MOOVE LUBRICANTS HOLDINGS [25,000,000] Common Shares, par value US$0.000333333333333 per share Underwriting AgreementMoove Lubricants Holdings • October 1st, 2024 • Miscellaneous products of petroleum & coal • New York
Moove Lubricants Holdings, a Cayman Islands exempted company with limited liability (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 [6,250,000] common shares, par value US$0.000333333333333 per share, of the Company, the shareholder of the Company named in Section 1 of Schedule 2 hereto (“Cosan”) and the shareholder of the Company named in Section 2 of Schedule 2 hereto (the “CVC Fund VII” and, together with Cosan, the “Selling Shareholders”) propose to sell to the several Underwriters an aggregate of [18,750,000] common shares of the Company (collectively, the “Underwritten Shares”). In addition, the Selling Shareholders propose to sell, at the option of the Underwriters, up to an additional [3,750,000] common shares of the Company (collectively, the “Option Shares”). The Underwritten Shares and the Option Shares are herein refer
EXPORT PREPAYMENT FACILITY AGREEMENTExport Prepayment Facility Agreement • October 1st, 2024 • Moove Lubricants Holdings • Miscellaneous products of petroleum & coal
BANK OF AMERICA, N.A., a national banking association organized and existing under the laws of the United States of America (the “Lender”) is pleased to make available to Cosan Lubrificantes e Especialidades S.A., a company organized under the laws of the Federative Republic of Brazil, with business address at Praia da Ribeira, 51, Ribeira, CEP 21930-050, city of Rio de Janeiro, State of Rio de Janeiro, Brazil , enrolled with the National Taxpayers Registry (CNPJ/MF) under No. 33.000.092/0001-69 (the “Exporter”), a term export prepayment loan facility on the terms and subject to the conditions set forth below. Terms not defined herein have the meanings assigned to them in Exhibit A hereto.
