Loop Industries Inc
For the period ended Feb 29, 2024. Filed May 29, 2024.
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FY2024 · Filed May 29, 2024
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Item 15. Exhibits and Financial Statement Schedules
ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULE
(1) Financial Statements
The response to this portion of Item 15 is set forth under Item 8 above.
(2) Financial Statement Schedules.
All schedules have been omitted because they are not required or because the required information is given in the Consolidated Financial Statements or Notes thereto set forth under Item 8 above.
(3) Exhibits.
The following Exhibits, as required by Item 601 of Regulation SK, are attached or incorporated by reference, as stated below.
Exhibit Index
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Number | Description | Form | File No. | Filing Date | Exhibit No. |
| 2.1 | Share Exchange Agreement, dated June 29, 2015, by and among First American Group Inc., Loop Holdings, Inc., and the stockholders of Loop Holdings, Inc. | 8-K | 000-54768 | June 30, 2015 | 2.1 |
| 3.1 | Articles of Incorporation, as amended to date | Filed herewith | |||
| 3.2 | By-laws, as amended to date | 8-K | 000-54768 | April 10, 2018 | 3.1 |
| 4.1 | Description of Securities | Filed herewith | |||
| 4.2 | Investors Rights Agreement, by and between SK Global Chemical Co., LTD, Loop Industries, Inc., and Daniel Solomita. | S-3 | 333-258982 | August 20, 2021 | 4.1 |
| 4.3 | Form of Indenture | S-3 | 333-258982 | August 20, 2021 | 4.2 |
| 4.4+ | 2017 Equity Incentive Plan | 10-Q | 000-54768 | October 11, 2017 | 4.2 |
| 4.5+ | Form of Stock Option Agreement | 10-Q | 000-54768 | October 11, 2017 | 4.3 |
| 4.6+ | Form of Restricted Stock Unit Agreement | 10-Q | 000-54768 | October 11, 2017 | 4.4 |
| 10.1 | Intellectual Property Assignment Agreement, dated October 27, 2014, as supplemented April 10, 2015, by and among Hatem Essaddam, Loop Holdings, Inc. and Daniel Solomita. | 10-K | 000-54768 | May 30, 2017 | 10.1 |
| 10.2 | Subscription Agreement, dated May 22, 2015, by and between 9121820 Canada Inc. and Loop Holdings, Inc. | 10-K | 000-54768 | May 30, 2017 | 10.2 |
| 10.3 | Technology Transfer Agreement, dated June 22, 2015, by and between 8198381 Canada Inc. and Loop Holdings, Inc. | 8-K | 000-54768 | June 30, 2015 | 10.7 |
| 10.4+ | Amended and Restated Employment Agreement, dated July 13, 2018, by and between Loop Industries, Inc. and Daniel Solomita. | 8-K | 001-38301 | July 13, 2018 | 10.12 |
| 10.5+ | Form of Indemnification Agreement | 10-K | 000-54768 | May 30, 2017 | 10.10 |
| 10.6 | Limited Liability Company Agreement, dated September 24, 2018, by and between Loop Industries, Inc. and Indorama Loop Technologies, LLC. | 8-K | 001-8301 | September 28, 2018 | 10.1 |
| 10.7 | License Agreement, dated September 24, 2018, by and between Loop Industries, Inc. and Indorama Loop Technologies, LLC. | 8-K | 001-8301 | September 28, 2018 | 10.2 |
| 10.8 | Marketing Agreement, dated September 24, 2018, by and between Loop Industries, Inc. and Indorama Loop Technologies, LLC. | 8-K | 001-8301 | September 28, 2018 | 10.3 |
| 10.9+ | Amendment No. 1, dated April 30, 2020, to the Amended and Restated Employment Agreement by and between Loop Industries, Inc. and Daniel Solomita, dated July 13, 2018. | 10-K | 000-54768 | May 5, 2020 | 10.22 |
| 10.10 | Amendment to Joint Venture Agreements, dated June 18, 2021, by and between the Company, Indorama Ventures Holdings LP and other parties thereto. | 10-Q | 000-54768 | July 15, 2021 | 10.1 |
| 10.11 | Securities Purchase Agreement, dated June 22, 2021, by and between SK Global Chemical Co. LTD. | 10-Q | 000-54768 | July 15, 2021 | 10.2 |
| 10.12 | Promise to Purchase Agreement, dated June 15, 2022, by and between Loop Canada Inc., 9409-4927 Quebec Inc. and NAI Terramont Commercial. | 10-Q | 000-54768 | October 12, 2022 | 10.2 |
| 10.13+ | Employment Agreement, dated March 22, 2023, by and between Loop Canada Inc. and Fady Mansour. | 10-K | 001-38301 | May 18, 2023 | 10.13 |
| 10.14 | Offer to Purchase Agreement, dated December 21, 2022, by and between Loop Canada Inc. and Société Du Parc Industriel Et Portuaire De Bécancour. | 10-K | 001-38301 | May 18, 2023 | 10.14 |
| 10.15* | Joint Venture Agreement, dated April 27, 2023, between SK Geo Centric Co., Ltd. and Loop Industries, Inc. | 10-Q | 001-38301 | July 12, 2023 | 10.1 |
| 10.16+ | Employment Agreement, dated January 30, 2020, by and between Loop Canada Inc. and Stephen Champagne. | 10-Q | 001-38301 | July 14, 2020 | 10.1 |
| 10.17 | Operating Credit Facility dated July 26, 2022, by and between the Company, Loop Canada, Inc. and Canadian Imperial Bank of Commerce. | 10-Q | 001-38301 | October 12, 2022 | 10.1 |
| 10.18 | Enhanced Recycling Partnership Agreement, dated September 10, 2020, by and between Loop Industries, Inc. and Suez Groupe. | 10-Q | 001-38301 | October 7, 2020 | 10.3 |
| 10.19 | Know-how and Engineering Agreement, dated September 2, 2020, by and between Loop Canada Inc. and Chemtex Global Corporation. | 10-Q | 001-38301 | October 7, 2020 | 10.2 |
| 14 | Code of Ethics | 8-K | 000-54768 | Jan 31, 2017 | 14.1 |
| 21.1 | Subsidiaries of Registrant | 10-K | 000-54768 | May 30, 2017 | 21.1 |
| 23.1 | Consent of PricewaterhouseCoopers LLP | Filed herewith | |||
| 31.1 | Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | Filed herewith | |||
| 31.2 | Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | Filed herewith | |||
| 32.1 | Certification of Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | Furnished herewith | |||
| 32.2 | Certification of Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | Furnished herewith | |||
| 97.1 | Policy Relating to Recovery of Erroneously Awarded Compensation | Filed herewith | |||
| 101.INS | XBRL Instance Document | Filed herewith | |||
| 101.SCH | XBRL Taxonomy Extension Schema Document | Filed herewith | |||
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document | Filed herewith | |||
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase Document | Filed herewith | |||
| 101.LAB | XBRL Taxonomy Extension Label Linkbase Document | Filed herewith | |||
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document | Filed herewith | |||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) | ||||
- Portions of this document (indicated by “[***]”) have been omitted because such information is not material and is the type of information that the registrant treats as private or confidential.
- Represents a management contract or a compensatory plan or arrangement.
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