Browse EX-10 agreements

SEVENTH AMENDMENT REFINANCING TERM LOANS CUSIP: 58503UAK9

AMENDMENT NO. 7, dated as of May 28, 2026 (this “Amendment”) to the Credit Agreement, dated as of October 21, 2021, among Medline Intermediate, LP, a Delaware limited partnership (“Holdings”), Medline Borrower, LP, a Delaware limited partnership (and successor by merger to Mozart Debt Merger Sub Inc., the “Borrower”), the other Guarantors party thereto from time to time, the lenders and L/C Issuers party thereto from time to time and Bank of America, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”), Collateral Agent, a Lender and an L/C Issuer (as amended by Amendment No. 1 to Credit Agreement, dated as of June 28, 2023, Amendment No. 2 to Credit Agreement, dated as of March 27, 2024, Amendment No. 3 to Credit Agreement, dated as of July 8, 2024, Amendment No. 4 to Credit Agreement, dated as of November 19, 2024, Amendment No. 5 to Credit Agreement, dated as of March 28, 2025, Amendment No. 6 to Credit Agreement, dated as of July 31, 2025, and

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CREDIT AGREEMENT

among

NORTHWESTERN CORPORATION,

as Borrower,

The Several Lenders from Time to Time as Parties Hereto,

BOFA SECURITIES, INC.,

BMO BANK N.A.,

KEYBANK NATIONAL ASSOCIATION

and

U.S. BANK NATIONAL ASSOCIATION,

as Joint Lead Arrangers and Joint Bookrunners

and

BANK OF AMERICA, N.A.,

as Administrative Agent

Dated as of May 27, 2026

CREDIT AGREEMENT

NORTHWESTERN (2026)

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Page

1.1Defined Terms1

1.2Other Definitional Provisions18

SECTION 2. AMOUNT AND TERMS OF COMMITMENTS20

2.1Term Loans20

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LIMITED WAIVER AND AMENDMENT NO. 9 TO AMENDED AND RESTATED SENIOR SECURED CREDIT AGREEMENT

This LIMITED WAIVER AND AMENDMENT NO. 9 TO AMENDED AND RESTATED SENIOR SECURED CREDIT AGREEMENT (this “Amendment”) is entered into as of June 1, 2026, by and among PHOENIX ENERGY ONE, LLC, a Delaware limited liability company and formerly known as PHOENIX CAPITAL GROUP HOLDINGS, LLC (the “Company”), PHOENIX OPERATING LLC, a Delaware limited liability company (the “Borrower”), the Guarantors party hereto, the Specified Additional Guarantor, the Lenders party hereto and FORTRESS CREDIT CORP., as Administrative Agent, Collateral Agent and Technical Agent. Capitalized terms used but not defined herein shall have the meanings ascribed thereto in the Credit Agreement referenced below.

RECITALS

This Amendment is entered into in reference to the following facts:

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Exhibit 10.2

Execution Version

REGISTRATION RIGHTS AGREEMENT

This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 1, 2026, by and among ESAB Corporation, a Delaware corporation (the “Company”), and the several signatories hereto.

This Agreement is made pursuant to the Purchase Agreement (the “Mandatory Convertible Preferred Stock Purchase Agreement”), dated as of the date hereof between the Company and each purchaser signatory thereto (each a “Purchaser” and collectively, the “Purchasers”).

NOW, THEREFORE, IN CONSIDERATION of the mutual covenants contained in this Agreement, and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the Company and each of the Holders agree as follows:

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Execution Version

REGISTRATION RIGHTS AGREEMENT

This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 1, 2026, by and among ESAB Corporation, a Delaware corporation (the “Company”), and the several signatories hereto.

This Agreement is made pursuant to the Purchase Agreement (the “Common Stock Purchase Agreement”), dated as of the date hereof between the Company and each purchaser signatory thereto (each a “Purchaser” and collectively, the “Purchasers”).

NOW, THEREFORE, IN CONSIDERATION of the mutual covenants contained in this Agreement, and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the Company and each of the Holders agree as follows:

1. Definitions. Capitalized terms used and not otherwise defined herein that are defined in the Common Stock Purchase Agreement shall have the meanings given such terms in the Common Stock Purchase Agreement. As used in this Agreement, the following terms shall have the following meanings:

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Exhibit 10.1

Argonaut Manufacturing Services Partnership with Bluejay Diagnostics Reservoir Fill and Seal Prepared by Eric Beauregard December 16, 2025 Quote ID: CQ - 1262 v2 Document Ref: VBGTY - GV2DR - LC4H6 - QWUMU Page 1 of 15

CONFIDENTIAL | This Quote is Valid Until December 31, 2025 Contents Project Summary Technology Transfer Quality Management System Validation Services Analytical Testing and Quality Control Statement of Work Authorizations 2841 Loker Ave East, Carlsbad CA 92010 | (888) 834 - 8892 | www.A rg onautMS.com Document Ref: VBGTY - GV2DR - LC4H6 - QWUMU Page 2 of 15

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Execution Version

AMENDMENT NO. 3 TO REVOLVING CREDIT AND GUARANTY AGREEMENT

THIS AMENDMENT NO. 3 (this “Amendment”), dated as of May 29, 2026, by and among HIMS & HERS HEALTH, INC., a Delaware corporation (the “Borrower”), and each existing Lender party hereto, which constitute at least the Required Lenders under the Existing Credit Agreement (as defined below) (such Lenders party hereto, collectively referred to herein as the “Consenting Lenders” and each a “Consenting Lender”) amends that certain Credit Agreement, dated as of February 18, 2025 (as amended by that certain Amendment No. 1 to Revolving Credit and Guaranty Agreement, dated as of June 25, 2025, that certain Amendment No. 2 to Revolving Credit and Guaranty, dated as of May 7, 2026 and as further amended, amended and restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Credit Agreement”; the Existing Credit Agreement as amended by this Amendment, the “Credit Agreement”), among, the Borrower, the Subsidiary Borrowers and the Guarantors from time to time party thereto, th

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Execution Version

EXHIBIT 10.1

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Certain information has been excluded from this Exhibit 10.1 because it (i) is not material and (ii) is the type that Hallador Energy Company treats as private or confidential. Brackets with triple asterisks denote omissions. [***]

​

ASSET PURCHASE AGREEMENT

​

This Asset Purchase Agreement (the “Agreement”) dated as of May 30, 2026 (the “Effective Date”), is entered into by and ‎between Energy World Corporation Ltd. (company number ACN 009 124 994), a company incorporated in Australia with its principal place of business at 151 Hollywood Road, Suite 16, Sheung Wan, Hong Kong (“Seller*”*) and HALLADOR ENERGY COMPANY, a corporation organized under the laws of Colorado with its principal place of business at 1183 E. Canvasback Dr., Terre Haute, Indiana 47802 (“Buyer,” each of Buyer and Seller a “Party” and together the “Parties”).‎

RECITALS

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NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.

COMMON STOCK PURCHASE WARRANT

TEMPEST THERAPEUTICS, INC.

Warrant Shares:		Issue Date: May 29, 2026

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NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.

PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT

TEMPEST THERAPEUTICS, INC.

Warrant Shares: _______		Issue Date: May 29, 2026

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TEMPEST THERAPEUTICS, INC.

May 28, 2026

Holder of Common Stock Purchase Warrants Issued in November 2025

Re:	Inducement Offer to Exercise Common Stock Purchase Warrants Issued in November 2025

Dear Holder:

Tempest Therapeutics, Inc., a Delaware corporation (the “Company”), is pleased to offer to you (“Holder”, “you” or similar terminology) the opportunity to receive new warrants to purchase shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), in consideration for you exercising for cash all of the Company’s warrants to purchase shares of Common Stock issued to you on November 26, 2025 (the “Existing Warrants”), as more particularly set forth on the signature page hereto. The resale of the shares of Common Stock issuable upon exercise of the Existing Warrants has been registered pursuant to the Company’s registration statement on Form S-1 (File No. 333-292026). The shares of Common Stock issuable upon exercise of the Existing Warrants are

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