Amendment No. 1, dated September 9, 2022, to the Lock-Up Agreement dated June 21, 2022 by and between Albertsons Companies, Inc. and the other parties thereto
Exhibit 10.1
Execution Version
AMENDMENT NO. 1 TO LOCK-UP AGREEMENT
Amendment No. 1, dated as of September 9, 2022 (this Amendment), to the Lock-Up Agreement dated as of June 21, 2022 (the Lock-Up Agreement), by and between Albertsons Companies, Inc. (the Company) and the undersigned investor (the Investor).
WHEREAS, the Company and the Investor are party to the Lock-Up Agreement containing certain terms and conditions related to the sale and transfer of the Shares;
WHEREAS, the terms and conditions of the Lock-Up Agreement will expire on at 5:00 P.M. on September 10, 2022; and
WHEREAS, the Company and the Investor desire to extend the Lock-Up Period as set forth in the Amendment.
NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein, the parties hereto agree as follows:
SECTION 1. Defined Terms. Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the Lock-Up Agreement.
SECTION 2. Amendment.
Paragraph 3 of the Lock-Up Agreement is hereby amended and restated in its entirety as set forth below:
3. The Lock-Up Period shall commence as of June 21, 2022 and expire at the sooner of (i) 5:00 PM New York City Time on October 18, 2022 or (ii) the release of the Companys earnings for the second quarter of the 2022 fiscal year.
SECTION 3. Amendment; Counterparts.
Except as expressly amended hereby, the provisions of the Lock-Up Agreement are and shall remain in full force and effect. This Amendment may be executed in two or more identical counterparts (including by electronic transmission), each of which shall be an original, with the same effect as if the signatures thereto and hereto were upon the same instrument, and shall become effective when one or more counterparts have been signed by each of the parties hereto and delivered (by electronic transmission or otherwise) to the other parties.
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IN WITNESS WHEREOF, the parties hereto have executed and delivered this Amendment as of the day and year first above written.
ALBERTSONS COMPANIES, INC. | ||
By: | /s/ Juliette Pryor | |
Name: Juliette Pryor | ||
Title: EVP and General Counsel |
CERBERUS: | ||
CERBERUS ICEBERG LLC | ||
By: | CERBERUS PARTNERS, L.P., its Management Member | |
By: | CERBERUS ASSOCIATES, L.L.C., its General Partner | |
By: | /s/ Alexander D. Benjamin | |
Alexander D. Benjamin | ||
Name | ||
General Counsel | ||
Title |
[Signature Page to Amendment No. 1 to the Company Lock-Up Agreement]
CERBERUS ALBERTSONS INCENTIVE LLC | ||
By: | CERBERUS CAPITAL MANAGEMENT, L.P., its Managing Member | |
By: | /s/ Alexander D. Benjamin | |
Alexander D. Benjamin | ||
Name | ||
General Counsel | ||
Title |
[Signature Page to Amendment No. 1 to the Company Lock-Up Agreement]
KLAFF: | ||
KLA A MARKETS, LLC | ||
By: | /s/ Hersch Klaff | |
Hersch Klaff | ||
Name | ||
President | ||
Title | ||
K-SATURN, LLC | ||
By: | /s/ Hersch Klaff | |
Hersch Klaff | ||
Name | ||
President | ||
Title | ||
A-S KLAFF EQUITY, LLC | ||
By: | /s/ Hersch Klaff | |
Hersch Klaff | ||
Name | ||
President | ||
Title |
[Signature Page to Amendment No. 1 to the Company Lock-Up Agreement]
KLAFF-W LLC | ||
By: | /s/ Hersch Klaff | |
Hersch Klaff | ||
Name | ||
President | ||
Title |
[Signature Page to Amendment No. 1 to the Company Lock-Up Agreement]
SCHOTTENSTEIN: | ||
JUBILEE ABS HOLDING LLC | ||
By: | /s/ Ben Kraner | |
Ben Kraner | ||
Name | ||
Manager | ||
Title |
[Signature Page to Amendment No. 1 to the Company Lock-Up Agreement]
LUBERT-ADLER: | ||
L-A V ABS, LLC | ||
By: | /s/ Dean Adler | |
Dean Adler | ||
Name | ||
CEO | ||
Title | ||
LUBERT-ADLER REAL ESTATE FUND V, L.P. (on behalf of itself, and as successor-by merger to LUBERT-ADLER REAL ESTATE PARALLEL FUND V, L.P.) | ||
By: | Lubert-Adler Group V, L.P., its general partner | |
By: | Lubert-Adler Group V, LLC, its general partner | |
By: | /s/ Dean Adler | |
Dean Adler | ||
Name | ||
CEO | ||
Title |
[Signature Page to Amendment No. 1 to the Company Lock-Up Agreement]
LUBERT-ADLER REAL ESTATE FUND VI, L.P. | ||
By: | Lubert-Adler Group VI, L.P., its general partner | |
By: | Lubert-Adler Group VI, LLC, its general partner | |
By: | /s/ Dean Adler | |
Dean Adler | ||
Name | ||
CEO | ||
Title | ||
LUBERT-ADLER REAL ESTATE FUND VI-A, L.P. | ||
By: | Lubert-Adler Group VI, L.P., its general partner | |
By: | Lubert-Adler Group VI, LLC, its general partner | |
By: | /s/ Dean Adler | |
Dean Adler | ||
Name | ||
CEO | ||
Title |
[Signature Page to Amendment No. 1 to the Company Lock-Up Agreement]
LUBERT-ADLER REAL ESTATE FUND VI-B, L.P. | ||
By: | Lubert-Adler Group VI-B, L.P., its general partner | |
By: | Lubert-Adler Group VI-B, LLC, its general partner | |
By: | /s/ Dean Adler | |
Dean Adler | ||
Name | ||
CEO | ||
Title | ||
L-A SATURN ACQUISITION, L.P. | ||
By: | L-A Group Saturn, LLC, its general partner | |
By: | /s/ Dean Adler | |
Dean Adler | ||
Name | ||
CEO | ||
Title | ||
L-A ASSET MANAGEMENT SERVICES, L.P. | ||
By: | Lubert-Adler GP West, LLC, its General Partner | |
By: | /s/ Dean Adler | |
Dean Adler | ||
Name | ||
CEO | ||
Title |
[Signature Page to Amendment No. 1 to the Company Lock-Up Agreement]