REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 24th, 2014 • Hennessy Capital Acquisition Corp. • Blank checks • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), made and entered into as of this [ ] day of [ , ] (the “Effective Date”), by and among Blue Bird [ ] (formerly known as Hennessy Capital Acquisition Corp.), a Delaware corporation (the “Company”), The Traxis Group B.V., a limited liability company existing under the laws of the Netherlands (“Traxis”), [Investor I] (“Investor I”), [Investor II] (“Investor II”), [Investor III] (“Investor III”) and [Investor IV] (“Investor IV”, and together with Investor I, Investor II and Investor III, the “Investors”).
SPONSOR WARRANT EXCHANGE LETTER AGREEMENTSponsor Warrant Exchange Letter Agreement • September 24th, 2014 • Hennessy Capital Acquisition Corp. • Blank checks • Delaware
Reference is made to that certain purchase agreement by and between Hennessy Capital Acquisition Corp. (the “Company”) and The Traxis Group, B.V. (“Traxis), dated as of the date hereof (the “Purchase Agreement”). In order to induce Traxis to enter into the Purchase Agreement, Hennessy Capital Partners I LLC (“HCPI”) has agreed to enter into this letter agreement (this “Agreement”) relating to the exchange of a number of warrants sold to HCPI by the Company in a private placement in connection with the Company’s initial public offering (the “Private Placement Warrants”) equal to (i) 12,125,000 less (ii) the number of public warrants validly tendered and not withdrawn in the Warrant Exchange Offer for shares of common stock (“Common Stock”) of the Company. For purposes of this letter, the term “Exchange Private Placement Warrants” shall refer solely to the Private Placement Warrants to be exchanged pursuant to the immediately preceding sentence and “Exchange Shares” shall refer to any sh
LOCK-UP AGREEMENTPurchase Agreement • September 24th, 2014 • Hennessy Capital Acquisition Corp. • Blank checks • Delaware
This letter agreement (this “Agreement”) relates to a Purchase Agreement entered into as of September [•], 2014 (“Purchase Agreement”) by and between Hennessy Capital Acquisition Corp., a Delaware corporation (“Purchaser”), and The Traxis Group B.V., a limited liability company existing under the laws of the Netherlands (the “Company”). Capitalized terms used and not otherwise defined herein are defined in the Purchase Agreement and shall have the meanings given to such terms in the Purchase Agreement.
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • September 24th, 2014 • Hennessy Capital Acquisition Corp. • Blank checks • Delaware
This VOTING AND SUPPORT AGREEMENT (this “Agreement”) is entered into as of September 21, 2014, by and among The Traxis Group B.V., a limited liability company existing under the laws of the Netherlands (“Seller”), Hennessy Capital Partners I LLC (“Hennessy Capital Partners I”) and the stockholders set forth on Schedule I hereto (such individuals together with Hennessy Capital Partners I, each a “Stockholder”, and collectively, the “Stockholders”). Seller and the Stockholders are sometimes referred to herein as a “Party” and collectively as the “Parties”.
