August 25, 2014 Red Mountain Capital Partners LLC 10100 Santa Monica Boulevard, Suite 925 Los Angeles, California 90067 Ladies and Gentlemen:Red Mountain Capital Partners LLC • August 28th, 2014 • Pharmaceutical preparations • Utah
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 23rd, 2016 • Red Mountain Capital Partners LLC • Air courier services • Delaware
This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of June 21, 2016, is entered into by and between Air Transport Services Group, Inc., a Delaware corporation (the “Company”), and Red Mountain Partners, L.P., a Delaware limited partnership (“Seller”). In consideration of the mutual covenants and promises contained herein, and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the parties hereto agree as follows:
JMP Securities LLCRed Mountain Capital Partners LLC • August 13th, 2012 • Short-term business credit institutions
JMP SECURITIES LLCRed Mountain Capital Partners LLC • March 8th, 2011 • Short-term business credit institutions
ContractCertain Letter Agreement • December 18th, 2012 • Red Mountain Capital Partners LLC • Unsupported plastics film & sheet • Delaware
This Amendment No.1 to that certain letter agreement (this “Amendment”), dated as of December 17, 2012, is between STR Holdings, Inc., a Delaware corporation (the “Company”), and Red Mountain Capital Partners LLC, a Delaware limited liability company (“Red Mountain”).
August 22, 2007Red Mountain Capital Partners LLC • August 27th, 2007 • Retail-home furniture, furnishings & equipment stores
Reference is made to the confidentiality agreement dated as of April 11, 2007 (the “Confidentiality Agreement”) prepared in response to your request for certain information about our properties, employees, finances, businesses and operations that was then currently available. Unless otherwise defined herein, capitalized terms used but not defined herein shall have the meanings ascribed thereto in the Confidentiality Agreement.
JOINT FILING AGREEMENTJoint Filing Agreement • December 23rd, 2014 • Red Mountain Capital Partners LLC • State commercial banks
In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Schedule 13D (including any amendments thereto) with respect to the common stock, $0.01 par value per share, of Marlin Business Services Corp. and further agree that this Joint Filing Agreement shall be included as an exhibit thereto.
TERMINATION AGREEMENTTermination Agreement • November 8th, 2011 • Red Mountain Capital Partners LLC • Short-term business credit institutions • Delaware
This Termination Agreement, dated as of November 8, 2011 (this “Agreement”), is entered into among JCF FPK I LP, an Alberta limited partnership (“JCF FPK”), Red Mountain Capital Partners II, L.P., a Delaware limited partnership (“RMCP II”), and Red Mountain Capital Partners III, L.P., a Delaware limited partnership (“RMCP III” and, together with RMCP II and JCF FPK, the “Shareholders”), in relation to their respective investments in the common stock, par value $0.01 per share (the “Common Stock”), of Encore Capital Group, Inc. (the “Company”).
JOINT FILING AGREEMENTJoint Filing Agreement • November 20th, 2006 • Red Mountain Capital Partners LLC • Pharmaceutical preparations
This Joint Filing Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original instrument, but all of such counterparts together shall constitute but one agreement.
JOINT FILING AGREEMENTJoint Filing Agreement • November 18th, 2014 • Red Mountain Capital Partners LLC • Retail-eating places
In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Schedule 13D (including any amendments thereto) with respect to the common stock, $.01 par value per share, of Popeyes Louisiana Kitchen, Inc. and further agree that this Joint Filing Agreement shall be included as an exhibit thereto.
Re: Confidentiality and Standstill AgreementRed Mountain Capital Partners LLC • February 3rd, 2009 • Air courier services
As you know, that certain letter agreement by and between Red Mountain Capital Partners LLC, a Delaware limited liability company (“Red Mountain”) and Air Transport Services Group, Inc., a Delaware corporation (formerly ABX Holdings, Inc., “ATSG”), dated February 6, 2008, terminated automatically pursuant to its terms on December 31, 2008. In response to Red Mountain’s renewed request, ATSG has agreed to and expects to deliver to Red Mountain, following the execution and delivery of this letter agreement by Red Mountain, certain information about its properties, employees, finances, businesses and operations (including monthly financial information and all information and materials provided or made available to the full board of directors of ATSG (the “Board of Directors”) or otherwise to a majority of the members of the Board of Directors) that is currently available or becomes available during the duration of this letter agreement; provided, however, that nothing in this letter agree
JOINT FILING AGREEMENTJoint Filing Agreement • August 15th, 2011 • Red Mountain Capital Partners LLC • Unsupported plastics film & sheet
This Joint Filing Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original instrument, but all of such counterparts together shall constitute but one agreement.
LOCK-UP AGREEMENTLock-Up Agreement • September 16th, 2021 • Red Mountain Capital Partners LLC • Retail-family clothing stores • New York
JOINT FILING AGREEMENTJoint Filing Agreement • August 13th, 2012 • Red Mountain Capital Partners LLC • Services-offices & clinics of doctors of medicine
This Joint Filing Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original instrument, but all of such counterparts together shall constitute but one agreement.
JOINT FILING AGREEMENTJoint Filing Agreement • November 7th, 2016 • Red Mountain Capital Partners LLC • Crude petroleum & natural gas
This Joint Filing Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original instrument, but all of such counterparts together shall constitute but one agreement.
Re: Confidentiality and Standstill AgreementRed Mountain Capital Partners LLC • February 24th, 2012 • Unsupported plastics film & sheet • Delaware
As you know, Red Mountain Capital Partners LLC, a Delaware limited liability company (“Red Mountain”), together with its Affiliates, beneficially own 4,110,011 shares of common stock of STR Holdings, Inc. (the “Company”), representing approximately 9.9% of the outstanding shares of the Company. In response to Red Mountain’s request, the Company has agreed to and expects to deliver to Red Mountain, following the execution and delivery of this letter agreement by Red Mountain, certain information about its properties, employees, finances, business and operations (including monthly financial information and all information and materials provided or made available to the full board of directors of the Company (the “Board of Directors”) or otherwise to a majority of the members of the Board of Directors) that is currently available or becomes available during the duration of this letter agreement.
AMENDED AND RESTATED JOINT FILING AGREEMENTJoint Filing Agreement • January 25th, 2016 • Red Mountain Capital Partners LLC • Household appliances
In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Schedule 13D (including any amendments thereto) with respect to the common stock, $0.01 par value per share, of iRobot Corporation, a Delaware corporation, and further agree that this Amended and Restated Joint Filing Agreement shall be included as an exhibit thereto.
JOINT FILING AGREEMENTJoint Filing Agreement • February 18th, 2010 • Red Mountain Capital Partners LLC • State commercial banks
This Joint Filing Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original instrument, but all of such counterparts together shall constitute but one agreement.
JOINT FILING AGREEMENTJoint Filing Agreement • March 14th, 2016 • Red Mountain Capital Partners LLC • Air courier services
This Joint Filing Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original instrument, but all of such counterparts together shall constitute but one agreement.
JOINT FILING AGREEMENTJoint Filing Agreement • April 16th, 2007 • Red Mountain Capital Partners LLC • Short-term business credit institutions
This Joint Filing Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original instrument, but all of such counterparts together shall constitute but one agreement.
SHAREHOLDERS’ AGREEMENTShareholders’ Agreement • October 22nd, 2007 • Red Mountain Capital Partners LLC • Short-term business credit institutions • Delaware
SHAREHOLDERS’ AGREEMENT, dated as of October 19, 2007 (as may be amended, modified, supplemented or restated from time to time, this “Agreement”), among JCF FPK I LP, an Alberta limited partnership (“JCF FPK”), and Red Mountain Capital Partners II, L.P., a Delaware limited partnership (“RMCP II”), and Red Mountain Capital Partners III, L.P. (“RMCP III” and, together with RMCP II, “Red Mountain”), in relation to their investment in Encore Capital Group, Inc. (the “Company”). JCF FPK and Red Mountain are sometimes referred to herein collectively as the “Shareholders” and individually as a “Shareholder”.
February 6, 2008Red Mountain Capital Partners LLC • February 7th, 2008 • Air courier services • Ohio
As you know, Red Mountain Capital Partners LLC, a Delaware limited liability company (“Red Mountain”), Red Mountain Capital Partners II, L.P., a Delaware limited partnership, Red Mountain Capital Partners III, L.P., a Delaware limited partnership, RMCP GP LLC, a Delaware limited liability company, Red Mountain Capital Management, Inc., a Delaware corporation, and Willem Mesdag, a natural person and citizen of the United States of America (collectively, but excluding Red Mountain, the “Affiliates”), filed a Schedule 13D with the Securities and Exchange Commission (the “SEC”) on November 20, 2006, concerning the beneficial ownership of Red Mountain and the Affiliates of shares of common stock, $0.01 par value per share, of ABX Holdings, Inc., a Delaware corporation (“ABX Holdings”). An Amendment to the Schedule 13D was filed on September 24, 2007, referencing and incorporating a letter to the board of directors of ABX Holdings (the “Board of Directors”). In response to Red Mountain’s req
JOINT FILING AGREEMENTJoint Filing Agreement • November 20th, 2006 • Red Mountain Capital Partners LLC • Air courier services
This Joint Filing Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original instrument, but all of such counterparts together shall constitute but one agreement.
March 2, 2017 Red Mountain Capital Partners LLC 10100 Santa Monica Boulevard, Suite 925 Los Angeles, California 90067 Ladies and Gentlemen:Red Mountain Capital Partners LLC • March 8th, 2017 • Crude petroleum & natural gas • Delaware
JOINT FILING AND SOLICITATION AGREEMENTJoint Filing and Solicitation Agreement • February 18th, 2016 • Red Mountain Capital Partners LLC • Household appliances • New York
WHEREAS, certain of the undersigned are stockholders, direct or beneficial, of iRobot Corporation, a Delaware corporation (the “Company”);
JOINT FILING AGREEMENTJoint Filing Agreement • July 10th, 2008 • Red Mountain Capital Partners LLC • Fire, marine & casualty insurance
This Joint Filing Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original instrument, but all of such counterparts together shall constitute but one agreement.
JOINT FILING AGREEMENTJoint Filing Agreement • May 20th, 2013 • Red Mountain Capital Partners LLC • Retail-eating places
This Joint Filing Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original instrument, but all of such counterparts together shall constitute but one agreement.
JOINT FILING AGREEMENTJoint Filing Agreement • April 8th, 2015 • Red Mountain Capital Partners LLC • Household appliances
In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Schedule 13D (including any amendments thereto) with respect to the common stock, $0.01 par value per share, of iRobot Corporation, a Delaware corporation, and further agree that this Joint Filing Agreement shall be included as an exhibit thereto.
VOTING AGREEMENTVoting Agreement • March 14th, 2016 • Red Mountain Capital Partners LLC • Air courier services • Delaware
This VOTING AGREEMENT, dated as of March 8, 2016 (this “Agreement”), is made by and among the stockholders listed on the signature page(s) hereto (collectively, the “Stockholders” and each individually, a “Stockholder”), Amazon.com, Inc., a Delaware corporation (“Amazon”), and Air Transport Services Group, Inc., a Delaware corporation (the “Company”). Capitalized terms used and not otherwise defined herein shall have the respective meanings ascribed to them in the Investment Agreement (as defined below).
RED MOUNTAIN PARTNERS, L.P. 10100 SANTA MONICA BOULEVARD, SUITE 925 LOS ANGELES, CA 90067Red Mountain Capital Partners LLC • January 25th, 2016 • Household appliances • New York
This letter sets forth our mutual agreement with respect to compensation to be paid to you in connection with your agreement to be named and serve as a nominee of Red Mountain Partners, L.P. and its affiliates (collectively, the “Red Mountain Group”) for election as a director of iRobot Corporation (the “Company”) at the Company’s 2016 annual meeting of stockholders, or any other meeting of stockholders held in lieu thereof and any adjournments, postponements, reschedulings or continuations thereof (the “Annual Meeting”).
JOINT FILING AGREEMENTJoint Filing Agreement • December 17th, 2013 • Red Mountain Capital Partners LLC • Unsupported plastics film & sheet
This Joint Filing Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original instrument, but all of such counterparts together shall constitute but one agreement.
Re: Standstill AgreementRed Mountain Capital Partners LLC • September 1st, 2011 • Services-medical laboratories • Delaware
As you know, Red Mountain Capital Partners LLC, a Delaware limited liability company (“Red Mountain”), filed a Schedule 13D with the Securities and Exchange Commission (the “SEC”) on February 22, 2011 (the “Schedule 13D”), concerning the beneficial ownership by Red Mountain and its Affiliates (as defined below) of shares of the common stock, $0.0001 par value per share, of RadNet, Inc., a Delaware corporation (“RadNet”).
JOINT FILING AGREEMENTJoint Filing Agreement • September 18th, 2006 • Red Mountain Capital Partners LLC • Retail-home furniture, furnishings & equipment stores
This Joint Filing Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original instrument, but all of such counterparts together shall constitute but one agreement.
LOCK-UP LETTERUnderwriting Agreement • November 8th, 2011 • Red Mountain Capital Partners LLC • Short-term business credit institutions
STOCK PURCHASE AGREEMENTStock Purchase Agreement • April 16th, 2007 • Red Mountain Capital Partners LLC • Short-term business credit institutions • New York
THIS STOCK PURCHASE AGREEMENT (this “Agreement”) by and among each of the Sellers set forth on Schedule A hereto (each, a “Seller” and collectively, the “Sellers”) and Red Mountain Capital Partners III, L.P. (the “Purchaser”), is entered into as of this 5th day of April 2007.
