FORBEARANCE AGREEMENTForbearance Agreement • December 20th, 2024 • Vertical Aerospace Ltd. • Aircraft • New York
THIS FORBEARANCE AGREEMENT (this “Agreement”) is entered into as of December 15, 2024, by and among MUDRICK CAPITAL MANAGEMENT, L.P. (“Mudrick Capital”) on behalf of the funds, investors, entities or accounts that are managed, sponsored or advised by it or its affiliates and listed hereto in Annex A (each, a “Holder” and collectively, the “Holders”), VERTICAL AEROSPACE LTD., a Cayman Islands exempted company incorporated with limited liability, with its principal executive office at Unit 1 Camwal Court, Chapel Street Bristol BS2 0UW United Kingdom (the “Company”), VERTICAL AEROSPACE GROUP LIMITED, a company incorporated under the laws of England and Wales, and a wholly-owned subsidiary of the Company (“VAGL”), STEPHEN FITZPATRICK and IMAGINATION AERO INVESTMENTS LIMITED (Stephen Fitzpatrick and Imagination Aero Investments Limited, and any other fund, entity or account that is affiliated with Stephen Fitzpatrick collectively, the “SF Investors”). Mudrick Capital, the Company, VAGL and
INVESTMENT AGREEMENTInvestment Agreement • December 20th, 2024 • Vertical Aerospace Ltd. • Aircraft • New York
This INVESTMENT AGREEMENT (this “Investment Agreement”) is entered into on December 20, 2024, by and between Vertical Aerospace Ltd., a Cayman Islands exempted company incorporated with limited liability (the “Issuer”), Vertical Aerospace Group Limited, a company incorporated under the laws of England and Wales, and a wholly-owned subsidiary of the Issuer (“VAGL”), Mudrick Capital Management L.P. (“Mudrick Capital” and, together with any fund, entity or account that is managed, sponsored or advised by Mudrick Capital or its affiliates, the “Mudrick Investor”) and Stephen Fitzpatrick (together with Imagination Aero Investments Limited and any other fund, entity or account that is affiliated with Stephen Fitzpatrick, the “SF Parties”).
