FOX FACTORY HOLDING CORP. Shares of Common Stock Underwriting AgreementUnderwriting Agreement • July 25th, 2013 • Fox Factory Holding Corp • Motorcycles, bicycles & parts • New York
Fox Factory Holding Corp., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of shares of Common Stock, par value $0.001 per share, of the Company, and certain stockholders of the Company named in Schedule 2 hereto (the “Selling Stockholders”) propose, subject to the terms and conditions stated herein, to sell to the several Underwriters an aggregate of shares of common stock of the Company (collectively, the “Underwritten Shares”) and the Selling Stockholders propose to sell, at the option of the Underwriters, up to an additional shares of Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Common Stock of the Company to be outstanding after giving effect to the s
FOX FACTORY HOLDING CORP. EMPLOYMENT AGREEMENT (John Boulton)Employment Agreement • July 25th, 2013 • Fox Factory Holding Corp • Motorcycles, bicycles & parts • California
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is executed on July 22, 2013, between Fox Factory Holding Corp., a Delaware corporation (the “Company”), and John Boulton (“Executive”). Notwithstanding any provision contained herein, this Agreement will only become effective, and shall be contingent upon, the closing of a sale of the Company’s Common Stock during 2013 pursuant to an S-1 Registration Statement declared effective by the Securities and Exchange Commission (the “Effective Date”).
FOX FACTORY HOLDING CORP. Restricted Stock Unit Award AgreementRestricted Stock Unit Award Agreement • July 25th, 2013 • Fox Factory Holding Corp • Motorcycles, bicycles & parts • Delaware
THIS AGREEMENT (the “Agreement”), is executed as of , 20__, between Fox Factory Holding Corp., a Delaware corporation (“Fox Factory” or the “Company”), and [Name], an Employee (the “Participant”), provided that the Company may rescind and nullify this Agreement and the award made hereunder if the Participant does not execute this Agreement within twenty-one (21) days after the date hereof. [Notwithstanding any provision contained herein, this Agreement will only become effective, and shall be contingent upon, the closing of a sale of the Company’s Common Stock during 2013 pursuant to an S-1 Registration Statement declared effective by the Securities and Exchange Commission (the “Grant Date”).]
REVOLVING CREDIT AGREEMENT dated as of [ , 2013] among FOX FACTORY HOLDING CORP. and FOX FACTORY, INC., as Borrowers, THE LENDERS FROM TIME TO TIME PARTY HERETO, FIFTH THIRD BANK and U.S. BANK NATIONAL ASSOCIATION, as Co-Syndication Agents, and...Revolving Credit Agreement • July 25th, 2013 • Fox Factory Holding Corp • Motorcycles, bicycles & parts • New York
THIS REVOLVING CREDIT AGREEMENT (this “Agreement”) is made and entered into as of [ , 2013], by and among FOX FACTORY HOLDING CORP., a Delaware corporation (“FFH”), FOX FACTORY, INC., a California corporation (“FF” and together with FFH, each a “Borrower” and, collectively, the “Borrowers”), the several banks and other financial institutions and lenders from time to time party hereto (the “Lenders”), SUNTRUST BANK, in its capacity as administrative agent for the Lenders (the “Administrative Agent”) and as swingline lender (the “Swingline Lender”) and SUNTRUST BANK, in its capacity as issuing bank and the other issuing banks from time to time party hereto (each, a “Issuing Bank”).
INFORMATION SHARING AND COOPERATION AGREEMENTInformation Sharing and Cooperation Agreement • July 25th, 2013 • Fox Factory Holding Corp • Motorcycles, bicycles & parts • Delaware
This Information Sharing and Cooperation Agreement, dated as of , 2013 (this “Agreement”), is by and between Compass Diversified Holdings, a Delaware statutory trust, on its behalf and on behalf of its wholly-owned subsidiary Compass Group Diversified Holdings LLC, a Delaware limited liability company (collectively, “CODI”), and Fox Factory Holding Corp., a Delaware corporation, on its behalf and on behalf of its wholly-owned subsidiary, Fox Factory, Inc., a California corporation, and its affiliates (collectively, “FOX”).
