
By: /s /Xxxxxxxx X. Xxxxx III
Name:
Title:
ASSIGNEES:
SEACOVE SHIPPING VENTURES LLC
By: /s/ Xxxxxxx Xxxxxx
Name: Xxxxxxx Xxxxxx
Title: Sole Member/Director
/s/ Xxxx Xxxxxx
Name: Xxxx Xxxxxx
/s/ Xxxx Xxxxxxx
Name: Xxxx Xxxxxxx
/s/ Xxxxx Xxxxx
Name: Xxxxx Xxxxx
SCHEDULE A
Distributed Shares
Distributed Shares
|
Assignee or its Nominee
|
Number of Distributed Shares
|
|
Xxxxxxx Xxxxxx, as nominee of Seacove Shipping Ventures LLC
|
109,274
|
|
Xxxx Xxxxxx
|
1,862
|
|
Xxxx Xxxxxxx
|
1,862
|
|
Xxxxx Xxxxx
|
9,312
|
