TARGET HOSPITALITY CORP. Form of Dealer Manager AgreementDealer Manager Agreement • November 18th, 2022 • Target Hospitality Corp. • Hotels, rooming houses, camps & other lodging places • New York
Target Hospitality Corp., a Delaware corporation (the “Company”), plans to commence an offer (as described in the Prospectus defined below, the “Exchange Offer”) pursuant to which the Company will offer to the holders of all of its outstanding warrants (as set forth in the Prospectus) (the “Warrants”) the opportunity to receive 0.37 shares (the “Shares”) of common stock, par value $0.0001 per share (the “Common Stock”), of the Company in exchange for each of the Company’s Warrants tendered by a holder thereof and exchanged upon the terms and subject to the conditions set forth in the Exchange Offer Material (as defined below). The Company has caused the Exchange Offer Material to be prepared and furnished to you on or prior to the date hereof for use in connection with the Exchange Offer (as defined below). Certain capitalized terms used herein are defined in Section 18 of this Agreement.
TENDER AND SUPPORT AGREEMENTTender and Support Agreement • November 18th, 2022 • Target Hospitality Corp. • Hotels, rooming houses, camps & other lodging places • New York
TENDER AND SUPPORT AGREEMENT (this “Agreement”) dated as of November 18, 2022 by and among Target Hospitality Corp., a Delaware corporation, (the “Company”), and each of the persons listed on Schedule A hereto (collectively, the “Warrant Holders,” and each a “Warrant Holder”).
