ContractSecurities Purchase Agreement • June 24th, 2024 • Eos Energy Enterprises, Inc. • Miscellaneous electrical machinery, equipment & supplies • New York
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT, OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. NOTWITHSTANDING THE FOREGOING, THE SECURITIES MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT WITH A REGISTERED BROKER-DEALER OR OTHER LOAN OR FINANCING ARRANGEMENT SECURED BY THE SECURITIES.
Form of Payoff Letter June 21, 2024Participation Agreement • June 24th, 2024 • Eos Energy Enterprises, Inc. • Miscellaneous electrical machinery, equipment & supplies
Reference is made to that certain Senior Secured Term Loan Credit Agreement, dated as of July 29, 2022 (as amended, modified, supplemented, or restated from time to time prior to the date hereof, the “Credit Agreement”), by and among Eos Energy Enterprises, Inc., a Delaware corporation (the “Borrower”), the Lenders from time to time party thereto and ACP Post Oak Credit I LLC, as Administrative Agent for the Lenders and Collateral Agent for the Secured Parties. All initially capitalized terms not defined herein shall have the meanings ascribed to those terms in the Credit Agreement.
CREDIT AND GUARANTY AGREEMENT dated as of June 21, 2024 among EOS ENERGY ENTERPRISES, INC., as Borrower, THE GUARANTORS PARTY HERETO, VARIOUS LENDERS, and CCM DENALI DEBT HOLDINGS, LP, as Administrative Agent and Collateral AgentCredit and Guaranty Agreement • June 24th, 2024 • Eos Energy Enterprises, Inc. • Miscellaneous electrical machinery, equipment & supplies • New York
This CREDIT AND GUARANTY AGREEMENT, dated as of June 21, 2024, is entered into by and among EOS ENERGY ENTERPRISES, INC., a Delaware corporation, as borrower (“Borrower”), the Guarantors party hereto from time to time, the Lenders party hereto from time to time, and CCM DENALI DEBT HOLDINGS, LP, as Administrative Agent (in such capacity, together with its successors and assigns in such capacity, “Administrative Agent”) and Collateral Agent (in such capacity, together with its successors and assigns in such capacity, “Collateral Agent”).
INDEMNITY AGREEMENTIndemnity Agreement • June 24th, 2024 • Eos Energy Enterprises, Inc. • Miscellaneous electrical machinery, equipment & supplies • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made effective as of ______________ ___, 2024, by and between Eos Energy Enterprises, Inc., a Delaware corporation (the “Company”), and _____________________ (“Indemnitee”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 24th, 2024 • Eos Energy Enterprises, Inc. • Miscellaneous electrical machinery, equipment & supplies • New York
This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of June 21, 2024, by and among EOS ENERGY ENTERPRISES, INC., a Delaware corporation (the “Company”), and CCM DENALI EQUITY HOLDINGS, LP (the “Purchaser”).
Form of Insurer Letter AgreementEos Energy Enterprises, Inc. • June 24th, 2024 • Miscellaneous electrical machinery, equipment & supplies • New York
The parties specified under the heading “Specified Insurer” on Annex A hereto (the “Specified Insurers”) have issued the Insurance Policy to certain Lenders listed on Annex A, each holding a percentage of the aggregate principal amount of the Loans as indicated next to its name (such portion of the aggregate principal amount of the Loans, the “Applicable Percentage”). The Specified Insurers understand that the Borrower intends to (i) payoff all outstanding Loans (including any other Obligations) pursuant to that certain Payoff Letter, dated as of the date hereof (the “Payoff Letter”), by and among the Borrower, ACP and the Lenders party thereto and (ii) enter into that certain Credit and Guaranty Agreement, dated as of the date hereof (the “New Credit Agreement”), by and among the Borrower, the guarantors party thereto, the various lenders party thereto and CCM Denali Debt Holdings, LP, as administrative agent and collateral agent (in such capacity, “Agent”). The Specified Insurers, in
