hhgregg, Inc. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • July 21st, 2009 • Hhgregg, Inc. • Retail-radio, tv & consumer electronics stores • New York
hhgregg, Inc. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • June 29th, 2007 • Hhgregg, Inc. • Retail-radio, tv & consumer electronics stores • New York
GREGG APPLIANCES, INC., as Issuer, HHG DISTRIBUTING, LLC, as Subsidiary Guarantor, and WELLS FARGO BANK, NATIONAL ASSOCIATION as Trustee Indenture Dated as of February 3, 2005 9% Senior Notes due 2013Indenture • April 18th, 2007 • Hhgregg, Inc. • New York
INDENTURE, dated as of February 3, 2005, among GREGG APPLIANCES, INC., an Indiana corporation (the “Company”), HHG DISTRIBUTING, LLC, an Indiana limited liability company (“Subsidiary Guarantor”), and Wells Fargo Bank, National Association, as Trustee.
INDEMNITY AGREEMENTIndemnity Agreement • June 3rd, 2008 • Hhgregg, Inc. • Retail-radio, tv & consumer electronics stores • Delaware
This Indemnification Agreement (“Agreement”) is made as of , 2008 by and between hhgregg, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
EMPLOYMENT AGREEMENTEmployment Agreement • January 3rd, 2017 • Hhgregg, Inc. • Retail-radio, tv & consumer electronics stores • Indiana
This EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into as of January 2, 2017 (“Effective Date”), by and between Gregg Appliances, Inc. (“Company”), and Aaron Trahan (“Executive”). Executive desires to be employed or to continue to be employed by the Company. The Company desires to employ or to continue to employ Executive provided it is afforded the protections of this Agreement. In consideration of the foregoing, the Company’s employment of Executive, and the promises and covenants contained in this Agreement, the Company and Executive agree as follows:
AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT by and among GREGG APPLIANCES, INC. as Borrower HHG DISTRIBUTING, LLC as Guarantor WACHOVIA CAPITAL FINANCE CORPORATION (CENTRAL) as Administrative Agent and Collateral Agent WACHOVIA CAPITAL MARKETS...Loan and Security Agreement • July 27th, 2007 • Hhgregg, Inc. • Retail-radio, tv & consumer electronics stores • New York
This Amended and Restated Loan and Security Agreement, dated July 25, 2007 (the “Agreement”), is entered into by and among Gregg Appliances, Inc. an Indiana corporation (“Borrower”), HHG Distributing, LLC, an Indiana limited liability company (“HHG”), the parties hereto from time to time as lenders, whether by execution of this Agreement or an Assignment and Acceptance (each individually, a “Lender” and collectively, “Lenders”), Wachovia Capital Finance Corporation (Central), an Illinois corporation (“Wachovia”), formerly known as Congress Financial Corporation (Central), in its capacity as administrative agent and collateral agent for Lenders (in such capacity “Agent”), Wachovia Capital Markets LLC, a Delaware limited liability company, in its capacity as sole lead arranger and bookrunner for the credit facility (in such capacity, “Lead Arranger”), and Wachovia Bank, National Association, in is capacity as syndication agent for the credit facility (in such capacity, “Syndication Agent
EMPLOYMENT AGREEMENTEmployment Agreement • April 18th, 2007 • Hhgregg, Inc.
THIS AGREEMENT is entered into as of October 19, 2004 between Gregg Appliances, Inc., an Indiana corporation (the “Company”), and Jerry W. Throgmartin (“Executive”).
AMENDED AND RESTATED INDEMNITY AGREEMENTIndemnity Agreement • November 2nd, 2012 • Hhgregg, Inc. • Retail-radio, tv & consumer electronics stores • Delaware
This Amended and Restated Indemnification Agreement (“Agreement”) is made as of October 25, 2012 by and between hhgregg, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
AGREEMENT AND PLAN OF MERGER BY AND AMONG GREGG INVESTMENT CORPORATION, LLC GIC CORPORATION, GREGG APPLIANCES, INC. AND THE SELLERS NAMED HEREINAgreement and Plan of Merger • April 18th, 2007 • Hhgregg, Inc. • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made this 19th day of October, 2004 (the “Execution Date”), by and among Gregg Investment Corporation, LLC, a Delaware limited liability company (“Investor”), GIC Corporation, an Indiana corporation (the “Merger Sub”), Gregg Appliances, Inc., an Indiana corporation (the “Company”), and Jerry W. Throgmartin, Gregg William Throgmartin (on his own behalf and as trustee for the Jerry W. Throgmartin Charitable Trust and the Jerry W. Throgmartin Irrevocable Trust for the benefit of Christy and Nicky Throgmartin), Kelli Throgmartin Ball, Sandra M. Throgmartin, Janice K. Malone, Monica L. Adams, William G. Throgmartin and Dennis L. May, each an individual residing in the State of Indiana, (collectively, the “Sellers” and each individually, a “Seller”).
AMENDMENT NO. 1 AND JOINDER TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • September 16th, 2009 • Hhgregg, Inc. • Retail-radio, tv & consumer electronics stores • New York
This AMENDMENT NO. 1 AND JOINDER TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of September 15, 2009 is by and among the financial institutions listed on the signature pages hereto as existing lenders (the “Existing Lenders”), the financial institutions listed on the signature hereto as incremental lenders (the “Incremental Lenders”, and together with the Existing Lenders, the “Lenders”), Wachovia Capital Finance Corporation (Central), as administrative agent and collateral agent for the Lenders (“Agent”), and Gregg Appliances, Inc., an Indiana corporation (“Borrower”).
AMENDMENT NO. 1 TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 18th, 2007 • Hhgregg, Inc. • New York
This AMENDMENT NO. 1 TO LOAN AND SECURITY AGREEMENT (this “Amendment”), dated as of February 13, 2006, is entered into by and among Gregg Appliances, Inc., an Indiana corporation (“Borrower”), HHG Distributing, LLC, an Indiana limited liability company (“Guarantor”), the financial institutions from time to time parties to the Loan Agreement (as hereinafter defined) as lenders (individually, each a “Lender” and collectively, “Lenders”), and Wachovia Capital Finance Corporation (Central), formerly known as Congress Financial Corporation (Central), as agent for Lenders (in such capacity, “Agent”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • April 18th, 2007 • Hhgregg, Inc.
THIS AMENDMENT to Employment Agreement (this “Amendment”), dated as of April 12, 2007, is made by and among Gregg Appliances, Inc., an Indiana corporation (“Gregg Appliances”), hhgregg, Inc., a Delaware corporation (“hhgregg”), and Jerry W. Throgmartin (“Executive”).
STOCKHOLDERS AGREEMENT by and among FS EQUITY PARTNERS V, L.P., GREGG INVESTMENT CORPORATION, LLC, JERRY W. THROGMARTIN, GREGG WILLIAM THROGMARTIN, DENNIS L. MAY, AND GREGG APPLIANCES, INC. February 3, 2005Stockholders Agreement • April 18th, 2007 • Hhgregg, Inc. • Delaware
THIS STOCKHOLDERS AGREEMENT (this “Agreement”) is made and entered into as of February 3, 2005 by and among Gregg Appliances, Inc., an Indiana corporation (the “Company”), Gregg Investment Corporation, LLC, a Delaware limited liability company (the “Investor”), FS Equity Partners V, L.P., a Delaware limited partnership and the sole member of Investor (“FSEP V” and, collectively with Investor, the “Investor Parties”), and Jerry W. Throgmartin, Gregg William Throgmartin, and Dennis L. May (each of such three individuals, an “Existing Stockholder” and, collectively, the “Existing Stockholders”).
AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENTEmployment Agreement • December 18th, 2015 • Hhgregg, Inc. • Retail-radio, tv & consumer electronics stores
This AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT (this “Amendment No. 1”) is entered into as of January 1, 2016 (the “Effective Date”) by and between Gregg Appliances, Inc., an Indiana corporation (the “Company”) and Robert Riesbeck (“Executive”). The Company and Executive are referred to herein as the “parties.”
CREDIT AGREEMENT dated as of July 25, 2007, by and among GREGG APPLIANCES, INC., as Borrower, the Lenders referred to herein, and WACHOVIA BANK, NATIONAL ASSOCIATION, as Administrative Agent WACHOVIA CAPITAL MARKETS, LLC as Sole Lead Arranger and Sole...Credit Agreement • May 26th, 2011 • Hhgregg, Inc. • Retail-radio, tv & consumer electronics stores • New York
CREDIT AGREEMENT, dated as of July 25, 2007 by and among GREGG APPLIANCES, INC., an Indiana corporation (the “Borrower”), the lenders who are party to this Agreement pursuant to a Lender Addendum and the lenders who may become party to this Agreement (collectively, the “Lenders”) and WACHOVIA BANK, NATIONAL ASSOCIATION, a national banking association, as Administrative Agent for the Lenders.
AMENDMENT NO. 1 TO TRADEMARK COLLATERAL ASSIGNMENT AND SECURITY AGREEMENTSecurity Agreement • May 26th, 2011 • Hhgregg, Inc. • Retail-radio, tv & consumer electronics stores
THIS AMENDMENT NO. 1 TO TRADEMARK COLLATERAL ASSIGNMENT AND SECURITY AGREEMENT (this “Amendment”), dated as of March 29, 2011 is entered into between GREGG APPLIANCES, INC., an Indiana corporation (“Debtor”), and WELLS FARGO BANK, NATIONAL ASSOCIATION (successor in interest to Wachovia Bank, National Association successor in interest to Congress Financial Corporation (Central)), in its capacity as Secured party for Lenders (“Secured Party”).
GUARANTEEGuarantee • April 18th, 2007 • Hhgregg, Inc. • New York
THIS GUARANTEE, dated February 3, 2005 (as amended, modified, supplemented, extended, renewed, restated or replaced, this “Guarantee”), is by HHG DISTRIBUTING, LLC, an Indiana limited liability company (“Guarantor”), with its chief executive office at 4151 East 96th Street, Indianapolis, Indiana 46240, in favor of CONGRESS FINANCIAL CORPORATION (CENTRAL), an Illinois corporation, as administrative agent for the Lenders described below (in such capacity, together with its successors and assigns, “Agent”), having an office at 150 South Wacker Drive, Chicago, Illinois 60606.
FIRST AMENDMENT TO STOCKHOLDERS AGREEMENTStockholders Agreement • April 18th, 2007 • Hhgregg, Inc. • Delaware
This First Amendment to Stockholders Agreement (this “Amendment”), dated as of March 8, 2005, relates to the Stockholders Agreement (as amended and in effect from time to time, the “Stockholders Agreement”) by and among Gregg Appliances, Inc., an Indiana corporation (the “Company”), Gregg Investment Corporation, LLC, a Delaware limited liability company (the “Investor”), FS Equity Partners V, L.P., a Delaware limited partnership (“FSEP V”), Jerry W. Throgmartin, Gregg William Throgmartin and Dennis L. May.
STOCK SUBSCRIPTION AGREEMENTStock Subscription Agreement • July 16th, 2009 • Hhgregg, Inc. • Retail-radio, tv & consumer electronics stores • New York
This Stock Subscription Agreement (this “Agreement”) is made as of July 15, 2009, between hhgregg, Inc., a Delaware corporation (the “Company”), and the undersigned investors (collectively, the “Subscriber”).
TRADEMARK COLLATERAL ASSIGNMENT AND SECURITY AGREEMENTTrademark Collateral Assignment and Security Agreement • April 18th, 2007 • Hhgregg, Inc. • New York
THIS TRADEMARK COLLATERAL ASSIGNMENT AND SECURITY AGREEMENT, dated February 3, 2005 (as amended, modified, supplemented, restated or replaced, this “Trademark Security Agreement”), is by and between GREGG APPLIANCES, INC., an Indiana corporation (“Debtor”), with its chief executive office at 4151 East 96th Street, Indianapolis, Indiana 46240, and CONGRESS FINANCIAL CORPORATION (CENTRAL), an Illinois corporation, in its capacity as agent for the Lenders described below (in such capacity, “Secured Party”), having an office at 150 South Wacker Drive, Chicago, Illinois 60606.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 18th, 2007 • Hhgregg, Inc. • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of February 3, 2005 by and among Gregg Appliances, Inc., an Indiana corporation (the “Company”), Gregg Investment Corporation, LLC, a Delaware limited liability company (the “Investor”), and Jerry W. Throgmartin, Gregg William Throgmartin, and Dennis L. May (each of such three individuals, an “Existing Stockholder” and, collectively, the “Existing Stockholders”).
AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENTEmployment Agreement • December 18th, 2015 • Hhgregg, Inc. • Retail-radio, tv & consumer electronics stores
This AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT (this “Amendment No. 1”) is entered into as of January 1, 2016 (the “Effective Date”) by and between Gregg Appliances, Inc., an Indiana corporation (the “Company”) and Trent Taylor (“Executive”). The Company and Executive are referred to herein as the “parties.”
FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • April 18th, 2007 • Hhgregg, Inc. • Delaware
This FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER (this “Amendment”) is made as of this 13th day of January 2005, by and among Gregg Investment Corporation, LLC, a Delaware limited liability company (“Investor”), GIC Corporation, an Indiana corporation (the “Merger Sub”), Gregg Appliances, Inc., an Indiana corporation (the “Company”), and Jerry W. Throgmartin, Gregg William Throgmartin (on his own behalf and as trustee for the Jerry W. Throgmartin Charitable Trust and the Jerry W. Throgmartin Irrevocable Trust for the benefit of Christy and Nicky Throgmartin), Kelli Throgmartin Ball, Sandra M. Throgmartin, Janice K. Malone, Monica L. Adams, William G. Throgmartin and Dennis L. May, each an individual residing in the State of Indiana, (collectively, the “Sellers” and each individually, a “Seller”). Capitalized terms used in this Amendment and not otherwise defined herein shall have the meanings ascribed to them in the Merger Agreement (as defined below).
SEVERANCE AGREEMENTSeverance Agreement • April 18th, 2007 • Hhgregg, Inc.
THIS AGREEMENT is entered into as of October 25, 2005 between Gregg Appliances, Inc., an Indiana corporation (the “Company”), and Donald J. B. Van der Wiel (“Executive”).
APPLIANCES & ELECTRONICS Compensation AgreementCompensation Agreement • April 18th, 2007 • Hhgregg, Inc.
[Involuntary termination of employment prior to 5 years will result in early payout of Stay On Incentive; Voluntary termination will result in forfeiture]
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • April 18th, 2007 • Hhgregg, Inc. • New York
THIS PLEDGE AND SECURITY AGREEMENT, dated as of February 3, 2005 (as amended, modified, supplemented, restated or replaced, this “Pledge Agreement”), is by GREGG APPLIANCES, INC., an Indiana corporation (“Pledgor”), to and in favor of CONGRESS FINANCIAL CORPORATION (CENTRAL), an Illinois corporation, in its capacity as agent for the Lenders described below (in such capacity, together with its successors and assigns, “Pledgee”).
GUARANTEEHhgregg, Inc. • April 18th, 2007
For value received, each Subsidiary Guarantor (which term includes any successor Person under the Indenture) hereby fully and unconditionally, jointly and severally, guarantees on a senior basis (the “Subsidiary Guarantee”) (i) the due and punctual payment of the principal of and interest on the Notes, whether at maturity, by acceleration or otherwise, the due and punctual payment of interest on the overdue principal and interest, if any, on the Notes, to the extent lawful, and the due and punctual performance of all other obligations of the Company to the Holders or the Trustee all in accordance with the terms set forth in Article Eleven of the Indenture (as defined below) and (ii) in case of any extension of time of payment or renewal of any Notes or any such other obligations, that the same shall be promptly paid in full when due or performed in accordance with the terms of the extension or renewal, whether at stated maturity, by acceleration or otherwise. This Guarantee shall becom
ContractHhgregg, Inc. • April 18th, 2007 • New York
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION THEREFROM UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAWS.
February 3, 2005 Mr. W. Gerald Throgmartin Gregg Appliances, Inc.Hhgregg, Inc. • April 18th, 2007
AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENTEmployment Agreement • August 5th, 2016 • Hhgregg, Inc. • Retail-radio, tv & consumer electronics stores
This AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT (this “Amendment No. 2”) is entered into as of August 5, 2016 (the “Effective Date”) by and between Gregg Appliances, Inc., an Indiana corporation (the “Company”) and Robert Riesbeck (“Executive”). The Company and Executive are referred to herein as the “parties.”
COLLATERAL ASSIGNMENT OF MERGER AGREEMENTSHhgregg, Inc. • April 18th, 2007 • New York
THIS COLLATERAL ASSIGNMENT OF MERGER AGREEMENTS, dated February 3, 2005 (as amended, modified, supplemented, restated or replaced, this “Assignment”), is by GREGG APPLIANCES, INC., a Delaware corporation (“Assignor”), with its chief executive office at 4151 East 96th Street, Indianapolis, Indiana 46240, in favor of CONGRESS FINANCIAL CORPORATION (CENTRAL), an Illinois corporation, having an office at 150 South Wacker Drive, Chicago, Illinois 60606, in its capacity as agent (“Assignee”) pursuant to the Loan Agreement (as hereinafter defined) acting for and on behalf of the financial institutions which are parties thereto as lenders (each individually, a “Lender” and collectively, “Lenders”).
REGISTRATION RIGHTS AGREEMENT by and among FS EQUITY PARTNERS V, L.P. FS AFFILIATES V, L.P. CALIFORNIA STATE TEACHERS’ RETIREMENT SYSTEM A.S.F. CO- INVESTMENT PARTNERS II, L.P. THE JERRY W. THROGMARTIN 2007 GRANTOR RETAINED ANNUITY TRUST JERRY W....Registration Rights Agreement • April 18th, 2007 • Hhgregg, Inc. • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of April 12, 2007 by and among hhgregg, Inc., a Delaware corporation (the “Company”), FS Equity Partners V, L.P., a Delaware limited partnership (“FSEP V”), FS Affiliates V, L.P., a Delaware limited partnership (“FSA V”), California State Teachers’ Retirement System, a government pension plan (“Cal STRS”), A.S.F. Co-Investment Partners II, L.P., a Delaware limited partnership (“ASF”), the Jerry W. Throgmartin 2007 Grantor Retained Annuity Trust (the “J. Throgmartin Trust”), and Jerry W. Throgmartin, Gregg William Throgmartin, and Dennis L. May (the “Individual Stockholders” and, collectively with the J. Throgmartin Trust, FSA V, Cal STRS and ASF, the “Existing Stockholders”).
AMENDMENT NO. 3 TO EMPLOYMENT AGREEMENTEmployment Agreement • August 18th, 2009 • Hhgregg, Inc. • Retail-radio, tv & consumer electronics stores
THIS AMENDMENT NO. 3 TO EMPLOYMENT AGREEMENT (this “Amendment”) is made this 12th day of August, 2009 between Gregg Appliances, Inc., an Indiana corporation, hhgregg, Inc., a Delaware corporation, and Jerry W. Throgmartin (the “Executive”).
HHGREGG, INC. AGREEMENT TO TERMS OF ELECTION BY PARTICIPATING, YOU AGREE TO ALL TERMS OF THE OFFER AS SET FORTH IN THE OFFERING DOCUMENTS.Hhgregg, Inc. • April 2nd, 2013 • Retail-radio, tv & consumer electronics stores
If you would like to participate in this Offer, please indicate your election by checking the applicable boxes on the Election Form and Eligible Option Information Sheet and if submitting a paper Eligible Option Information Sheet and Election Form, please return the completed and signed Eligible Option Information Sheet and Election Form to Charles Young, our Chief Human Resources Officer at the Company via hand delivery, facsimile at (317) 816-6609 or electronic mail to Charlie.Young@hhgregg.com before 11:59 p.m., Eastern Daylight Savings Time, on April 29, 2013, unless the Offer is extended.
SUPPLEMENTAL INDENTURESupplemental Indenture • July 27th, 2007 • Hhgregg, Inc. • Retail-radio, tv & consumer electronics stores • New York
This Supplemental Indenture (this “Supplemental Indenture”), dated as of July 10, 2007, between Gregg Appliances, Inc., an Indiana corporation (the “Company”), HHG Distributing, LLC, as subsidiary guarantor (the “Subsidiary Guarantor”), and Wells Fargo Bank, National Association, as trustee under the Indenture referred to below (the “Trustee”).
