REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 23rd, 2023 • Evolent Health, Inc. • Services-management services • New York
REGISTRATION RIGHTS AGREEMENT (as may be further amended, modified and supplemented from time to time, this “Agreement”), dated as of January 20, 2023, is by and among Evolent Health, Inc., a Delaware corporation (the “Corporation”), the Stockholders named in Schedule I hereto (each individually, a “Stockholder” and collectively, the “Stockholders”) and any other person who may become a party hereto pursuant to Section 12.3.
AMENDMENT NO. 1 TO CREDIT AGREEMENTCredit Agreement • January 23rd, 2023 • Evolent Health, Inc. • Services-management services • New York
THIS CREDIT AGREEMENT, dated as of August 1, 2022, is among EVOLENT HEALTH, INC., a Delaware corporation (“Parent”), EVOLENT HEALTH LLC, a Delaware limited liability company (“Evolent”), ENDZONE MERGER SUB, INC., a Delaware corporation (“Endzone” or “Initial Borrower”), which upon consummation of the TPG Acquisition (as defined herein) will be merged with and into TPG GROWTH ICEMAN PARENT, INC., a Delaware corporation “TPG”), PROVIDER GROUP, INC., a Delaware corporation (“Implantable”, collectively with Evolent, Endzone and TPG, the “Borrowers” and each a “Borrower”), the Subsidiaries signatory hereto as guarantors or hereafter designated as Guarantors pursuant to Section 8.11, the lenders from time to time party hereto (each, a “Lender” and, collectively, the “Lenders”), ARES CAPITAL CORPORATION, a Maryland corporation (“Ares”), as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, the “Administrative Agent”) and ACF FINC
SECURITIES PURCHASE AGREEMENT (SERIES A CONVERTIBLE PREFERRED SHARES) BY AND AMONG THE PURCHASERS LISTED ON SCHEDULE I HERETO AND EVOLENT HEALTH, INC. DATED AS OF JANUARY 20, 2023Securities Purchase Agreement • January 23rd, 2023 • Evolent Health, Inc. • Services-management services • New York
This SECURITIES PURCHASE AGREEMENT (Series A Convertible Preferred Shares) (this “Agreement”), dated as of January 20, 2023, is made by and among (i) the Purchasers named in Schedule I hereto (collectively, “the “Purchasers”) and (ii) Evolent Health, Inc., a Delaware corporation (the “Company” and together with the Purchasers and any Affiliated Transferee that becomes a party to this Agreement, the “Parties”). Capitalized terms used but not defined herein shall have the meanings set forth in the Investor Rights Agreement (Series A Convertible Preferred Shares), dated as of the date hereof, by and among the Company and the Purchasers named in Schedule I therein (the “Investor Rights Agreement”).
Lock-Up AgreementEvolent Health, Inc. • January 23rd, 2023 • Services-management services • Delaware
This letter is being delivered to you in connection with the closing of the transactions contemplated by that certain Stock and Asset Purchase Agreement by and among Evolent Health, Inc., a Delaware corporation (“Buyer Parent”), Evolent Health LLC, a Delaware limited liability company (“Buyer”), Magellan Health, Inc., a Delaware corporation (“Seller Parent” and, together with Buyer Parent and Buyer, the “Parties”), and Magellan Healthcare, Inc., a Delaware corporation (“MHI”), dated as of November 17, 2022 (the “Purchase Agreement”). Capitalized terms used herein but not otherwise defined shall have the meanings set forth in the Purchase Agreement.
INVESTORS RIGHTS AGREEMENT (Series A Convertible Preferred Shares)Investors Rights Agreement • January 23rd, 2023 • Evolent Health, Inc. • Services-management services • Delaware
This INVESTORS RIGHTS AGREEMENT (Series A Convertible Preferred Shares) (this “Agreement”), dated as of January 20, 2023, is made by and among (i) the Purchasers named in Schedule I hereto (collectively, the “Purchasers”), (ii) Evolent Health, Inc., a Delaware corporation (the “Issuer”), and (iii) the Holders who become party hereto by the execution of a joinder agreement substantially in the form of Exhibit A hereto (the Purchasers, the Holders and the Issuer, collectively, the “Parties”). Reference is made to that certain Securities Purchase Agreement (Series A Convertible Preferred Shares), dated as of the date hereof (the “Securities Purchase Agreement”), by and among the Purchasers and the Issuer, and that certain Registration Rights Agreement (Series A Convertible Preferred Shares), dated as of the date hereof (the “Registration Rights Agreement”), by and among the Purchasers and the Issuer. Capitalized terms used herein but not otherwise defined have the meanings specified in th
