Letter Amendment to Securities Purchase Agreement Extending Maturity Date (RW National Holdings, RW OpCo, St. Cloud Capital Partners)

Summary

This letter amendment, effective June 30, 2022, is between RW National Holdings, LLC, RW OpCo, LLC, and St. Cloud Capital Partners III SBIC, L.P. It extends the maturity date for obligations under their existing Securities Purchase Agreement from the previous date to August 31, 2023. All other terms of the original agreement and prior amendment remain unchanged. The amendment is effective upon execution by all parties, including acknowledgment by Northern Pacific Group as sponsor.

EX-10.7 16 ea169605ex10-7_appreciate.htm LETTER AMENDMENT TO OMNIBUS AMENDMENT DATED JUNE 30, 2022

Exhibit 10.7

 

Confidential

 

EFFECTIVE DATE: JUNE 30, 2022

 

RE:Extension of Maturity Date

 

This letter amendment is in reference to that certain Securities Purchase Agreement (the “Purchase Agreement”), dated as of November 7, 2016, entered into by RW National Holdings, LLC, a Delaware limited liability company (“RWN”), RW OpCo, LLC, a Delaware limited liability company (“OpCo,” and together with RWN, “Borrowers”), and St. Cloud Capital Partners III SBIC, L.P., a Delaware limited partnership (“Purchaser”), as amended by that certain Omnibus Amendment to Securities Purchase Agreement and 12% Secured Promissory Note, dated May 16, 2022 (the “Amendment”). Unless the context herein otherwise indicates, capitalized terms used but not otherwise defined herein shall have the meanings given to such terms in the Purchase Agreement, as amended by the Amendment.

 

As of the Effective Date, Purchaser hereby agrees that the definition of “Due Date” in Section 4.1(2) of the Amendment is hereby amended to mean August 31, 2023.

 

Except as set forth in this letter amendment, all other terms, conditions and provisions of the Purchase Agreement and Amendment shall remain unaffected, and in full force and effect. This letter may be executed in two or more counterparts, each of which when executed and delivered shall be deemed an original, but all of which when taken together shall constitute one and the same letter. A party may execute this letter via delivery of an executed counterpart hereof by facsimile or electronic mail (i.e. PDF) and such facsimile or electronic signatures shall be treated as original signatures for all purposes.

 

[REMAINDER OF PAGE LEFT INTENTIONALLY BLANK]

 

 

 

 

Please evidence your agreement to the above by exectuing and retuning a copy of this letter amendment to the undersigned.

 

Very truly yours,  
   
ST. CLOUD CAPITAL PARTNERS III SBIC, L.P.  
   
By: SCGP III SBIC, LLC, its general partner  
   
By: /s/ Kacy Rozelle  
Name:  Kacy Rozelle  
Title: Managing Member  

 

[Acknowledgement and Consent Pages Follow]

 

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Acknowledged and agreed as of the Execution Date:  
     
BORROWERS: RW NATIONAL HOLDINGS, LLC
     
  By: /s/ Christopher Laurence
  Name:  Christopher Laurence
  Title: Chief Executive Officer
     
  RW OPCO, LLC
     
  By: /s/ Christopher Laurence
  Name: Christopher Laurence
  Title: Chief Executive Officer
     
SPONSOR: NORTHERN PACIFIC GROUP
   
  By: /s/ Scott Honour
  Name: Scott Honour
  Title: Managing Partner

 

 

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