ASSET PURCHASE AGREEMENT by and among CARLTON-BATES COMPANY NCH CORPORATIONAsset Purchase Agreement • December 15th, 1999 • NCH Corp • Specialty cleaning, polishing and sanitation preparations • Texas
ANDCredit Agreement • February 5th, 2002 • NCH Corp • Specialty cleaning, polishing and sanitation preparations • Texas
AMONGMerger Agreement • December 26th, 2001 • NCH Corp • Specialty cleaning, polishing and sanitation preparations • Delaware
LIMITED LIABILITY COMPANY AGREEMENT OF RANGER HOLDING LLCLimited Liability Company Agreement • January 7th, 2002 • NCH Corp • Specialty cleaning, polishing and sanitation preparations • Delaware
This Limited Liability Company Agreement of RANGER HOLDING LLC, dated as of December 20, 2001, is entered into among Irvin L. Levy, Lester A. Levy, Sr., Robert M. Levy, John I. Levy, Lester A. Levy, Jr., Walter M. Levy and Ann Levy Cox as members (jointly, the “Members” and together with the affiliates of the Members, the “Holding Group”) and shall be deemed effective as of October 16, 2001.
Dear NCH Stockholder:Merger Agreement • January 7th, 2002 • NCH Corp • Specialty cleaning, polishing and sanitation preparations
On December 24, 2001, NCH Corporation (“NCH”) entered into a definitive Agreement and Plan of Merger (the “Merger Agreement”) with Ranger Merger Corporation (“Ranger”), pursuant to which, subject to certain conditions, Ranger is offering to acquire all of the outstanding shares of NCH’s common stock, through a tender offer, for $52.50 in cash per share. The tender offer, subject to certain conditions, will be followed by a merger of Ranger into NCH, pursuant to which NCH will become a private company in the sole control of certain members of the Levy family (the “Levy Group”). Accompanying this letter is NCH’s recommendation statement on Schedule 14D-9 for the proposed transaction, which was also filed with the Securities and Exchange Commission on January 7, 2002.
