AMENDED AND RESTATED STOCK EXCHANGE AGREEMENTStock Exchange Agreement • September 20th, 2024 • Rennova Health, Inc. • Services-general medical & surgical hospitals, nec • Florida
THIS AMENDED AND RESTATED STOCK EXCHANGE AGREEMENT (this “Agreement”) dated as of September 10, 2024, is by and among FOXO Technologies Inc., a Delaware corporation (“FOXO”), Rennova Community Health, Inc., a Florida corporation (“RCHI”), and Rennova Health, Inc., a Delaware corporation (“Rennova” or “RHI”). Each of FOXO, RCHI and RHI is referred to herein individually as a “Party,” or collectively as the “Parties.” For purposes of this Agreement, all dollar amounts are in U.S. dollars.
SECURITY AND PLEDGE AGREEMENTSecurity and Pledge Agreement • September 20th, 2024 • Rennova Health, Inc. • Services-general medical & surgical hospitals, nec • Florida
SECURITY AND PLEDGE AGREEMENT, dated as of September 10, 2024 (this “Agreement”), made by FOXO Technologies Inc., a Delaware corporation, with offices located at 729 N. Washington Avenue, Suite 600, Minneapolis, Minnesota 55401 (the “GRANTOR”), in favor of the Noteholders (as hereinafter defined).
ContractSenior Secured Note • September 20th, 2024 • Rennova Health, Inc. • Services-general medical & surgical hospitals, nec • Florida
THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO 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.
GUARANTY AGREEMENTGuaranty Agreement • September 20th, 2024 • Rennova Health, Inc. • Services-general medical & surgical hospitals, nec • Delaware
This GUARANTY AGREEMENT is dated and effective as of September 10, 2024 (as amended, restated or modified from time to time, the “Guaranty”), and is made by FOXO Technologies Inc., a corporation incorporated under the laws of the State of Delaware (“FOXO”), and Scott County Community Hospital, Inc., a corporation incorporated under the laws of the State of Tennessee (“Scott County” and, collectively with FOXO, the “Guarantors”), in favor of Rennova Health, Inc., a corporation organized and existing under the laws of the State of Delaware (“Rennova”).
SECURITY AND PLEDGE AGREEMENTSecurity and Pledge Agreement • September 20th, 2024 • Rennova Health, Inc. • Services-general medical & surgical hospitals, nec • Florida
SECURITY AND PLEDGE AGREEMENT, dated as of September 10, 2024 (this “Agreement”), made by Rennova Community Health, Inc., a Florida corporation, with offices located at 109 Peterson Road, Farragut, Tennessee 37934 (the “Company”), and each of the undersigned direct and indirect Subsidiaries of the Company from time to time, if any (each a “Grantor” and together with the Company, collectively, the “Grantors”), in favor of the Noteholders (as hereinafter defined).
