LIMITED WAIVER, JOINDER AND AMENDMENT NUMBER TWO TO CREDIT AGREEMENTCredit Agreement • August 3rd, 2020 • B. Riley Financial, Inc. • Services-business services, nec • New York
This CREDIT AGREEMENT, dated as of February 14, 2020, by and among FRANCHISE GROUP INTERMEDIATE HOLDCO, LLC, a Delaware limited liability company (“Lead Borrower”), as a Borrower, FRANCHISE GROUP MERGER SUB AF, INC., a Delaware corporation (“Merger Sub”), as a Borrower (which, on the Closing Date, shall be merged with and into AMERICAN FREIGHT GROUP, INC., a Delaware corporation (“AFGI”), with AFGI surviving such merger as a Borrower), certain other Subsidiaries of Lead Borrower from time to time party hereto as Borrowers, FRANCHISE GROUP NEW HOLDCO, LLC, a Delaware limited liability company (“Global Parent”), as a Guarantor, certain Subsidiaries of Lead Borrower from time to time party hereto as Guarantors, the lenders identified on the signature pages hereof (each of such lenders, together with its successors and permitted assigns, is referred to hereinafter as a “Lender,” as that term is hereinafter further defined), GACP FINANCE CO., LLC, a Delaware limited liability company (“GACP
AMENDMENT AND RESTATEMENT AGREEMENTCredit Agreement • August 3rd, 2020 • B. Riley Financial, Inc. • Services-business services, nec • New York
This AMENDED AND RESTATED CREDIT AGREEMENT is entered into as of May 14, 2020, among BABCOCK & WILCOX ENTERPRISES, INC., a Delaware corporation, as the borrower hereunder (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent and an L/C Issuer.
FEE AND INTEREST EQUITIZATION AGREEMENTFee and Interest Equitization Agreement • August 3rd, 2020 • B. Riley Financial, Inc. • Services-business services, nec • New York
This Fee and Interest Equitization Agreement (this “Agreement”), dated as of May 14, 2020, is made by and among Babcock & Wilcox Enterprises, Inc., a Delaware corporation (the “Company”), B. Riley Financial, Inc. (“B. Riley Financial”) and, solely for purposes of Section 13 hereof, B. Riley FBR, Inc. (“B. Riley FBR”). As used herein, “Parties” refers collectively to the Company and B. Riley Financial.
LIMITED GUARANTY AGREEMENTLimited Guaranty Agreement • August 3rd, 2020 • B. Riley Financial, Inc. • Services-business services, nec • New York
This LIMITED GUARANTY AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Limited Guaranty”), dated as of May 14, 2020, is made by B. RILEY FINANCIAL, INC. (the “Limited Guarantor”), in favor of BANK OF AMERICA, N.A., as administrative agent (in such capacity, the “Administrative Agent”) for the ratable benefit of the Administrative Agent, the Revolving Credit Lenders, each L/C Issuer, each co-agent or sub-agent appointed by the Administrative Agent from time to time pursuant to Section 9.05 of the Credit Agreement described below and the other Persons to whom the Guaranteed Obligations are owed (collectively, the “Guaranteed Parties”).
To: Babcock & Wilcox Enterprises, Inc. 1200 East Market Street, Suite 650 Akron, Ohio Attention: General Counsel Re: That certain Amended and Restated Credit Agreement, dated as of the date hereof (as amended, supplemented, restated, amended and...Letter Agreement • August 3rd, 2020 • B. Riley Financial, Inc. • Services-business services, nec • New York
This letter agreement (this “Fee Letter”) is delivered to you in connection with (a) the Credit Agreement and (b) that certain Fee and Interest Equitization Agreement, dated as of the date hereof (the “Equitization Agreement”), by and between the Company, B. Riley Financial, Inc. (“B. Riley”) and B. Riley FBR, Inc. Capitalized terms used but not defined herein have the meaning given to them in the Credit Agreement.
JOINDER AND AMENDMENT NUMBER THREE TO ABL CREDIT AGREEMENTAbl Credit Agreement • August 3rd, 2020 • B. Riley Financial, Inc. • Services-business services, nec • New York
This CREDIT AGREEMENT, dated as of February 14, 2020, by and among FRANCHISE GROUP INTERMEDIATE HOLDCO, LLC, a Delaware limited liability company (“Lead Borrower”), as a Borrower, FRANCHISE GROUP MERGER SUB AF, INC., a Delaware corporation (“Merger Sub”), as a Borrower (which, on the Closing Date, shall be merged with and into AMERICAN FREIGHT GROUP, INC., a Delaware corporation (“AFGI”), with AFGI surviving such merger as a Borrower), certain other Subsidiaries of Lead Borrower from time to time party hereto as Borrowers, FRANCHISE GROUP NEW HOLDCO, LLC, a Delaware limited liability company (“Global Parent”), as a Guarantor, certain Subsidiaries of Lead Borrower from time to time party hereto as Guarantors, the lenders identified on the signature pages hereof (each of such lenders, together with its successors and permitted assigns, is referred to hereinafter as a “Lender,” as that term is hereinafter further defined), GACP FINANCE CO., LLC, a Delaware limited liability company (“GACP
May 14, 2020B. Riley Financial, Inc. • August 3rd, 2020 • Services-business services, nec
