STOCKHOLDER AGREEMENTStockholder Agreement • March 18th, 2024 • Turtle Beach Corp • Communications equipment, nec • Nevada
This STOCKHOLDER AGREEMENT (this “Agreement”) is made and entered into as of March 13, 2024 by and among Turtle Beach Corporation, a Nevada corporation (the “Company”), and PDP Holdings, LLC, a Delaware limited liability company (“PDP” and together with any transferee who receives Registrable Securities in accordance with the terms and conditions of this Agreement, the “Investors” and each an “Investor”).
TURTLE BEACH CORPORATION EMPLOYMENT AGREEMENTEmployment Agreement • March 18th, 2024 • Turtle Beach Corp • Communications equipment, nec • California
EMPLOYMENT AGREEMENT (this “Agreement”) dated as of March 13, 2024, is by and between Turtle Beach Corporation, a Nevada corporation (the “Company”), and Cristopher Keirn (the “Executive”).
FOURTH AMENDMENT AND JOINDER TO AMENDED AND RESTATED LOAN, GUARANTY AND SECURITY AGREEMENTLoan, Guaranty and Security Agreement • March 18th, 2024 • Turtle Beach Corp • Communications equipment, nec • California
THIS AMENDED AND RESTATED LOAN, GUARANTY AND SECURITY AGREEMENT (this “Agreement”), is dated as of March 5, 2018, among TURTLE BEACH CORPORATION, a Nevada corporation, formerly known as Parametric Sound Corporation (“Parent”), VOYETRA TURTLE BEACH, INC., a Delaware corporation (“Voyetra”), TBC HOLDING COMPANY LLC, a Delaware limited liability company (“TBC Holding”); PERFORMANCE DESIGNED PRODUCTS LLC, a California limited liability company (“Performance Designed”; and together with Parent, Voyetra, and TBC Holding, individually “US Borrower,” and individually and collectively, jointly and severally, “US Borrowers”), TURTLE BEACH EUROPE LIMITED, a company limited by shares and incorporated in England and Wales with company number 03819186 (“Turtle Beach,” also referred to hereinafter as “UK Borrower”; and together with US Borrowers, individually “Borrower” and individually and collectively, “Borrowers”), VTB HOLDINGS, INC., a Delaware corporation (“VTB” and “US Guarantor”; and together
MERGER AGREEMENT by and among FSAR HOLDINGS, INC, PDP HOLDINGS, LLC, TIDE ACQUISITION SUB, INC., TIDE ACQUISITION SUB II, LLC, and TURTLE BEACH CORPORATION Dated: March 13, 2024Merger Agreement • March 18th, 2024 • Turtle Beach Corp • Communications equipment, nec
This MERGER AGREEMENT, dated as of March 13, 2024, is entered into by and among Tide Acquisition Sub, Inc., a Delaware corporation (“Merger Sub”) and a wholly-owned Subsidiary of Parent (as defined below), Tide Acquisition Sub II, LLC, a Delaware limited liability company (“Merger Sub 2”) and a wholly-owned subsidiary of Parent (as defined below), Turtle Beach Corporation, a Nevada corporation (“Parent”), FSAR Holdings, Inc., a Delaware corporation (the “Company”), and PDP Holdings, LLC, a Delaware limited liability company (“Seller” and together with Merger Sub, Merger Sub 2, Parent and the Company, the “Parties” and each a “Party”).
FINANCING AGREEMENT dated as of March 13, 2024 by and among TURTLE BEACH CORPORATION, as Parent, VTB HOLDINGS, INC., as Holdings, VOYETRA TURTLE BEACH, INC., as Borrower, EACH OTHER SUBSIDIARY OF THE PARENT LISTED AS A GUARANTOR ON THE SIGNATURE PAGES...Financing Agreement • March 18th, 2024 • Turtle Beach Corp • Communications equipment, nec • New York
Financing Agreement, dated as of March 13, 2024, by and among Turtle Beach Corporation, a Nevada corporation (the “Parent”), Voyetra Turtle Beach, Inc., a Delaware corporation (the “Borrower”), VTB Holdings, Inc., a Delaware corporation (“Holdings”), each subsidiary of Parent listed as a “Guarantor” on the signature pages hereto (together with the Parent and each other Person that executes a joinder agreement and becomes a “Guarantor” hereunder, each, a “Guarantor” and, collectively, the “Guarantors”), the lenders from time to time party hereto (each, a “Lender” and, collectively, the “Lenders”), Blue Torch Finance, LLC, a Delaware limited liability company (“Blue Torch”), as collateral agent for the Secured Parties (in such capacity, together with its successors and assigns in such capacity, the “Collateral Agent”), and Blue Torch, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, the “Administrative Agent” and, toget
