LENDINGCLUB CORPORATION AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT APRIL 16, 2014Investor Rights Agreement • April 17th, 2014 • LendingClub Corp • Finance services • California
THIS AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT (this “Agreement”) is entered into as of the 16th day of April, 2014, by and among LENDINGCLUB CORPORATION, a Delaware corporation (the “Company”) and the investors listed on Exhibit A hereto, referred to hereinafter as the “Investors” and each individually as an “Investor.”
LENDINGCLUB CORPORATION SERIES F PREFERRED STOCK PURCHASE AGREEMENT APRIL 16, 2014Series F Preferred Stock Purchase Agreement • April 17th, 2014 • LendingClub Corp • Finance services • California
THIS SERIES F PREFERRED STOCK PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of April 16, 2014, by and among LENDINGCLUB CORPORATION, a Delaware corporation (the “Company”), and each of those persons and entities, severally and not jointly, whose names are set forth on the Schedule of Purchasers attached hereto as Exhibit A (which persons and entities are hereinafter collectively referred to as “Purchasers” and each individually as a “Purchaser”).
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTSInterest Purchase Agreement • April 17th, 2014 • LendingClub Corp • Finance services
On April 17, 2014 (the “Closing Date”), LendingClub Corporation (“Lending Club” or the “Company”) entered into an Interest Purchase Agreement (the “Purchase Agreement”) with Springstone Financial, LLC, a Delaware limited liability company (“Springstone”), Premier Payment Solutions, Inc., a Massachusetts corporation (“PPS”), NBT Capital Corp., a New York corporation (together with PPS, the “Sellers”), and James P. Donovan, as the Sellers’ representative thereunder, pursuant to which Lending Club acquired all of the outstanding limited liability company interests of Springstone from the Sellers in a simultaneous signing and closing.
LENDINGCLUB CORPORATION AMENDED AND RESTATED VOTING AGREEMENT APRIL 16, 2014Voting Agreement • April 17th, 2014 • LendingClub Corp • Finance services • Delaware
THIS AMENDED AND RESTATED VOTING AGREEMENT (this “Agreement”) is made and entered into as of this 16th day of April, 2014, by and among LENDINGCLUB CORPORATION, a Delaware corporation (the “Company”), those certain holders of the Company’s Common Stock listed on Exhibit A hereto (the “Key Holders”), the persons and entities listed on Exhibit B hereto (the “Investors”), and the persons and entities listed on Exhibit C hereto (the “Designated Common Stockholders”).
INTEREST PURCHASE AGREEMENT BY AND AMONG LENDINGCLUB CORPORATION SPRINGSTONE FINANCIAL, LLC THE SELLERS AND JAMES P. DONOVAN, AS THE PPS AGENT DATED AS OF APRIL 17, 2014Interest Purchase Agreement • April 17th, 2014 • LendingClub Corp • Finance services • Delaware
This INTEREST PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of April 17, 2014 (the “Agreement Date”), by and among LendingClub Corporation, a Delaware corporation (“Purchaser”), Springstone Financial, LLC, a Delaware limited liability company (the “Company”), Premier Payment Solutions, Inc., a Massachusetts corporation (“PPS”), NBT Capital Corp., a New York corporation (“NBT” and together with PPS, the “Sellers”) and James P. Donovan as the PPS Agent (the “PPS Agent”). Certain other capitalized terms used herein are defined in Exhibit A.
LENDINGCLUB CORPORATION AMENDED AND RESTATED RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT April 16, 2014Right of First Refusal and Co-Sale Agreement • April 17th, 2014 • LendingClub Corp • Finance services • California
THIS AMENDED AND RESTATED RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT (this “Agreement”) is made and entered into as of this 16th day of April, 2014, by and among LENDINGCLUB CORPORATION, a Delaware corporation (the “Company”), each of the persons and entities listed on Exhibit A hereto (the “Investors”) and each of the persons listed on Exhibit B hereto (each referred to herein as a “Key Holder” and collectively as the “Key Holders”).
