HERTZ GLOBAL HOLDINGS, INC. 49,800,405 Shares Common Stock Underwriting AgreementUnderwriting Agreement • May 17th, 2013 • Clayton Dubilier & Rice Fund VII L P • Services-auto rental & leasing (no drivers) • New York
The stockholders of Hertz Global Holdings, Inc., a Delaware corporation (the “Company”), named in Schedule I hereto (the “Selling Stockholders”) propose, subject to the terms and conditions stated herein, to sell to Goldman, Sachs & Co. and J.P. Morgan Securities LLC (each an “Underwriter” and together, the “Underwriters”) an aggregate of 49,800,405 shares of Common Stock, par value $0.01 per share (“Stock”), of the Company. The aggregate of 49,800,405 shares to be sold by the Selling Stockholders is herein called the “Shares.”
SALLY BEAUTY HOLDINGS, INC. 18,000,000 Shares Common Stock Underwriting AgreementUnderwriting Agreement • October 19th, 2011 • Clayton Dubilier & Rice Fund VII L P • Retail-retail stores, nec • New York
STOCK SUBSCRIPTION AGREEMENTStock Subscription Agreement • June 8th, 2009 • Clayton Dubilier & Rice Fund VII L P • Services-auto rental & leasing (no drivers) • New York
This Stock Subscription Agreement (this “Agreement”) is made as of May 19, 2009, between Hertz Global Holdings, Inc., a Delaware corporation (the “Company”), and the undersigned investor (the “Subscriber”).
HERTZ GLOBAL HOLDINGS, INC. 50,000,000 Shares Common Stock Underwriting AgreementUnderwriting Agreement • December 18th, 2012 • Clayton Dubilier & Rice Fund VII L P • Services-auto rental & leasing (no drivers) • New York
The stockholders of Hertz Global Holdings, Inc., a Delaware corporation (the “Company”), named in Schedule I hereto (the “Selling Stockholders”) propose, subject to the terms and conditions stated herein, to sell to J.P. Morgan Securities LLC (the “Underwriter”) an aggregate of 50,000,000 shares of Common Stock, par value $0.01 per share (“Stock”), of the Company. The aggregate of 50,000,000 shares to be sold by the Selling Stockholders is herein called the “Shares.”
SALLY BEAUTY HOLDINGS, INC. STOCKHOLDERS AGREEMENT Dated as of November 16, 2006Stockholders Agreement • November 27th, 2006 • Clayton Dubilier & Rice Fund VII L P • Retail-retail stores, nec • Delaware
STOCKHOLDERS AGREEMENT, dated as of November 16, 2006 (as it may be amended from time to time, this “Agreement”), among (i) Sally Beauty Holdings, Inc, a Delaware corporation (formerly New Sally Holdings, Inc., a Delaware corporation) (the “Company”), (ii) CDRS Acquisition LLC, a Delaware limited liability company (“CDR Investor”), (iii) CD&R Parallel Fund VII, L.P., a Cayman Islands exempted limited partnership (“CDR Parallel Fund”), (iv) each Family Stockholder, and (v) any other Stockholder that may become a party to this Agreement after the date and pursuant to the terms hereof.
HERTZ GLOBAL HOLDINGS, INC. 60,050,777 Shares Common Stock Underwriting AgreementUnderwriting Agreement • March 18th, 2013 • Clayton Dubilier & Rice Fund VII L P • Services-auto rental & leasing (no drivers) • New York
The stockholders of Hertz Global Holdings, Inc., a Delaware corporation (the “Company”), named in Schedule I hereto (the “Selling Stockholders”) propose, subject to the terms and conditions stated herein, to sell to Citigroup Global Markets Inc. and Barclays Capital Inc. (each an “Underwriter” and together, the “Underwriters”) an aggregate of 60,050,777 shares of Common Stock, par value $0.01 per share (“Stock”), of the Company. The aggregate of 60,050,777 shares to be sold by the Selling Stockholders is herein called the “Shares.”
Joint Filing AgreementJoint Filing Agreement • May 17th, 2013 • Clayton Dubilier & Rice Fund VII L P • Services-auto rental & leasing (no drivers)
Pursuant to Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned agree that the Amendment No. 4 to the Statement on Schedule 13D, and any subsequent amendments thereto, to which this exhibit is attached is filed on behalf of each of them in the capacities set forth below.
Joint Filing AgreementJoint Filing Agreement • May 11th, 2012 • Clayton Dubilier & Rice Fund VII L P • Retail-retail stores, nec
Pursuant to Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned agree that the Amendment No. 4 to the Statement on Schedule 13D, and any subsequent amendments thereto, to which this exhibit is attached is filed on behalf of each of them in the capacities set forth below.
Joint Filing AgreementJoint Filing Agreement • April 4th, 2011 • Clayton Dubilier & Rice Fund VII L P • Services-auto rental & leasing (no drivers)
Pursuant to Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned agree that the Amendment No. 1 to the Statement on Schedule 13D, and any subsequent amendments thereto, to which this exhibit is attached is filed on behalf of each of them in the capacities set forth below.
AGREEMENT REGARDING THE JOINT FILING OF SCHEDULE 13GClayton Dubilier & Rice Fund VII L P • February 12th, 2007 • Transportation services
AGREEMENT REGARDING THE JOINT FILING OF SCHEDULE 13GClayton Dubilier & Rice Fund VII L P • November 13th, 2015 • Services-management services
STOCK REPURCHASE AGREEMENTStock Repurchase Agreement • May 11th, 2012 • Clayton Dubilier & Rice Fund VII L P • Retail-retail stores, nec • New York
THIS STOCK REPURCHASE AGREEMENT (this “Agreement”) is entered into as of May 6, 2012 by and between CDRS Acquisition LLC (“CDRS”), and CD&R Parallel Fund, VII, L.P. (“Parallel Fund” and, together with CDRS, the “CDR Investors”) and Sally Beauty Holdings, Inc., a Delaware corporation (the “Company”).
JOINT FILING AGREEMENTJoint Filing Agreement • January 11th, 2018 • Clayton Dubilier & Rice Fund VII L P • Wholesale-groceries & related products
Reference is hereby made to (i) the Amended and Restated Stockholders Agreement, dated November 20, 2006, (the “Stockholders Agreement”), among Hertz Global Holdings, Inc. (the “Company”) and the stockholders of the Company listed on the signature...Clayton Dubilier & Rice Fund VII L P • May 17th, 2013 • Services-auto rental & leasing (no drivers)
This letter (which may be delivered to you in one or more counterparts, including by facsimile) confirms on behalf of the Stockholders that, from and after the date of the closing of the underwritten sale of shares of the Company to be effected by the Stockholders (the “Exit Transaction”) pursuant to the Underwriting Agreement, dated as of May 6, 2013, among the selling stockholders named in the signature pages thereto, Goldman, Sachs & Co. and J.P. Morgan Securities LLC, as underwriters and the Company, the respective rights and obligations of the Stockholders and the Company under each of the Stockholders Agreement and the Registration Rights Agreement shall terminate and be of no further effect, other than Section 5 of the Registration Rights Agreement. For the avoidance of doubt, if the Exit Transaction does not close or is terminated in accordance with the provisions of the Underwriting Agreement referenced above, the provisions of the Stockholders Agreement and the Registration R
AGREEMENT REGARDING THE JOINT FILING OF SCHEDULE 13GClayton Dubilier & Rice Fund VII L P • February 17th, 2015 • Services-management services
AGREEMENT REGARDING THE JOINT FILING OF AMENDMENT NO. 1 TO SCHEDULE 13GAgreement Regarding • February 12th, 2008 • Clayton Dubilier & Rice Fund VII L P • Services-auto rental & leasing (no drivers)
Reference is made to the Amended and Restated Stockholders Agreement, dated November 20, 2006, (the “Stockholders Agreement”), among Hertz Global Holdings, Inc. (the “Company”) and the stockholders of the Company listed on the signature pages thereto....Clayton Dubilier & Rice Fund VII L P • March 18th, 2013 • Services-auto rental & leasing (no drivers)
This letter (which may be delivered to you in one or more counterparts) will confirm on behalf of the Stockholders identified in the signature pages hereto, that, from and after the date hereof and notwithstanding anything to the contrary in the Stockholders Agreement, for so long as the Stockholders named in Annex A hereto collectively hold less than 2.5% of the Shares of the Company, each of the undersigned Stockholders waives the provisions of Section 2.4 of the Stockholders Agreement as they apply to Merrill Lynch Ventures L.P. 2001 and CMC-Hertz Partners, L.P., and each of the undersigned Stockholders acknowledges that the provisions of Section 2.4 of the Stockholders Agreement shall cease to be binding upon Merrill Lynch Ventures L.P. 2001 and CMC-Hertz Partners, L.P.
AGREEMENT REGARDING THE JOINT FILING OF SCHEDULE 13GClayton Dubilier & Rice Fund VII L P • February 14th, 2014 • Wholesale-durable goods
Joint Filing AgreementJoint Filing Agreement • March 18th, 2013 • Clayton Dubilier & Rice Fund VII L P • Services-auto rental & leasing (no drivers)
Pursuant to Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned agree that the Amendment No. 3 to the Statement on Schedule 13D, and any subsequent amendments thereto, to which this exhibit is attached is filed on behalf of each of them in the capacities set forth below.
Joint Filing AgreementJoint Filing Agreement • November 27th, 2006 • Clayton Dubilier & Rice Fund VII L P • Retail-retail stores, nec
Pursuant to Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned agree that Amendment No. 1 to the Statement on Schedule 13D to which this exhibit is attached is filed on behalf of each of them in the capacities set forth below.
Joint Filing AgreementJoint Filing Agreement • October 19th, 2011 • Clayton Dubilier & Rice Fund VII L P • Retail-retail stores, nec
Pursuant to Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned agree that the Amendment No. 2 to the Statement on Schedule 13D, and any subsequent amendments thereto, to which this exhibit is attached is filed on behalf of each of them in the capacities set forth below.
AGREEMENT REGARDING THE JOINT FILING OF SCHEDULE 13GClayton Dubilier & Rice Fund VII L P • February 17th, 2015 • Wholesale-durable goods
Joint Filing AgreementJoint Filing Agreement • December 18th, 2012 • Clayton Dubilier & Rice Fund VII L P • Services-auto rental & leasing (no drivers)
Pursuant to Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned agree that the Amendment No. 2 to the Statement on Schedule 13D, and any subsequent amendments thereto, to which this exhibit is attached is filed on behalf of each of them in the capacities set forth below.
