Subscription AgreementSubscription Agreement • December 19th, 2019 • Mosaic Acquisition Corp. • Blank checks • Delaware
WHEREAS, in connection with the proposed business combination (the “Transaction”) between Mosaic Acquisition Corp., a Delaware corporation (the “Company”), Maiden Merger Sub, Inc., a Delaware corporation, and Vivint Smart Home, Inc., a Delaware corporation (“Voyager”), pursuant to an Agreement and Plan of Merger, dated as of September 15, 2019, among the Company, Merger Sub and Voyager (as may be amended and/or restated, including by that certain Amendment No. 1 being entered into concurrently with the execution of this Agreement, the “Transaction Agreement”), the Company proposes to issue and sell to Fayerweather Fund Eiger, L.P. (the “Subscriber”), 5,000,000 shares of the Company’s Class A common stock, par value $0.0001 per share (the “Class A Common Stock”), in a private placement transaction (such transaction, the “Subscription”). The Subscriber shall be entitled to purchase the full Subscription on the terms and conditions herein, which shall not be reduced or amended without the
ContractMerger Agreement • December 19th, 2019 • Mosaic Acquisition Corp. • Blank checks
This AMENDMENT NO. 1, dated as of December 18, 2019 (this “Amendment”), to the Agreement and Plan of Merger, dated as of September 15, 2019 (the “Merger Agreement”), by and among Mosaic Acquisition Corp., a Delaware corporation (“Acquiror”), Maiden Merger Sub, Inc., a Delaware corporation (“Merger Sub”), and Vivint Smart Home, Inc., a Delaware corporation (the “Company”), is made and entered into by and among Acquiror, Merger Sub and the Company (collectively, the “Parties”).
ContractForward Purchase Agreement • December 19th, 2019 • Mosaic Acquisition Corp. • Blank checks
This AMENDMENT NO. 1, dated as of December 18, 2019 (this “Amendment”), to the Forward Purchase Agreement, dated as of September 26, 2017 (the “Forward Purchase Agreement”), by and among Mosaic Acquisition Corp., a Delaware corporation (“Mosaic”), Mosaic Sponsor, LLC, Fortress Mosaic Sponsor LLC (together with Mosaic Sponsor, LLC, the “Sponsors”) and the party listed as the purchaser of the signature page hereof (the “Purchaser”), is made and entered into by and among Mosaic, the Sponsors, the Purchaser and Vivint Smart Home, Inc. (“Vivint” and, together with Mosaic, the Sponsors and the Purchaser, the “Parties”).
SUBSCRIPTION AND BACKSTOP AGREEMENTSubscription and Backstop Agreement • December 19th, 2019 • Mosaic Acquisition Corp. • Blank checks • New York
This Subscription and Backstop Agreement (this “Agreement”), made as of December 18, 2019 by and among Mosaic Acquisition Corp., a Delaware corporation (the “Company”), Vivint Smart Home, Inc., a Delaware corporation (“Vivint”), and the Subscriber identified on the signature pages hereto (the “Subscriber”), is intended to set forth certain representations, covenants and agreements among the Company, Vivint and the Subscriber:
LOCKUP AGREEMENTLockup Agreement • December 19th, 2019 • Mosaic Acquisition Corp. • Blank checks • New York
This Lockup Agreement is dated as of December 18, 2019 and is between Mosaic Acquisition Corp., a Delaware corporation (“Mosaic”), and each of the stockholder parties identified on Exhibit A hereto and the other persons who enter into a joinder to this Agreement substantially in the form of Exhibit B hereto with the Company in order to become a “Stockholder Party” for purposes of this Agreement (collectively, the “Stockholder Parties”). Capitalized terms used but not defined herein shall have the meanings assigned to them in the Stockholders Agreement (as defined below).
