Common Contracts

12 similar Exchange Agreement contracts by Apellis Pharmaceuticals, Inc., Burlington Stores, Inc., Lightning eMotors, Inc., others

LIGHTNING EMOTORS, INC. EXCHANGE AGREEMENT Dated as of March 10, 2023
Exchange Agreement • March 13th, 2023 • Lightning eMotors, Inc. • Motor vehicles & passenger car bodies • New York

The undersigned investor (the “Investor”), for itself and, if applicable, on behalf of the beneficial owners listed on Exhibit A hereto (“Accounts”) for whom the Investor holds contractual and investment authority (each, including the Investor if it is a party exchanging Notes (as defined below), an “Exchanging Investor”), hereby agrees to exchange, with Lightning eMotors, Inc., a Delaware corporation (the “Company”), certain 7.50% Convertible Senior Notes due 2024, CUSIP 53228R AA3 (the “Notes”) for shares (“Shares”) of the Company’s common stock, $0.0001 par value per share (the “Common Stock”), pursuant to this exchange agreement (this “Agreement”). The Investor understands that the exchange (the “Exchange”) is being made without registration of the offer or sale of the Shares under the Securities Act of 1933, as amended (the “Securities Act”), or any securities laws of any state of the United States or of any other jurisdiction in a private placement pursuant to the exemption from

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Exchange Agreement
Exchange Agreement • March 3rd, 2023 • Sarepta Therapeutics, Inc. • Pharmaceutical preparations • New York
LIGHTNING EMOTORS, INC. EXCHANGE AGREEMENT Dated as of November 16, 2022
Exchange Agreement • November 17th, 2022 • Lightning eMotors, Inc. • Motor vehicles & passenger car bodies • New York

The undersigned investor (the “Investor”), for itself and, if applicable, on behalf of the beneficial owners listed on Exhibit A hereto (“Accounts”) for whom the Investor holds contractual and investment authority (each, including the Investor if it is a party exchanging Notes (as defined below), an “Exchanging Investor”), hereby agrees to exchange, with Lightning eMotors, Inc., a Delaware corporation (the “Company”), certain 7.50% Convertible Senior Notes due 2024, CUSIP 53228R AA3 (the “Notes”) for shares (“Shares”) of the Company’s common stock, $0.0001 par value per share (the “Common Stock”), pursuant to this exchange agreement (this “Agreement”). The Investor understands that the exchange (the “Exchange”) is being made without registration of the offer or sale of the Shares under the Securities Act of 1933, as amended (the “Securities Act”), or any securities laws of any state of the United States or of any other jurisdiction in a private placement pursuant to the exemption from

Exchange Agreement
Exchange Agreement • August 2nd, 2022 • Apellis Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
Exchange Agreement
Exchange Agreement • July 27th, 2022 • Apellis Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
Exchange Agreement
Exchange Agreement • June 3rd, 2022 • American Eagle Outfitters Inc • Retail-family clothing stores • New York

The undersigned investor (the “Investor”), for itself and on behalf of the beneficial owners listed on Exhibit A hereto (“Accounts”) for whom the Investor holds contractual and investment authority (each, including the Investor if it is a party exchanging Notes (as defined below), an “Exchanging Investor”), hereby agrees to exchange, with American Eagle Outfitters, Inc., a Delaware corporation (the “Company”), certain 3.75% Convertible Senior Notes due 2025, CUSIP ___________ (the “Notes”) for the Exchange Consideration (as defined below) pursuant to this exchange agreement (the “Agreement”). The Investor understands that the exchange (the “Exchange”) is being made without registration of the offer or sale of the Shares (as defined below) under the Securities Act of 1933, as amended (the “Securities Act”), or any securities laws of any state of the United States or of any other jurisdiction pursuant to a private placement exemption from registration under Section 4(a)(2) of the Securit

Exchange Agreement
Exchange Agreement • May 26th, 2022 • Bloomin' Brands, Inc. • Retail-eating places • New York

The undersigned investor (the “Investor”), for itself and on behalf of the beneficial owners listed on Exhibit A hereto (“Accounts”) for whom the Investor holds contractual and investment authority (each, including the Investor if it is a party exchanging Notes (as defined below), an “Exchanging Investor”), hereby agrees to exchange, with Bloomin’ Brands, Inc., a Delaware corporation (the “Company”), certain 5.00% Convertible Senior Notes due 2025, CUSIP 094235 AB4 (the “Notes”) for the Exchange Consideration (as defined below) pursuant to this exchange agreement (the “Agreement”). The Investor understands that the exchange (the “Exchange”) is being made without registration of the offer or sale of the Shares (as defined below) under the Securities Act of 1933, as amended (the “Securities Act”), or any securities laws of any state of the United States or of any other jurisdiction pursuant to a private placement exemption from registration under Section 4(a)(2) of the Securities Act and

Exchange Agreement
Exchange Agreement • March 16th, 2022 • Burlington Stores, Inc. • Retail-department stores • New York

The undersigned investor (the “Investor”), for itself and on behalf of the beneficial owners listed on Exhibit A hereto (“Accounts”) for whom the Investor holds contractual and investment authority (each, including the Investor if it is a party exchanging Notes (as defined below), an “Exchanging Investor”), hereby agrees to exchange (the “Exchange”), with Burlington Stores, Inc., a Delaware corporation (the “Company”), certain 2.25% Convertible Senior Notes due 2025, CUSIP 122017 AB2 (the “Notes”) for the Exchange Consideration (as defined below) pursuant to this exchange agreement (the “Agreement”). Capitalized terms used but not defined in this Agreement have the respective meanings set forth in the indenture with respect to the Notes, dated as of April 16, 2020, between the Company and Wilmington Trust, National Association, as Trustee (the “Indenture”).

Form of Exchange Agreement
Exchange Agreement • September 23rd, 2021 • Accelerate Diagnostics, Inc • Laboratory analytical instruments • New York

The undersigned investor (the “Investor”), for itself and on behalf of the beneficial owners listed on Exhibit A hereto (“Accounts”) for whom the Investor holds contractual and investment authority (each, including the Investor if it is a party exchanging Notes (as defined below), an “Exchanging Investor”), hereby agrees to exchange, with Accelerate Diagnostics, Inc., a Delaware corporation (the “Company”), certain 2.50% Convertible Senior Notes due 2023, CUSIP 00430H AB8 (the “Notes”) for shares (“Shares”) of the Company’s common stock, $0.001 par value per share (the “Common Stock”), pursuant to this exchange agreement (this “Agreement”). The Investor understands that the exchange (the “Exchange”) is being made without registration of the offer or sale of the Shares under the Securities Act of 1933, as amended (the “Securities Act”), or any securities laws of any state of the United States or of any other jurisdiction in a private placement pursuant to the exemption from registration

Exchange Agreement
Exchange Agreement • September 1st, 2021 • Burlington Stores, Inc. • Retail-department stores • New York

The undersigned investor (the “Investor”), for itself and on behalf of the beneficial owners listed on Exhibit A hereto (“Accounts”) for whom the Investor holds contractual and investment authority (each, including the Investor if it is a party exchanging Notes (as defined below), an “Exchanging Investor”), hereby agrees to exchange, with Burlington Stores, Inc., a Delaware corporation (the “Company”), certain 2.25% Convertible Senior Notes due 2025, CUSIP 122017 AB2 (the “Notes”) for the Exchange Consideration (as defined below) pursuant to this exchange agreement (the “Agreement”). The Investor understands that the exchange (the “Exchange”) is being made without registration of the offer or sale of the Shares (as defined below) under the Securities Act of 1933, as amended (the “Securities Act”), or any securities laws of any state of the United States or of any other jurisdiction pursuant to a private placement exemption from registration under Section 4(a)(2) of the Securities Act a

Exchange Agreement
Exchange Agreement • July 8th, 2021 • Apellis Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
Exchange Agreement
Exchange Agreement • January 7th, 2021 • Apellis Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
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