EQUITY COMMITMENT AGREEMENT BY AND AMONG INFRASTRUCTURE AND ENERGY ALTERNATIVES, INC., THE COMMITMENT PARTIES PARTY HERETO AND THE OTHER PARTIES SET FORTH HEREIN Dated as of October 29, 2019Equity Commitment Agreement • October 30th, 2019 • Infrastructure & Energy Alternatives, Inc. • Blank checks • Delaware
giving effect to shares of Common Stock reserved for issuance or issuable upon the exercise of the Warrants. Upon the issuance of Common Stock following an exercise of the Warrants in accordance with the Warrant Certificate, such Common Stock, when issued, will be validly issued, fully paid and non-assessable and free and clear of all Liens, with the holders thereof being entitled to all rights accorded to a holder of Common Stock. “Company Organizational Documents” mean the Certificate of Incorporation of the Company, as amended through the date hereof (the “Certificate of Incorporation”), and the Company’s bylaws, as amended through the date hereof (the “Bylaws”).
VOTING AGREEMENTVoting Agreement • October 30th, 2019 • Infrastructure & Energy Alternatives, Inc. • Blank checks • New York
VOTING AGREEMENT, dated as of October 29, 2019 (this “Agreement”), by and among (a) Infrastructure and Energy Alternatives, Inc., a Delaware corporation with offices located at 6325 Digital Way, Suite 460, Indianapolis, Indiana 46278 (the “Company”), (b) Infrastructure and Energy Alternatives, LLC, a Delaware limited liability company (“IEA LLC”) and OT POF IEA Preferred B Aggregator, L.P. (“OT LP”, and together with IEA LLC, the “Oaktree Stockholders”), and (c) M III Sponsor I LLC, a Delaware limited liability corporation (“M III Sponsor”), Mohsin Y. Meghji (“Meghji”), Mohsin Meghji 2016 Gift Trust (the “Meghji Trust”) and Charles Garner (“Garner”, together with M III Sponsor, Meghji and the Meghji Trust, the “M III Stockholders” and, collectively with the Oaktree Stockholders, the “Stockholders”).
PREFERRED STOCK EXCHANGE AGREEMENTPreferred Stock Exchange Agreement • October 30th, 2019 • Infrastructure & Energy Alternatives, Inc. • Blank checks • Delaware
This PREFERRED STOCK EXCHANGE AGREEMENT (this “Agreement”), dated as of October 29, 2019, is entered into by and among Infrastructure and Energy Alternatives, Inc., a Delaware corporation (the “Company”), Infrastructure and Energy Alternatives, LLC, a Delaware limited liability company (“IEA LLC”), and solely for the purposes of Section 2, Ares, OPPF, and OT Aggregator (each as defined below).
RIGHTS OFFERING AGREEMENTRights Offering Agreement • October 30th, 2019 • Infrastructure & Energy Alternatives, Inc. • Blank checks • Delaware
This Rights Offering Agreement, dated as of October 29, 2019 (this “Agreement”), is entered into by and among Infrastructure and Energy Alternatives, Inc., a Delaware corporation (“IEA” or the “Company”), Ares Special Situations Fund IV, L.P., a Delaware limited partnership (“Ares SSF”), ASOF Holdings I, L.P., a Delaware limited partnership (“ASOF” and, together with Ares SSF, “Ares”), Oaktree Power Opportunities Fund III Delaware, L.P., a Delaware limited partnership (“OPPF”), Infrastructure and Energy Alternatives, LLC, a Delaware limited liability company (“Oaktree Holdco”) and OT POF IEA Preferred B Aggregator, L.P., a Delaware limited partnership (“OT Aggregator” and, together with OPPF and Oaktree Holdco, “Oaktree”).
