ENPHASE ENERGY, INC. AND U.S. BANK NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of March 1, 2021 0% Convertible Senior Notes due 2028Indenture • March 1st, 2021 • Enphase Energy, Inc. • Semiconductors & related devices • New York
INDENTURE, dated as of March 1, 2021, between ENPHASE ENERGY, INC., a Delaware corporation, as issuer (the “Company”, as more fully set forth in Section 1.01) and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”, as more fully set forth in Section 1.01).
To: Enphase Energy, Inc. 47281 Bayside Parkway Fremont, CA 94538 Attention: General Counsel Telephone No.: (707) 774-7000 Re: [Base][Additional] Call Option TransactionCall Option Transaction • March 1st, 2021 • Enphase Energy, Inc. • Semiconductors & related devices
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between [_________] (“Dealer”) and Enphase Energy, Inc. (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. This Confirmation shall replace any previous agreements and serve as the final documentation for the Transaction.
PARTIAL UNWIND AGREEMENT with respect to Base Call Option Confirmation, dated March 4, 2020Partial Unwind Agreement • March 1st, 2021 • Enphase Energy, Inc. • Semiconductors & related devices • New York
THIS PARTIAL UNWIND AGREEMENT (this “Agreement”) with respect to the Base Call Option Confirmation (as defined below) is made as of February 24, 2021 between Enphase Energy, Inc. (the “Company”) and Barclays Bank PLC (“Dealer”), acting through its agent Barclays Capital Inc. (“Agent”).
EXCHANGE AGREEMENTExchange Agreement • March 1st, 2021 • Enphase Energy, Inc. • Semiconductors & related devices • New York
This Exchange Agreement (the “Agreement”) is entered into as of February [__], 2021 by and between Enphase Energy, Inc., a Delaware corporation (the “Company”), and the holder party hereto (the “Holder”).
PARTIAL UNWIND AGREEMENT with respect to Base Warrants Confirmation, dated May 30, 2019 and Additional Warrants Confirmation, dated June 4, 2019 between Enphase Energy, Inc. and Barclays Bank PLCPartial Unwind Agreement • March 1st, 2021 • Enphase Energy, Inc. • Semiconductors & related devices • New York
THIS PARTIAL UNWIND AGREEMENT (this “Agreement”) with respect to the Base Warrants Confirmation (as defined below) and the Additional Warrants Confirmation (as defined below) is made as of February 24, 2021 between Enphase Energy, Inc. (the “Company”) and Barclays Bank PLC (“Dealer”), acting through its agent Barclays Capital Inc. (“Agent”).
