PLAN OF CONVERSIONPlan of Conversion • May 18th, 2017 • Asv Holdings, Inc. • Construction machinery & equip • Delaware
EMPLOYEE MATTERS AGREEMENTEmployee Matters Agreement • May 18th, 2017 • Asv Holdings, Inc. • Construction machinery & equip • Michigan
THIS EMPLOYEE MATTERS AGREEMENT (this “Agreement”), is entered into as of May 11, 2017, by and between MANITEX INTERNATIONAL, INC., a Michigan corporation (“Manitex”) and A.S.V., LLC, a Minnesota limited liability company (“ASV”).
SEPARATION AGREEMENTSeparation Agreement • May 18th, 2017 • Asv Holdings, Inc. • Construction machinery & equip • Michigan
THIS SEPARATION AGREEMENT (this “Agreement”) dated as of May 11, 2017, by and among A.S.V., LLC., a Minnesota limited liability company (“ASV”), TEREX CORPORATION, a Delaware corporation (“Terex”) and MANITEX INTERNATIONAL, INC., a Michigan corporation (“Manitex” and collectively with ASV and Terex, the “Parties”). Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in ARTICLE I hereof.
Registration Rights Agreement by and between ASV Holdings, Inc. Manitex International, Inc. and Dated as of May 17, 2017Registration Rights Agreement • May 18th, 2017 • Asv Holdings, Inc. • Construction machinery & equip • Delaware
This Registration Rights Agreement (this “Agreement”) is made as of May 17, 2017 by and among ASV Holdings, Inc., a Delaware corporation (“ASV”), Manitex International, Inc., a Michigan corporation (“Manitex”) and A.S.V. Holding, LLC, a Delaware limited liability company (“Terex”).
ASV HOLDINGS, INC. UNDERWRITING AGREEMENT 3,800,000 Shares of Common StockUnderwriting Agreement • May 18th, 2017 • Asv Holdings, Inc. • Construction machinery & equip • New York
ASV Holdings, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Roth Capital Partners, LLC is acting as representative (the “Representative”), an aggregate of 1,800,000 authorized but unissued shares (the “Firm Shares”) of common stock, par value $0.001 per share (the “Common Stock”), of the Company and the stockholder of the Company listed on Schedule II hereto (the “Selling Secondary Shares Stockholder”) hereby agrees to sell an aggregate of 2,000,000 shares of Common Stock (the “Secondary Shares”) in the amounts set forth opposite its name on Schedule II. The stockholder of the Company listed on Schedule II hereto (the “Selling Option Shares Stockholder” and, together with the Selling Secondary Shares Stockholder, the “Selling Stockholders”) also proposes to sell to the Underwriters, upon the terms and con
