Edgen Group Inc. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • April 20th, 2012 • Edgen Group Inc. • Wholesale-metals service centers & offices • New York
AMENDED AND RESTATED CREDIT AGREEMENT dated as of May 2, 2012, among BOURLAND & LEVERICH SUPPLY CO. LLC, as Borrower and THE OTHER GUARANTORS PARTY HERETO, as Guarantors and THE LENDERS PARTY HERETO, and REGIONS BANK as Administrative Agent and...Credit Agreement • May 2nd, 2012 • Edgen Group Inc. • Wholesale-metals service centers & offices • New York
This AMENDED AND RESTATED CREDIT AGREEMENT (as amended, supplemented or otherwise modified from time to time, this “Agreement”), dated as of May 2, 2012, among BOURLAND & LEVERICH SUPPLY CO. LLC, a Delaware limited liability company (“Borrower”), the Subsidiary Guarantors (such term and each other capitalized term used but not defined herein having the meaning given to it in Article I), the Lenders, REGIONS BANK, as administrative agent for the Lenders (in such capacity, the “Administrative Agent”), REGIONS BANK and RBS BUSINESS CAPITAL, a division of RBS Asset Finance, Inc. (“RBS”), as co-collateral agents for the Secured Parties (in such capacity, individually a “Collateral Agent” and collectively, the “Collateral Agents”), REGIONS BANK, as swingline lender (in such capacity, the “Swingline Lender”) for the Lenders, and REGIONS BANK, as issuing bank for the Lenders (in such capacity, the “Issuing Bank”).
EDGEN GROUP INC. FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • January 30th, 2013 • Edgen Group Inc. • Wholesale-metals service centers & offices • Delaware
This INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of January 28, 2013, between Edgen Group Inc., a Delaware corporation (the “Company”) and John J. Kennedy (“Indemnitee”). Except as otherwise indicated herein, capitalized terms used herein are defined in Section 1 hereof.
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • December 29th, 2011 • Edgen Group Inc. • Louisiana
AMENDED AND RESTATED EMPLOYMENT AGREEMENT effective as of the 1st day of January 2005 (the “Effective Date”), by and between DAVID L. LAXTON, III, an individual whose address is 7944 Wrenwood Blvd, Unit A, Baton Rouge, Louisiana 70809 (the “Executive”), EDGEN LOUISIANA CORPORATION, a Louisiana corporation (“EDGEN” or the “Company”), and EDGEN CORPORATION, a Nevada corporation (“Parent”).
AGREEMENT AND PLAN OF MERGER among EDGEN GROUP INC. and SUMITOMO CORPORATION OF AMERICA and LOCHINVAR CORPORATION dated as of October 1, 2013Merger Agreement • October 1st, 2013 • Edgen Group Inc. • Wholesale-metals service centers & offices • Delaware
This Agreement and Plan of Merger (this “Agreement”), is entered into as of October 1, 2013, by and among Edgen Group Inc., a Delaware corporation (the “Company”), Sumitomo Corporation of America, a New York corporation (“Parent”), and Lochinvar Corporation, a Delaware corporation and a wholly-owned Subsidiary of Parent (“Merger Sub”). Capitalized terms used herein (including in the immediately preceding sentence) and not otherwise defined herein shall have the meanings set forth in Section 8.01 hereof.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 29th, 2011 • Edgen Group Inc. • New York
This REGISTRATION RIGHTS AGREEMENT dated December 23, 2009 (the “Agreement”) is entered into by and among Edgen Murray Corporation, a Nevada corporation (the “Company”), Edgen Murray II, L.P., a Delaware limited partnership (the “Guarantor”), and J.P. Morgan Securities Inc. (“JPMorgan”), Jefferies & Company, Inc., Barclays Capital Inc. and HSBC Securities (USA) Inc. (the “Initial Purchasers”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • December 29th, 2011 • Edgen Group Inc. • Louisiana
This AMENDED AND RESTATED AGREEMENT made as of the 30th day of April, 2004 by and between CRAIG S. KIEFER, an individual residing at 415 Carriage Creek Lane, Friendswood, TX 77546 (the “Executive”), EDGEN CARBON PRODUCTS GROUP, L.L.C., a Louisiana limited liability company (the “Company”), and EDGEN CORPORATION, a Nevada corporation (“Parent”).
LOAN PARTY JOINDER AGREEMENTLoan Party Joinder Agreement • December 29th, 2011 • Edgen Group Inc. • New York
THIS LOAN PARTY JOINDER AGREEMENT (this “Agreement”), dated as of February 16, 2010, is entered into between EMGH Limited, a company registered in England and Wales with registered number 7104164 (the “New Subsidiary”) and JPMORGAN CHASE BANK, N.A., in its capacity as administrative agent (the “Administrative Agent”) under that certain Credit Agreement, dated as of May 11, 2007 among Edgen Murray Corporation, Edgen Murray Canada Inc., Edgen Murray Europe Limited, Edgen Murray Pte., Ltd. (the “Borrowers”), the other Loan Parties party thereto, the Lenders party thereto, JPMORGAN CHASE BANK, N.A., in its capacity as Administrative Agent, US Collateral Agent and the Issuing Bank, JPMORGAN CHASE BANK, N.A., TORONTO BRANCH, as the Canadian Administrative Agent and the Canadian Collateral Agent, J.P. MORGAN EUROPE LIMITED, as the UK Administrative Agent and the UK Collateral Agent, and THE HONGKONG AND SHANGHAI BANKING CORPORATION LIMITED, as the Singapore Administrative Agent and the Singap
12 1/4% Senior Secured Notes due 2015Indenture • December 29th, 2011 • Edgen Group Inc. • New York
INDENTURE dated as of December 23, 2009, among EDGEN MURRAY CORPORATION, a Nevada corporation, as issuer (the “Company”), Edgen Murray II, L.P., a Delaware limited partnership, as a guarantor (“Holdings”) and the other GUARANTORS (as defined herein) from time to time parties hereto and THE BANK OF NEW YORK MELLON TRUST COMPANY, NATIONAL ASSOCIATION, as trustee (the “Trustee”).
GUARANTEE by MURRAY INTERNATIONAL METALS PTE. LIMITED in favour of STEELS (UK) QRS 16-58, INC of the obligations of MURRAY INTERNATIONAL METALS LIMITED in relation to Lease of Premises at Newbridge, Midlothian, ScotlandGuarantee • December 29th, 2011 • Edgen Group Inc.
MURRAY INTERNATIONAL METALS PTE. LIMITED (Company No. 200201097M) and having its Registered Office at 31 Tuas View Close, Singapore 637469 (herein called the Guarantor)
RECITALS:Credit Agreement • March 8th, 2012 • Edgen Group Inc. • Wholesale-metals service centers & offices • New York
This Compliance Certificate is furnished pursuant to that certain Credit Agreement dated as of May 11, 2007 (as amended, modified, renewed or extended from time to time, the “Agreement”) among Edgen Murray Corporation, Edgen Murray Canada Inc., Edgen Murray Europe Limited (the “Borrowers”), the other Loan Parties, the Lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent for the Lenders and as the Issuing Bank. Unless otherwise defined herein, capitalized terms used in this Compliance Certificate have the meanings ascribed thereto in the Agreement.
TAX RECEIVABLE AGREEMENTTax Receivable Agreement • May 10th, 2012 • Edgen Group Inc. • Wholesale-metals service centers & offices • Delaware
This TAX RECEIVABLE AGREEMENT (this “Agreement”) is dated as of May 2, 2012, by and between Edgen Group Inc., a Delaware corporation (“Edgen”), and Bourland & Leverich Holdings LLC, a Delaware limited liability company (“Partnership”). Unless otherwise defined herein, capitalized terms have the meaning given to them in Article I hereof.
EMPLOYMENT AGREEMENTEmployment Agreement • February 8th, 2012 • Edgen Group Inc. • Wholesale-metals service centers & offices • Louisiana
This Employment Agreement (“Agreement”) made as of the day of July 28, 2010, by and between Craig Kiefer (the “Executive”), and EDGEN MURRAY CORPORATION, a Nevada corporation (the “Company”).
INTERCREDITOR AGREEMENTIntercreditor Agreement • December 28th, 2012 • Edgen Group Inc. • Wholesale-metals service centers & offices • Nevada
This INTERCREDITOR AGREEMENT, dated as of December 20, 2012 (as amended, restated, renewed, extended, supplemented or otherwise modified from time to time this “Agreement”), is entered into by and among (1) EDGEN MURRAY CORPORATION, a Nevada corporation (“US Borrower”), (2) BOURLAND & LEVERICH SUPPLY CO. LLC, a Delaware limited liability company (“Additional US Borrower”), (3) EDGEN GROUP, INC., a Delaware corporation (“Parent”), (4) EDG HOLDCO LLC, a Delaware limited liability company (“EDG Holdco”), (5) EM HOLDINGS LLC, a Delaware limited liability company (“Holdings”), (6) BANK OF AMERICA, N.A., in its capacity as administrative agent and U.S. collateral agent for the Revolving Credit Obligations (“US Revolving Credit Collateral Agent”), (7) THE BANK OF NEW YORK MELLON TRUST COMPANY, N. A. in its capacity as collateral agent for the Notes Obligations (as defined below) (including its successors and assigns from time to time, “Notes Collateral Agent”), and (8) the other Persons party
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • December 29th, 2011 • Edgen Group Inc. • New York
THIS SECOND AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is executed as of the 8th day of August, 2007, by and among EDGEN MURRAY CORPORATION, a Nevada corporation (the “US Borrower”), EDGEN MURRAY CANADA INC., an Alberta corporation (the “Canadian Borrower”), EDGEN MURRAY EUROPE LIMITED, a limited company incorporated under the laws of England and Wales with registered number 01241058 (the “UK Borrower”), the other Loan Parties party hereto, the Lenders party hereto, JPMORGAN CHASE BANK, N.A., as the Administrative Agent, the US Collateral Agent and the Issuing Bank, JPMORGAN CHASE BANK, N.A., TORONTO BRANCH, as the Canadian Administrative Agent and the Canadian Collateral Agent, J.P. MORGAN EUROPE LIMITED, as the UK Administrative Agent and the UK Collateral Agent.
EMPLOYMENT AGREEMENTEmployment Agreement • May 10th, 2012 • Edgen Group Inc. • Wholesale-metals service centers & offices • Louisiana
THIS EMPLOYMENT AGREEMENT, dated as of the Effective Date (as defined below), is by and between Daniel J. O’Leary, an individual whose address is 17741 Brookcrest Avenue, Baton Rouge, Louisiana 70817 (the “Executive”), EDG Holdco LLC, a Delaware limited liability company (“EDGEN” or the “Company”) and Edgen Group Inc., a Delaware corporation (“Parent”).
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • December 29th, 2011 • Edgen Group Inc. • New York
THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is executed as of the 8th day of June, 2007, by and among EDGEN MURRAY CORPORATION, a Nevada corporation (the “US Borrower”) EDGEN MURRAY CANADA INC., an Alberta corporation (the “Canadian Borrower”) EDGEN MURRAY EUROPE LIMITED, a limited company incorporated under the laws of England and Wales with registered number 01241058 (the “UK Borrower”), the other Loan Parties party hereto, the Lenders party hereto, JPMORGAN CHASE BANK, N.A., as the Administrative Agent, the US Collateral Agent and the Issuing Bank, JPMORGAN CHASE BANK, N.A., TORONTO BRANCH, as the Canadian Administrative Agent and the Canadian Collateral Agent, J.P. MORGAN EUROPE LIMITED, as the UK Administrative Agent and the UK Collateral Agent.
THIRD AMENDMENT TO CREDIT AGREEMENTCredit Agreement • December 29th, 2011 • Edgen Group Inc. • New York
THIS THIRD AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is executed as of the 12th day of August, 2008 (the “Effective Date”), by and among EDGEN MURRAY CORPORATION, a Nevada corporation (the “US Borrower”), EDGEN MURRAY CANADA INC., an Alberta corporation (the “Canadian Borrower”), EDGEN MURRAY EUROPE LIMITED, a limited company incorporated under the laws of England and Wales with registered number 01241058 (the “UK Borrower”), EDGEN MURRAY PTE. LTD., an entity organized under the laws of Singapore (the “Singapore Borrower”), the other Loan Parties party hereto, the Lenders party hereto, JPMORGAN CHASE BANK, N.A., as the Administrative Agent, the US Collateral Agent and the Issuing Bank, JPMORGAN CHASE BANK, N.A., TORONTO BRANCH, as the Canadian Administrative Agent and the Canadian Collateral Agent, J.P. MORGAN EUROPE LIMITED, as the UK Administrative Agent and the UK Collateral Agent, and THE HONGKONG & SHANGHAI BANKING CORPORATION LIMITED, as the Singapore Administrative Agent
FOURTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • December 29th, 2011 • Edgen Group Inc. • New York
THIS FOURTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is executed as of the 17th day of September, 2008, by and among EDGEN MURRAY CORPORATION, a Nevada corporation (the “US Borrower”), EDGEN MURRAY CANADA INC., an Alberta corporation (the “Canadian Borrower”), EDGEN MURRAY EUROPE LIMITED, a limited company incorporated under the laws of England and Wales with registered number 01241058 (the “UK Borrower”), EDGEN MURRAY PTE. LTD., an entity organized under the laws of Singapore (the “Singapore Borrower”), the other Loan Parties party hereto, the Lenders party hereto, JPMORGAN CHASE BANK, N.A., as the Administrative Agent, the US Collateral Agent and the Issuing Bank, JPMORGAN CHASE BANK, N.A., TORONTO BRANCH, as the Canadian Administrative Agent and the Canadian Collateral Agent, J.P. MORGAN EUROPE LIMITED, as the UK Administrative Agent and the UK Collateral Agent, and THE HONGKONG AND SHANGHAI BANKING CORPORATION LIMITED, as the Singapore Administrative Agent and the Singapore
CONSENT AND SEVENTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • April 17th, 2012 • Edgen Group Inc. • Wholesale-metals service centers & offices • New York
THIS CONSENT AND SEVENTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is executed as of the 10th day of April, 2012 (the “Seventh Amendment Effective Date”), by and among EDGEN MURRAY CORPORATION, a Nevada corporation (the “US Borrower”), EDGEN MURRAY CANADA INC., an Alberta corporation (the “Canadian Borrower”), EDGEN MURRAY EUROPE LIMITED, a limited company incorporated under the laws of England and Wales with registered number 01241058 (the “UK Borrower”), EDGEN MURRAY PTE. LTD., an entity organized under the laws of Singapore (the “Singapore Borrower”, and together with the US Borrower, the Canadian Borrower and the UK Borrower, the “Borrowers”), the other Loan Parties party hereto, the Lenders party hereto, JPMORGAN CHASE BANK, N.A., as the Administrative Agent, the US Collateral Agent and the Issuing Bank, JPMORGAN CHASE BANK, N.A., TORONTO BRANCH, as the Canadian Administrative Agent and the Canadian Collateral Agent, J.P. MORGAN EUROPE LIMITED, as the UK Administrative Agen
REORGANIZATION AGREEMENTReorganization Agreement • March 28th, 2012 • Edgen Group Inc. • Wholesale-metals service centers & offices • Delaware
This is a REORGANIZATION AGREEMENT, dated as of [•], 2012 (the “Agreement”), by and among Edgen Group Inc., a Delaware corporation (“Edgen Group”), Edgen Murray II, L.P., a Delaware limited partnership (“EM II LP”), Bourland & Leverich Holdings, LLC, a Delaware limited liability company (“B&L”), EDG Holdco LLC, a Delaware limited liability company (“EDG LLC”), and EM Holdings LLC, a Delaware limited liability company (“EM Holdings”).
Restricted Stock Award AgreementRestricted Stock Award Agreement • March 15th, 2013 • Edgen Group Inc. • Wholesale-metals service centers & offices • Delaware
This Restricted Stock Award Agreement (this “Agreement”), effective as of [_____] (the “Award Date”), is made between Edgen Group Inc. (the “Company”) and [_____] (“you” or “your”) pursuant to the Edgen Group Inc. 2012 Omnibus Incentive Plan, as it may be amended from time to time (the “Plan”).
LOAN PARTY JOINDER AGREEMENTLoan Party Joinder Agreement • December 29th, 2011 • Edgen Group Inc. • New York
THIS LOAN PARTY JOINDER AGREEMENT (this “Agreement”), dated as of January 28, 2010, is entered into between Edgen Murray do Brasil Limitada, a sociedade por quotas de responsabilidade limitada registered in Brazil with identification number 11.313.909 (the “New Subsidiary”) and JPMORGAN CHASE BANK, N.A., in its capacity as administrative agent (the “Administrative Agent”) under that certain Credit Agreement, dated as of May 11, 2007 among Edgen Murray Corporation, Edgen Murray Canada Inc., Edgen Murray Europe Limited, Edgen Murray Pte., Ltd. (the “Borrowers”), the other Loan Parties party thereto, the Lenders party thereto, JPMORGAN CHASE BANK, N.A., in its capacity as Administrative Agent, US Collateral Agent and the Issuing Bank, JPMORGAN CHASE BANK, N.A., TORONTO BRANCH, as the Canadian Administrative Agent and the Canadian Collateral Agent, J.P. MORGAN EUROPE LIMITED, as the UK Administrative Agent and the UK Collateral Agent, and THE HONGKONG AND SHANGHAI BANKING CORPORATION LIMIT
SIXTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • December 29th, 2011 • Edgen Group Inc. • New York
THIS SIXTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is executed as of the 2nd day of September, 2011 (the “Sixth Amendment Effective Date”), by and among EDGEN MURRAY CORPORATION, a Nevada corporation (the “US Borrower”), EDGEN MURRAY CANADA INC., an Alberta corporation (the “Canadian Borrower”), EDGEN MURRAY EUROPE LIMITED, a limited company incorporated under the laws of England and Wales with registered number 01241058 (the “UK Borrower”), EDGEN MURRAY PTE. LTD., an entity organized under the laws of Singapore (the “Singapore Borrower”, together with the US Borrower, the Canadian Borrower and the UK Borrower, the “Borrowers”), the other Loan Parties party hereto, the Lenders party hereto, JPMORGAN CHASE BANK, N.A., as the Administrative Agent, the US Collateral Agent and the Issuing Bank, JPMORGAN CHASE BANK, N.A., TORONTO BRANCH, as the Canadian Administrative Agent and the Canadian Collateral Agent, J.P. MORGAN EUROPE LIMITED, as the UK Administrative Agent and the UK Coll
FIFTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • December 29th, 2011 • Edgen Group Inc. • New York
THIS FIFTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is executed as of the 18th day of December, 2009 (the “Amendment Effective Date”), by and among EDGEN MURRAY CORPORATION, a Nevada corporation (the “US Borrower”), EDGEN MURRAY CANADA INC., an Alberta corporation (the “Canadian Borrower”), EDGEN MURRAY EUROPE LIMITED, a limited company incorporated under the laws of England and Wales with registered number 01241058 (the “UK Borrower”), EDGEN MURRAY PTE. LTD., an entity organized under the laws of Singapore (the “Singapore Borrower”, together with the US Borrower, the Canadian Borrower and the UK Borrower, the “Borrowers”), the other Loan Parties party hereto, the Lenders party hereto, JPMORGAN CHASE BANK, N.A., as the Administrative Agent, the US Collateral Agent and the Issuing Bank, JPMORGAN CHASE BANK, N.A., TORONTO BRANCH, as the Canadian Administrative Agent and the Canadian Collateral Agent, J.P. MORGAN EUROPE LIMITED, as the UK Administrative Agent and the UK Collateral
INVESTORS AND REGISTRATION RIGHTS AGREEMENT by and among EDGEN GROUP INC. and THE INVESTORS NAMED HEREIN Dated as of [ , 2012]Investors and Registration Rights Agreement • April 17th, 2012 • Edgen Group Inc. • Wholesale-metals service centers & offices • Delaware
THIS IS AN INVESTORS AND REGISTRATION RIGHTS AGREEMENT, dated as of [ ], 2012 (the “Agreement”), by and among Edgen Group Inc., a Delaware corporation (the “Company”), Edgen Murray II, L.P., a Delaware limited partnership (“EM II LP”), and Bourland & Leverich Holdings LLC, a Delaware limited liability company (“B&L” and, together with EM II LP, the “Investors” ). Each of the Investors are sometimes referred to herein individually as an “Investor”.
LEASE DATED [ ] DECEMBER, 2005 STEELS (UK) QRS 16-58, INC. (as Landlord) to MURRAY INTERNATIONAL METALS LIMITED (as Tenant) Land and 3 buildings located at NEWBRIDGE INDUSTRIAL ESTATE NEWBRIDGE MIDLOTHIANLease • December 29th, 2011 • Edgen Group Inc.
EXCHANGE AGREEMENTExchange Agreement • May 10th, 2012 • Edgen Group Inc. • Wholesale-metals service centers & offices • Delaware
EXCHANGE AGREEMENT (this “Agreement”), dated as of May 2, 2012, by and among Edgen Group Inc., a Delaware corporation (“Company”), EDG Holdco LLC, a Delaware limited liability company (“EDG”), and Edgen Murray II, L.P., a Delaware limited partnership (“Partnership”).
WITHOUT PREJUDICE SUBJECT TO CONTRACT PARTIES This Agreement is made betweenSettlement Agreement • December 29th, 2011 • Edgen Group Inc.
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • December 29th, 2011 • Edgen Group Inc.
Edgen Murray Corporation, a Nevada corporation (the “Company”), and Craig Kiefer (the “Executive”) hereby agree to amend the Employment Agreement dated as of July 28, 2010 as set forth herein.
EIGHTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • November 9th, 2012 • Edgen Group Inc. • Wholesale-metals service centers & offices • New York
THIS EIGHTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is executed as of the 24th day of August, 2012 (the “Eighth Amendment Effective Date”), by and among EDGEN MURRAY CORPORATION, a Nevada corporation (the “US Borrower”), EDGEN MURRAY CANADA INC., an Alberta corporation (the “Canadian Borrower”), EDGEN MURRAY EUROPE LIMITED, a limited company incorporated under the laws of England and Wales with registered number 01241058 (the “UK Borrower”), EDGEN MURRAY PTE. LTD., an entity organized under the laws of Singapore (the “Singapore Borrower”, and together with the US Borrower, the Canadian Borrower and the UK Borrower, the “Borrowers”), the Lenders party hereto, JPMORGAN CHASE BANK, N.A., as the Administrative Agent, the US Collateral Agent and the Issuing Bank, JPMORGAN CHASE BANK, N.A., TORONTO BRANCH, as the Canadian Administrative Agent and the Canadian Collateral Agent, J.P. MORGAN EUROPE LIMITED, as the UK Administrative Agent and the UK Collateral Agent, and THE HONG KONG A
VOTING AGREEMENTVoting Agreement • October 1st, 2013 • Edgen Group Inc. • Wholesale-metals service centers & offices • Delaware
This VOTING AGREEMENT, dated as of October 1, 2013 (this “Agreement”), is by and among Sumitomo Corporation of America, a New York corporation (“Parent”), and the stockholders of the Company listed on Schedule A hereto (each, a “Stockholder” and collectively, the “Stockholders”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 8th, 2012 • Edgen Group Inc. • Wholesale-metals service centers & offices • Texas
This Employment Agreement (“Agreement”) is made as of the 21st day of July, 2010, by and between Robert F. Dvorak (the “Executive”) and Bourland & Leverich Supply Co. LLC, a Delaware limited liability company (the “Company”). This Agreement shall become effective upon the Closing (as defined in that certain Asset Purchase Agreement by and among the Company, Bourland & Leverich Holding Company, a Texas corporation, Bourland & Leverich Supply Co., L.C., a Texas limited liability company, Bourland & Leverich Holding Company of Nevada, a Nevada corporation, B&L Supply Properties, LLC, a Texas limited liability company, Rick B. Leverich and Bourland & Leverich Holdings LLC, a Delaware limited liability company, dated as of the date hereof) (the “Effective Date”), and shall be null and void ab initio in the event that the Closing does not occur.
FORM OF EXCHANGE AGREEMENTExchange Agreement • March 28th, 2012 • Edgen Group Inc. • Wholesale-metals service centers & offices • Delaware
EXCHANGE AGREEMENT (this “Agreement”), dated as of [ ], 2012, by and among Edgen Group Inc., a Delaware corporation (“Company”), EDG Holdco LLC, a Delaware limited liability company (“EDG”), and [Edgen Murray II, L.P., a Delaware limited partnership / Bourland & Leverich Holdings LLC, a Delaware limited liability company] (“Partnership”).
REORGANIZATION AGREEMENTReorganization Agreement • May 10th, 2012 • Edgen Group Inc. • Wholesale-metals service centers & offices • Delaware
This is a REORGANIZATION AGREEMENT, dated as of May 2, 2012 (the “Agreement”), by and among Edgen Group Inc., a Delaware corporation (“Edgen Group”), Edgen Murray II, L.P., a Delaware limited partnership (“EM II LP”), Bourland & Leverich Holdings, LLC, a Delaware limited liability company (“B&L”), EDG Holdco LLC, a Delaware limited liability company (“EDG LLC”), and EM Holdings LLC, a Delaware limited liability company (“EM Holdings”).
