REGISTRATION RIGHTS AGREEMENT BY AND AMONG COMTECH TELECOMMUNICATIONS CORP., AND THE ENTITIES LISTED ON EXHIBIT B HERETO Dated as of October 17, 2024Registration Rights Agreement • October 18th, 2024 • Comtech Telecommunications Corp /De/ • Radio & tv broadcasting & communications equipment • Delaware
This REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is entered into as of October 17, 2024, by and among Comtech Telecommunications Corp., a Delaware corporation (the “Company”), and the entities that are listed on Exhibit B attached hereto (each, an “Investor” and collectively, the “Investors”). Capitalized terms used but not defined elsewhere herein are defined in Exhibit A.
WAIVER AND AMENDMENT No. 1 to CREDIT AGREEMENTCredit Agreement • October 18th, 2024 • Comtech Telecommunications Corp /De/ • Radio & tv broadcasting & communications equipment • New York
THIS CREDIT AGREEMENT, is entered into as of June 17, 2024 by and among the lenders identified on the signature pages hereof (each of such lenders, together with its successors and permitted assigns, is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), TCW ASSET MANAGEMENT COMPANY LLC, as administrative agent for each member of the Lender Group (in such capacity, together with its successors and assigns in such capacity, “Agent”), WINGSPIRE CAPITAL LLC, as revolving agent for the Revolving Lenders (in such capacity, together with its successors and assigns in such capacity, “Revolving Agent”), COMTECH TELECOMMUNICATIONS CORP., a Delaware corporation (“Comtech”; and together with and those additional entities that hereafter become parties hereto as Borrowers in accordance with the terms hereof by executing the form of Joinder attached hereto as Exhibit J-1, each, a “Borrower” and individually and collectively, jointly and severally, the “Borrowers”).
FORM OF COMTECH TELECOMMUNICATIONS CORP. VOTING AGREEMENT VOTING AGREEMENTVoting Agreement • October 18th, 2024 • Comtech Telecommunications Corp /De/ • Radio & tv broadcasting & communications equipment • Delaware
THIS VOTING AGREEMENT (this “Agreement”), is made and entered into as of October 17, 2024, by and between Comtech Telecommunications Corp., a Delaware corporation (the “Company”), and the undersigned [Magnetar] / [White Hat] Investors (each, an “Investor”; together, the “Investors”). Capitalized terms used but not defined herein shall have their respective meanings set forth in that certain Subscription and Exchange Agreement (the “Subscription and Exchange Agreement”), dated as of October 17, 2024, by and among the Company, Investors, and certain other parties thereto.
SUBSCRIPTION AND EXCHANGE AGREEMENT BY AND AMONG Comtech Telecommunications Corp. AND THE ENTITIES LISTED ON EXHIBIT B HERETO Dated as of October 17, 2024Subscription and Exchange Agreement • October 18th, 2024 • Comtech Telecommunications Corp /De/ • Radio & tv broadcasting & communications equipment • Delaware
This SUBSCRIPTION AND EXCHANGE AGREEMENT dated as of October 17, 2024 (this “Agreement”), is by and among Comtech Telecommunications Corp., a Delaware corporation (the “Company”), and the entities that are listed on Exhibit B attached hereto (each, an “Investor” and collectively, the “Investors”). Capitalized terms used but not defined herein have the meanings assigned to them in Exhibit A attached hereto.
SUBORDINATED CREDIT AGREEMENT by and among U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Agent, THE LENDERS THAT ARE PARTIES HERETO as the Lenders, and COMTECH TELECOMMUNICATIONS CORP., and THE GUARANTORS THAT ARE PARTIES FROM TIME TO TIME HERETO...Subordinated Credit Agreement • October 18th, 2024 • Comtech Telecommunications Corp /De/ • Radio & tv broadcasting & communications equipment • New York
THIS SUBORDINATED CREDIT AGREEMENT, is entered into as of October 17, 2024, by and among the lenders identified on the signature pages hereof (each of such lenders, together with its successors and permitted assigns, is referred to hereinafter as a "Lender", as that term is hereinafter further defined), U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as administrative agent for each member of the Lender Group (in such capacity, together with its successors and assigns in such capacity, "Agent"), COMTECH TELECOMMUNICATIONS CORP., a Delaware corporation ("Comtech" or the "Borrower").
