INDEMNITY AGREEMENTIndemnification Agreement • December 10th, 2018 • Concrete Pumping Holdings, Inc. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of December 6, 2018, by and between Concrete Pumping Holdings, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
US GUARANTY AND SECURITY AGREEMENTGuaranty and Security Agreement • December 10th, 2018 • Concrete Pumping Holdings, Inc. • Blank checks • New York
This US GUARANTY AND SECURITY AGREEMENT (this “Agreement”), dated as of December 6, 2018, among the Persons listed on the signature pages hereof as “Grantors” and those additional entities that hereafter become parties hereto by executing the form of Joinder attached hereto as Annex 1 (each, a “Grantor” and collectively, the “Grantors”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (“Wells Fargo”), in its capacity as administrative agent for each member of the Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”).
CREDIT AGREEMENTCredit Agreement • December 10th, 2018 • Concrete Pumping Holdings, Inc. • Blank checks • New York
TERM LOAN AGREEMENT dated as of December 6, 2018 among CONCRETE PUMPING HOLDINGS ACQUISITION CORP. (to be renamed Concrete Pumping Holdings, Inc. upon the Merger), as Holdings, CONCRETE PUMPING INTERMEDIATE ACQUISITION CORP., as Intermediate Holdings,...Term Loan Agreement • December 10th, 2018 • Concrete Pumping Holdings, Inc. • Blank checks • Delaware
Exhibit K-1 – Form of U.S. Tax Compliance Certificate (For Foreign Lenders That Are Not Partnerships For U.S. Federal Income Tax Purposes)
STOCKHOLDERS AGREEMENTStockholders Agreement • December 10th, 2018 • Concrete Pumping Holdings, Inc. • Blank checks • Delaware
This Stockholders Agreement (this “Agreement”) is entered into on December 6, 2018, by and among Concrete Pumping Holdings, Inc. (f/k/a Concrete Pumping Holdings Acquisition Corp.), a Delaware corporation (the “Company”), and the undersigned parties listed on the signature pages hereto (each, an “Investor” and, collectively, the “Investors”). Capitalized terms used in this Agreement have the meanings given to them in Section 1.01.
AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • December 10th, 2018 • Concrete Pumping Holdings, Inc. • Blank checks
THIS AMENDMENT NO. 1 to the Agreement and Plan of Merger, dated as of October 30, 2018 (this “Amendment”), is entered into by and among Concrete Pumping Holdings Acquisition Corp., a Delaware corporation and wholly owned subsidiary of Industrea (“Newco”), Industrea Acquisition Corp., a Delaware corporation (“Industrea”), Concrete Pumping Intermediate Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Newco (“Concrete Parent”), Concrete Pumping Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Concrete Parent (“Concrete Merger Sub”), Industrea Acquisition Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Newco (“Industrea Merger Sub”), Concrete Pumping Holdings, Inc., a Delaware corporation (the “Company”), and PGP Investors, LLC, a Delaware limited liability company, solely in its capacity as the initial Holder Representative (together with Newco, Industrea, Concrete Parent, Concrete Merger Sub, Industrea Merger Sub
AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • December 10th, 2018 • Concrete Pumping Holdings, Inc. • Blank checks
THIS AMENDMENT NO. 2 to the Agreement and Plan of Merger, dated as of November 16, 2018 (this “Amendment No. 2”), is entered into by and among Concrete Pumping Holdings Acquisition Corp., a Delaware corporation and wholly owned subsidiary of Industrea (“Newco”), Industrea Acquisition Corp., a Delaware corporation (“Industrea”), Concrete Pumping Intermediate Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Newco (“Concrete Parent”), Concrete Pumping Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Concrete Parent (“Concrete Merger Sub”), Industrea Acquisition Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Newco (“Industrea Merger Sub”), Concrete Pumping Holdings, Inc., a Delaware corporation (the “Company”), and PGP Investors, LLC, a Delaware limited liability company, solely in its capacity as the initial Holder Representative (together with Newco, Industrea, Concrete Parent, Concrete Merger Sub, Industrea Merg
Dated 6 December 2018Uk Debenture • December 10th, 2018 • Concrete Pumping Holdings, Inc. • Blank checks
Blocked Accounts means the bank accounts of the Chargors specified in Part I (Blocked Accounts) of Schedule 5 (Charged Accounts) and/or specified as “Blocked Accounts” in the Schedule to any Deed of Accession and/or such other bank accounts of the Chargors as the UK Security Agent may designate or approve.
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • December 10th, 2018 • Concrete Pumping Holdings, Inc. • Blank checks • New York
THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (the “Agreement”) is entered into and effective as of December 6, 2018 by and among Industrea Acquisition Corp., a Delaware corporation (“Industrea”), Concrete Pumping Holdings Acquisition Corp. (to be renamed “Concrete Pumping Holdings, Inc.” effective as the Closing (as defined below)) (“Newco”), and Continental Stock Transfer & Trust Company, a New York corporation (“Continental”).
LOAN GUARANTYLoan Guaranty • December 10th, 2018 • Concrete Pumping Holdings, Inc. • Blank checks • New York
THIS LOAN GUARANTY (as it may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Loan Guaranty”) is entered into as of December 6, 2018 by and among Concrete Pumping Holdings Acquisition Corp. (to be renamed Concrete Pumping Holdings, Inc. upon the Merger (as defined in the Term Loan Agreement)), a Delaware corporation (“Holdings”), Concrete Pumping Intermediate Acquisition Corp., a Delaware corporation (“Intermediate Holdings”), Industrea Acquisition Corp., a Delaware corporation (“Buyer”), the Subsidiary Parties (as defined below) from time to time party hereto (Holdings, Intermediate Holdings and the Subsidiary Parties, collectively, the “Loan Guarantors”, and each, a “Loan Guarantor”) and Credit Suisse AG, Cayman Islands Branch, in its capacity as administrative agent and collateral agent for the lenders party the Term Loan Agreement referred to below (in such capacity, the “Administrative Agent”).
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • December 10th, 2018 • Concrete Pumping Holdings, Inc. • Blank checks • New York
THIS PLEDGE AND SECURITY AGREEMENT (as it may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Security Agreement”) is entered into as of December 6, 2018 by and among Concrete Pumping Holdings Acquisition Corp., a Delaware corporation (“Holdings”), Concrete Pumping Intermediate Acquisition Corp., a Delaware corporation (“Intermediate Holdings”), Industrea Acquisition Corp., a Delaware corporation (“Buyer”), Concrete Pumping Merger Sub Inc., a Delaware corporation, which will be merged with and into Concrete Pumping Holdings, Inc. (to be renamed Brundage-Bone Concrete Pumping Holdings Inc.), a Delaware corporation (the “Borrower”), the Subsidiary Parties (as defined below) from time to time party hereto (the foregoing, collectively, the “Grantors”) and Credit Suisse AG, Cayman Islands Branch (“Credit Suisse”), in its capacity as administrative agent and collateral agent for the Secured Parties (as defined below) (in such capacities
CONCRETE PUMPING HOLDINGS ACQUISITION CORP. New York, New York 10036 December 6, 2018Letter Agreement • December 10th, 2018 • Concrete Pumping Holdings, Inc. • Blank checks • Delaware
This agreement (this “Letter Agreement”) is written in connection with the investment by Nuveen Alternatives Advisors, LLC and its affiliates (the “Investor”) in Concrete Pumping Holdings Acquisition Corp., a Delaware corporation (the “Corporation”), pursuant to that certain Subscription Agreement, dated as of September 7, 2018, by and among the Investor, the Corporation and Industrea Acquisition Corp., a Delaware corporation (the “Subscription Agreement”). Capitalized terms used but not otherwise defined herein shall have the meanings set forth in the Subscription Agreement. In connection with such investment, the undersigned agree as follows:
