STOCK PURCHASE AGREEMENT by and among SAFETY PRODUCTS HOLDINGS, INC., THE SELLERS PARTY HERETO, HONEYWELL INTERNATIONAL INC., and THE REPRESENTATIVE NAMED HEREIN April 3, 2008Stock Purchase Agreement • April 4th, 2008 • Safety Products Holdings, Inc. • Miscellaneous manufacturing industries • Delaware
THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is made as of April 3, 2008, by and among Safety Products Holdings, Inc., a Delaware corporation (the “Company”), the Persons listed on the signature pages hereto under the heading “Sellers” (collectively referred to herein as the “Sellers” and individually as a “Seller”), Honeywell International Inc., a Delaware corporation (the “Buyer”), and Odyssey Investment Services, L.L.C., a Delaware limited liability company, solely in its capacity as representative as set forth in this Agreement (the “Representative”). Unless otherwise defined herein, capitalized terms used herein are defined in Exhibit A attached hereto.
STOCK PURCHASE AGREEMENT by and among NORCROSS SAFETY PRODUCTS L.L.C., THE FIBRE-METAL PRODUCTS COMPANY, RESIDUARY TRUST UNDER THE WILL OF CHARLES E. BOWERS, JR., TRUST UNDER THE WILL OF CHARLES E. BOWERS, JR. FOR THE BENEFIT OF JUDITH L. BOWERS, and...Stock Purchase Agreement • November 15th, 2005 • Safety Products Holdings, Inc. • Miscellaneous manufacturing industries • Pennsylvania
THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of this 3rd day of October, 2005, by and among Norcross Safety Products L.L.C., a Delaware limited liability company (“Buyer”), The Fibre-Metal Products Company, a Delaware corporation (“Fibre-Metal”), Residuary Trust under the Will of Charles E. Bowers, Jr., Trust under the Will of Charles E. Bowers, Jr. for the benefit of Judith L. Bowers, and Charles E. Bowers, Jr. Irrevocable Trust dated December 17, 1990 (each of whom is a stockholder of the Company and is referred to herein individually as a “Stockholder” and collectively as the “Stockholders”), and Charles J. Grandi (“Grandi”) who is an executive officer of Fibre-Metal who has a contractual right to receive a portion of the proceeds of the transactions contemplated hereby.
PURCHASE AND SALE AGREEMENT by and among NSP HOLDINGS L.L.C., NORCROSS SAFETY PRODUCTS L.L.C., and SAFETY PRODUCTS HOLDINGS, INC.Purchase and Sale Agreement • August 16th, 2005 • Safety Products Holdings, Inc. • Miscellaneous manufacturing industries • New York
THIS PURCHASE AND SALE AGREEMENT is made as of May 20, 2005, by and among NSP Holdings L.L.C., a Delaware limited liability company (the “Seller”), Norcross Safety Products L.L.C., a Delaware limited liability company (the “Company”), and Safety Products Holdings, Inc., a Delaware corporation (the “Buyer”).
INCREMENTAL FACILITY AMENDMENTSafety Products Holdings, Inc. • March 27th, 2007 • Miscellaneous manufacturing industries • New York
Reference is hereby made to the Credit Agreement dated as of July 19, 2005 (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among SAFETY PRODUCTS HOLDINGS, INC., a Delaware corporation, as a Guarantor, SPH ACQUISITION LLC, a Delaware limited liability company (now known as NORCROSS SAFETY PRODUCTS L.L.C., a Delaware limited liability company (the “Parent Borrower”)), NORTH SAFETY PRODUCTS INC., a Delaware corporation, and MORNING PRIDE MANUFACTURING L.L.C., a Delaware limited company (the “U.S. Subsidiary Borrowers”) (the U.S. Subsidiary Borrowers together with the Parent Borrower being collectively referred to as the “U.S. Borrowers”), NORTH SAFETY PRODUCTS LTD., a company organized and existing under the laws of Canada (“the Canadian Borrower”) (the Canadian Borrower, together with the U.S. Borrowers, being collectively referred to as the “Borrowers”), the several banks and other financial institutions or entities from
SECOND SUPPLEMENTAL INDENTURESecond Supplemental Indenture • December 15th, 2005 • Safety Products Holdings, Inc. • Miscellaneous manufacturing industries • New York
WHEREAS, the Issuers and the Existing Guarantors have heretofore executed and delivered to the Trustee an Indenture dated as of August 13, 2003 (as supplemented by the First Supplemental Indenture dated July 19, 2005 by and among the Issuers, the Existing Guarantors and the Trustee, and as further amended or supplemented from time to time, the “Indenture”; capitalized terms used herein without definition shall have the meanings assigned to them in the Indenture), providing for the issuance by the Issuers of $152,500,000 aggregate principal amount of 9 7/8% Senior Subordinated Notes due 2011 (the “Notes”);
NON-QUALIFIED OPTION AGREEMENT OF SAFETY PRODUCTS HOLDINGS, INC.Non-Qualified Option Agreement • March 27th, 2007 • Safety Products Holdings, Inc. • Miscellaneous manufacturing industries • Delaware
THIS AGREEMENT (the “Agreement”) is entered into as of January 2, 2006 (the “Grant Date”) by and between Safety Products Holdings, Inc., a Delaware corporation (the “Company”) and , an employee of the Company (or one of its Subsidiaries), hereinafter referred to as the “Optionee.”
