Sunnova Energy International Inc. 14,000,000 Shares of Common Stock Underwriting AgreementUnderwriting Agreement • July 29th, 2019 • Sunnova Energy International Inc. • Electric & other services combined • New York
Sunnova Energy International Inc., a Delaware corporation (the “Company”), proposes 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 14,000,000 shares of common stock, par value $0.0001 per share, of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 2,100,000 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 sale of the Shares are referred to herein as the “Stock”.
INDEMNIFICATION AGREEMENTIndemnification Agreement • July 29th, 2019 • Sunnova Energy International Inc. • Electric & other services combined • Delaware
This Indemnification Agreement (“Agreement”) is made as of July 29, 2019, by and between Sunnova Energy International Inc., a Delaware corporation (the “Company”) and C. Park Shaper (“Indemnitee” and, together with the Company, the “Parties”).
SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 29th, 2019 • Sunnova Energy International Inc. • Electric & other services combined • Delaware
THIS SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), is made as of July 29, 2019, by and among Sunnova Energy International Inc., a Delaware corporation (the “Company”), and each of the shareholders listed on Schedule A hereto, each of which is referred to in this Agreement as a “Holder.”
AMENDED AND RESTATED PIGGY-BACK REGISTRATION RIGHTS AGREEMENTPiggy-Back Registration Rights Agreement • July 29th, 2019 • Sunnova Energy International Inc. • Electric & other services combined • Delaware
This AMENDED AND RESTATED PIGGY-BACK REGISTRATION RIGHTS AGREEMENT (this “Agreement”), is made as of July 29, 2019, by and among Sunnova Energy International Inc., a Delaware corporation (the “Company”), and each of the shareholders listed on Schedule A hereto, each of which is referred to in this Agreement as a “Holder”.
AGREEMENT AND PLAN OF MERGERMerger Agreement • July 29th, 2019 • Sunnova Energy International Inc. • Electric & other services combined • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into as of July 29, 2019, by and among Sunnova Energy Corporation, a Delaware corporation (“SEC”), Sunnova Energy International Inc., a Delaware corporation and wholly owned subsidiary of SEC (“Holdings”), and Sunnova Merger Sub Inc., a Delaware corporation and wholly owned subsidiary of Holdings (“Merger Sub”).
STOCKHOLDERS AGREEMENTStockholders Agreement • July 29th, 2019 • Sunnova Energy International Inc. • Electric & other services combined • Delaware
STOCKHOLDERS AGREEMENT (this “Agreement”), dated as of July 29, 2019, by and among SUNNOVA ENERGY INTERNATIONAL INC., a Delaware corporation (the “Corporation”), and each of the stockholders listed on Schedule A hereto. This Agreement shall become effective (the “Effective Date”) upon the closing of the IPO (as defined below).
