SAMSONITE CORPORATION STOCKHOLDERS AGREEMENTStockholders Agreement • August 5th, 2003 • Acof Management Lp • Leather & leather products • Delaware
THIS STOCKHOLDERS’ AGREEMENT (this “Agreement”) is made and entered into as of July 31, 2003 by and among Samsonite Corporation, a Delaware corporation (the “Company”), Ares Corporate Opportunities Fund, L.P., a Delaware limited partnership (“Ares”), Bain Capital (Europe) LLC (“Bain”), Ontario Teachers’ Pension Plan Board, a non-share capital corporation established under the laws of Ontario (“OTPP” and, together with Ares and Bain, the “Major Stockholders”) and Ares Leveraged Investment Fund, L.P., a Delaware limited partnership (the “Other Stockholder” and, together with the Major Stockholders, the “Stockholders”).
MAJOR STOCKHOLDER SIDE AGREEMENTMajor Stockholder Side Agreement • August 5th, 2003 • Acof Management Lp • Leather & leather products • Delaware
This MAJOR STOCKHOLDER SIDE AGREEMENT (this “Side Agreement”) is made and entered into as of July 31, 2003 by and among Ares Corporate Opportunities Fund, L.P., a Delaware limited partnership (“Ares”), Bain Capital (Europe) LLC, a Delaware limited liability company (collectively, “Bain”), and Ontario Teachers Pension Plan Board, a non-share capital corporation established under the laws of Ontario (“OTPP” and, together with Ares and Bain, the “Major Stockholders”).
Ares Leveraged Investment Fund, L.P. Letterhead]Stockholders Agreement • August 5th, 2003 • Acof Management Lp • Leather & leather products
Reference is made to that certain Stockholders Agreement (the “Stockholders Agreement”) dated as of even date herewith by and among Samsonite Corporation (the “Company”), Ares Corporate Opportunities Fund, L.P, Bain Capital (Europe) LLC, Ontario Teachers’ Pension Plan Board and Ares Leveraged Investment Fund, L.P. (“Ares I”). Capitalized terms used herein without definition shall have the meanings ascribed thereto in the Stockholders Agreement.
FORM OF PURCHASE AGREEMENTPurchase Agreement • July 16th, 2004 • Acof Management Lp • Leather & leather products • New York
This purchase agreement (the “Agreement”) is entered into this 1st day of July, 2004, by and between Caravelle Investment Fund, L.L.C. (“Seller”) and Ares Corporate Opportunities Fund, L.P. (“Purchaser”), with reference to the following facts:
PURCHASE AGREEMENTPurchase Agreement • February 2nd, 2006 • Acof Management Lp • Leather & leather products • New York
This purchase agreement (the “Agreement”) is entered into this 9th day of November, 2005, by and between Aram Ervin Kalpakian, Alicia Hurmuzian de Kalpakian and Delfina Isabel Balestra (“Seller”) and Ares Corporate Opportunities Fund, L.P. (“Purchaser”), with reference to the following facts:
FORM OF PURCHASE AGREEMENTPurchase Agreement • November 2nd, 2004 • Acof Management Lp • Leather & leather products • New York
This purchase agreement (the “Agreement”) is entered into this first day of October, 2004, by and between Canadian Imperial Holdings Inc. (“Seller”) and the Ares Corporate Opportunities Fund, L.P. (“Purchaser”), with reference to the following facts:
VOTING AGREEMENTVoting Agreement • May 5th, 2003 • Acof Management Lp • Leather & leather products • Delaware
This VOTING AGREEMENT (this "Agreement"), dated as of April 30, 2003, is entered into by and among ACOF Management, L.P., a Delaware limited partnership ("Ares"); Bain Capital (Europe) LLC, a Delaware limited liability company ("Bain"); and Ontario Teachers Pension Plan Board, a non-share capital corporation established under the laws of Ontario ("OTPP" and, together with Ares and Bain, the "Investors"), and ARTEMIS AMERICA PARTNERSHIP, a Delaware General Partnership (the "Stockholder").
PURCHASE AGREEMENTPurchase Agreement • January 3rd, 2005 • Acof Management Lp • Leather & leather products • New York
This purchase agreement (the “Agreement”) is entered into this 29th day of December, 2004, by and among Nomura Special Situations Investment Trust (“Seller”), Ares Corporate Opportunities Fund, L.P. (“Purchaser”) and Ares Technical Administration LLC (“Agent”), with reference to the following facts:
PURCHASE AGREEMENTPurchase Agreement • April 28th, 2004 • Acof Management Lp • Leather & leather products • New York
This purchase agreement (the “Agreement”) is entered into this 19th day of April, 2004, by and between the TCW entities listed on Exhibit A hereto (collectively, “Sellers”) and Ares Corporate Opportunities Fund, L.P. (“Purchaser”), with reference to the following facts:
Cameron 1 S.a.r.l. 5, Place du ThéatreMerger Agreement • July 10th, 2007 • Acof Management Lp • Leather & leather products • Delaware
