CREDIT AGREEMENT DATED AS OF JUNE 23, 2021 AMONG GXO LOGISTICS, INC., as the Borrower, THE LENDERS FROM TIME TO TIME PARTIES HERETO, and CITIBANK, N.A., as Administrative Agent and an Issuing Lender CITIBANK, N.A., BARCLAYS BANK PLC, and CRÉDIT...Credit Agreement • July 7th, 2021 • GXO Logistics, Inc. • Transportation services • New York
This Credit Agreement, dated as of June 23, 2021, is among GXO Logistics, Inc., a Delaware corporation (the “Borrower”), the Guarantors from time to time parties hereto, the institutions from time to time parties hereto as Lenders (whether by execution of this Agreement or an assignment pursuant to Section 12.01), and Citibank, N.A., as Administrative Agent and an Issuing Lender.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 7th, 2021 • GXO Logistics, Inc. • Transportation services • New York
This REGISTRATION RIGHTS AGREEMENT dated July 2, 2021 (this “Agreement”) is entered into by and among GXO Logistics, Inc., a Delaware corporation (the “Company”) and Barclays Capital Inc., Citigroup Global Markets Inc., Credit Agricole Securities (USA) Inc. and Goldman Sachs & Co. LLC as representatives (collectively, the “Representatives”) of the initial purchasers listed in Schedule A to the Purchase Agreement (as defined below) (the “Initial Purchasers”).
FORM OF OPTION AWARD AGREEMENT UNDER THE XPO LOGISTICS, INC. 2016 OMNIBUS INCENTIVE COMPENSATION PLAN, dated as of [] between XPO Logistics, Inc., a Delaware corporation (the “Company”), and []Form of Option Award Agreement • July 7th, 2021 • GXO Logistics, Inc. • Transportation services • Delaware
This Option Award Agreement (the “Award Agreement”) sets forth the terms and conditions of an award of options to purchase [] shares (this “Award”) of the Company’s common stock, $0.001 par value per share (each, a “Share”), that are being granted to you on the date hereof (such date, the “Grant Date”), at an exercise price of $[]1 per Share (the “Exercise Price”), that are subject to the terms and conditions specified herein (each such option to purchase one Share, an “Option”), and that are granted to you under the XPO Logistics, Inc. 2016 Omnibus Incentive Compensation Plan, as amended (the “Plan”). The Options are not intended to qualify as “incentive stock options” (within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended).
GXO LOGISTICS, INC., as the Company and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee 1.650% Notes due 2026 and 2.650% Notes due 2031 First Supplemental Indenture Dated as of July 2, 2021 to Indenture dated as of July 2, 2021GXO Logistics, Inc. • July 7th, 2021 • Transportation services • New York
FIRST SUPPLEMENTAL INDENTURE, dated as of July 2, 2021 (“First Supplemental Indenture”), to the Indenture dated as of July 2, 2021 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular Series of debt securities that are not the Notes, the “Base Indenture” and, as amended, modified and supplemented by this First Supplemental Indenture, the “Indenture”), by and between GXO LOGISTICS, INC. (the “Company”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, as trustee (the “Trustee”).
