ContractSecurities Purchase Agreement • June 5th, 2003 • K2 Inc • Sporting & athletic goods, nec • Delaware
THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF NOVEMBER , 2002, NEITHER THIS WARRANT NOR ANY OF SUCH SHARES MAY BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR SUCH SECURITIES UNDER SAID ACT OR, AN OPINION OF COUNSEL, IN FORM, SUBSTANCE AND SCOPE, REASONABLY SATISFACTORY TO K2 INC. THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 UNDER SUCH ACT.
ContractSecurities Purchase Agreement • June 5th, 2003 • K2 Inc • Sporting & athletic goods, nec • Delaware
THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF NOVEMBER , 2002, NEITHER THIS WARRANT NOR ANY OF SUCH SHARES MAY BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR SUCH SECURITIES UNDER SAID ACT OR, AN OPINION OF COUNSEL, IN FORM, SUBSTANCE AND SCOPE, REASONABLY SATISFACTORY TO K2 INC. THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 UNDER SUCH ACT.
K2 INC.K2 Inc • June 5th, 2003 • Sporting & athletic goods, nec
Reference hereby is made to (i) the Registration Rights Agreement dated as of February 14, 2003 (the “Registration Rights Agreement”; terms defined in the Registration Rights Agreement and not otherwise defined herein are used herein as therein defined) among K2 Inc., a Delaware corporation (the “Company”), Sporting Goods Investment I, LP (“SPI”) and Sporting Goods Investment II, LP (“SPII”; and, together with SPI, the “Holders”) and (ii) the documents, instruments and agreements giving effect to certain amendments to the Debentures (the “Transactions”), including without limitation the warrants to purchase 243,260 shares of the Company’s Common Stock delivered to you contemporaneously herewith.
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • June 5th, 2003 • K2 Inc • Sporting & athletic goods, nec • California
THIS FIRST AMENDMENT TO CREDIT AGREEMENT (“Amendment”), dated as of [May 27, 2003] (the “Amendment Date”), is among K2 Inc. and each of its Subsidiaries party hereto, each of the lending institutions from time to time party hereto (such lending institutions, together with their respective successors and assigns, are referred to herein individually as a “Lender” and collectively as the “Lenders”), and Bank One, NA, a national banking association, as contractual representative for the Lenders (the “Agent”), and acting through its London branch as the “U.K. Security Trustee”.
