REGISTRATION RIGHTS AGREEMENT dated as of [●], 2021 between LATHAM GROUP, INC. AND CERTAIN STOCKHOLDERSRegistration Rights Agreement • March 10th, 2021 • Latham Group, Inc. • Plastics products, nec • Delaware
This Registration Rights Agreement (as amended, supplemented or otherwise modified from time to time, this “Agreement”), dated as of [●], 2021, is made by and among Latham Group, Inc., a Delaware corporation (the “Company”), Wynnchurch Capital Partners IV, L.P., a Cayman Islands limited partnership and WC Partners Executive IV, L.P., a Cayman Islands limited partnership (collectively, “Wynnchurch”), Pamplona Capital Partners V, L.P., a Cayman Islands limited partnership (“Pamplona” and collectively with Wynnchurch, the “Principal Stockholders”) and the other Persons who execute the signature pages hereto under the heading “Other Holders” (the “Other Holders”).
CREDIT AND GUARANTY AGREEMENT dated as of December 18, 2018 among LATHAM PURCHASER, INC., as the Borrower prior to the consummation of the Acquisition, LATHAM POOL PRODUCTS, INC., as the Borrower immediately upon the consummation of the Acquisition,...Credit and Guaranty Agreement • March 10th, 2021 • Latham Group, Inc. • Plastics products, nec • New York
This CREDIT AND GUARANTY AGREEMENT, dated as of December 18, 2018, by and among LATHAM PURCHASER, INC., a Delaware corporation (“Purchaser” and, prior to the consummation of the Acquisition (as defined below), the “Borrower”), LATHAM POOL PRODUCTS, INC., a Delaware corporation (“LPP” and, immediately upon consummation of the Acquisition, the “Borrower”), LATHAM INTERNATIONAL MANUFACTURING CORP., a Delaware corporation (“Holdings”), each other subsidiary of Holdings from time to time party hereto, each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), the other L/C Issuers party hereto from time to time and NOMURA CORPORATE FUNDING AMERICAS, LLC (acting through one or more sub-agents or designees), as Administrative Agent and an L/C Issuer.
LATHAM GROUP, INC. RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • March 10th, 2021 • Latham Group, Inc. • Plastics products, nec • Delaware
THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), is entered into as of [__________], 20[__] (the “Date of Grant”), by and between Latham Group, Inc., a Delaware corporation (the “Company”), and [________] (the “Participant”).
LATHAM GROUP, INC. NONQUALIFIED OPTION AWARD AGREEMENTNonqualified Stock Option Award Agreement • March 10th, 2021 • Latham Group, Inc. • Plastics products, nec • Delaware
THIS NONQUALIFIED OPTION AWARD AGREEMENT (this “Agreement”), is entered into as of [____], 20[ ] (the “Date of Grant”), by and between Latham Group, Inc., a Delaware corporation (the “Company”), and [________] (the “Participant”). Capitalized terms used in this Agreement and not otherwise defined herein have the meanings ascribed to such terms in the Latham Group, Inc. 2021 Omnibus Equity Incentive Plan, as amended, restated or otherwise modified from time to time in accordance with its terms (the “Plan”).
LATHAM GROUP, INC. RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • March 10th, 2021 • Latham Group, Inc. • Plastics products, nec • Delaware
THIS RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”), is entered into as of [__________], 20[__] (the “Date of Grant”), by and between Latham Group, Inc., a Delaware corporation (the “Company”), and [________] (the “Participant”).
THIRD INCREMENTAL FACILITY AMENDMENTThird Incremental Facility Amendment • March 10th, 2021 • Latham Group, Inc. • Plastics products, nec • New York
THIRD INCREMENTAL FACILITY AMENDMENT, dated as of January 25, 2021 (this “Amendment”), by and among LATHAM POOL PRODUCTS, INC., a Delaware corporation (the “Borrower”), LATHAM INTERNATIONAL MANUFACTURING CORP., a Delaware corporation (“Holdings”), the Subsidiary Guarantors party hereto, the Third Amendment Incremental Term Loan Lenders (as defined below), each lender party hereto as a consenting lender (collectively, the “Consenting Lenders”) and NOMURA CORPORATE FUNDING AMERICAS, LLC, as administrative agent (acting through one or more sub-agents or designees, in such capacity, the “Administrative Agent”).
FIRST INCREMENTAL FACILITY AMENDMENTFirst Incremental Facility Amendment • March 10th, 2021 • Latham Group, Inc. • Plastics products, nec • New York
FIRST INCREMENTAL FACILITY AMENDMENT, dated as of May 29, 2019 (this “Amendment”), by and among LATHAM POOL PRODUCTS, INC., a Delaware corporation (the “Borrower”), LATHAM INTERNATIONAL MANUFACTURING CORP., a Delaware corporation (“Holdings”), the First Amendment Incremental Term Loan Lenders (as defined below), and NOMURA CORPORATE FUNDING AMERICAS, LLC, as administrative agent (acting through one or more sub-agents or designees, in such capacity, the “Administrative Agent”).
SECOND INCREMENTAL FACILITY AMENDMENTIncremental Facility Amendment • March 10th, 2021 • Latham Group, Inc. • Plastics products, nec • New York
SECOND INCREMENTAL FACILITY AMENDMENT, dated as of October 14, 2020 (this “Amendment”), by and among LATHAM POOL PRODUCTS, INC., a Delaware corporation (the “Borrower”), LATHAM INTERNATIONAL MANUFACTURING CORP., a Delaware corporation (“Holdings”), the Subsidiary Guarantors party hereto, the Second Amendment Incremental Term Loan Lender (as defined below), and NOMURA CORPORATE FUNDING AMERICAS, LLC, as administrative agent (acting through one or more sub-agents or designees, in such capacity, the “Administrative Agent”).
PURCHASE AGREEMENTPurchase Agreement • March 10th, 2021 • Latham Group, Inc. • Plastics products, nec • New York
PURCHASE AGREEMENT, dated _______________, 2021 (this “Agreement”), by and between ______________, as seller (the “Seller”), and Latham Group, Inc., a Delaware corporation, as purchaser (the “Purchaser”).
