STOCK PURCHASE AGREEMENTStock Purchase Agreement • May 10th, 2023 • INNOVATE Corp. • Fabricated structural metal products • New York
This Stock Purchase Agreement (this "Agreement"), dated as of May 9, 2023 (the "Effective Date"), is entered into by and between INNOVATE CORP., a Delaware corporation (the "Company") and CONTINENTAL GENERAL INSURANCE COMPANY, a Texas domiciled life and health insurance company ("Seller"). Company and Seller may be referred to herein individually as a "Party" and collectively as the "Parties".
INNOVATE CORP. SUBORDINATED UNSECURED PROMISSORY NOTESubordinated Unsecured Promissory Note • May 10th, 2023 • INNOVATE Corp. • Fabricated structural metal products • New York
This Note is the "Note" as defined in that certain Stock Purchase Agreement between the Company and the Noteholder, dated of even date herewith (the "Purchase Agreement"), and is being issued as partial consideration for the purchase of 41,820.25 shares of Series A Fixed-to-Floating Rate Perpetual Preferred Stock (the "Series A Preferred") issued by DBM Global Intermediate Holdco Inc. pursuant to the terms of the Purchase Agreement. This Note and the obligations of the Company hereunder are expressly conditioned upon the closing of the purchase and sale of the Series A Preferred pursuant to the Purchase Agreement.
