SECURITIES PURCHASE AGREEMENT by and between FUELCELL ENERGY, INC. and NRG ENERGY INC. July 30, 2014Securities Purchase Agreement • August 11th, 2014 • NRG Energy, Inc. • Electric services • New York
This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of July 30, 2014, is made by and between FUELCELL ENERGY, INC., a Delaware corporation (the “Company”), and NRG ENERGY, INC., a Delaware corporation, together with its permitted transferee (the “Purchaser”). Capitalized terms used herein and not otherwise defined have the meanings given to them in Exhibit A.
FUELCELL ENERGY, INC. COMMON STOCK WARRANTCommon Stock Warrant • August 11th, 2014 • NRG Energy, Inc. • Electric services • New York
THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF A REGISTRATION STATEMENT IN EFFECT WITH RESPECT TO THE WARRANT UNDER SUCH ACT AND APPLICABLE LAWS OR AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF SUCH ACT AND APPLICABLE LAWS OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
