AMENDED AND RESTATED CREDIT AGREEMENT consisting of a Revolving Credit Facility, and Tranche B Term Loan Facility dated as of April 28, 2006, among AGA Medical Corporation, as Borrower AGA Medical Holdings, Inc. The Lenders Party Hereto from Time to...Credit Agreement • August 8th, 2008 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus • New York
This AMENDED AND RESTATED CREDIT AGREEMENT (the “Agreement”), dated as of April 28, 2006, among AGA MEDICAL CORPORATION, a Minnesota corporation, (the “Borrower”) AGA MEDICAL HOLDINGS, INC., a Delaware corporation (“Holdings”), LEHMAN COMMERCIAL PAPER INC., LEHMAN BROTHERS COMMERCIAL BANK, BANK OF AMERICA, N.A., CITICORP USA, INC., WACHOVIA BANK, NATIONAL ASSOCIATION, as lenders, and each of the other lenders party hereto from time to time (individually a “Lender”, and, collectively, the “Lenders”) LEHMAN BROTHERS INC. AND CITIGROUP GLOBAL MARKETS INC, as joint lead arrangers and joint bookrunners (in such capacity, the “Arrangers”), CITIGROUP GLOBAL MARKETS INC, as syndication agent (in such capacity, the “Syndication Agent”) and LEHMAN COMMERCIAL PAPER INC., as administrative agent (in such capacity, the “Administrative Agent”) amends and restates in its entirety the Existing Credit Agreement (as defined below).
AGA Medical Holdings, Inc. [ ] Shares Common Stock ($0.01 par value) Underwriting AgreementUnderwriting Agreement • October 13th, 2009 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus • New York
If (i) the Company issues an earnings release or material news, or a material event relating to the Company occurs, during the last 17 days of the lock-up period, or (ii) prior to the expiration of the lock-up period, the Company announces that it will release earnings results during the 16-day period beginning on the last day of the lock-up period, the restrictions imposed by this agreement shall continue to apply until the expiration of the 18-day period beginning on the issuance of the earnings release or the occurrence of the material news or material event, unless Merrill Lynch, Pierce, Fenner & Smith Incorporated waives, in writing, such extension. The undersigned hereby acknowledges that the Company has agreed in the Underwriting Agreement to provide written notice of any event that would result in an extension of the Lock-Up Period and agrees that any such notice properly delivered will be deemed to have given to, and received by, the undersigned.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 5th, 2009 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus • New York
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 24th, 2008 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus • New York
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT, dated as of April 21, 2008 (this “Agreement”), is by and among AGA MEDICAL HOLDINGS, INC., a Delaware corporation (the “Company”), WELSH, CARSON, ANDERSON & STOWE IX, L.P., a Delaware limited partnership (“WCAS”), WCAS CAPITAL PARTNERS IV, L.P., a Delaware limited partnership (“WCAS CP IV”), and each of the other individuals and entities from time to time named on Schedule I hereto under the heading “WCAS Investors” (together with WCAS IX and WCAS CP IV, each a “WCAS Investor” and collectively, the “WCAS Investors”), FRANCK L. GOUGEON (“Gougeon”), GOUGEON SHARES, LLC, a Minnesota limited liability company (the “Gougeon LLC”), and THE FRANCK L. GOUGEON REVOCABLE TRUST UNDER AGREEMENT DATED JUNE 28, 2006 (together with Gougeon and the Gougeon LLC, the “Gougeon Investors”). The WCAS Investors and the Gougeon Investors are referred to herein, each as an “Investor” and collectively, as the “Investors”.
EMPLOYMENT AGREEMENTEmployment Agreement • August 8th, 2008 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus
AGREEMENT made an entered into by and between AGA Medical Corporation, a Minnesota corporation (the “Company”), and Ronald Lund of 9002 Riley Lake Rd., Eden Prairie, MN 55347 (the “Executive”), effective as of the 1st day of July, 2008 (the “Effective Date”).
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION among ST. JUDE MEDICAL, INC., ASTEROID SUBSIDIARY CORPORATION and AGA MEDICAL HOLDINGS, INC. Dated as of October 15, 2010Merger Agreement • October 18th, 2010 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (this "Agreement"), dated as of October 15, 2010, between St. Jude Medical, Inc., a Minnesota corporation ("Parent"), Asteroid Subsidiary Corporation, a Delaware corporation and an indirect wholly owned Subsidiary of Parent ("Merger Sub") and AGA Medical Holdings, Inc., a Delaware corporation (the "Company").
THIRD AMENDED AND RESTATED STOCKHOLDERS AGREEMENTStockholders Agreement • October 20th, 2009 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
THIS THIRD AMENDED AND RESTATED STOCKHOLDERS AGREEMENT, dated as of October 20, 2009, is by and among AGA MEDICAL HOLDINGS, INC., a Delaware corporation (the “Company”), WELSH, CARSON, ANDERSON & STOWE IX, L.P., a Delaware limited partnership (“WCAS”), WCAS CAPITAL PARTNERS IV, L.P., a Delaware limited partnership (“WCAS CP IV”), each of the other individuals and entities from time to time named on Schedule I hereto under the heading “WCAS Stockholders” (together with WCAS and WCAS CP IV, each a “WCAS Stockholder” and collectively, the “WCAS Stockholders”), FRANCK L. GOUGEON (“Gougeon”), GOUGEON SHARES, LLC, a Minnesota limited liability company (the “Gougeon LLC”), and THE FRANCK L. GOUGEON REVOCABLE TRUST UNDER AGREEMENT DATED JUNE 28, 2006 (the “Gougeon Trust”; and together with Gougeon and the Gougeon LLC, each a “Gougeon Stockholder” and collectively, the “Gougeon Stockholders”, and together with the WCAS Stockholders, each a “Stockholder” and collectively, the “Stockholders”).
Restricted Stock Unit Award AgreementRestricted Stock Unit Award Agreement • March 4th, 2010 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus • Minnesota
THIS AWARD AGREEMENT, effective the Grant Date specified below, represents the grant of stock-settled restricted stock units (“RSUs”) by AGA Medical Holdings, Inc. (the “Company”), to the Participant named below, pursuant to the provisions of the AGA Medical Holdings, Inc. 2008 Equity Incentive Plan (the “Plan”).
UNITED STATES DISTRICT COURT FOR THE DISTRICT OF MINNESOTADeferred Prosecution Agreement • August 8th, 2008 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus
RESEARCH AGREEMENTResearch Agreement • October 10th, 2008 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus • Minnesota
THIS INTERIM RESEARCH AGREEMENT (the “Agreement”), made and entered into as of this 23rd day of December, 2005, is by and between AGA MEDICAL CORPORATION, a Minnesota corporation (the “Company”), and DR. KURT AMPLATZ (“Researcher”).
WAIVER AND CONSENT UNDER SECURITIES PURCHASE AGREEMENTWaiver and Consent • October 20th, 2009 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus
This waiver shall not constitute a waiver of any provision of the Securities Purchase Agreement not expressly referred to herein and shall not be construed as waiver of or consent to any further or future action on the part of the Company that would require a waiver or consent of the Purchaser. Except as expressly waived hereby, all the terms, provisions and conditions of the Securities Purchase Agreement are and shall remain unchanged and shall continue in full force and effect. This waiver shall be governed by and construed in accordance with the laws of the State of New York.
SECOND AMENDMENT TO AMENDED AND RESTATED STOCKHOLDERS AGREEMENTStockholders Agreement • June 5th, 2009 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
THIS SECOND AMENDMENT TO AMENDED AND RESTATED STOCKHOLDERS AGREEMENT, dated as of January 5, 2009 (this “Amendment”), is by and among AGA MEDICAL HOLDINGS, INC., a Delaware corporation (the “Company”), WELSH, CARSON, ANDERSON & STOWE IX, L.P., a Delaware limited partnership (“WCAS”), FRANCK L. GOUGEON (“Gougeon”), GOUGEON SHARES LLC, a Minnesota limited liability company (the “Gougeon LLC”), and the FRANCK L. GOUGEON REVOCABLE TRUST UNDER AGREEMENT DATED JUNE 28, 2006 (together with Gougeon and the Gougeon LLC, the “Gougeon Stockholders”), amending that certain Amended and Restated Stockholders Agreement, dated as of April 21, 2008, by and among the Company, WCAS, the Gougeon Stockholders and the other individuals and entities party thereto, as first amended as of June 20, 2008 (the “Stockholders Agreement”). Capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Stockholders Agreement.
FIRST AMENDMENT TO AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 5th, 2009 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
THIS FIRST AMENDMENT TO AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT, dated as of January 5, 2009 (this “Amendment”), is by and between AGA MEDICAL HOLDINGS, INC., a Delaware corporation (the “Company”) and WELSH, CARSON, ANDERSON & STOWE IX, L.P., a Delaware limited partnership (“WCAS”), amending that certain Amended and Restated Registration Rights Agreement, dated as of April 21, 2008, by and among the Company, WCAS, the Gougeon Stockholders and the other individuals and entities party thereto (the “Registration Rights Agreement”). Capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Registration Rights Agreement.
RESEARCH AGREEMENT AMENDMENTResearch Agreement • November 9th, 2010 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus
THIS RESEARCH AGREEMENT AMENDMENT (the “Amendment”), made and entered into as of this 23th day of August, 2010, is by and between AGA MEDICAL CORPORATION, a Minnesota corporation (the “Company”), and DR. KURT AMPLATZ (“Researcher”).
Stock Option Award AgreementStock Option Award Agreement • March 4th, 2010 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus • Minnesota
THIS AWARD AGREEMENT, effective the Grant Date specified below, represents the grant of [a nonqualified/an incentive] stock option (“Option”) by AGA Medical Holdings, Inc. (the “Company”), to the Participant named below, pursuant to the provisions of the AGA Medical Holdings, Inc. 2008 Equity Incentive Plan (the “Plan”). Capitalized terms herein shall have the definitions as set forth in the Plan.
QUIT CLAIM ASSIGNMENTQuit Claim Assignment • November 24th, 2008 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus
Whereas, I, Curtis Amplatz, a citizen of the United States of America residing at 1200 Juno Ave., St. Paul, Minnesota 551116, am a named inventor of the inventions disclosed and claimed in U.S. Patent Nos. 5,725,552 and 6,123,715; am a named licensor in a License Agreement between Microvena Corporation and Frank Kotula, Kurt Amplatz and Curtis Amplatz (dated November 7, 1994 and executed by me on November 7, 1994); am a named inventor on a Royalty Agreement between AGA Medical Corporation and Frank Kotula, Curtis Amplatz (dated April 22, 1996 and executed by me on May 8, 1996); and am a named assignor of the Assignment executed by me on May 8, 1996 and recorded in the Patent and Trademark Office reel 7996, frame 0869 on May 14, 1996.
AMENDED AND RESTATED CREDIT AGREEMENT consisting of a Revolving Credit Facility, and Tranche B Term Loan Facility dated as of April 28, 2006, among AGA Medical Corporation, as Borrower AGA Medical Holdings, Inc. The Lenders Party Hereto from Time to...Credit Agreement • July 20th, 2009 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus • New York
This AMENDED AND RESTATED CREDIT AGREEMENT (the “Agreement”), dated as of April 28, 2006, among AGA MEDICAL CORPORATION, a Minnesota corporation, (the “Borrower”) AGA MEDICAL HOLDINGS, INC., a Delaware corporation (“Holdings”), LEHMAN COMMERCIAL PAPER INC., LEHMAN BROTHERS COMMERCIAL BANK, BANK OF AMERICA, N.A., CITICORP USA, INC., WACHOVIA BANK, NATIONAL ASSOCIATION, as lenders, and each of the other lenders party hereto from time to time (individually a “Lender”, and, collectively, the “Lenders”) LEHMAN BROTHERS INC. AND CITIGROUP GLOBAL MARKETS INC, as joint lead arrangers and joint bookrunners (in such capacity, the “Arrangers”), CITIGROUP GLOBAL MARKETS INC, as syndication agent (in such capacity, the “Syndication Agent”) and LEHMAN COMMERCIAL PAPER INC., as administrative agent (in such capacity, the “Administrative Agent”) amends and restates in its entirety the Existing Credit Agreement (as defined below).
INDEPENDENT CONTRACTOR AGREEMENTIndependent Contractor Agreement • August 8th, 2008 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus • Minnesota
THIS INDEPENDENT CONTRACTOR AGREEMENT (“Agreement”) is entered into by and among AGA Medical Corporation, a Minnesota corporation, with its principal office located at 5050 Nathan Lane North, Plymouth, MN 55442 (the “Company”), and Ronald Lund, residing at 9002 Riley Lake Rd., Eden Prairie, MN 55347, and Ronald E. Lund, LLC, a Minnesota limited liability of which Ronald Lund is the sole owner (individually and collectively, the “Contractor”), effective as of the 1st day of June, 2007 (the “Effective Date”).
AMENDED AND RESTATED STOCK PURCHASE AGREEMENTStock Purchase Agreement • August 8th, 2008 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus • New York
This AMENDED AND RESTATED STOCK PURCHASE AGREEMENT, dated as of July 28, 2005 (as amended or otherwise modified, the “Agreement”), is between WELSH, CARSON, ANDERSON & STOWE IX, L.P., a Delaware limited partnership (“WCAS IX”), the co-investors of WCAS IX listed on the signature pages hereto (collectively with WCAS IX, the “Investors”), Franck L. Gougeon (“Gougeon”), and AGA MEDICAL CORPORATION, a Minnesota corporation (the “Company”).
CONSENT TO ASSIGNMENT OF ROYALTY AGREEMENTSConsent to Assignment of Royalty Agreements • September 10th, 2008 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus
WHEREAS, AGA Medical Corporation (“AGA”) and Curtis Amplatz, (“C. Amplatz”), a resident of the State of Nevada, are parties to a Royalty Agreement, dated as of April 22, 1996 (a copy of which is attached hereto as Exhibit A) and a Royalty Agreement, dated as of November 22, 2000 (a copy of which is attached hereto as Exhibit B). Both agreements are collectively referred to herein as the “Agreements.”
CONSULTING AGREEMENTConsulting Agreement • August 8th, 2008 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus • Minnesota
THIS CONSULTING AGREEMENT (“Agreement”) is entered into by and between AGA Medical Corporation, a Minnesota corporation, with its principal office located at 5050 Nathan Lane North, Plymouth, MN 55442 (“Company”), and Franck L. Gougeon, residing at 4729 Annaway Drive, Edina, Minnesota 55436 (“Consultant”), effective as of this 20th day of June, 2008 (“Effective Date”).
AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 8th, 2008 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus • New York
This AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT, dated as of April 28, 2006 (the “Amendment”), by and among AGA MEDICAL CORPORATION, a Minnesota corporation (the “Company”) and WCAS CAPITAL PARTNERS IV, L.P., a Delaware limited partnership (the “Purchaser”). Capitalized terms used herein and not otherwise defined shall have the meaning assigned to such term in the Securities Purchase Agreement (as defined below).
TRANSITION AGREEMENTTransition Agreement • August 8th, 2008 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus • Minnesota
THIS TRANSITION AGREEMENT (“Agreement”) is made and entered into by and between AGA Medical Corporation, a Minnesota corporation (“Company”) and Franck L. Gougeon, residing at 4729 Annaway Drive, Edina, Minnesota 55436 (“Executive”), as of this 20th day of June, 2008.
Memorandum of UnderstandingMemorandum of Understanding • August 8th, 2008 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus
Whereas, Secretary Tommy Thompson (“Secretary Thompson”) and AGA Medical Corporation (“AGA”) entered into that certain Term Sheet, dated July 28, 2005, which provides for Secretary Thompson’s service as the Non-Executive Chairman of AGA; and
ContractSale and Purchase Agreement • August 31st, 2009 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus
[Explanatory note: Certain schedules and similar attachments have been omitted pursuant to Item 601(b)(2) of Regulation S-K. The Registrant will furnish supplementally of any such schedule on similar attachment to the securities and Exchange Commission upon request.]
TENDER AND VOTING AGREEMENTTender and Voting Agreement • October 18th, 2010 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
TENDER AND VOTING AGREEMENT, dated as of October 15, 2010 (this "Agreement"), among St. Jude Medical, Inc., a Minnesota corporation ("Parent") and the stockholders of AGA Medical Holdings, Inc., a Delaware corporation (the "Company") listed on Schedule A hereto (each, a "Stockholder" and, collectively, the "Stockholders").
RESEARCH AGREEMENTResearch Agreement • August 8th, 2008 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus • Minnesota
THIS INTERIM RESEARCH AGREEMENT (the “Agreement”), made and entered into as of this 23rd day of December, 2005, is by and between AGA MEDICAL CORPORATION, a Minnesota corporation (the “Company”), and DR. KURT AMPLATZ (“Researcher”).
AMENDMENT NO. 2 TO AMENDED AND RESTATED STOCK PURCHASE AGREEMENT AND RELEASEStock Purchase Agreement • August 8th, 2008 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus • New York
THIS AMENDMENT NO. 2 TO AMENDED AND RESTATED STOCK PURCHASE AGREEMENT AND RELEASE, dated as of June 20, 2008 (this “Amendment and Release”), is by and among AGA MEDICAL CORPORATION, a Minnesota corporation (the “Company”), WELSH, CARSON, ANDERSON & STOWE IX, L.P., a Delaware limited partnership (“WCAS IX”), the co-investors of WCAS IX listed on the signature pages hereto (together with WCAS IX, the “WCAS Investors”) and FRANCK L. GOUGEON (“Gougeon”), further amending that certain Amended and Restated Stock Purchase Agreement, dated as of July 28, 2005, between WCAS IX, certain co-investors of WCAS IX listed on the signature pages thereto, the Company, and Gougeon (as amended by that certain Omnibus Amendment Agreement, dated as of April 28, 2006, by and among AGA Medical Holdings, Inc., the Company, WCAS IX and Gougeon, the “Purchase Agreement”) and releasing certain claims against Gougeon thereunder. Capitalized terms used herein and not otherwise defined shall have the respective mea
SECOND AMENDMENT TO AMENDED AND RESTATED STOCKHOLDERS AGREEMENTStockholders Agreement • July 20th, 2009 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
THIS SECOND AMENDMENT TO AMENDED AND RESTATED STOCKHOLDERS AGREEMENT, dated as of January 5, 2009 (this “Amendment”), is by and among AGA MEDICAL HOLDINGS, INC., a Delaware corporation (the “Company”), WELSH, CARSON, ANDERSON & STOWE IX, L.P., a Delaware limited partnership (“WCAS”), FRANCK L. GOUGEON (“Gougeon”), GOUGEON SHARES LLC, a Minnesota limited liability company (the “Gougeon LLC”), and the FRANCK L. GOUGEON REVOCABLE TRUST UNDER AGREEMENT DATED JUNE 28, 2006 (together with Gougeon and the Gougeon LLC, the “Gougeon Stockholders”), amending that certain Amended and Restated Stockholders Agreement, dated as of April 21, 2008, by and among the Company, WCAS, the Gougeon Stockholders and the other individuals and entities party thereto, as first amended as of June 20, 2008 (the “Stockholders Agreement”). Capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Stockholders Agreement.
OMNIBUS AMENDMENT AGREEMENTOmnibus Amendment Agreement • August 8th, 2008 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus • New York
This OMNIBUS AMENDMENT AGREEMENT, dated as of April 28, 2006, by and among AGA MEDICAL HOLDINGS, INC., a Delaware corporation (the “Company”), AGA MEDICAL CORPORATION, a Minnesota corporation (“AGA”), WELSH, CARSON, ANDERSON & STOWE IX, L.P., a Delaware limited partnership (“WCAS”), and FRANCK L. GOUGEON (“Gougeon”), constitutes Amendment No. 1 to that certain Amended and Restated Stock Purchase Agreement, dated as of July 28, 2005 (the “Purchase Agreement”), by and among AGA, WCAS, Gougeon and the other parties thereto, and Amendment No. 1 to that certain Stockholders Agreement, dated as of July 28, 2005 (the “Stockholders Agreement”), by and among the Company, WCAS, Gougeon and the other stockholders referred to therein.
ROYALTY AGREEMENTRoyalty Agreement • September 10th, 2008 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus • Minnesota
ROYALTY AGREEMENTRoyalty Agreement • September 10th, 2008 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus • Minnesota
INCREMENTAL FACILITY AMENDMENT/ SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT AND JOINDERCredit Agreement • August 4th, 2010 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus • New York
THIS SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT AND JOINDER (the “Incremental Facility Amendment”) dated as of August 3, 2010 is by and among AGA MEDICAL HOLDINGS, INC., a Delaware corporation (“Holdings”), AGA MEDICAL CORPORATION, a Minnesota corporation (the “Borrower”), each of the other Loan Parties (as defined in the Existing Credit Agreement defined below), each of the financial institutions identified on the signature pages hereto as a New Revolving Lender (collectively, the “New Revolving Lenders” and each individually a “New Revolving Lender”), and BANK OF AMERICA, N.A., as administrative agent for the Lenders (defined below) (the “Administrative Agent”).
AMENDED AND RESTATED STOCK PURCHASE AGREEMENTStock Purchase Agreement • July 20th, 2009 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus • New York
This AMENDED AND RESTATED STOCK PURCHASE AGREEMENT, dated as of July 28, 2005 (as amended or otherwise modified, the “Agreement”), is between WELSH, CARSON, ANDERSON & STOWE IX, L.P., a Delaware limited partnership (“WCAS IX”), the co-investors of WCAS IX listed on the signature pages hereto (collectively with WCAS IX, the “Investors”), Franck L. Gougeon (“Gougeon”), and AGA MEDICAL CORPORATION, a Minnesota corporation (the “Company”).
REFORMATION AGREEMENTReformation Agreement • June 5th, 2009 • AGA Medical Holdings, Inc. • Electromedical & electrotherapeutic apparatus
This Reformation Agreement (“Agreement”) is made an entered into by and between AGA Medical Corporation, a Minnesota corporation (the “Company”), and Ronald Lund of 9002 Riley Lake Rd., Eden Prairie, MN 55347 (the “Executive”), dated as of the 30th day of December, 2008.
