Material Agreements

Fisker Inc./DE amended Amendment No. 1 to the Forbearance Agreement with an institutional investor valued at Amendment No. 1 to the Forbearance Agreement extends forbearance period to May 17, 2024 and amends d (effective 2024-05-01).

“On May 7, 2024, the Obligors and the Investor entered into Amendment No. 1 to the Forbearance Agreement (the “Amendment” and the Forbearance Agreement as amended by such Amendment, the “Amended Forbearance Agreement”), with an effective date as of May 1, 2024, pursuant to which the Investor agreed, subject to the terms set forth in the Amended Forbearance Agreement and among other things, to continue to temporarily forbear from enforcing its right to immediate redemption as demanded in the Event of Default Redemption Notice and from exercising any of its other default-related rights and remedies against the Company and the other Obligors solely with respect to the Specified Defaults, for a period commencing on April 21, 2024 and ending on the earlier of (a) May 17, 2024 and (b) the occurrence of any Forbearance Default (as defined in the Forbearance Agreement).”

Ramaco Resources, Inc. amended First Amendment Agreement with KeyBank National Association, Cadence Bank, Associated Bank, National Association, City National Bank, Star Financial Bank, Trustmark National Bank valued at $275.0 million (effective 2024-05-03).

“On May 3, 2024, Ramaco Resources, Inc. (the “Company”) entered into a First Amendment Agreement (the “First Amendment Agreement”) by and among the (i) the Company, Ramaco Development, LLC, RAM Mining, LLC, Ramaco Coal Sales, LLC, Ramaco Resources, LLC, Ramaco Resources Land Holdings, LLC, Ramaco Coal, Inc., Maben Coal LLC, Carbon Resources Development, Inc., and Ramaco Coal, LLC; (ii) KeyBank National Association, as administrative agent and lender; (iii) Cadence Bank, as lender, (iv) Associated Bank, National Association, as lender; (v) City National Bank, as lender; (v) Star Financial Bank, as lender; and (iv) Trustmark National Bank, as lender.”

NI Holdings, Inc. entered into Stock Purchase Agreement with Scott Insurance Holdings, LLC valued at $10.5 million (effective 2024-05-07).

“On May 7, 2024, NI Holdings, Inc., a North Dakota Corporation (“Seller”), entered into a Stock Purchase Agreement (the “Stock Purchase Agreement”), dated May 7, 2024, between the Seller and Scott Insurance Holdings, LLC, (“Scott Insurance Holdings”) to sell its subsidiary, Westminster American Insurance Company (the “Company”), to Scott Insurance Holdings, a privately owned Maryland limited liability company (“Buyer”), for a cash purchase price of $10.5 million (the “Sale”).”

Lamb Weston Holdings, Inc. terminated Existing Term Loan Credit Agreement.

“The Term Loan Credit Agreement replaces the Company’s existing Credit Agreement, dated as of June 28, 2019 (as amended, the “Existing Term Loan Credit Agreement”)”

Lamb Weston Holdings, Inc. terminated Existing Revolving Credit Agreement.

“The Revolving Credit Agreement replaces the Company’s existing Credit Agreement, dated as of November 9, 2016 (as amended, the “Existing Revolving Credit Agreement”)”

Lamb Weston Holdings, Inc. entered into Amended and Restated Credit Agreement with AgWest Farm Credit, PCA, as administrative agent valued at $325.0 million (effective 2024-05-03).

“On the Closing Date, the Company entered into the Amended and Restated Credit Agreement (the “Term Loan Credit Agreement”), among the Company, as the borrower, the guarantors party thereto, the lenders from time to time party thereto and AgWest Farm Credit, PCA, as administrative agent.”

Lamb Weston Holdings, Inc. entered into Amended and Restated Credit Agreement with Bank of America, N.A., as administrative agent valued at $1.5 billion (effective 2024-05-03).

“On May 3, 2024 (the “Closing Date”), Lamb Weston Holdings, Inc. (the “Company”) entered into the Amended and Restated Credit Agreement (the “Revolving Credit Agreement”), among the Company, as a borrower, Lamb-Weston/Meijer v.o.f. (“LW EMEA”), as a borrower, the guarantors party thereto, the lenders from time to time party thereto and Bank of America, N.A., as administrative agent.”

Pathfinder Bancorp, Inc. amended Registration Rights Agreement with Castle Creek Capital Partners VII, L.P. (effective 2024-05-06).

“the Company and Castle Creek agreed to amend the Registration Rights Agreement to allow the Company to file a resale registration statement by no later than May 8, 2025 to register the resale of the securities.”

Hamilton Insurance Group, Ltd. entered into Repurchase Agreement with funds affiliated with Blackstone Alternative Solutions LLC valued at $109,496,748 (effective 2024-05-08).

“On May 8, 2024, Hamilton Insurance Group, Ltd., a Bermuda company (the “Company”), entered into a share purchase agreement (the “Repurchase Agreement”) with funds affiliated with Blackstone Alternative Solutions LLC (“BAS”) pursuant to which the Company has agreed to repurchase 9,124,729 shares of the Company’s Class A common shares owned by such funds at a price per share of $12.00”

NeuroPace Inc amended Amendment with CRG Servicing LLC, as administrative agent and collateral agent for the lenders (effective 2024-05-02).

“On May 2, 2024, NeuroPace, Inc. (the “Company”) entered into an amendment (the “Amendment”) to the Company’s existing Term Loan Agreement, dated as of September 24, 2020 (as amended from time to time, the “Loan Agreement”), with the lenders party to the Loan Agreement and CRG Servicing LLC, as administrative agent and collateral agent for the lenders.”

Karyopharm Therapeutics Inc. entered into Exchange Agreements with a limited number of existing holders of 2025 Notes who are institutional accredited investors and qualified institutional buyers valued at approximately $148.0 million aggregate principal amount (effective 2024-05-08).

“On the Closing Date, the Company also entered into privately-negotiated agreements (the “Exchange Agreements”) with a limited number of existing holders of 2025 Notes who are both institutional “accredited investors” (within the meaning of Rule 501(a)(1), (2), (3) or (7) promulgated under the Securities Act of 1933, as amended (the “Securities Act”)) and “qualified institutional buyers” (as defined in Rule 144A under the Securities Act) (such existing holders, the “Exchange Participants”) to exchange approximately $148.0 million aggregate principal amount of the Exchange Participants’ existing 2025”

Karyopharm Therapeutics Inc. entered into Credit Agreement with the lenders party thereto, and Wilmington Savings Fund Society, FSB, as administrative agent and collateral agent valued at $100.0 million (effective 2024-05-08).

“On May 8, 2024 (the “Closing Date”), the Company entered into a credit and guaranty agreement (the “Credit Agreement”) with the guarantors party thereto, the lenders party thereto (the “Lenders”), and Wilmington Savings Fund Society, FSB, as the administrative agent and collateral agent for the Lenders (in such capacity, the “Term Loan Agent”). The Credit Agreement provides for a senior secured term loan facility of $100.0 million (the “Term Loan”).”

Transocean Ltd. amended Supplemental Indenture with Truist Bank (effective 2024-05-08).

“On May 8, 2024, Transocean Titan Financing Limited (the “Company”), the guarantors named therein and Truist Bank, as trustee and collateral agent, entered into the first supplemental indenture (the “Supplemental Indenture”) to the indenture (the “Indenture”) governing the Company’s 8.375% Senior Secured Notes due 2028 (the “Notes”).”

American National Group Inc. terminated Credit Agreement with Citizens Bank, N.A. (effective 2024-05-07).

“On the Effective Date, the Company repaid in full all indebtedness and other obligations outstanding under, and terminated, the Credit Agreement, dated as of February 15, 2022, among the Company, the lenders party thereto, and Citizens Bank, N.A., as administrative agent.”

American National Group Inc. entered into Term Loan Agreement with Bank of Montreal valued at $1,750,000,000 (effective 2024-05-07).

“On May 7, 2024 (the “ Effective Date ”), American Equity Investment Life Holding Company, an Iowa corporation (the “ Company ”), entered into a new term loan agreement (the “ Term Loan Agreement ”), among the Company, the lenders from time to time party thereto and Bank of Montreal, as administrative agent.”

W. P. Carey Inc. entered into Underwriting Agreement with Merrill Lynch International, Barclays Bank PLC, RBC Europe Limited, Wells Fargo Securities International Limited valued at €650 million aggregate principal amount of 4.250% Senior Notes due 2032 (effective 2024-05-07).

“On May 7, 2024, W. P. Carey Inc. (the “ Company ”) entered into an underwriting agreement (the “ Underwriting Agreement ”) with Merrill Lynch International, Barclays Bank PLC, RBC Europe Limited and Wells Fargo Securities International Limited as representatives of the several underwriters listed in Schedule 1 to the Underwriting Agreement (collectively, the “ Underwriters ”), in connection with the public offering (the “ Offering ”) of €650 million aggregate principal amount of 4.250% Senior Notes due 2032 (the “ Senior Notes ”), issued by the Company.”

AVADEL PHARMACEUTICALS PLC terminated ADS Sales Agreement with Jefferies LLC (effective 2024-05-08).

“The Company terminated the ADS Sales Agreement upon effectiveness of the Sales Agreement following the mandatory exchange of the ADSs and the direct listing of the Ordinary Shares on the Nasdaq Stock Market on April 15, 2024.”

AVADEL PHARMACEUTICALS PLC entered into Open Market Sale Agreement SM with Jefferies LLC valued at up to $100,000,000 (effective 2024-05-08).

“On May 8, 2024, Avadel Pharmaceuticals plc (the “Company”) entered into an Open Market Sale Agreement SM (the “Sales Agreement”) with Jefferies LLC (“Jefferies”) pursuant to which the Company may offer and sell its ordinary shares, nominal value $0.01 per share (the “Ordinary Shares”), from time to time, through an “at the market offering” program under which Jefferies will act as sales agent.”

LIFECORE BIOMEDICAL, INC. DE amended Amendment No. 1 with Alcon Research, LLC valued at $5,500,000 (effective 2024-05-02).

“On May 2, 2024, Lifecore Biomedical, LLC, a subsidiary of Lifecore Biomedical, Inc. (the “Company”), entered into Amendment No. 1 (the “ARCMA Amendment”) to Amended and Restated Contract Manufacturing Agreement with Alcon Research, LLC (the “ARCMA”), under which Alcon made a prepayment in the amount of $5,500,000 toward future purchases of products under the ARCMA.”

SONOCO PRODUCTS CO entered into Amended and Restated Credit Agreement with the lenders party thereto valued at $1,250 million revolving credit facility maturing May 3, 2029 (effective 2024-05-03).

“On May 3, 2024, Sonoco Products Company (the “Company”) entered into an Amended and Restated Credit Agreement (the “Agreement”) to extend the maturity and make certain other changes to the terms under the Company’s existing five-year credit agreement dated June 21, 2021.”

LAUREATE EDUCATION, INC. entered into Stock Purchase Agreement with Snow Phipps Group, LLC, Snow Phipps Group, L.P., Snow Phipps Group (B), L.P., Snow Phipps Group (Offshore), L.P., Snow Phipps Group (RPV), L.P. and SPG Co-Investment, L.P. valued at an aggregate purchase price of $30,958,422 (effective 2024-05-06).

“Effective May 6, 2024, Laureate Education, Inc. (the “Company”) entered into a Stock Purchase Agreement (the “Purchase Agreement”) with each of Snow Phipps Group, LLC, Snow Phipps Group, L.P., Snow Phipps Group (B), L.P., Snow Phipps Group (Offshore), L.P., Snow Phipps Group (RPV), L.P. and SPG Co-Investment, L.P. (each, a “Seller and together, the “Sellers”), pursuant to which the Company agreed to purchase an aggregate of 2,114,928 shares of the Company’s common stock from the Sellers at a purchase price of $14.64 per share for an aggregate purchase price of $30,958,422 (the “Purchase Price”).”

Air Transport Services Group, Inc. amended A&R Warrant-C with Amazon.com, Inc. (effective 2024-05-06).

“On May 6, 2024, ATSG and Amazon entered into that certain amended and restated Warrant-C (the “ A&R Warrant-C ”), which extended the term of the warrant to December 20, 2029.”

Air Transport Services Group, Inc. amended 2nd A&R Stockholder Agreement with Amazon.com, Inc. (effective 2024-05-06).

“On May 6, 2024, ATSG and Amazon entered into that certain Second Amended and Restated Stockholders Agreement (the “ 2 nd A&R Stockholder Agreement ”), which prohibits Amazon (including any person or entity whose beneficial ownership of the shares of ATSG common stock may be aggregated for purposes of Section 13(d) or Section 16 of the Securities Exchange Act of 1934, as amended, and any other applicable U.S. Securities and Exchange Commission regulations (collectively, the “ Attribution Parties ”)) from acquiring shares of ATSG common stock (including through the exercise of warrants) to the extent such acquisition would result in Amazon and its Attribution Parties collectively holding more than 39.999% of the issued and outstanding shares of ATSG common stock (the “ Ownership Limit ”).”

Air Transport Services Group, Inc. amended 2018 Investment Agreement Amendment with Amazon.com, Inc. (effective 2024-05-06).

“On May 6, 2024, ATSG and Amazon entered into that certain Supplement and Amendment to 2018 Investment Agreement (the “ 2018 Investment Agreement Amendment ”), which provides for (i) ATSG to issue to Amazon the 2024 Subsequent Warrant (as defined below) concurrent with the entry into the 3 rd A&R ATSA, (ii) ATSG to issue to Amazon the Third Subsequent Warrant (as defined below) in the future, and (iii) additional modifications to the 2018 Investment Agreement, including those regarding updated representations by ATSG, the termination of the 2018 Investment Agreement and underlying warrants in the event a prohibitive legal order is entered, confidentiality, and a provision providing for the right of Amazon to sell shares of ATSG common stock to ATSG in the event that ATSG initiates a program to repurchase its common stock.”

Air Transport Services Group, Inc. amended 2016 Investment Agreement Amendment with Amazon.com, Inc. (effective 2024-05-06).

“On May 6, 2024, ATSG and Amazon entered into that certain Amendment to 2016 Investment Agreement and Participation Notice and Acknowledgement (the “ 2016 Investment Agreement Amendment ”), which further amended the 2016 Investment Agreement such that, if ATSG initiates a program to repurchase its common stock and, pursuant to Amazon’s corresponding right under the 2016 Investment Agreement, Amazon elects to sell shares of ATSG common stock to ATSG, the 2016 Investment Agreement Amendment provides that the sale price shall be the volume weighted average price of ATSG’s common stock (“ VWAP ”) for the 30 trading days preceding ATSG’s notice to Amazon of such repurchase program.”

Air Transport Services Group, Inc. amended 3rd A&R ATSA with Amazon.com Services LLC (effective 2024-05-06).

“On May 6, 2024, Air Transport Services Group, Inc. (“ ATSG ”), through its subsidiary, Airborne Global Solutions, Inc., entered into a Third Amended and Restated Air Transportation Services Agreement (the “ 3rd A&R ATSA ”) with Amazon.com Services LLC (“ ASL ”), a subsidiary of Amazon.com, Inc. (“ Amazon ”), effective on May 6, 2024, pursuant to which ATSG, through its subsidiary air carriers, will sublease and operate 10 additional Boeing 767 freighter aircraft to be provided by ASL, with the potential to add up to 10 additional Boeing 767 freighter aircraft.”

LIGAND PHARMACEUTICALS INC entered into Purchase and Sale Agreement, dated May 6, 2024 (the "Agreement") with Agenus Inc., Agenus Royalty Fund, LLC, and Agenus Holdings 2024, LLC (collectively, "Sellers") valued at $75 million (effective 2024-05-06).

“On May 6, 2024, Ligand Pharmaceuticals Incorporated (“Ligand”) entered into that certain Purchase and Sale Agreement, dated May 6, 2024 (the “Agreement”), with Agenus Inc., Agenus Royalty Fund, LLC, and Agenus Holdings 2024, LLC (collectively, “Sellers”), where Ligand will obtain certain royalty rights for an aggregate purchase price of $75 million.”

STAR EQUITY HOLDINGS, INC. entered into Commercial Purchase Agreement with HJ Development L.L.P. valued at $2.8 million (effective 2024-05-06).

“On May 6, 2024, 791 Rose Drive, LLC (“791 Rose Seller”), a wholly-owned subsidiary of the Company entered into a Commercial Purchase Agreement (the “791 Rose Purchase Agreement”) with HJ Development L.L.P. (the “791 Rose Buyer”), an unaffiliated third party, pursuant to which the parties agreed to consummate a sale and leaseback transaction (the “791 Rose Sale and Leaseback Transaction”).”

STAR EQUITY HOLDINGS, INC. entered into Purchase and Sale Agreement with MAG Capital Partners Acquisition LLC valued at $6.1 million (effective 2024-05-06).

“On May 6, 2024, 300 Park Street LLC (“300 Park Seller”), a wholly-owned subsidiary of Star Equity Holdings, Inc., (the “Company”), entered into a Purchase and Sale Agreement (the “300 Park Purchase Agreement”) with MAG Capital Partners Acquisition LLC (the “300 Park Buyer”), an unaffiliated third party, pursuant to which the parties agreed to consummate a sale and leaseback transaction (the “300 Park Sale and Leaseback Transaction”).”

SVB FINANCIAL GROUP entered into Purchase Agreement with newly created entity affiliated with Pinegrove Capital Partners and backed by permanent capital from Brookfield Asset Management and Sequoia Heritage (effective 2024-05-02).

“On May 2, 2024, the Company entered into a definitive purchase agreement (the “Purchase Agreement”) with a newly created entity affiliated with Pinegrove Capital Partners and backed by permanent capital from Brookfield Asset Management and Sequoia Heritage, for the sale of SVB Capital, its investment platform business.”

REGIS CORP entered into Stock Purchase Agreement with EEG, Inc. and Franklin Schoeneman valued at $1.00 (effective 2024-05-02).

“On May 2, 2024, Regis Corporation (the “Company”) entered into a Stock Purchase Agreement (the “Purchase Agreement”) with EEG, Inc. (“EEG”) and Franklin Schoeneman. Pursuant to the Purchase Agreement, at the closing on May 2, 2024, the Company sold to EGG the Company’s entire 55.1% ownership interest in EEG for an aggregate purchase price of $1.00, and no longer has any interest the operation of cosmetology schools.”

CITIZENS, INC. amended First Amendment to Credit Agreement with Regions Bank valued at $20,000,000 senior secured revolving credit facility (effective 2024-05-03).

“On May 3, 2024, Citizens, Inc. (the “Company”) entered into the First Amendment to Credit Agreement with Regions Bank (the “Lender”)”

Churchill Capital Corp IX/Cayman entered into Administrative Support Agreement with an affiliate of the Sponsor valued at Administrative Support Agreement between Churchill Capital Corp IX and an affiliate of the Sponsor (effective 2024-05-01).

“An Administrative Support Agreement, dated May 1, 2024, by and between the Company and an affiliate of the Sponsor, a copy of which is attached as Exhibit 10.5 hereto and incorporated herein by reference.”

Churchill Capital Corp IX/Cayman entered into Letter Agreement with officers, directors, and the Sponsor valued at Letter Agreement among Churchill Capital Corp IX, its officers, its directors and its sponsor (effective 2024-05-01).

“A Letter Agreement, dated May 1, 2024, by and among the Company, its officers, its directors and the Sponsor, a copy of which is attached as Exhibit 10.4 hereto and incorporated herein by reference.”

Churchill Capital Corp IX/Cayman entered into Private Placement Units Purchase Agreement with Churchill Sponsor IX LLC valued at Private Placement Units Purchase Agreement between Churchill Capital Corp IX and its sponsor Churchi (effective 2024-05-01).

“A Private Placement Units Purchase Agreement, dated May 1, 2024 (the “ Private Placement Units Purchase Agreement ”), by and between the Company and the Company’s sponsor, Churchill Sponsor IX LLC (the “ Sponsor ”), a copy of which is attached as Exhibit 10.3 hereto and incorporated herein by reference.”

Churchill Capital Corp IX/Cayman entered into Registration Rights Agreement with certain security holders valued at Registration Rights Agreement by and among Churchill Capital Corp IX and certain security holders (effective 2024-05-01).

“A Registration Rights Agreement, dated May 1, 2024, by and among the Company and certain security holders, a copy of which is attached as Exhibit 10.2 hereto and incorporated herein by reference.”

Churchill Capital Corp IX/Cayman entered into Investment Management Trust Agreement with Continental Stock Transfer & Trust Company valued at Investment Management Trust Agreement between Churchill Capital Corp IX and Continental Stock Transf (effective 2024-05-01).

“An Investment Management Trust Agreement, dated May 1, 2024, by and between the Company and Continental Stock Transfer & Trust Company, as trustee, a copy of which is attached as Exhibit 10.1 hereto and incorporated herein by reference.”

Churchill Capital Corp IX/Cayman entered into Private Warrant Agreement with Continental Stock Transfer & Trust Company valued at Private Warrant Agreement between Churchill Capital Corp IX and Continental Stock Transfer & Trust C (effective 2024-05-01).

“A Private Warrant Agreement, dated May 1, 2024, by and between the Company and Continental Stock Transfer & Trust Company, as warrant agent, a copy of which is attached as Exhibit 4.2 hereto and incorporated herein by reference.”

Churchill Capital Corp IX/Cayman entered into Public Warrant Agreement with Continental Stock Transfer & Trust Company valued at Public Warrant Agreement between Churchill Capital Corp IX and Continental Stock Transfer & Trust Co (effective 2024-05-01).

“A Public Warrant Agreement, dated May 1, 2024, by and between the Company and Continental Stock Transfer & Trust Company, as warrant agent, a copy of which is attached as Exhibit 4.1 hereto and incorporated herein by reference.”

Churchill Capital Corp IX/Cayman entered into Underwriting Agreement with Citigroup Global Markets Inc. valued at Underwriting agreement between Churchill Capital Corp IX and Citigroup Global Markets Inc. for IPO o (effective 2024-05-01).

“An Underwriting Agreement, dated May 1, 2024, by and between the Company and Citigroup Global Markets Inc., as representative of the several underwriters, a copy of which is attached as Exhibit 1.1 hereto and incorporated herein by reference.”

BLUM HOLDINGS, INC. entered into Advisory and Consulting Agreement with Coastal Pine Holdings, Inc. valued at $940,974 (effective 2024-05-01).

“On May 1, 2024, Blum Holdings, Inc. (the "Company"), through its wholly-owned subsidiary Blum Management Holdings, Inc. (“Blum Management”), executed an advisory and consulting engagement letter (the "Advisory and Consulting Agreement" or the "Agreement") with Coastal Pine Holdings, Inc.”

Fidelity Private Credit Fund entered into Revolving Credit and Security Agreement with BNP Paribas, as administrative agent; Virtus Group, LP, as collateral administrator; State Street Bank and Trust Company, as collateral agent; the lenders party thereto valued at $250,000,000 (effective 2024-05-02).

“On May 2, 2024, Fidelity Private Credit Fund BSPV LLC (the “BSPV”), as Borrower, a subsidiary of Fidelity Private Credit Fund (the “Fund”), entered into a revolving credit facility (the “Facility”) pursuant to a Revolving Credit and Security Agreement (the “Agreement”), with BNP Paribas, as administrative agent, Virtus Group, LP, as collateral administrator, State Street Bank and Trust Company, as collateral agent, the Fund, as equityholder and investment advisor, and the lenders party thereto (the “Lenders”).”

ConnectM Technology Solutions, Inc. amended Trust Amendment with Continental Stock Transfer & Trust Company (effective 2024-05-07).

“Monterey Capital Acquisition Corporation (the “Company” or “MCAC”) entered into Amendment No. 2 to the Investment Management Trust Agreement, dated as of May 10, 2022 (the “Trust Agreement”), with Continental Stock Transfer & Trust Company on May 7, 2024 (the “Trust Amendment”).”

Strong Global Entertainment, Inc. entered into Acquisition Agreement with FG Acquisition Corp. valued at $30 million (effective 2024-05-03).

“On May 3, 2024, Strong Global Entertainment, Inc. (the “Company”) entered into an acquisition agreement (the “Acquisition Agreement”) with FG Acquisition Corp., a special purpose acquisition company incorporated under the laws of British Columbia (“FGAC")”

Eightco Holdings Inc. amended Amendment to Membership Interest Purchase Agreement with Forever 8 Fund, LLC, the Sellers, and Paul Vassilakos valued at $37,000,000 (effective 2024-05-06).

“On May 6, 2024, Eightco Holdings Inc. (the “Company”) entered into an amendment (the “Amendment”) to the previously disclosed Membership Interest Purchase Agreement, dated September 14, 2022 (the “MIPA”), by and among the Company, Forever 8 Fund, LLC (“Forever 8”), the members of Forever 8 set forth on the signature pages thereto (the “Sellers”) and Paul Vassilakos, in his capacity as representative of the Sellers.”

LAMF Global Ventures Corp. I entered into Holdco Registration Rights Agreement with LAMF, Holdco, Sponsor and other parties valued at Entry into Holdco Registration Rights Agreement replacing prior registration rights agreement (effective 2024-05-01).

“that certain Registration Rights Agreement, dated as of May 1, 2024, by and among LAMF, Holdco, the Sponsor and the other parties thereto, as contemplated by the Business Combination Agreement (the “Holdco Registration Rights Agreement”)”

LAMF Global Ventures Corp. I terminated Registration Rights Agreement with Sponsor and Holders valued at Terminated and replaced Registration Rights Agreement dated November 10, 2021 with Holdco Registrati (effective 2024-05-01).

“(iv) and Registration Rights Agreement, dated November 10, 2021, by and among LAMF, the Sponsor and the Holders signatory thereto, which was terminated and replaced by that certain Registration Rights Agreement, dated as of May 1, 2024, by and among LAMF, Holdco, the Sponsor and the other parties thereto, as contemplated by the Business Combination Agreement (the “Holdco Registration Rights Agreement”)”

LAMF Global Ventures Corp. I terminated Letter Agreement with officers, directors and Sponsor valued at Terminated Letter Agreement dated November 10, 2021 in connection with business combination closing (effective 2024-05-01).

“(iii) the Letter Agreement, dated as of November 10, 2021, made in favor of LAMF by each officer and director of LAMF and Sponsor, which included covenants of such persons to vote in favor of LAMF’s initial business combination and not to participate in the SPAC Redemptions, among other things”

LAMF Global Ventures Corp. I terminated Administrative Services Agreement with LAMF SPAC Holdings I LLC valued at Terminated Administrative Services Agreement dated November 10, 2021 in connection with business com (effective 2024-05-01).

“(ii) that certain Administrative Services Agreement, dated as of November 10, 2021, between LAMF and LAMF SPAC Holdings I LLC (the “Sponsor”), pursuant to which the Sponsor and/or its affiliates provided office space and secretarial and administrative services to LAMF for a fee of $20,000 per month”

LAMF Global Ventures Corp. I terminated Investment Management Trust Agreement with Continental Stock Transfer & Trust Company valued at Terminated Investment Management Trust Agreement dated November 10, 2021 in connection with business (effective 2024-05-01).

“On the Closing Date, in connection with the consummation of the Business Combination, the following material agreements of LAMF terminated in accordance with their terms: (i) that certain Investment Management Trust Agreement, dated as of November 10, 2021 (the “Investment Management Trust Agreement”), between LAMF and Continental”