FORBEARANCE AGREEMENT AND FIRST OMNIBUS AMENDMENT TO CREDIT AGREEMENT AND LOAN DOCUMENTSCredit Agreement • October 30th, 2024 • TENOR CAPITAL MANAGEMENT Co., L.P. • Orthopedic, prosthetic & surgical appliances & supplies • New York
AMENDED AND RESTATED CREDIT AGREEMENT dated as of May 5, 2023 (this “Agreement”), among INVACARE HOLDINGS CORPORATION (“Holdings”), INVACARE CORPORATION (the “Administrative Borrower”), INVACARE INTERNATIONAL HOLDINGS CORP. (“International Holdings” and “Co-Borrower”; and Co-Borrower together with the Administrative Borrower, collectively, “Borrower”), the LENDERS party hereto, CANTOR FITZGERALD SECURITIES, as Administrative Agent, and GLAS TRUST COMPANY LLC, as Collateral Agent.
AMENDED AND RESTATED EXCHANGE AGREEMENTExchange Agreement • October 30th, 2024 • TENOR CAPITAL MANAGEMENT Co., L.P. • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
This Amended and Restated Exchange Agreement (this “Agreement”) is made and entered as of October 29, 2024 by and among Invacare Holdings Corporation, a Delaware corporation (“Parent”), Invacare International Holdings Corp., a Delaware corporation (“International Holdings”), Invacare Corporation, an Ohio corporation (“Reorganized Invacare”) and the parties listed on Schedule I that are signatory hereto (each a “Holder”). Capitalized terms used, but not defined herein shall have the meanings ascribed to such terms in the Credit Agreement (as defined below).
FORM OF FIRST AMENDMENT TO BOARD OBSERVER AGREEMENTBoard Observer Agreement • October 30th, 2024 • TENOR CAPITAL MANAGEMENT Co., L.P. • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
This Amendment to Board Observer Agreement (this “Amendment”) is made as of October 29, 2024, by and between Invacare Holdings Corporation, a Delaware corporation (the “Company”), and ___________ (the “Investor”).
FORBEARANCE AGREEMENT AND FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • October 30th, 2024 • TENOR CAPITAL MANAGEMENT Co., L.P. • Orthopedic, prosthetic & surgical appliances & supplies • New York
This LOAN AND SECURITY AGREEMENT, dated as of May 5, 2023 is among INVACARE HOLDINGS CORPORATION, a Delaware corporation (“Parent”) INVACARE CORPORATION, an Ohio corporation (“Invacare”), FREEDOM DESIGNS, INC., a California corporation (“Freedom Designs”), MEDBLOC, INC., a Delaware corporation (“Medbloc”), INVACARE CANADA L.P., an Ontario limited partnership (“Invacare Canada”), MOTION CONCEPTS L.P., an Ontario limited partnership (“Motion Concepts”), and PERPETUAL MOTION ENTERPRISES LIMITED, an Ontario limited partnership (“Perpetual Motion”; together with Invacare, Freedom Designs, Medbloc, Invacare Canada, and Motion Concepts, each an “Original Borrower”, and collectively the “Original Borrowers”), Invacare International Holdings Corp., a Delaware corporation (“International Holdings”, together with the Original Borrowers, the “Borrowers”), the entities from time to time party hereto as Guarantors, the several financial institutions from time to time party to this Agreement as Lende
MASTER EQUITY AGREEMENT TERMINATION AGREEMENTTermination Agreement • October 30th, 2024 • TENOR CAPITAL MANAGEMENT Co., L.P. • Orthopedic, prosthetic & surgical appliances & supplies
This Termination Agreement (this “Agreement”), dated as of October 29, 2024, is entered into by and among Invacare Holdings Corporation, a Delaware corporation (“Parent”), Invacare International Holdings Corp., a Delaware corporation (“International Holdings”), Invacare Corporation, an Ohio corporation (“Reorganized Invacare”), and the parties that are signatory thereto as a “Holder” (each, a “Holder,” and each Holder, Parent, International Holdings, and Reorganized Invacare, the “Parties”)).
