Underwriting AgreementAcushnet Holdings Corp. • November 13th, 2017 • Sporting & athletic goods, nec • New York
Certain stockholders named in Schedule 2 hereof (the “Selling Stockholders”) of Acushnet Holdings Corp., a Delaware corporation (the “Company”), propose to sell to the several Underwriters named in Schedule 1 hereto (the “Underwriters”), an aggregate of 8,332,311 shares of common stock, par value $0.001 per share (the “Common Stock”), of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 833,231 shares of Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares.” The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock.”
INDENTURE Dated as of October 3, 2023 Among ACUSHNET COMPANY as Issuer, ACUSHNET HOLDINGS CORP., as Holdings, THE SUBSIDIARY GUARANTORS PARTY HERETO and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee 7.375% SENIOR NOTES DUE 2028Indenture • October 3rd, 2023 • Acushnet Holdings Corp. • Sporting & athletic goods, nec • New York
This Indenture, dated as of October 3, 2023, is by and among Acushnet Company, a Delaware corporation (collectively with successors and assigns, the “Issuer”), Acushnet Holdings Corp., a Delaware corporation, the Subsidiary Guarantors party hereto and U.S. Bank Trust Company, National Association, a national banking association, as trustee (the “Trustee”), paying agent and registrar.
STOCK REPURCHASE AGREEMENTStock Repurchase Agreement • June 9th, 2023 • Acushnet Holdings Corp. • Sporting & athletic goods, nec • New York
THIS STOCK REPURCHASE AGREEMENT (this “Agreement”) is entered into as of June 9, 2023 by and between Acushnet Holdings Corp. (the “Company”) and Magnus Holdings Co., Ltd. (the “Seller”).
AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENTChange in Control Agreement • June 20th, 2016 • Acushnet Holdings Corp. • Delaware
AGREEMENT dated as of July 19, 2013, between ACUSHNET COMPANY, a Delaware corporation (the “Company”), and Walter R. Uihlein (the “Executive”),
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 1st, 2016 • Acushnet Holdings Corp. • Sporting & athletic goods, nec • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of October 26, 2016, by and among Acushnet Holdings Corp., a Delaware corporation (the “Company”) and the Holders (as defined herein). Capitalized terms used herein shall have the meaning assigned to such terms in the text of this Agreement or in Section 1.
EQUITY APPRECIATION RIGHTS AWARD AGREEMENT (Gene Yoon)Equity Appreciation Rights Award Agreement • June 20th, 2016 • Acushnet Holdings Corp. • Massachusetts
THIS EQUITY APPRECIATION RIGHTS AWARD AGREEMENT (the “Agreement”) is made and entered into effective as of this 30th day of August, 2011 (the “Grant Date”), by and between Acushnet Company, a Delaware corporation (the “Company”) and Gene Yoon (“Mr. Yoon”). Capitalized terms not otherwise defined herein shall have the meanings set forth in the Acushnet Company Equity Appreciation Rights Plan (the “Plan”) attached as Exhibit A hereto.
ACUSHNET COMPANY WALTER R. UIHLEIN TRUST AGREEMENTTrust Agreement • June 20th, 2016 • Acushnet Holdings Corp. • Illinois
THIS AGREEMENT, made as of the first day of January 2003, among WALTER R. UIHLEIN, ACUSHNET COMPANY, a Delaware corporation (the “Company”), and THE NORTHERN TRUST COMPANY, an Illinois banking corporation (the “Trustee”).
AMENDED AND RESTATED SEVERANCE AGREEMENTAmended and Restated Severance Agreement • June 20th, 2016 • Acushnet Holdings Corp. • Delaware
AGREEMENT dated as of July 19, 2013 between ACUSHNET COMPANY, a Delaware corporation (the “Company”), and Walter R. Uihlein (the “Executive”).
JOINT VENTURE AGREEMENT between ACUSHNET CAYMAN LIMITED and MYRE OVERSEAS CORPORATION Dated as of June 1, 1995Joint Venture Agreement • August 5th, 2016 • Acushnet Holdings Corp. • Sporting & athletic goods, nec
JOINT VENTURE AGREEMENT dated as of June 1, 1995, between ACUSHNET CAYMAN LIMITED, a limited company organized and existing under the laws of the Cayman Islands, British West Indies, having its registered offices at Maples and Calder, Attorneys-at-Law, Ugland House, South Church Street, P.O. Box 309, George Town, Grand Cayman, British West Indies (“ACL”), and MYRE OVERSEAS CORPORATION, a limited company organized and existing under the laws of the British Virgin Islands, having its registered offices at P.O. Box 362, Road Town, Tortola, British Virgin Islands (“MOC”),
Wells Fargo Bank, National AssociationAcushnet Holdings Corp. • March 1st, 2022 • Sporting & athletic goods, nec
PERSONAL AND CONFIDENTIAL Walter R. Uihlein Chief Executive Officer Acushnet Company Fairhaven, MA 02719 Dear Wally:Acushnet Holdings Corp. • June 20th, 2016 • Delaware
Acushnet Company (the “Company”) is pleased to provide you with this cash bonus agreement (the “Agreement”) in consideration for past performance as the Company’s Chief Executive Officer.
April 18, 2017 Mr. Joseph Nauman Dear Joe,Letter Agreement • May 12th, 2017 • Acushnet Holdings Corp. • Sporting & athletic goods, nec • Massachusetts
This letter agreement (the “Letter Agreement”) confirms our understanding of your role going forward with Acushnet Holdings Corp. (“Holdings”) and its subsidiaries (collectively, the “Company”) and the payments and benefits that may be payable to you when your service with the Company ends.
ACUSHNET COMPANY AMENDED AND RESTATED TRUST AGREEMENTTrust Agreement • September 6th, 2016 • Acushnet Holdings Corp. • Sporting & athletic goods, nec • Illinois
This Agreement made this 31st day of August 2016 by and between ACUSHNET COMPANY, A Delaware Corporation (the “Company”) and THE NORTHERN TRUST COMPANY (Trustee), is an amendment and restatement of the Acushnet Company Trust Agreement dated June 1, 2001 (the “Original Agreement”);
EQUITY APPRECIATION RIGHTS AWARD AGREEMENT (Acushnet Executives)Equity Appreciation Rights Award Agreement • June 20th, 2016 • Acushnet Holdings Corp. • Massachusetts
THIS EQUITY APPRECIATION RIGHTS AWARD AGREEMENT (the “Agreement”) is made and entered into effective as of this day of , 2011 (the “Grant Date”), by and between Acushnet Company, a Delaware corporation (the “Company”) and (the “Employee”). Capitalized terms not otherwise defined herein shall have the meanings set forth in the Acushnet Company Equity Appreciation Rights Plan (the “Plan”) attached as Exhibit A hereto.
EMPLOYMENT AGREEMENTEmployment Agreement • March 7th, 2018 • Acushnet Holdings Corp. • Sporting & athletic goods, nec • Massachusetts
This EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of December 22, 2017, by and among Acushnet Company, a Delaware corporation (the “Employer”), Acushnet Holdings Corp. (the “Company” and, together with its direct and indirect subsidiaries, “Acushnet”) and David E. Maher (the “Executive”).
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • August 11th, 2017 • Acushnet Holdings Corp. • Sporting & athletic goods, nec • New York
This FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is dated as of August 9, 2017 among Acushnet Holdings Corp., a Delaware corporation formerly known as Alexandria Holdings Corp. (“Holdings”), Acushnet Company, a Delaware corporation (the “US Borrower”), Acushnet Canada Inc., a company incorporated under the laws of Canada (the “Canadian Borrower”), Acushnet Europe Limited, a company incorporated under the laws of England and Wales (the “UK Borrower” and, together with the US Borrower and the Canadian Borrower, collectively, the “Borrowers” and individually, each a “Borrower”), Wells Fargo Bank, National Association, as administrative agent (in such capacity, the “Administrative Agent”) acting with the consent of the Required Lenders (as defined in the Credit Agreement referenced below, the “Required Lenders”), the Lenders listed on the signature pages hereto, each L/C Issuer and the Guarantors listed on the signature pages hereto, and is made with reference to that certain Cr
STOCK REPURCHASE AGREEMENTStock Repurchase Agreement • March 14th, 2024 • Acushnet Holdings Corp. • Sporting & athletic goods, nec • New York
THIS STOCK REPURCHASE AGREEMENT (this “Agreement”) is entered into as of March 14, 2024 by and between Acushnet Holdings Corp. (the “Company”) and Magnus Holdings Co., Ltd. (the “Seller”).
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • June 12th, 2018 • Acushnet Holdings Corp. • Sporting & athletic goods, nec • New York
This SECOND AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is dated as of June 7, 2018 among Acushnet Holdings Corp., a Delaware corporation (“Holdings”), Acushnet Company, a Delaware corporation (the “US Borrower”), Acushnet Canada Inc., a company incorporated under the laws of Canada (the “Canadian Borrower”), Acushnet Europe Limited, a company incorporated under the laws of England and Wales (the “UK Borrower” and, together with the US Borrower and the Canadian Borrower, collectively, the “Borrowers” and individually, each a “Borrower”), Wells Fargo Bank, National Association, as administrative agent (in such capacity, the “Administrative Agent”) acting with the consent of the Required Lenders (as defined in the Credit Agreement referenced below, the “Required Lenders”), the Lenders listed on the signature pages hereto and the Guarantors listed on the signature pages hereto, and is made with reference to that certain Credit Agreement, dated as of April 27, 2016 (as amended by the
March 20, 2023 Mr. Thomas Pacheco Dear Tom:Acushnet Holdings Corp. • March 24th, 2023 • Sporting & athletic goods, nec
Acushnet Company has received your resignation and has requested your assistance with transition of your duties via continued employment through August 15, 2023. This letter (the “Letter Agreement”) confirms your separation from employment and proposes an agreement between Acushnet Company, its existing or future parents, subsidiaries, or affiliated corporations or entities and any division of any of them, as well as any of their successors or assigns (collectively the “Company”) and you.
