Browse EX-10 agreements

PIMCO ASSET-BASED LENDING COMPANY LLC

Amended and Restated Share Repurchase Plan

Effective as of June 15, 2026

Definitions

Operating Manager – shall mean Pacific Investment Management Company LLC, a Delaware limited liability company.

Anchor Shares – shall mean the Anchor I Shares, the Anchor I-B Shares, the Anchor II Shares, the Anchor II-B Shares and the Anchor III Shares.

Anchor I Shares – shall mean the limited liability company interests designated as Anchor I Shares of Series II.

Anchor I-B Shares – shall mean the limited liability company interests designated as Anchor I-B Shares of Series II.

Anchor II Shares – shall mean the limited liability company interests designated as Anchor II Shares of Series II.

Anchor II-B Shares – shall mean the limited liability company interests designated as Anchor II-B Shares of Series II.

Anchor III Shares – shall mean the limited liability company interests designated as Anchor III Shares of Series II.

E Shares – shall mean the limited liability company interests designated as E Shares of Series II.

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PIMCO ASSET-BASED LENDING COMPANY LLC

Second Amended and Restated Distribution Reinvestment Plan

Effective as of June 15, 2026

PIMCO Asset-Based Lending Company LLC (“PALCO”), PIMCO Asset-Based Lending Company LLC - Series II (“Series II”, together with any other series (if formed), the “Series”, and the Series together with PALCO, the “Company”), hereby adopts the following Second Amended and Restated Distribution Reinvestment Plan (the “Plan”) with respect to distributions declared by its board of directors (the “Board”) and issued by the Series, on shares of PALCO’s limited liability interests in the Series (the “Shares”). This Plan amends and restates in its entirety the Amended and Restated Distribution Reinvestment Plan adopted by the Company on November 14, 2025.

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Exhibit 10.1

SECOND AMENDMENT TO THE SECOND AMENDED AND RESTATED CREDIT AGREEMENT

    THIS SECOND AMENDMENT TO THE SECOND AMENDED AND RESTATED CREDIT AGREEMENT, dated as of June 11, 2026 (this “Second Amendment”) is entered into among the Persons signatory hereto as “Borrowers” (the “Borrowers”), the Persons signatory hereto as “Lenders” (the “Lenders”), the Persons signatory hereto as “Guarantors” (the “Guarantors”) and First National Bank of Pennsylvania, in its capacity as Administrative Agent. Capitalized terms used herein and not otherwise defined shall have the meanings ascribed thereto in the Amended Credit Agreement (as defined below).

RECITALS

    WHEREAS, the Borrowers, the Lenders, the Guarantors and the Administrative Agent are parties to that certain Second Amended and Restated Credit Agreement dated as of December 8, 2022 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”); and

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EXHIBIT 10.1

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PURCHASE AND SALE AGREEMENT

dated

June 16, 2026

by and between

MDR BROOKFIELD, LLC,

as SELLER

and

PERSON STREET PARTNERS GP FUND I, L.P.,

as PURCHASER

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PURCHASE AND SALE AGREEMENT

This Purchase and Sale Agreement (this “Agreement”) is dated and made as of June 16, 2026 (the “Effective Date”) by and between MDR BROOKFIELD, LLC, a Delaware limited liability company (“Seller”), having an address at P.O. Box 8436, Richmond, Virginia 23226, and PERSON STREET PARTNERS GP FUND I, L.P., a Delaware limited partnership, having an address at 4000 Centregreen Way, Suite 130, Cary, North Carolina 27513 (“Purchaser”).  Purchaser and Seller are sometimes collectively referred to herein as the “Parties” and individually as a “Party”.

RECITALS

A.Seller desires to sell and Purchaser desires to purchase all of Seller’s right, title and interest in and to the Property, upon the terms and conditions set forth in this Agreement.

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AMENDMENT NO. 2 TO THE

INVESTMENT MANAGEMENT TRUST AGREEMENT

 

This Amendment No. 2 (this “Amendment”), dated and effective as of June 12, 2026, to the Trust Agreement (as defined below) is made by and between Flag Ship Acquisition Corporation, a Cayman Islands exempted company (the “Company”), Wilmington Trust, National Association, a national banking association (the “Trustee”), and Vstock Transfer LLC. All terms used but not defined herein shall have the meanings assigned to them in the Trust Agreement.

 

WHEREAS, the Company and the Trustee entered into an Investment Management Trust Agreement, dated June 17, 2024 (the “Trust Agreement”); and

 

WHEREAS, at an extraordinary general meeting of the Company held on June 11, 2026, the Company’s shareholders approved a proposal to amend the Amended and Restated Memorandum and Articles of Association of the Company to extend the date by which the Company must consummate a business combination up to twelve (12) times from June 20, 2026 until June 20, 2027, with each extension comprised of a period of one (1) month.

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COMMON SHARES PURCHASE AGREEMENT

 

This COMMON SHARES PURCHASE AGREEMENT is made and entered into as of 6/16/2026 (this “Agreement”), by and between Gold King Arthur Holding Limited, a Hong Kong limited liability company (the “Investor”), and AIxCrypto Holdings, Inc., a Delaware corporation (the “Company”).

 

RECITALS

 

WHEREAS, the parties desire that, upon the terms and subject to the conditions and limitations set forth herein, the Company may issue and sell to the Investor, from time to time as provided herein, and the Investor shall purchase from the Company, up to the lesser of (i) $50,000,000 (the “Total Commitment”) in aggregate gross purchase price of duly authorized, validly issued, fully paid and non-assessable shares of common stock of the Company, par value $0.001 per share on the day of this Agreement (as may be adjusted, the “Common Shares”) and (ii) the Exchange Cap (to the extent applicable under Section 3.3); and

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ASCENT SOLAR TECHNOLOGIES, INC.

2023 EQUITY INCENTIVE PLAN

(As amended at the 2026 Annual Stockholders Meeting)

 

1. GENERAL.

 

(a) Eligible Award Recipients. Employees, Directors and Consultants are eligible to receive Awards.

 

(b) Available Awards. The Plan provides for the grant of the following Awards: (i) Incentive Stock Options, (ii) Nonstatutory Stock Options, (iii) Stock Appreciation Rights, (iv) Restricted Stock Awards, (v) Restricted Stock Unit Awards, (vi) Performance Stock Awards, (vii) Performance Cash Awards, and (viii) Other Stock Awards.

 

(c) Purpose. The Plan, through the grant of Awards, is intended to help the Company secure and retain the services of eligible award recipients, provide incentives for such persons to exert maximum efforts for the success of the Company and any Affiliate, and provide a means by which the eligible recipients may benefit from increases in value of the Common Stock.

 

2. ADMINISTRATION.

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EXHIBIT 10.1

June 15, 2026

    Reference is made to the Credit Agreement, dated as of April 7, 2021 (as the same has been amended, and as the same may be amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among Ziff Davis, Inc. (the “Borrower”), the Lenders from time to time party thereto, and U.S. Bank National Association (as successor to MUFG Union Bank, N.A.), as administrative agent (the “Administrative Agent”) and collateral agent (the “Collateral Agent”). Each capitalized term used herein and not defined herein shall have the meaning ascribed thereto in the Credit Agreement.

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CERTAIN IDENTIFIED INFORMATION HAS BEEN REDACTED FROM THIS EXHIBIT, BECAUSE IT IS (1) NOT MATERIAL AND (2) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. “[***]” INDICATES THAT INFORMATION HAS BEEN REDACTED.

 

ESCROW AGREEMENT

 

This ESCROW AGREEMENT (this “Agreement”) is made as of June 11th, 2026, by and among Astral Horizon, L.P., a Delaware limited partnership (“Astral”), Avalanche Treasury Corporation, a Delaware corporation (“Pubco”), Dragonfly Digital Management, LLC, a Delaware limited liability company (the “Seller”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Escrow Agent”).

 

WITNESSETH:

 

WHEREAS, on the date hereof and simultaneously with the execution of this Agreement, Astral receives 2,000,000 shares of class A common stock, par value $0.01 per share, of Pubco in uncertificated book-entry form (the “Astral Earnout Shares”) which are deposited in the Escrow Account (as defined below).

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AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT

 

THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 11, 2026, is made and entered into by and among Avalanche Treasury Corporation, a Delaware corporation (“Pubco”), Mountain Lake Acquisition Corp., a Cayman Islands exempted company (“SPAC”), each of the undersigned holders listed on the signature pages hereto under the heading “Specified Holders” (such persons, the “Specified Holders”) and each of the undersigned holders listed on the signature pages hereto under the heading “Other Holders” (and together with the Specified Holders, their Permitted Transferees holding Registrable Securities, and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, each a “Holder” and collectively the “Holders”). Capitalized terms used and not otherwise defined herein shall have the same meanings set forth in the Business Combination Agreement (as defined below).

 

RECITALS

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CERTAIN IDENTIFIED INFORMATION HAS BEEN REDACTED FROM THIS EXHIBIT, BECAUSE IT IS (1) NOT MATERIAL AND (2) THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. “[***]” INDICATES THAT INFORMATION HAS BEEN REDACTED.

 

ESCROW AGREEMENT

 

This ESCROW AGREEMENT (this “Agreement”) is made as of June 11th, 2026, by and among Paul Grinberg and Douglas Horlick, as representatives of the Sponsor Transferees (as defined below) (collectively, the “Representatives”, and each individually, a “Representative”), Avalanche Treasury Corporation, a Delaware corporation (“Pubco”), Dragonfly Digital Management, LLC, a Delaware limited liability company (the “Seller”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Escrow Agent”).

 

WITNESSETH:

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Exhibit 10.1

 

AVALANCHE TREASURY CORPORATION 2026 OMNIBUS INCENTIVE PLAN

 

Section 1.      Purpose of Plan.

 

The name of the Plan is the Avalanche Treasury Corporation 2026 Omnibus Incentive Plan. The purposes of the Plan are to provide an additional incentive to selected officers, employees, non-employee directors, independent contractors, and consultants of the Company or its Affiliates whose contributions are essential to the growth and success of the business of the Company and its Affiliates, in order to strengthen the commitment of such persons to the Company and its Affiliates, motivate such persons to faithfully and diligently perform their responsibilities, and attract and retain competent and dedicated persons whose efforts will result in the long-term growth and profitability of the Company and its Affiliates. To accomplish such purposes, the Plan provides that the Company may grant Options, Stock Appreciation Rights, Restricted Stock, Restricted Stock Units, Stock Bonuses, Other Stock-Based Awards, Cash Awards, Coin Awards or any combination o

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