Morgan Stanley & Co. International plc c/o Morgan Stanley & Co. Inc. New York, NY 10036 October 31, 2017Warrant Agreement • November 6th, 2017 • Chart Industries Inc • Fabricated plate work (boiler shops) • New York
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the Warrants issued by Chart Industries, Inc. (“Company”) to Morgan Stanley & Co. International plc (“Dealer”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. This Confirmation shall replace any previous agreements and serve as the final documentation for the Transaction.
THIRD AMENDED AND RESTATED CREDIT AGREEMENT Dated as of November 3, 2017 Among CHART INDUSTRIES, INC. CHART INDUSTRIES LUXEMBOURG S.À R.L. CHART ASIA INVESTMENT COMPANY LIMITED The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A. as Administrative...Credit Agreement • November 6th, 2017 • Chart Industries Inc • Fabricated plate work (boiler shops) • New York
THIRD AMENDED AND RESTATED CREDIT AGREEMENT dated as of November 3, 2017 (this “Agreement”), among CHART INDUSTRIES, INC., a Delaware corporation, CHART INDUSTRIES LUXEMBOURG S.À R.L., a private limited liability company (société à responsabilité limitée), incorporated under the laws of Luxembourg, having its registered office at 2, rue des Dahlias, L-1411 Luxembourg and registered with the Luxembourg Trade and Companies Register under number B 148.907, CHART ASIA INVESTMENT COMPANY LIMITED, a private limited company incorporated under the laws of Hong Kong with company number 1174361 and having its registered office address at 36/F., Tower Two, Times Square, 1 Matheson Street, Causeway Bay, Hong Kong, the LENDERS from time to time party hereto, JPMORGAN CHASE BANK, N.A. as Administrative Agent and BANK OF AMERICA, N.A., FIFTH THIRD BANK, WELLS FARGO BANK, NATIONAL ASSOCIATION and PNC BANK, NATIONAL ASSOCIATION, as Co-Syndication Agents.
CHART INDUSTRIES, INC. 1.00% CONVERTIBLE SENIOR SUBORDINATED NOTES DUE 2024 PURCHASE AGREEMENTPurchase Agreement • November 6th, 2017 • Chart Industries Inc • Fabricated plate work (boiler shops) • New York
The undersigned understands that you, Morgan Stanley & Co. LLC and J.P. Morgan Securities LLC, as representatives (the “Representatives”) of the several initial purchasers named in Schedule I thereto (the “Initial Purchasers”), propose to enter into an Purchase Agreement (the “Purchase Agreement”) with Chart Industries, Inc., a Delaware corporation (the “Company”), providing for the offering (the “Offering”) by the Initial Purchasers of Convertible Senior Subordinated Notes due 2024 of the Company (the “Securities”). Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Purchase Agreement.
Bank of America, N.A. c/o Merrill Lynch, Pierce, Fenner & Smith Incorporated One Bryant Park New York, NY 10036 Attn: Robert Stewart, Assistant General Counsel Telephone: 646-855-0711 Facsimile: 646-822-5618Call Option Transaction • November 6th, 2017 • Chart Industries Inc • Fabricated plate work (boiler shops) • New York
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between Bank of America, N.A. (“Dealer”) and Chart Industries, Inc. (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. This Confirmation shall replace any previous agreements and serve as the final documentation for the Transaction.
Morgan Stanley & Co. International plc c/o Morgan Stanley & Co. Inc. New York, NY 10036Call Option Transaction • November 6th, 2017 • Chart Industries Inc • Fabricated plate work (boiler shops) • New York
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between Morgan Stanley & Co. International plc (“Dealer”) and Chart Industries, Inc. (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. This Confirmation shall replace any previous agreements and serve as the final documentation for the Transaction.
Bank of America, N.A. c/o Merrill Lynch, Pierce, Fenner & Smith Incorporated One Bryant Park New York, NY 10036 Attn: Robert Stewart, Assistant General Counsel Telephone: 646-855-0711 Facsimile: 646-822-5618 October 31, 2017Base Call Option Transaction • November 6th, 2017 • Chart Industries Inc • Fabricated plate work (boiler shops) • New York
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between Bank of America, N.A. (“Dealer”) and Chart Industries, Inc. (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. This Confirmation shall replace any previous agreements and serve as the final documentation for the Transaction.
Morgan Stanley & Co. International plc c/o Morgan Stanley & Co. Inc. New York, NY 10036Base Call Option Transaction • November 6th, 2017 • Chart Industries Inc • Fabricated plate work (boiler shops) • New York
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between Morgan Stanley & Co. International plc (“Dealer”) and Chart Industries, Inc. (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. This Confirmation shall replace any previous agreements and serve as the final documentation for the Transaction.
