Item 5. Other Information
Item
5. Other Information
None.
Item
6. Exhibits
Exhibit
Incorporated
by Reference
Number
Description
Form
Filing
Date
Exhibit
No.
2.1
Agreement
and Plan of Merger and Reorganization dated as of March 19, 2020 by and among FaceBank Group, Inc., fuboTV Acquisition Corp.
and fuboTV, Inc.
8-K
March
23, 2020
2.1
3.1(a)
Articles
of Incorporation dated February 20, 2009.
S-1
August
5, 2011
3.1(i)
3.1(b)
Articles
of Amendment to Articles of Incorporation dated October 5, 2010.
S-1
August
5, 2011
3.1(ii)
3.1(c)
Articles
of Amendment to Articles of Incorporation dated December 31, 2014.
10-K
March
31, 2015
3.1(iii)
3.1(d)
Articles
of Amendment to Articles of Incorporation dated January 11, 2016.
8-K
January
29, 2016
3.1
3.1(e)
Certificate
of Designation of Series A Preferred Stock dated June 23, 2016.
8-K
June
28, 2016
4.1
3.1(f)
Certificate
of Designation of Series B Preferred Stock dated June 23, 2016.
8-K
June
28, 2016
4.2
3.1(g)
Certificate
of Designation of Series C Preferred Stock dated July 21, 2016.
8-K
July
26, 2016
4.1
3.1(h)
Second
Amended Certificate of Designation of Series C Preferred Stock dated March 3, 2017.
8-K
March
6, 2017
3.1
3.1(i)
Articles
of Amendment to Articles of Incorporation dated October 17, 2017.
8-K
December
5, 2017
3.1
3.1(j)
Certificate
of Designation of Preferences and Rights of Series X Convertible Preferred Stock dated August 3, 2018.
8-K
August
6, 2018
3.1
3.1(k)
Articles
of Amendment to Articles of Incorporation dated September 9, 2019.
8-K
September
11, 2019
3.1
3.1(l)
Articles
of Amendment to Articles of Incorporation dated March 16, 2020.
8-K
March
23, 2020
3.2
3.1(m)
Certificate
of Designation of Series AA Convertible Preferred Stock dated March 20, 2020.
8-K
March
23, 2020
3.2
71
3.1(n)
Articles
of Amendment to Articles of Incorporation dated September 29, 2016
10-Q
July
6, 2020
3.1(n)
3.1(o)
Articles
of Amendment to Articles of Incorporation dated January 9, 2017
10-Q
July
6, 2020
3.1(o)
3.1(p)
Articles
of Amendment to Articles of Incorporation dated May 11, 2017
10-Q
July
6, 2020
3.1(p)
3.1(q)
Articles
of Amendment to Articles of Incorporation dated February 12, 2018
10-Q
July
6, 2020
3.1(q)
3.1(r)
Articles
of Amendment to Articles of Incorporation dated January 29, 2019
10-Q
July
6, 2020
3.1(r)
3.1(s)
Articles
of Amendment to Articles of Incorporation dated July 12, 2019
10-Q
July
6, 2020
3.1(s)
3.1(t)
Articles
of Amendment to Articles of Incorporation dated July 2, 2020.
8-K
August
13, 2020
3.1
3.1(u)
Articles
of Amendment to Articles of Incorporation dated September 29, 2020
S-1
October
30, 2020
3.1(u)
3.2(a)
By-Laws
of the Company.
S-1
August
5, 2011
3.2
3.2(b)
Amendment
to the Bylaws of the Company, dated June 22, 2016.
8-K
June
28, 2016
3.1
3.2(c)
Amendment
to the bylaws of the Company, dated July 20, 2016.
8-K
July
26, 2016
3.1
3.2(d)
Amendment
to the Bylaws of the Company dated September 13, 2020
September
15, 2020
3.2(d)
10.1†
2014
Incentive Stock Plan
10-K
April
16, 2014
4.1
10.2†
fuboTV
Inc. 2015 Equity Incentive Plan.
10-Q
July
6, 2020
10.2
10.3†
Form
of Stock Option Agreement under fuboTV Inc. 2015 Equity Incentive Plan.
10-Q
July
6, 2020
10.3
10.4†
fuboTV
Inc. 2020 Equity Incentive Plan, as amended.
10-Q
July
6, 2020
10.4
10.5†
Form
of Stock Option Agreement under FaceBank Group, Inc. 2020 Equity Incentive Plan.
10-Q
July
6, 2020
10.5
72
10.6†
Letter
Agreement by and between FaceBank Group, Inc. and Edgar Bronfman Jr., dated as of April 29, 2020.
8-K
May
5, 2020.
10.1
10.7†
Employment
Agreement dated as of May 30, 2020 by and between FaceBank Group, Inc. and Simone Nardi.
8-K
June
12, 2020
10.1
10.8†
Employment
Agreement by and between Recall Studios, Inc and John Textor, dated as of August 8, 2018
10-Q
August
15, 2018
10.2
10.9†
Employment
Agreement by and between the Company and Jordan Fiksenbaum dated as of February 1, 2019
8-K
February
7, 2019
10.1
10.10†
Separation
and Settlement Agreement and Release by and between the Company and Alexander Bafer dated
as of August 1, 2020
S-1/A
October
1, 2020
10.49
10.11†
Employment
Agreement by and between the David Gandler and the Company dated as of October 8, 2020
8-K
October
14, 2020
10.1
10.12
Third
Amendment to Note Purchase Agreement dated as of July 1, 2020 by and among Facebank Group, Inc., Evolution AI Corporation,
Pulse Evolution Corporation, fuboTV Inc. and Sports Rights Management, LLC, as Borrower, and FB Loan Series I, LLC, as Purchaser.
10-Q
July
6, 2020
10.25
10.13
Fourth
Amendment to Note Purchase Agreement dated as August 3, 2020 by and among Facebank Group,
Inc, Evolution AI Corporation, Pulse Evolution Corporation, fuboTV Inc. and Sports Rights
Management LLC as Borrower and FB Loan Series I, LLC as Purchaser
8-K
August
7, 2020
10.1
10.14
Waiver
and Fifth Amendment to Note Purchase Agreement and First Amendment to Warrant by and among fuboTV Inc., Evolution AI Corporation,
Pulse Evolution Corporation, fuboTV Media Inc and Sports Rights Management LLC as Borrower and FB Loan I Series, LLC as Purchaser
dated as of September 30, 2020
S-1/A
October
1, 2020
10.50
10.15°
Lease,
dated August 24, 2016, by and between fuboTV Inc. and RXR 1330 Owner LLC.
10-Q
July
6, 2020
10.26
10.16
First
Amendment to Lease, dated January 22, 2018, by and between fuboTV Inc. and RXR 1330 Owner LLC.
10-Q
July
6, 2020
10.27
10.17°
Sublease,
dated February 20, 2020, by and between fuboTV Inc. and Welltower, Inc.
10-Q
July
6, 2020
10.28
10.18
Form
of Purchase Agreement, by and between the Company and the Purchaser.
10-Q
July
6, 2020
10.31
10.19
Form
of Securities Purchase Agreement by and between the Company and the Purchaser
S-1/A
September
15, 2020
10.48
10.20†
FaceBank
Group, Inc. Outside Director Compensation Policy.
10-Q
July
6, 2020
10.40
10.21†
Form
of Indemnification Agreement by and between Facebank Group, Inc. and its directors and
officers
8-K
April
7. 2020
10.2
10.22
Credit
Agreement dated as of July 16, 2020 by and among the registrant, fuboTV Inc. , and Access
Road Capital, LLC
8-K
July
23, 2020
10.1
10.23
Note,
dated July 16, 2020 issued by the registrant and fuboTV Inc in favor of Access Road Capital
LLC
8-K
July
23, 2020
10.2
10.24
Collateral
Agreement dated as of July 1, 2020 by and among the registrant, fuboTV Inc and Access
Road Capital LLC
8-K
July
23, 2020
10.3
10.25
Patent
Security Agreement dated as of July 16, 2020 between fuboTV Inc, the registrant and Access
Road Capital LLC
8-K
July
23, 2020
10.4
10.26
Trademark
Security Agreement dated as of July 16, 2020 between fuboTV Inc, Recall Studios, Inc.
fuboTV Spain SL and Access Road Capital
8-K
July
23, 2020
10.5
10.27
Copyright
Security Agreement dated as of July 16, 2020 between fuboTV Inc, the registrant and Access
Road Capital LLC
8-K
July
23, 2020
10.6
10.28
Share
Purchase Agreement dated as of July 10, 2020 by and among the registrant, C2A2 Corp.
AG Ltd. and Aston Fallen
8-K
July
14, 2020
10.1
10.29
Termination
and Release Agreement dated as July 8, 2020 by and between HLEE Finance S.a.r.l and the registrant
8-K
July
14, 2020
10.2
31.1*
Certification
of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*
Certification
of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1*
Certification
of Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS*
XBRL
INSTANCE DOCUMENT
101.SCH*
XBRL
TAXONOMY EXTENSION SCHEMA
101.CAL*
XBRL
TAXONOMY EXTENSION CALCULATION
LINKBASE
101.DEF*
XBRL
TAXONOMY EXTENSION DEFINITION LINKBASE
101.LAB*
XBRL
TAXONOMY EXTENSION LABEL LINKBASE
101.PRE*
XBRL
TAXONOMY EXTENSION PRESENTATION
LINKBASE
*
Filed herewith.
†
Management contract or compensatory plan or arrangement.
°
Redacted.
73
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.
FUBOTV
INC.
Date:
November 16, 2020
By:
/s/
David Gandler
David
Gandler
Chief
Executive Officer (Principal Executive Officer)
FUBOTV
INC.
Date:
November 16, 2020
By:
/s/
Simone Nardi
Simone
Nardi
Chief
Financial Officer (Principal Financial Officer)
74
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.