Leslie’s, Inc. Common Stock Underwriting AgreementUnderwriting Agreement • October 26th, 2020 • Leslie's, Inc. • Retail-retail stores, nec • New York
Leslie’s, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 30,000,000 shares, par value $0.001 per share (“Stock”) of the Company and the stockholder of the Company named in Schedule II hereto (the “Selling Stockholder”) proposes, subject to the terms and conditions stated in this Agreement, to sell to the Underwriters an aggregate of 10,000,000 shares and, at the election of the Underwriters, up to 6,000,000 additional shares of Stock. The 40,000,000 shares to be issued and sold by the Company and the Selling Stockholder are herein called the “Firm Shares” and the 6,000,000 additional shares to be issued and sold by the Selling Stockholder are herein called the “Optional Shares”. The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof are herein
TERM LOAN CREDIT AGREEMENT, dated as of August 16, 2016, among LESLIE’S HOLDINGS, INC., as Holdings, LESLIE’S POOLMART, INC., as the Borrower, THE LENDERS PARTY HERETO, and NOMURA CORPORATE FUNDING AMERICAS, LLC, as Administrative Agent and Collateral...Term Loan Credit Agreement • October 26th, 2020 • Leslie's, Inc. • Retail-retail stores, nec • New York
TERM LOAN CREDIT AGREEMENT, dated as of August 16, 2016 (as amended, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), among Leslie’s Poolmart, Inc., a Delaware corporation (the “Borrower”), Leslie’s Holdings, Inc., a Delaware corporation (“Holdings”), the Lenders party hereto from time to time and Nomura Corporate Funding Americas, LLC, as administrative agent (in such capacity, and as further defined in Section 1.01, the “Administrative Agent”) and as collateral agent (in such capacity, and as further defined in Section 1.01, the “Collateral Agent”).
ContractCredit Agreement • October 26th, 2020 • Leslie's, Inc. • Retail-retail stores, nec • New York
AMENDMENT No. 2, dated as of September 29, 2016 (this “Amendment”), to the Credit Agreement dated as of October 16, 2012, among LESLIE’S POOLMART, INC., a Delaware corporation (the “Parent Borrower”), LESLIE’S HOLDINGS, INC., a Delaware corporation (“Holdings”), the Subsidiary Borrowers from time to time party thereto, the several banks and other financial institutions or entities from time to time party to the Credit Agreement (the “Lenders”), BANK OF AMERICA, N.A., as administrative agent (in such capacity, including any successor thereto, the “Administrative Agent”), U.S. BANK NATIONAL ASSOCIATION, as Co-Collateral Agent (in such capacity, the “Co-Collateral Agent”) and the other parties thereto (as amended, restated, modified and supplemented from time to time prior to the effectiveness of the Amendment, including Amendment No. 1, dated as of August 16, 2016, the “Credit Agreement”), by and among the Parent Borrower, the Subsidiary Borrower, the Guarantors party hereto, each Lender
LESLIE’S, INC. REGISTRATION RIGHTS AND LOCK-UP AGREEMENTRegistration Rights and Lock-Up Agreement • October 26th, 2020 • Leslie's, Inc. • Retail-retail stores, nec • Delaware
THIS REGISTRATION RIGHTS AND LOCK-UP AGREEMENT (this “Agreement”) is made as of [●], 2020, among (i) Leslie’s, Inc., a Delaware corporation (the “Company”), (ii) Bubbles Investor Aggregator, L.P., a Delaware limited partnership (including its successors and permitted assigns, “LCP”), (iii) Explorer Investment Pte Ltd, a Singapore private limited company (including its successors and permitted assigns, “GIC” and, together with LCP, collectively, the “Sponsor Investors”) and (iv) each Person listed on the signature pages under the caption “Other Investors” or who becomes party to and bound by this Agreement as an “Other Investor” after the date hereof on the terms and subject to the conditions of this Agreement (collectively, the “Other Investors”). Except as otherwise specified herein, all capitalized terms used in this Agreement are defined in Exhibit A attached hereto.
INDEMNIFICATION AGREEMENTIndemnification Agreement • October 26th, 2020 • Leslie's, Inc. • Retail-retail stores, nec • Delaware
This INDEMNIFICATION AGREEMENT (“Agreement”), effective as of the effective date set forth above, is by and between Leslie’s, Inc., a Delaware corporation (“Company”), and the director and/or officer of the Company identified above (“Executive”). Certain defined terms used in this Agreement are set forth in Paragraph 18.
