PUT/CALL OPTION AND CONSENT AGREEMENTOption and Consent Agreement • May 29th, 2020 • AdaptHealth Corp. • Services-home health care services • Delaware
This Put/Call Option and Consent Agreement (this “Agreement”) is made and entered into May 25, 2020, by and between AdaptHealth Corp., a Delaware corporation (“Pubco”), AdaptHealth Holdings LLC, a Delaware limited liability company (the “Company”), and the stockholders of Pubco or noteholders of the Company, as applicable, listed on the signature pages hereto (each, a “Holder” and collectively, the “Holders”). Pubco, the Company and the Holders are each referred to as a “Party” and, collectively, they are sometimes referred to as the “Parties.”
ADAPTHEALTH CORP.AdaptHealth Corp. • May 29th, 2020 • Services-home health care services • Delaware
Reference is made to (i) that certain Investment Agreement (the “Third Party Investment Agreement”), dated as of the date hereof, between AdaptHealth Corp. (the “Company”), OEP AHCO Investment Holdings, LLC (“OEP Vehicle”) and, for the purposes of Section 3.10 thereof, One Equity Partners VII, L.P. (“OEP Fund” and, together with OEP Vehicle, “One Equity”), (ii) the form of Certificate of Designations (as defined in the Third Party Investment Agreement) attached as an exhibit to the Third Party Investment Agreement and (iii) the Voting Agreement (the “Voting Agreement”), dated as of the date hereof, between the Company and Deerfield Private Design Fund IV, L.P. (“DPDIV”). For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, DPDIV, Deerfield Partners, L.P. (“Deerfield Partners”, and together with DPDIV, “Deerfield”) and the Company hereby agree as follows:
INVESTMENT AGREEMENT dated as of May 25, 2020 by and between ADAPTHEALTH CORP., OEP AHCO INVESTMENT HOLDINGS, LLC AND, SOLELY FOR PURPOSES OF SECTION 3.10, ONE EQUITY PARTNERS VII, L.P.Registration Rights Agreement • May 29th, 2020 • AdaptHealth Corp. • Services-home health care services • Delaware
INVESTMENT AGREEMENT, dated as of May 25, 2020 (this “Agreement”), by and between AdaptHealth Corp., a Delaware corporation (the “Company”), OEP AHCO Investment Holdings, LLC, a Delaware limited liability company (the “Purchaser”), and, solely for purposes of Section 3.10, One Equity Partners VII, L.P., a Delaware limited partnership (the “Guarantor”).
