REGISTRATION RIGHTS AGREEMENT by and among HC2 HOLDINGS INC. and the INVESTORS party hereto Dated May 29, 2014Registration Rights Agreement • June 9th, 2014 • Hudson Bay Capital Management LP • Telephone communications (no radiotelephone) • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), is made as of the 29th day of May, 2014, by and among HC2 Holdings Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule A hereto (each of which is referred to in this Agreement as an “Investor”).
JOINT FILING AGREEMENTJoint Filing Agreement • June 9th, 2014 • Hudson Bay Capital Management LP • Telephone communications (no radiotelephone)
The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13D 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.
SECURITIES PURCHASE AGREEMENT by and among HC2 HOLDINGS, INC. and the PURCHASERS PARTY HERETO May 29, 2014Securities Purchase Agreement • June 9th, 2014 • Hudson Bay Capital Management LP • Telephone communications (no radiotelephone) • New York
This Securities Purchase Agreement contains a number of representations and warranties which the Company and the Purchasers have made to each other. The assertions embodied in those representations and warranties are qualified by information in confidential disclosure schedules that the Company and the Purchasers have exchanged in connection with signing the Securities Purchase Agreement. These disclosure schedules contain information that has been included in the general prior public disclosures of the Company, as well as additional non-public information. While we do not believe that this non-public information is required to be publicly disclosed by the Company under the applicable securities laws, that information does modify, qualify and create exceptions to the representations and warranties set forth in the Securities Purchase Agreement. In addition, these representations and warranties were made as of the date of the Securities Purchase Agreement. Information concerning the sub
