AMONGMerger Agreement • September 5th, 2006 • Meggitt USA Inc • Services-management consulting services • Delaware
JOINT FILING AGREEMENTJoint Filing Agreement • September 5th, 2006 • Meggitt USA Inc • Services-management consulting services
Pursuant to Rule 13d-1(k)(1) of the Securities and Exchange Commission under the Securities and Exchange Act of 1934, as amended, each of the undersigned agrees that the statement on Schedule 13D filed herewith shall be filed on behalf of each of the undersigned.
GUARANTYGuaranty • September 5th, 2006 • Meggitt USA Inc • Services-management consulting services • New York
August 23, 2006 James P. Cecil, CFA Vice President U.S. Bank National Association BC-MN-H22A 800 Nicolett Mall Minneapolis, MN 55402 Gentlemen: Reference is made to that certain Agreement and Plan of Merger, dated as of August 23, 2006 (the "Merger...Merger Agreement • September 5th, 2006 • Meggitt USA Inc • Services-management consulting services
Exhibit 99.2 PRINCIPAL STOCKHOLDERS' AGREEMENT PRINCIPAL STOCKHOLDERS' AGREEMENT, dated as of August 23, 2006 (this "Agreement"), among MEGGITT-USA, INC., a Delaware corporation ("Parent"), and the stockholders of FIREARMS TRAINING SYSTEMS, INC., a...Principal Stockholders' Agreement • September 5th, 2006 • Meggitt USA Inc • Services-management consulting services • Delaware
STOCKHOLDERS’ AGREEMENT (Section 7.1 Version)Stockholders' Agreement • March 14th, 2007 • Meggitt USA Inc • Aircraft parts & auxiliary equipment, nec • Delaware
STOCKHOLDERS’ AGREEMENT, dated as of March 5, 2007 (this “Agreement”), among MEGGITT-USA, INC., a Delaware corporation (“Purchaser”), K & F INDUSTRIES HOLDINGS, INC., a Delaware corporation (the “Company”), and the stockholder of the Company listed on the signature pages hereto (the “Stockholder”) and the Company.
STOCKHOLDERS’ AGREEMENT (Section 7.2 Version)Stockholders' Agreement • March 14th, 2007 • Meggitt USA Inc • Aircraft parts & auxiliary equipment, nec • Delaware
STOCKHOLDERS’ AGREEMENT, dated as of March 5, 2007 (this “Agreement”), among MEGGITT-USA, INC., a Delaware corporation (“Purchaser”), K & F INDUSTRIES HOLDINGS, INC., a Delaware corporation (the “Company”), and the stockholder of the Company listed on the signature pages hereto (the “Stockholder”) and the Company.
STOCKHOLDERS’ AGREEMENT (Aurora Entities Version)Stockholders' Agreement • March 14th, 2007 • Meggitt USA Inc • Aircraft parts & auxiliary equipment, nec • Delaware
STOCKHOLDERS’ AGREEMENT, dated as of March 5, 2007 (this “Agreement”), among MEGGITT-USA, INC., a Delaware corporation (“Purchaser”), certain of the stockholders of K & F INDUSTRIES HOLDINGS, INC., a Delaware corporation (the “Company”) listed on the signature pages hereto (each, a “Stockholder” and, collectively, the “Stockholders”) and the Company.
AGREEMENT AND PLAN OF MERGERMerger Agreement • March 14th, 2007 • Meggitt USA Inc • Aircraft parts & auxiliary equipment, nec • Delaware
AGREEMENT AND PLAN OF MERGER (hereinafter called this “Agreement”), dated as of March 5, 2007, among K & F Industries Holdings, Inc., a Delaware corporation (the “Company”), Meggitt-USA, Inc., a Delaware corporation (“Purchaser”), and Ferndown Acquisition Corp., a Delaware corporation (“Merger Sub”), the Company and Merger Sub sometimes being hereinafter collectively referred to as the “Constituent Corporations.”
STOCKHOLDERS’ AGREEMENT (Section 7.1 Version)Stockholders' Agreement • March 14th, 2007 • Meggitt USA Inc • Aircraft parts & auxiliary equipment, nec • Delaware
STOCKHOLDERS’ AGREEMENT, dated as of March 5, 2007 (this “Agreement”), among MEGGITT-USA, INC., a Delaware corporation (“Purchaser”), K & F INDUSTRIES HOLDINGS, INC., a Delaware corporation (the “Company”), and the stockholder of the Company listed on the signature pages hereto (the “Stockholder”) and the Company.
GUARANTY AND UNDERTAKINGS AGREEMENTGuaranty and Undertakings Agreement • March 14th, 2007 • Meggitt USA Inc • Aircraft parts & auxiliary equipment, nec • New York
This GUARANTY AND UNDERTAKINGS AGREEMENT (this “Agreement”) is entered into as of March 5, 2007, by MEGGITT PLC, a public limited company organized under the laws of England and Wales (“Guarantor”) in favor of and for the benefit of K & F INDUSTRIES HOLDINGS, INC., a Delaware corporation (the “Company”).
JOINT FILING AGREEMENTJoint Filing Agreement • March 14th, 2007 • Meggitt USA Inc • Aircraft parts & auxiliary equipment, nec
Pursuant to Rule 13d-1(k)(1) of the Securities and Exchange Commission under the Securities and Exchange Act of 1934, as amended, each of the undersigned agrees that the statement on Schedule 13D filed herewith shall be filed on behalf of each of the undersigned.
August 23, 2006 First Source Financial LLP and OFSI Fund II, LLC (f/k/a Special Situations Opportunity Fund I, LLC) c/o Orchard First Source Capital, Inc. 2850 West Golf Road Rolling Meadows, IL 60008 Gentlemen: Reference is made to that certain...Merger Agreement • September 5th, 2006 • Meggitt USA Inc • Services-management consulting services • Delaware
