THE LION ELECTRIC COMPANY US$125,000,000 EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • June 17th, 2022 • Lion Electric Co • Motor vehicles & passenger car bodies • New York
The Lion Electric Company, a corporation existing under the laws of the Province of Québec (the “Corporation”), confirms its agreement (this “Agreement”) with Barclays Capital Inc., National Bank of Canada Financial Inc., BMO Capital Markets Corp., Desjardins Securities International Inc., Roth Capital Partners, LLC, Laurentian Capital USA, Raymond James (USA) Ltd., Scotia Capital (USA) Inc. (collectively, the “U.S. Agents”) and Barclays Capital Canada Inc., National Bank Financial Inc., BMO Nesbitt Burns Inc., Desjardins Securities Inc., Roth
SUBSCRIPTION AGREEMENTSubscription Agreement • December 8th, 2020 • Lion Electric Co • Blank checks
This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into this 30th day of November, 2020, by and among The Lion Electric Company, a Québec corporation (the “Issuer”), Northern Genesis Acquisition Corp., a Delaware corporation (“NGA”), and the undersigned (“Subscriber”).
ContractDirector and Officer Indemnification Agreement • March 11th, 2021 • Lion Electric Co • Motor vehicles & passenger car bodies • Quebec
DIRECTOR AND OFFICER INDEMNIFICATION AGREEMENT (the “Agreement”) dated [●], between The Lion Electric Company (the “Corporation”), a corporation continued under the Business Corporations Act (Quebec) and [●] (the “Indemnified Party” and, together with the Corporation, the “Parties”).
STOCKHOLDER SUPPORT AND LOCK-UP AGREEMENTStockholder Support and Lock-Up Agreement • December 8th, 2020 • Lion Electric Co • Blank checks • Delaware
THIS STOCKHOLDER SUPPORT AND LOCK-UP AGREEMENT (this “Agreement”), is entered into as of November 30, 2020, by and among The Lion Electric Company, a corporation existing under the Business Corporations Act (Québec) (the “Company”), Northern Genesis Acquisition Corp., a Delaware corporation (“NGA”), Northern Genesis Sponsor LLC, a Delaware limited liability company (“Sponsor”), and other stockholders of NGA that from time to time execute signature pages to this Agreement (Sponsor and any such other stockholder, a “Stockholder” and, collectively, the “Stockholders”), in each case, solely in such Stockholder’s capacity as a stockholder (and not in any other capacity).
BUSINESS COMBINATION AGREEMENT AND PLAN OF REORGANIZATION by and among THE LION ELECTRIC COMPANY, LION ELECTRIC MERGER SUB INC. and NORTHERN GENESIS ACQUISITION CORP. Dated as of November 30, 2020Business Combination Agreement and Plan of Reorganization • December 8th, 2020 • Lion Electric Co • Blank checks • Delaware
This Business Combination Agreement and Plan of Reorganization, dated as of November 30, 2020 (this “Agreement”), is entered into by and among The Lion Electric Company, a corporation existing under the Québec Business Corporations Act (the “QBCA”) (the “Company”), Lion Electric Merger Sub Inc., a Delaware corporation (“Merger Sub”), and Northern Genesis Acquisition Corp., a Delaware corporation (“NGA”).
CONTRACT OF EMPLOYMENTLion Electric Co • March 11th, 2021 • Motor vehicles & passenger car bodies • Quebec
WHEREAS the Employer wishes to retain the services of the Employee, and the Employee wishes to offer his services to the Employer, in accordance with the terms set out in this Contract;
FORM OF ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • March 11th, 2021 • Lion Electric Co • Motor vehicles & passenger car bodies • New York
THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (the “Agreement”) is entered into and effective as of [ ], 2021, by and among Northern Genesis Acquisition Corp., a Delaware corporation (“NGA”), The Lion Electric Company, a corporation existing under the Business Corporations Act (Québec) (“Lion”), and Continental Stock Transfer & Trust Company, a New York corporation (“Continental”). Capitalized terms used but not defined herein have the meanings given to such terms in the Warrant Agreement (as defined below).
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)Joint Filing Agreement • February 13th, 2024 • Lion Electric Co • Motor vehicles & passenger car bodies
The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained herein and therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.
LION LOGO Confidentiality, Non-Compete and Non-Solicitation AgreementLion Logo • March 11th, 2021 • Lion Electric Co • Motor vehicles & passenger car bodies
I, the undersigned, Yannick Poulin (handwritten), in consideration of my employment with La Compagnie Électrique Lion and the compensation that is or will be paid to me, hereby acknowledge the following in this document amending the employment agreement:
REGISTRATION RIGHTS AGREEMENT BY AND AMONG THE LION ELECTRIC COMPANY AND CERTAIN INVESTORS OF THE LION ELECTRIC COMPANY DATED AS OF MAY 6 2021Registration Rights Agreement • May 28th, 2021 • Lion Electric Co • Motor vehicles & passenger car bodies
This REGISTRATION RIGHTS AGREEMENT (as it may be amended from time to time in accordance with the terms hereof, the “Agreement”), dated as of May 6, 2021 is made by and among:
CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND REPLACED WITH “[***]”. SUCH IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF...Master Purchase Agreement • March 11th, 2021 • Lion Electric Co • Motor vehicles & passenger car bodies • Delaware
LION LOGO EMPLOYMENT AGREEMENT *Note: In this document, the masculine is used for the sake of conciseness, with no discrimination intended.Employment Agreement • March 11th, 2021 • Lion Electric Co • Motor vehicles & passenger car bodies • Quebec
Autobus Lion Inc., legally incorporated corporation, having its place of business at 921 Chemin de la Rivière-du-Nord, St-Jérôme, Québec, J7Y 5G2, duly represented for the purpose hereof by Marc Bédard, its president.
NOMINATION RIGHTS AGREEMENT BY AND AMONG THE LION ELECTRIC COMPANY AND CERTAIN SHAREHOLDERS OF THE LION ELECTRIC COMPANY DATED AS OF MAY 6, 2021Nomination Rights Agreement • May 28th, 2021 • Lion Electric Co • Motor vehicles & passenger car bodies
This NOMINATION RIGHTS AGREEMENT (as it may be amended from time to time in accordance with the terms hereof, the “Agreement”), dated as of May 6, 2021 is made by and among:
CONTRACT OF EMPLOYMENTLion Electric Co • March 19th, 2021 • Motor vehicles & passenger car bodies • Quebec
WHEREAS the Employer intends to continue to retain the services of the Officer for the purposes of serving as President of Autobus Lion;
November 30, 2020 The Lion Electric Company 921, chemin de la Rivière-du-Nord Saint-Jérôme, Québec J7Y 5G2 Re: Lock-Up AgreementLetter Agreement • December 31st, 2020 • Lion Electric Co
This letter (this “Letter Agreement”) is being delivered to you by the undersigned (the “Securityholder”) in accordance with the Business Combination Agreement and Plan of Reorganization (the “BCA”) entered into by and among The Lion Electric Company, a corporation existing under the Business Corporations Act (Québec) (the “Company”), Lion Electric Merger Sub Inc., a Delaware corporation and wholly owned subsidiary of the Company (“Merger Sub”), and Northern Genesis Acquisition Corp., a Delaware corporation (“NGA”), pursuant to which, among other things, Merger Sub will be merged with and into NGA (the “Merger”), with NGA surviving the Merger as a wholly owned subsidiary of the Company.
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • May 28th, 2021 • Lion Electric Co • Motor vehicles & passenger car bodies • New York
THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (the “Agreement”) is entered into and effective as of May 6, 2021, by and among Northern Genesis Acquisition Corp., a Delaware corporation (“NGA”), The Lion Electric Company, a corporation existing under the Business Corporations Act (Québec) (“Lion”), Continental Stock Transfer & Trust Company, a New York corporation (“Continental”), and American Stock Transfer & Trust Company, a New York corporation (“AST”). Capitalized terms used but not defined herein have the meanings given to such terms in the Warrant Agreement (as defined below).
CONTRACT OF EMPLOYMENTLion Electric Co • March 11th, 2021 • Motor vehicles & passenger car bodies • Quebec
WHEREAS the Employer intends to continue to retain the services of the Officer for the purposes of serving as President of Autobus Lion;
LION – CONSENT OF THE LENDERS (JULY 2023) – PAGE 2 amount not to exceed in the aggregate US$200,000,000 at any time (the “Permitted Convertible Debt Basket”). However, the Secured Debentures Debt is not permitted pursuant to Section 16.2 of the Credit...Lion Electric Co • August 3rd, 2023 • Motor vehicles & passenger car bodies
THE LION ELECTRIC COMPANY Units UNDERWRITING AGREEMENTUnderwriting Agreement • December 14th, 2022 • Lion Electric Co • Motor vehicles & passenger car bodies • New York
The Warrants shall be created and issued pursuant to a warrant indenture (the “Warrant Indenture”) to be dated as of the Closing Date (as defined below) between the Company and TSX Trust Company, in its capacity as warrant agent thereunder. Each whole Warrant will entitle the holder thereof to acquire one common share of the Company (each a “Warrant Share” and collectively, the “Warrant Shares”), subject to certain adjustments set forth in the Warrant Indenture, at a price of $2.80 per Warrant Share, for a period of five years from the Closing Date. If in the event adjustments are made, Warrants may only be exercised in a sufficient number to acquire whole numbers of Common Shares. Any fractional Common Shares shall be rounded down to the nearest whole number and the holder of such Warrants shall not be entitled to any compensation in respect of any fractional Common Share which is not issued.
THE LION ELECTRIC COMPANY TO ACQUIRE COMMON SHARES OF LION ELECTRIC COMPANY (INCORPORATED PURSUANT TO THE LAWS OF THE PROVINCE OF QUEBEC) EXECUTIVE VICE PRESIDENT AND CHIEF FINANCIAL OFFICER Countersigned and Registered American Stock Transfer & Trust...Lion Electric Co • March 29th, 2022 • Motor vehicles & passenger car bodies
