ContractFreightCar America, Inc. • October 19th, 2020 • Railroad equipment • New York
THIS WARRANT AND THE UNDERLYING SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF APPLICABLE STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS, PURSUANT TO REGISTRATION UNDER SUCH LAWS OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENT.
ContractCredit Agreement • October 19th, 2020 • FreightCar America, Inc. • Railroad equipment • New York
Certain identified information in this document has been excluded because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed, and has been marked with “[***]” to indicate where omissions have been made.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 19th, 2020 • FreightCar America, Inc. • Railroad equipment • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is dated as of [●], 2020 (the “Effective Date”), by and between FreightCar America, Inc., a Delaware corporation (the “Company”), and CO Finance LVS VI LLC, a Delaware limited liability company (the “Investor”).
WARRANT ACQUISITION AGREEMENT by and among CO FINANCE LVS VI LLC and FREIGHTCAR AMERICA, INC., Dated as of October 13, 2020 WARRANT ACQUISITION AGREEMENTWarrant Acquisition Agreement • October 19th, 2020 • FreightCar America, Inc. • Railroad equipment • New York
This WARRANT ACQUISITION AGREEMENT (this “Agreement”) is dated as of October 13, 2020 (the “Effective Date”) by and between FreightCar America, Inc., a Delaware corporation (the “Company”) and CO Finance LVS VI LLC, a Delaware limited liability company (the “Investor”).
ROYALTY AGREEMENTRoyalty Agreement • October 19th, 2020 • FreightCar America, Inc. • Railroad equipment • Illinois
THIS ROYALTY AGREEMENT (the “Agreement”) is made as of October 16, 2020 (the “Effective Date”) by and among FreightCar America, Inc., a Delaware corporation with offices at 125 S. Wacker Drive, Suite 1500, Chicago, Illinois 60606 (“FCA”), Fabricaciones y Servicios de México, S.A. de C.V., an entity formed under the laws of Mexico, with offices at Carretera 57 Km 178, Castaños Coahuila, 25780, Mexico (“Fasemex MX”), Agben de Mexico, S.A. de C.V., an entity organized under the laws of Mexico, with offices at Carretera 57 Km 178, Castaños Coahuila, 25780, Mexico (“Agben”), Industrial Mexicana Fasemex, S.A. de C.V., an entity formed under the laws of Mexico, with offices at Carretera 57 Km 178, Castaños Coahuila, 25780, Mexico (“IM Fasemex”), Proveedora Industrial para el Manejo de Materiales, S.A. de C.V., an entity formed under the laws of Mexico, with offices at Carretera 57 Km 178, Castaños Coahuila, 25780, Mexico (“Proveedora”), and Fasemex, Inc., a Texas corporation with offices at C
INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • October 19th, 2020 • FreightCar America, Inc. • Railroad equipment • Illinois
This Investor Rights Agreement (this “Agreement”) is made effective as of October 16, 2020, by and among FreightCar America, Inc., a Delaware corporation (“FCA”), Fabricaciones y Servicios de México, S.A. de C.V., an entity organized under the laws of Mexico (“Fasemex Mexico”), Agben de México, S.A. de C.V., an entity organized under the laws of Mexico (“Agben”) and Fasemex, Inc., a Texas corporation (“US Seller”; each of US Seller, Fasemex Mexico and Agben, an “Investor” and collectively, the “Investors”). FCA and each Investor are referred to hereto as “Party” and collectively, the “Parties”.
EQUITY PURCHASE AGREEMENTEquity Purchase Agreement • October 19th, 2020 • FreightCar America, Inc. • Railroad equipment • Delaware
This Equity Purchase Agreement (this “Agreement”) is entered into as of October 16, 2020, by and among FreightCar North America, LLC (f/k/a FCAI Holdings, LLC), a Delaware limited liability company (“Buyer”), Fasemex, Inc. a Texas corporation (“US Seller”), Fabricaciones y Servicios de México, S.A. de C.V., an entity organized under the laws of Mexico (“Fasemex Mexico”), and Agben de Mexico, S.A. de C.V., an entity organized under the laws of Mexico (“Agben” and, together with Fasemex Mexico, “MX Sellers”). US Seller and MX Sellers are sometimes referred to herein individually as “Seller” and collectively as “Sellers,” and Buyer and Sellers are sometimes referred to individually as “Party” and collectively as “Parties.” FreightCar America, Inc., a Delaware corporation (“Parent”), is made party hereto solely for the purposes of Article V, Section 6.2(e) (subject to the limitations and other provisions of Article VI), and Article IX. Capitalized terms used and not otherwise defined herei
