IMPERIAL PETROLEUM INC. and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC as Warrant Agent Warrant Agency Agreement Dated as of ________, 2022Warrant Agency Agreement • March 16th, 2022 • Imperial Petroleum Inc./Marshall Islands • Deep sea foreign transportation of freight • New York
WARRANT AGENCY AGREEMENT, dated as of ______ , 2022 (“Agreement”), between Imperial Petroleum Inc., a corporation organized under the laws of the Republic of the Marshall Islands (the “Company”), and American Stock Transfer & Trust Company, LLC (the “Warrant Agent”).
CLASS B COMMON SHARE PURCHASE WARRANT IMPERIAL PETROLEUM INC.Imperial Petroleum Inc./Marshall Islands • March 16th, 2022 • Deep sea foreign transportation of freight • New York
THIS COMMON SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Initial Exercise Date and on or prior to 5:00 p.m. (New York City time) on ________, 2027 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Imperial Petroleum Inc., a Marshall Islands corporation (the “Company”), up to ______ Common Shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Common Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and The Depository Trust Company or its nominee (“DTC”) shall initially be the sole registered holder of this Warrant, subject to a Holder’s right to elect to receive a W
REPRESENTATIVE’S PURCHASE WARRANT IMPERIAL PETROLEUM INC.Imperial Petroleum Inc./Marshall Islands • March 16th, 2022 • Deep sea foreign transportation of freight • New York
THIS REPRESENTATIVE’S PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Initial Exercise Date and on or prior to 5:00 p.m. (New York City time) on ________, 2027 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Imperial Petroleum Inc., a Marshall Islands corporation (the “Company”), up to ______ Common Shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Common Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
UNDERWRITING AGREEMENTUnderwriting Agreement • March 16th, 2022 • Imperial Petroleum Inc./Marshall Islands • Deep sea foreign transportation of freight • New York
The undersigned, Imperial Petroleum Inc., a company incorporated under the laws of the Republic of the Marshall Islands (collectively with its subsidiaries and controlled affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or controlled affiliates of Imperial Petroleum Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which Maxim Group LLC is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
MEMORANDUM OF AGREEMENT Norwegian Shipbrokers’ Association’s Memorandum of Agreement for sale and purchase of ships. Adopted by BIMCO in 1956. Code-name SALEFORM 2012 Revised 1966, 1983 and 1986/87, 1993 and 2012Memorandum of Agreement • March 16th, 2022 • Imperial Petroleum Inc./Marshall Islands • Deep sea foreign transportation of freight • London
JUSTICE CLEAN TRADING INTERNATIONAL INC. of the Marshall Islands, hereinafter called the “Sellers”, have agreed to sell, and
First Supplemental Agreement to $28,000,000 Secured Loan Facility Agreement dated 10 November 2021 Dated 27 January 2022 Clean Power Inc. King of Hearts Inc. (as Borrowers) (as Guarantor) (as the other Obligor) (as Lender) (as Agent) (as Swap...Imperial Petroleum Inc./Marshall Islands • March 16th, 2022 • Deep sea foreign transportation of freight
Supplemental to a secured loan agreement dated 10 November 2021 (the “Loan Agreement”) made between, the Borrowers, the Guarantor, the Lenders, the Agent, DNB (UK) Limited as bookrunner, the Swap Provider and the Security Agent on the terms and subject to the conditions of which each of the Lenders agreed to advance to the Borrowers its respective Commitment of an aggregate amount not exceeding $28,000,000.
