AMENDED AND RESTATED NOTE PURCHASE AGREEMENT BY AND AMONG 5E ADVANCED MATERIALS, INC., THE GUARANTOR, THE PURCHASERS, AND ALTER DOMUS (US) LLC as Collateral Agent Dated as of January 18, 2024Note Purchase Agreement • January 19th, 2024 • 5E Advanced Materials, Inc. • Mining & quarrying of nonmetallic minerals (no fuels)
THIS AMENDED AND RESTATED NOTE PURCHASE AGREEMENT (as the same may be amended, restated, modified, or supplemented from time to time, this “Agreement”), dated as of January 18, 2024 (the “Restatement Date”) is entered into by and among, BEP Special Situations IV LLC (“Bluescape”), Ascend Global Investment Fund SPC, for and on behalf of Strategic SP (“Ascend”), Meridian Investments Corporation (“Meridian”) and any other persons otherwise a party hereto from time to time (each a “Purchaser”), 5E Advanced Materials, Inc., a Delaware corporation with offices located at 9329 Mariposa Road, Suite 210, Hesperia, CA, 92344 (“Issuer”), the Guarantors from time to time party hereto and Alter Domus (US) LLC (“Alter Domus”), as collateral agent (in such capacity, together with its successors and assigns in such capacity, “Collateral Agent”), provides the terms on which the Purchasers shall purchase the Notes (each as defined below) as set forth herein.
AMENDED AND RESTATED SUBSCRIPTION AGREEMENTSubscription Agreement • January 19th, 2024 • 5E Advanced Materials, Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • New York
THIS AMENDED AND RESTATED SUBSCRIPTION AGREEMENT (this “Agreement”) dated as of January 18, 2024, is made by and among Ascend Global Investment Fund SPC, a segregated portfolio company incorporated under the laws of the Cayman Islands, for and on behalf of Strategic SP (“Ascend”), 5ECAP, LLC, a company incorporated under the laws of the State of Ohio (the “Investor”) and 5E Advanced Materials, Inc., a company incorporated under the laws of the State of Delaware (the “Company”).
Amended and Restated INVESTOR AND REGISTRATION RIGHTS AGREEMENTInvestor and Registration Rights Agreement • January 19th, 2024 • 5E Advanced Materials, Inc. • Mining & quarrying of nonmetallic minerals (no fuels) • New York
THIS amended and restated INVESTOR AND REGISTRATION RIGHTS AGREEMENT, dated as of January 18, 2024 (this “Agreement”), has been entered into by and among 5E ADVANCED MATERIALS, INC., a Delaware corporation (the “Company”) and the undersigned holders of Registrable Securities (as defined below).
