Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the
Issuer
The Reporting Persons are directly or indirectly party to the following arrangements with the Issuer:
(a) Financing Agreement
On September 16, 2019, EVO Transportation & Energy Services, Inc. (EVO or the Issuer),
Cortland Capital Market Services LLC, as administrative agent and collateral agent, and the lenders from time to time party thereto, including Antara Master Fund and a managed account for which Antara Capital serves as investment manager, entered
into a Financing Agreement (the Financing Agreement) and consummated the transactions contemplated thereby (the Closing).
Pursuant to the Financing Agreement, EVO borrowed $22.4 million (the Term Loan) and has the ability to borrow up to an
additional $2.1 million in the aggregate prior to October 31, 2019. All of EVOs subsidiaries are guarantors under the Financing Agreement, and the Term Loan is secured by all assets of EVO and its subsidiaries, including pledges of
all equity in EVOs subsidiaries. EVO paid a 2% financing fee in connection with its entry into the Financing Agreement.
The Term
Loan bears interest at 12% per annum and has a maturity date of September 16, 2022. Until December 31, 2019, interest on the Term Loan will be paid in kind and capitalized as additional principal, and EVO has the option to pay interest on
the capitalized interest in cash or in kind. After December 31, 2019, monthly interest payments will be due in cash, and all outstanding principal and interest will be due on the maturity date. The Term Loan may be prepaid at any time, subject
to payment of a prepayment premium equal to (i) 7% of each prepayment made on or prior to September 16, 2020 and (ii) 5% of each prepayment made after September 16, 2020 but on or prior to September 16, 2021, with no premium due after
September 16, 2021.
In the event of a default, the lenders have the right to terminate their obligations under the Financing
Agreement and to accelerate the payment on any unpaid principal amount of all outstanding loans. As defined in the Financing Agreement, events of default include, but are not limited to: failure by EVO to pay any amount due under the Financing
Agreement when due; failure by EVO to satisfy any financial covenant required under the Financing Agreement; and any representation or warranty made in connection with the Financing Agreement being materially false.
The foregoing summary description of the material terms of the Financing Agreement does not purport to be complete and is qualified in its
entirety by reference to the full text of the Financing Agreement, which is filed as Exhibit 1 and is incorporated herein by reference in its entirety.
(b) Warrants
In connection with the Financing Agreement, EVO issued (i) to Antara Master Fund 3,084,607 warrants to purchase Common Stock at $0.01 per
share (the Antara Penny Warrant) and 819,492 warrants to purchase Common Stock at $2.50 per share (the Antara General Warrant) and (ii) to a managed account for which Antara Capital serves as investment
manager (the Managed Account) 265,393 warrants to purchase Common Stock at $0.01 per share (the Managed Account Penny Warrant) and 70,508 warrants to purchase Common Stock at $2.50 per share (the
Managed Account General Warrant) (collectively, the Loan Warrants), subject to certain adjustments. An Antara Penny Warrant and Managed Account Penny Warrant may be exercised for cash or on a cashless basis,
pursuant to the terms of such warrants, only during the period (x) commencing the date of the Closing and (y) terminating at 5:00 p.m., New York City time, on September 16, 2024, the date that is five years from the date of the
Closing. The Antara General Warrant and Managed Account General Warrant may be exercised for cash or on a cashless basis, pursuant to the terms of such warrants, only during the period (x) commencing the date of the Closing and
(y) terminating at 5:00 p.m., New York City time, on September 16, 2029, the date that is ten years from the date of the Closing.
Pursuant to the Loan Warrants, EVO granted each holder preemptive rights to purchase its pro rata share, determined based on the number of
shares held by holder or into which the applicable warrants are exercisable, of capital stock issued by EVO after the issuance date of the Loan Warrants, subject to certain excepted issuances.
The foregoing summary of the material terms of the Loan Warrants is not complete and is qualified in its entirety by reference to the text of
the Loan Warrants, copies of which are filed herewith as Exhibits 2, 3, 4 and 5, the terms of which are incorporated herein by reference.
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